Bunge Global (NYSE: BG) locks in 5% funding through 2031
Rhea-AI Filing Summary
Bunge Global SA (BG) announced that its wholly owned finance subsidiary, Bunge Limited Finance Corp., has completed a public offering of $600 million aggregate principal amount of 5.000% Senior Notes due 2031, fully and unconditionally guaranteed by Bunge on a senior unsecured basis. The notes were issued under an existing shelf registration statement on Form S-3 and an indenture with U.S. Bank Trust Company, National Association, as trustee, as supplemented by a Fifth Supplemental Indenture.
Bunge reports net proceeds of approximately $593.8 million after underwriting discounts and fees. The company intends to use the proceeds for general corporate purposes, which may include repaying or refinancing debt (including short-term indebtedness), funding working capital and capital expenditures, repurchasing stock, and investing in subsidiaries. The offering was underwritten by a syndicate led by Wells Fargo Securities, BofA Securities, Mizuho Securities USA and Rabo Securities USA as representatives of the underwriters.
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8-K Event Classification
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Senior Notes financial
Base Indenture regulatory
Fifth Supplemental Indenture regulatory
shelf registration statement regulatory
joint book-running managers financial
forward looking statements regulatory
Offering Details
FAQ
What type of financing did Bunge Global SA (BG) complete in August 2026?
What interest rate and maturity apply to Bunge Global SA’s new Senior Notes (BG)?
How much in net proceeds did Bunge Global SA (BG) receive from the Senior Notes offering?
How does Bunge Global SA (BG) plan to use the proceeds from the Senior Notes?
Under what registration framework were Bunge Global SA’s (BG) Senior Notes issued?
Who led the underwriting syndicate for Bunge Global SA’s (BG) Senior Notes offering?
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C., 20549
Form
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities
Exchange Act of 1934
Date
of Report (Date of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission
File Number) |
(I.R.S. Employer Identification No.) |
| N/A | |
|
(Address of registered office and principal executive offices) |
(Zip Code) |
| 1391 Timberlake Manor Parkway | 63017 |
| Chesterfield, MO | (Zip Code) |
|
(Address of corporate headquarters) |
(
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 8.01. | Other Events. |
On August 19, 2026, Bunge Limited Finance Corp. (“BLFC”), a wholly-owned finance subsidiary of Bunge Global SA (“Bunge”), completed the sale and issuance of $600 million aggregate principal amount of 5.000% Senior Notes due 2031 (the “Senior Notes”), guaranteed by Bunge, pursuant to an underwriting agreement dated August 17, 2026, with Wells Fargo Securities, LLC, BofA Securities, Inc., Mizuho Securities USA LLC and Rabo Securities USA, Inc., as representatives of the several underwriters (the “Underwriting Agreement”).
The Senior Notes were issued pursuant to an indenture, dated September 17, 2024 (the “Base Indenture”), by and among BLFC, Bunge and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as supplemented by the Fifth Supplemental Indenture, dated August 19, 2026 (the “Fifth Supplemental Indenture”), by and among BLFC, Bunge and the Trustee.
The offering was made pursuant to a shelf registration statement on Form S-3 dated September 9, 2024 (Registration No 333-282003) filed by Bunge and BLFC with the Securities and Exchange Commission. The net proceeds of the offering were approximately $593.8 million, after deducting the underwriting discount and the estimated offering fees and expenses. The net proceeds from the offering are intended to be used for general corporate purposes. General corporate purposes may include, without limitation, the repayment and refinancing of debt, including certain short-term indebtedness, working capital, capital expenditures, stock repurchases and investments in subsidiaries.
The Underwriting Agreement, Base Indenture, Fifth Supplemental Indenture and the opinions relating to the validity of the Senior Notes and the related guarantee have been filed or incorporated by reference, as applicable, as Exhibit 1.1, Exhibit 4.1, Exhibit 4.2, Exhibit 5.1 and Exhibit 5.2, respectively, to this Current Report on Form 8-K and each is incorporated herein by reference.
On August 17, 2026, Bunge issued a press release announcing the pricing of the offering of the Senior Notes. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit | Description | |
| 1.1 | Underwriting Agreement, dated August 17, 2026, among Bunge Limited Finance Corp., Bunge Global SA, Wells Fargo Securities, LLC, BofA Securities, Inc., Mizuho Securities USA LLC and Rabo Securities USA, Inc. | |
| 4.1 | Indenture, dated September 17, 2024, by and among Bunge Limited Finance Corp., Bunge Global SA and U.S. Bank Trust Company, National Association (including the form of Senior Note) (incorporated by reference to Exhibit 4.1 to Bunge’s Current Report on Form 8-K filed September 17, 2024) | |
| 4.2 | Fifth Supplemental Indenture, dated August 19, 2026, by and among Bunge Limited Finance Corp., Bunge Global SA and U.S. Bank Trust Company, National Association (including the form of Senior Note) | |
| 5.1 | Opinion of Jones Day | |
| 5.2 | Opinion of Homburger AG | |
| 23.1 | Consent of Jones Day (included in Exhibit 5.1) | |
| 23.2 | Consent of Homburger AG (included in Exhibit 5.2) | |
| 99.1 | Press Release, dated August 17, 2026, announcing the pricing of the Senior Notes | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 19, 2026
| BUNGE GLOBAL SA | ||
| By | /s/ Lisa Ware-Alexander | |
| Lisa Ware-Alexander | ||
| Secretary | ||
Exhibit 99.1
| Media Contact: | Bunge News Bureau Bunge 636-359-0797 news@bunge.com | |
Investor Contact:
|
Mark Haden Bunge mark.haden@bunge.com |
Bunge Global SA Announces Pricing of $600 Million Senior Notes Offering
ST. LOUIS, MO – Aug. 17, 2026 — Bunge Global SA (NYSE: BG) (the “Company” or “Bunge”) today announced that Bunge Limited Finance Corp., its wholly owned finance subsidiary, has successfully priced a public offering of $600 million aggregate principal amount of 5.000% senior unsecured notes due 2031 (the “Senior Notes”).
The Senior Notes will be fully and unconditionally guaranteed by Bunge Global SA on a senior unsecured basis. The offering was made pursuant to a registration statement filed with the U.S. Securities and Exchange Commission. The offering is expected to close on Aug. 19, 2026, subject to the satisfaction of customary closing conditions.
The net proceeds from the offering of the Senior Notes are intended to be used for general corporate purposes. General corporate purposes may include, without limitation, the repayment and refinancing of debt, including certain short-term indebtedness, working capital, capital expenditures, stock repurchases and investments in subsidiaries.
Wells Fargo Securities, LLC, BofA Securities, Inc., Mizuho Securities USA LLC, Rabo Securities USA, Inc., Deutsche Bank Securities Inc., ING Financial Markets LLC and SMBC Nikko Securities America, Inc. are acting as joint book-running managers for the offering of the Senior Notes. Academy Securities, Inc., BBVA Securities Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., Citigroup Global Markets Inc., Commerz Markets LLC, Commonwealth Bank of Australia, Credit Agricole Securities (USA) Inc., HSBC Securities (USA) Inc., J.P. Morgan Securities LLC, Natixis Securities Americas LLC, Oversea-Chinese Banking Corporation Limited, Santander US Capital Markets LLC, Scotia Capital (USA) Inc., Standard Chartered Bank and U.S. Bancorp Investments, Inc. are acting as senior co-managers for the offering of the Senior Notes. ANZ Securities, Inc., DZ Financial Markets LLC, Goldman Sachs & Co. LLC, ICBC Standard Bank Plc, Loop Capital Markets LLC, Mischler Financial Group, Inc., PNC Capital Markets LLC, RBC Capital Markets, LLC, RB International Markets (USA) LLC, SEB Securities, Inc., SG Americas Securities, LLC and Westpac Capital Markets LLC are acting as co-managers for the offering of the Senior Notes.
This offering of Senior Notes may be made only by means of the prospectus supplement and the accompanying prospectus related to the offering. Copies of the prospectus supplement and the accompanying prospectus relating to the offering can be obtained by contacting Wells Fargo Securities, LLC by phone at 1-800-645-3751 or by email at wfscustomerservice@wellsfargo.com, BofA Securities, Inc. by phone at 1-800-294-1322 or by email at dg.prospectus_requests@bofa.com, Mizuho Securities USA LLC by phone at 1-866-271-7403, or Rabo Securities USA, Inc. by phone at 1-866-746-3850 or by email at DCMAmericas@rabobank.com.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of, these Senior Notes in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
About Bunge
At Bunge (NYSE: BG), our purpose is to connect farmers to consumers to deliver essential food, feed and fuel to the world. As a premier agribusiness solutions provider, our dedicated employees partner with farmers across the globe to move agricultural commodities from where they’re grown to where they’re needed—in faster, smarter, and more efficient ways. We are a world leader in grain origination, storage, distribution, oilseed processing and refining, offering a broad portfolio of plant-based oils, fats, and proteins. We work alongside our customers at both ends of the value chain to deliver quality products and develop tailored, innovative solutions that address evolving consumer needs. With 200+ years of experience and presence in over 50 countries, we are committed to strengthening global food security, advancing sustainability, and helping communities prosper where we operate. Bunge has its registered office in Geneva, Switzerland and its corporate headquarters in St. Louis, Missouri.
Cautionary Statement Concerning 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 press release includes forward looking statements that reflect our current expectations about the size, timing and terms of the proposed offering. 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:
| · | our ability to complete the proposed offering on the expected timing and terms, or at all; |
| · | 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, trade, tariff and foreign investment policies, financial markets regulation and environmental, tax and biofuels regulation; |
| · | the impact of seasonality; |
| · | 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 business combination with Viterra Limited; |
| · | 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, wars 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 release are made only as of the date of this release, 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, 2025, filed with the SEC on February 19, 2026, as well as other risks and uncertainties set forth from time to time in reports subsequently filed with the SEC.