Bunge

2019

Annual Report

A LETTER FROM GREGORY A. HECKMAN, CEO

2019 was a year of change 
and progress at Bunge. 

We began the year by establishing our strategic priorities of driving 
operational performance, optimizing our portfolio, and improving our 
fi nancial discipline. Guided by these priorities, we successfully navigated 
a challenging and complex external environment marked by trade disputes, 
livestock disease in major demand destinations, as well as a late U.S. 
harvest. In addition to these external factors, we also implemented 
signifi cant internal improvements.

These improvements began by solidifying our executive ranks, incorporating 
new leadership into a realigned team with proven track records. This team 
has created a renewed sense of purpose in driving accountability and in 
impacting progress across our strategic priorities:

Driving operational performance

In May 2019, we began the shift away from a regional, matrix-based structure 
to a global operating model built around value chains. When completed, this 
model will simplify the organization and speed up decision-making, thereby 
increasing our operating and strategic fl exibility, customer focus, 
and accountability. This model will also align employee incentives to the 
whole of Bunge, rather than to the parts. We also relocated our global 
headquarters to St. Louis in order to increase effi  ciency, collaboration and 
shared insights. We ended 2019 with strong operational performance. 
We achieved a fi ve-year best in oilseed crush and capacity utilization 
rates — and in realizing the lowest industrial unit costs across our soy and 
sunseed crushing operations. These improvements helped us weather 
the challenging markets and opportunistically capture more margin.

In May 2019, we began the shift away from a 
regional, matrix-based structure to a global 
operating model built around value chains. 

Optimizing our portfolio

We continue to examine all ways to get the most out of our global platform, 
investments, and resources. In 2019, we contributed our sugar and 
bioenergy assets in Brazil to a new 50-50 joint venture with BP, creating the 
second largest operator as measured by eff ective crushing capacity in the 

2019 Bunge Annual Report  |  1

Brazilian bioethanol market. We have a strong partner in BP, and we have 
retained flexibility for further future monetization. This transaction also 
enabled us to decrease our leverage with the $775 million of cash proceeds 
received at closing. We announced an agreement to sell our margarine and 
mayonnaise assets in Brazil, and completed the sale of our stake in  
a U.S. ethanol business. We also completed a number of smaller  
transactions, selling several idled grain facilities in Eastern Europe  
and two idled wheat milling sites in Brazil. Finally, we optimized our  
South American grain footprint to improve capacity utilization by closing 
several other grain facilities. We made solid progress in 2019, but our  
work on this front continues.

Improving our financial discipline and rigor

We identified and captured cost savings opportunities in 2019, including 
achieving approximately $50 million in savings from our previously-
established Global Competitiveness Program, and are driving additional 
savings opportunities from our more recent portfolio and operating model 
changes. As always, we continue to reduce costs and increase efficiency 
without impacting the quality and safety standards that are hallmarks of 
Bunge. We improved our approach to risk management, focusing on taking 
the appropriate level of risk given the earnings power of Bunge and the 
environment we are operating within. Finally, we remain committed to a 
disciplined capital allocation strategy, ensuring that all capital deployment 
decisions are the result of a deliberate and thorough process driven by 
in-depth analysis and stress testing on the front end, as well as performing 
rigorous post-project reviews. 

Throughout this period of change, our core focus remains on connecting  
farmers and consumers globally. We recognize that Bunge’s leadership 
position is not just the result of our global platform and scale, but also a 
result of relationships and the trust our team has built over two centuries. 
This trust is reinforced by a steadfast commitment to safety, sustainability, 
and corporate responsibility. 

Throughout this period of change, our core focus remains  
on connecting farmers and consumers globally. 

When you look at our footprint, it’s easy to see why Bunge leads the  
way. Today, our unparalleled global portfolio of grain facilities, port 
terminals, processing and refining plants, and bottling and packaging 
facilities ensures that food and feed products move safely and efficiently 
from where they’re grown and processed to where they’re needed.  
We work closely with our customers, providing them with high quality  
raw and processed products and collaborate with them in developing 
tailored solutions and creating innovative food and ingredients.  

2019 Bunge Annual Report  |  2

With Bunge Ventures, we are actively working to fi nd and support innovative 
companies making cutting-edge advances in various areas of our business, 
including in plant and animal-based proteins — as evidenced by our early 
investment in Beyond Meat.  

Throughout 2019, Bunge continued to integrate sustainability across every 
level of our value chains. During a time when the linkages between climate 
change and food security are more apparent than ever, we are committed 
to doing our part and using our scale and infl uence to help lead the industry 
forward. We believe that the sector in which we operate positions us to unite 
actions across the food value chain to future-proof our food system. 

To achieve this and meet the challenges of the 21st century, we have defi ned 
sustainability goals — incorporating activities and commitments that will 
enable robust action on climate change, promote responsible supply chains, 
and ensure accountability for all that we do. For example, in December 2019, 
we entered into a sustainability-linked $1.75 billion revolving credit facility 
that ties the interest rate to our performance across fi ve sustainability 
targets. These targets highlight and measure Bunge’s continued 
advancement of initiatives across reducing greenhouse gases, increasing 
the traceability of agricultural commodities, and supporting increasing levels 
of the adoption of sustainable practices across the wider soybean and palm 
supply chains. Sustainability is ingrained in our culture and governance —
and importantly, backed by the actions of our colleagues around the world.

During 2020, we will continue our work to further improve industrial 
operations and streamline our business, while also continuing to actively 
provide innovative solutions to support our customer’s needs, helping 
them meet their business goals and diff erentiate them in the marketplace. 
Following the anticipated completion of our new operating model and our 
disciplined approach to risk management, we will be in a better position 
to quickly adjust to changing market dynamics and maximize the earnings 
potential of our global platform. 

We have strong momentum and have built a solid foundation for success. 
Around the world, our almost 25,000 employees have proven their ability 
to execute in a rapidly-changing environment, and we are well positioned 
to deliver signifi cant value to all of our stakeholders as we move through 
2020 and beyond.

I am extremely proud of the entire Bunge team for all we have accomplished 
over the past year. While we have made signifi cant headway, we still have 
more to do. We look forward to continuing to demonstrate our progress 
and are thankful to all our shareholders for their continued support.

Sincerely,

Gregory A. Heckman

Chief Executive Offi  cer

2019 Bunge Annual Report  |  3

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K

(cid:31) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2019
Or

(cid:30) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 to

For the transition period from 

Commission File Number 001-16625

29MAR201300314706

BUNGE LIMITED
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization)
Bermuda
(I.R.S. Employer Identification No.)
98-0231912
(Address of principal executive offices)
1391 Timberlake Manor Parkway
St. Louis
Missouri
(Zip Code)
63017
(Registrant’s telephone number, including area code)
(314) 292-2000
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Common Shares, $0.01 par value per share
Trading Symbol(s)
BG
Name of each exchange on which registered
New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes (cid:31) No (cid:30)

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the
Securities Act. Yes (cid:30) No (cid:31)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes (cid:31) No (cid:30)

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be
submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit such files). Yes (cid:31) No (cid:30)

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a
smaller reporting company or an emerging growth company. See the definitions of ‘‘large accelerated filer,’’ ‘‘accelerated
filer,’’ ‘‘smaller reporting company’’ and ‘‘emerging growth company’’ in Rule 12b-2 of the Exchange Act:

Large accelerated filer (cid:31) Accelerated filer (cid:30) Non-accelerated filer (cid:30) Smaller reporting company (cid:30)
Emerging growth company (cid:30)

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. (cid:30)

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes (cid:30) No (cid:31)

The aggregate market value of registrant’s common shares held by non-affiliates, based upon the closing price of our
common shares on the last business day of the registrant’s most recently completed second fiscal quarter, June 28, 2019,
as reported by the New York Stock Exchange, was approximately $7,651 million. Common shares held by executive officers
and directors and persons who own 10% or more of the issued and outstanding common shares have been excluded since
such persons may be deemed affiliates. This determination of affiliate status is not a determination for any other purpose.

As of February 14, 2020, 141,854,379 Common Shares, par value $.01 per share, were issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the proxy statement for the 2020 Annual General Meeting of Shareholders to be held on May 21, 2020 are
incorporated by reference into Part III.

2019 Bunge Annual Report

TABLE OF CONTENTS

PART I

Item 1.

Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 1A.

Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 1B.

Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 2.

Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 3.

Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 4.

Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART II

Item 5.

Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity

Securities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 6.

Selected Financial Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operations. . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 7A.

Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 8.

Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure . . . . . . . . . . . . . . . . . . . . . . . . .

Item 9A.

Controls and Procedures. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 9B.

Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART III

Item 10.

Directors, Executive Officers, and Corporate Governance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 11.

Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. . . . . . . . . . .

Item 13.

Certain Relationships and Related Transactions, and Director Independence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Item 14.

Principal Accounting Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

PART IV

Item 15.

Exhibits, Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Schedule II – Valuation and Qualifying Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

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2019 Bunge Annual Report

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
Annual Report on Form 10-K 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. These factors
include the risks, uncertainties, trends and other factors
discussed under the headings ‘‘Item 1A. Risk Factors,’’ as well
as ‘‘Item 1. Business,’’ ‘‘Item 7. Management’s Discussion and
Analysis of Financial Condition and Results of Operations,’’ and
elsewhere in this Annual Report on Form 10-K, including:

• weather conditions and the impact of crop and animal

disease on our business;

• global and regional economic, agricultural, financial and

commodities market, political, social and health conditions;

• changes in governmental policies and laws affecting our
business, including agricultural and trade policies and
environmental, tax and biofuels regulation;

•

the outcome of pending regulatory and legal proceedings;

• our ability to complete, integrate and benefit from

acquisitions, divestitures, joint ventures and strategic
alliances;

•

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;

• our capital allocation plans, funding needs and financing

sources;

•

•

the effectiveness of our risk management strategies;

the outcome of our strategic review process;

• our ability to achieve the efficiencies, savings and other

benefits anticipated from our portfolio rationalization and
business realignment initiatives;

• operational risks, including industrial accidents, natural

disasters and cybersecurity incidents; and

• changes in foreign exchange policy or rates;

• other factors affecting our business generally.

In light of these risks, uncertainties and assumptions, you
should not place undue reliance on any forward looking
statements contained in this Annual Report on Form 10-K.
Additional risks that we may currently deem immaterial or that
are not presently known to us could also cause the forward
looking events discussed in this Annual Report on Form 10-K
not to occur. Except as otherwise required by federal securities
law, we undertake no obligation to publicly update or revise
any forward looking statements, whether as a result of new
information, future events, changed circumstances or any other
reason after the date of this Annual Report on Form 10-K.

ii

2019 Bunge Annual Report

PART I
ITEM 1. BUSINESS

References in this Annual Report on Form 10-K to ‘‘Bunge
Limited,’’ ‘‘Bunge,’’ ‘‘the Company,’’ ‘‘we,’’ ‘‘us’’ and ‘‘our’’ refer to
Bunge Limited and its consolidated subsidiaries, unless the
context otherwise indicates.

BUSINESS OVERVIEW

We are a leading global agribusiness and food company with
integrated operations that stretch from the farm to consumer
foods. We believe we are a leading:

• global oilseed processor and producer of vegetable oils and

protein meals, based on processing capacity;

• global grain processor, based on volume;

• seller of packaged vegetable oils worldwide, based on sales;

• producer and seller of wheat flours, bakery mixes and dry

milled corn products in North and South America, based on
volume; and

• producer of sugar and ethanol in Brazil, through our interest
in the recently-formed BP Bunge Bioenergia joint venture.

In May 2019, we announced a new, global operating model,
aligned with our commercial activities of handling and
processing agricultural commodities and commodity products,
managing physical product flows, and risk management and
optimization, thus representing a shift away from our previous
regional approach. The new operating model will increase our
strategic flexibility and customer focus. Additionally, in 2019 we
substantially completed our Global Competitiveness Program,
launched in 2017 to improve our cost position and deliver
increased value to shareholders.

As of December 31, 2019, we continue to conduct our
operations in five reportable segments: Agribusiness, Edible Oil
Products, Milling Products, Sugar and Bioenergy, and Fertilizer.
However, in conjunction with the aforementioned
announcement, these reportable segments may change upon
the further evolution of our new global operating model and
related reporting structure. We refer to the Edible Oil Products
and Milling Products segments collectively as our Food and
Ingredients businesses. Key elements of our corporate strategy
include enhancing our global expertise and footprint in grains
and oilseeds through targeted, capital-efficient investments and
strategic partnerships, by working with customers to develop
products, services and solutions that meet current and future
needs in food and feed applications, and through a strong
focus on cost efficiency and continuous improvement. Our
strategy is aligned with long-term global macroeconomic and
consumer growth trends, including a commitment to
sustainability.

1

are located in North and South America, Europe and
Asia-Pacific, and we have merchandising and distribution
offices throughout the world.

Our Food and Ingredients businesses consist of two reportable
business segments: Edible Oil Products and Milling Products.
The Edible Oil Products segment includes businesses that sell
vegetable oils and fats, including cooking oils, shortenings,
margarines, mayonnaise and specialty ingredients. In December
2019, we entered into an agreement to sell our Brazilian
margarine and mayonnaise assets to Seara Alimentos S.A. The
Milling Products segment includes businesses that sell wheat
flours, bakery mixes, corn-based products and rice. The
operations and assets of our Edible Oil Products segment are
primarily located in North and South America, Europe and
Asia-Pacific, and the operations and assets of our Milling
Products segment are located in North and South America.

In December 2019, we contributed our Brazilian sugar and
bioenergy operations into a joint venture with the Brazilian
biofuels business of BP p.l.c. (‘‘BP’’). These operations formed
the majority of our Sugar and Bioenergy segment through
which we produced and sold sugar and ethanol derived from
sugarcane, as well as energy derived from the sugar and
ethanol production process. The joint venture, BP Bunge
Bioenergia, in which we have a 50% interest, operates on a
stand-alone basis with a total of 11 mills located across the
Southeast, North and Midwest regions of Brazil. BP Bunge
Bioenergia is now the second largest operator by effective
crushing capacity in the Brazilian sugarcane ethanol biofuel
industry. As a result of this transaction, we no longer
consolidate our Brazilian sugar and bioenergy operations in our
consolidated financial statements. We account for our interest
in the joint venture under the equity method of accounting.

Our Fertilizer segment is involved in producing, blending and
distributing fertilizer products for the agricultural industry in
South America, with operations and retail distribution activities
in Argentina, Uruguay and Paraguay, and port facilities in
Argentina and Brazil.

HISTORY AND CORPORATE INFORMATION

Bunge Limited is a limited liability company formed under the
laws of Bermuda. We are registered with the Registrar of
Companies in Bermuda under registration number EC20791.
We trace our history back to 1818 when we were founded as a
trading company in Amsterdam, The Netherlands. We are a
holding company and substantially all of our operations are
conducted through our subsidiaries. Our principal executive
offices and corporate headquarters are located at 1391
Timberlake Manor Parkway, St. Louis, Missouri 63017, United
States of America and our telephone number is
(314) 292-2000. Our registered office is located at 2 Church
Street, Hamilton, HM 11, Bermuda.

AGRIBUSINESS

Our Agribusiness segment is an integrated, global business
principally involved in the purchase, storage, transportation,
processing and sale of agricultural commodities and
commodity products. Our Agribusiness operations and assets

Overview. Our Agribusiness segment is an integrated, global
business involved in purchasing, storing, transporting,
processing and selling agricultural commodities and commodity
products while managing risk across various product lines. The

1

2

2019 Bunge Annual Report

principal agricultural commodities that we handle in this
segment are oilseeds, primarily soybeans, rapeseed, canola and
sunflower seed, and grains, primarily wheat and corn. We
process oilseeds into vegetable oils and protein meals,
principally for the food, animal feed and biodiesel industries,
through a global network of facilities. Our footprint is well
balanced, with approximately 33% of our processing capacity
located in South America, 27% in North America, 26% in
Europe and 14% in Asia-Pacific.

Customers. We sell agricultural commodities and processed
commodity products to customers throughout the world. The
principal purchasers of our oilseeds, grains and oilseed meal
are animal feed manufacturers, livestock producers, wheat and
corn millers and other oilseed processors. As a result, our
agribusiness operations generally benefit from global demand
for protein, primarily poultry and pork products. The principal
purchasers of the unrefined vegetable oils produced in this
segment are our own Food and Ingredients businesses and
third-party edible oil processing companies, which use these
oils as raw materials in the production of edible oil products
for the food service, food processor and retail markets. In
addition, we sell oil products for various non-food uses,
including industrial applications and the production of
biodiesel.

Distribution and Logistics. We have developed an extensive
global logistics network to transport our products, including
trucks, railcars, river barges and ocean freight vessels. Typically,
we either lease the transportation assets or contract with third
parties for these services. To better serve our customer base
and develop our global distribution and logistics capabilities,
we own or operate either directly or through joint venture
arrangements, various port terminal facilities, including in
Brazil, Argentina, the United States, Canada, Russia, Ukraine,
Poland, Vietnam and Australia.

Financial Services and Activities. We also offer various financial
services, principally trade structured finance and financial risk
management services, to customers and other third parties.
Our trade structured finance operations leverage our
international trade flows to generate trade finance derived
liquidity in emerging markets for third parties. Our financial risk
management services include structuring and marketing risk
management products to enable agricultural producers and
end users of commodities to manage commodity price risk
exposures. We also engage in foreign exchange and other
financial instrument trading via our financial services business.
Additionally, we provide financing services to farmers, primarily
in Brazil, from whom we purchase soybeans and other
agricultural commodities. Our farmer financing activities are an
integral part of our grain and oilseed origination activities as
they help assure the annual supply of raw materials for our
Brazilian agribusiness operations.

Biodiesel. We own and operate biodiesel facilities in Europe
and Brazil and have equity method investments in biodiesel
producers in Europe and Argentina. This business is
complementary to our core Agribusiness operations as in each
case we supply some of the raw materials (refined or partially
refined vegetable oil) used in their production processes.

Raw Materials. We purchase oilseeds and grains either directly
from farmers or indirectly through intermediaries. Although the
availability and price of agricultural commodities may, in any
given year, be affected by unpredictable factors such as
weather, government programs and policies and farmer
planting and selling decisions, our operations in major crop
growing regions have enabled us to source adequate raw
materials for our operational needs.

Competition. Due to their commodity nature, markets for our
products are highly competitive and subject to product
substitution. Competition is principally based on price, quality,
product and service offerings, and geographic location. Major
competitors include but are not limited to: The Archer Daniels
Midland Co. (‘‘ADM’’), Cargill Incorporated (‘‘Cargill’’), Louis
Dreyfus Group (‘‘Louis Dreyfus’’), Glencore International PLC,
Wilmar International Limited (‘‘Wilmar’’) and COFCO
International (‘‘COFCO’’).

FOOD AND INGREDIENTS

Overview. Our Food and Ingredients businesses include two
reportable business segments: Edible Oil Products and Milling
Products. We primarily sell our products to three customer
types or market channels: food processors, food service
companies, and retail outlets. The principal raw materials used
in our Food and Ingredients businesses are various crude and
further processed vegetable oils and fats in our Edible Oil
Products segment, as well as wheat, corn and rice in our
Milling Products segment. These raw materials are mostly
agricultural commodities that we either produce or purchase
from third parties. We believe that our global integrated
business model enables us to realize synergies between our
Agribusiness and Food and Ingredients operations through raw
material procurement, logistics, risk management and the
co-location of industrial facilities, enabling us to supply
customers with reliable, high quality products on a global
basis. As many of the products we sell in our Food and
Ingredients businesses are staple foods or ingredients, these
businesses generally benefit from macro population and
income growth rates. Additionally, our Food and Ingredients
businesses are focused on capitalizing on growing global
consumer food trends, including a desire for less processed,
healthier foods, interest in new flavors, and increases in
snacking and eating outside the home.

Edible Oil Products

Products. Our edible oil products include packaged and bulk
oils and fats, including cooking oils, shortenings, margarines,
mayonnaise and other products derived from the vegetable oil
refining process. We primarily use soybean, sunflower,
rapeseed and canola oil that we produce in our Agribusiness
segment oilseed processing operations as raw materials in this
business. We also refine and fractionate palm oil, palm kernel
oil, coconut oil, and shea butter, and blend and refine olive oil.
Additionally, we produce specialty ingredients derived from
vegetable oils, such as lecithin, which is used as an emulsifier
in a broad range of food products. We are a leading seller of
packaged vegetable oils worldwide, based on sales. We have
edible oil refining and packaging facilities in North America,

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2019 Bunge Annual Report

3

South America, Europe, Asia-Pacific, and Africa. Our edible oil
products business is largely business to business (‘‘B2B’’)
focused in North America, while in South America, Europe and
Asia-Pacific it comprises a mix of B2B and business to
consumer (‘‘B2C’’) offerings.

In Brazil, our retail edible oil brands include Soya, the leading
consumer packaged vegetable oil brand, as well as Primor and
Salada. We are also a leading supplier of shortenings to the
food processor market. We also produce processed tomato and Milling Products
other staple food products, including sauces, condiments and
seasonings under several brand names. In December 2019, we
entered into an agreement to sell our Brazilian margarine and
mayonnaise assets to Seara Alimentos S.A.

innovation, technical support, product innovation, composition
and nutritional value, and advertising and promotion. Our
products may compete with widely advertised, well-known,
branded products, as well as private label and customized
products. Our principal competitors in the Edible Oil Products
segment include, but are not limited to: ADM, AAK AB, Cargill,
Fuji Oil Co. Ltd. and Wilmar, as well as local competitors in
each region.

In the United States and Canada, we offer food manufacturers,
bakeries, confectionary, and food service operators high-quality
solutions to fit their goals, such as delivering desired tastes
and textures, or reducing trans-fats or saturated fats in their
products. Our products include trans-fat free high-oleic canola
oil, which is low in saturated fats, and high-oleic soybean oil,
which is highly stable and trans-fat free. We have also
developed proprietary fiber addition processes that allow
bakery and food processor customers to achieve significant
saturated fat reductions in shortenings. We also offer expeller-
pressed and physically-refined oils to food service customers
under the Whole Harvest brand, and produce margarines and
buttery spreads, including our leading Country Premium brand,
for food service, food processor and retail private label
customers.

In Europe, we are a leader in consumer packaged vegetable
oils, which are sold in various geographies under brand names
including Venusz, Floriol, Kujawski, Olek, Unisol, Ideal, Oleina,
Maslenitsa, Oliwier, Salat Rozumnitsa and Komili. We are also a
leader in margarines, under brand names including Smakowita,
Maslo Rosline, Masmix, Optima, Deli Reform, Keiju, Evesol, Linco,
Gottgott, Suvela and Finuu. Additionally, we produce a variety of
products for the confectionary and bakery industries. We are
also a significant B2B oils supplier in the Western European
food service channel.

In Asia, we offer a range of consumer and B2B products,
including bakery, culinary, confectionary and infant nutrition
products. In India, our consumer brands include Dalda, Ginni
and Chambal edible oils; Dalda and Gagan vanaspatis; and
Masterline professional bakery fats. In China, we offer
consumer edible oils products under the Dou Wei Jia brand.

Customers. Our customers include baked goods companies,
snack food producers, confectioners, restaurant chains, food
service operators, infant nutrition companies, and other food
manufacturers who use vegetable oils and shortenings as
ingredients in their operations. Other customers include
grocery chains, wholesalers, distributors, and other retailers
who sell to consumers either under our own brand names or
private labels. These customers include global and national
food processors and manufacturers, many of which are leading
brand owners in their product categories.

Products. Our Milling Products segment activities include the
production and sale of a variety of wheat flours and bakery
mixes in Brazil and Mexico, corn-based products, derived from
both the dry and wet corn milling processes, in the United
States and Mexico, and milled rice products in the United
States and Brazil.

Our brands in Brazil include Suprema, Soberana, Primor and
Predileta wheat flours, and Gradina and Pre-Mescla bakery
premixes. Our wheat flour and bakery mix brands in Mexico
include Espiga, Esponja, Francesera, Chulita, Galletera and
Pastelera. Our corn milling products primarily consist of
dry-milled corn meals and flours, wet-milled masa and flours,
flaking and brewer’s grits, as well as soy-fortified corn meal,
corn-soy blend, and other similar products. As part of our corn
portfolio, we also sell whole grain and fiber ingredients. In the
United States, we offer ancient grains, such as quinoa and
millet, in our portfolio. We also produce a range of extruded
products that include die-cut pellets for the snack food
industry. Additionally, we offer non-GMO products in the
United States, including corn varieties. We mill and sell bulk
and packaged rice in the United States and sell branded rice
in Brazil under the Primor brand.

The primary customers for our wheat milling

Customers.
products are food processing, bakery and food service
companies. The primary customers for our corn milling
products are companies in the food-processing sector, such as
cereal, snack, bakery and brewing companies, as well as the
U.S. Government for humanitarian assistance programs. Our
rice milling business sells to customers in the food service and
food processing channels, as well as to export markets.

Competition. Competition is based on a variety of factors,
including price, raw material procurement, brand recognition,
product quality, nutritional profile, dietary trends and
distribution capabilities. In Brazil, our major competitors are
M. Dias Branco, J. Macedo and Moinho Anaconda, as well as
many small regional producers. Our major competitors in
Mexico include Elizondo Agroalimentos, S.A. de C.V., Harinera
An ´ahuac, S.A. de C.V., Molinera de M ´exico S.A. de C.V., and
Grupo Trimex S.A. Our major competitors in North American
corn milling include Cargill, Didion Inc., SEMO Milling, LLC,
Life Line Foods, LLC and Gruma S.A.B. de C.V. Our major
competitors in our U.S. rice milling business include ADM and
Farmers’ Rice Cooperative.

SUGAR AND BIOENERGY

Competition. Competition is based on a number of factors,
including price, raw material procurement, distribution
capability, cost structure, brand recognition, product quality,

3

Prior to the formation of the BP Bunge Bioenergia joint venture
in December 2019, our sugar and bioenergy business consisted

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2019 Bunge Annual Report

of eight sugarcane mills in Brazil. In our former sugar and
bioenergy business, we used sugarcane to produce sugar and
ethanol, which was supplied by a combination of our own
plantations and third-party farmers. Additionally, through
cogeneration facilities at our sugarcane mills, we produced
electricity from the burning of sugarcane bagasse (the fibrous
portion of the sugarcane that remains after the extraction of
sugarcane juice) in boilers, which enabled our mills to meet
their energy requirements. Any surplus electricity was sold to
the local grid or other large third-party users of electricity. All
of these activities were assumed by our BP Bunge Bioenergia
joint venture. As a result of this transaction, we account for our
interest in the joint venture under the equity method of
accounting and no longer consolidate our Brazilian sugar and
bioenergy operations in our consolidated financial statements.

In connection with the formation of the BP Bunge Bioenergia
joint venture, we combined our eight mills, the plantations we
owned and managed, and related assets, together with BP’s
sugar and bioenergy business in Brazil, which included three
mills and related assets. The mills of the BP Bunge Bioenergia
joint venture are supplied with sugarcane grown on
approximately 313,000 hectares of land. In 2019, approximately
70% of our total milled sugarcane came from our owned or
managed plantations and 30% was purchased from third-party
suppliers. These mills allow the BP Bunge Bioenergia joint
venture to produce sugar, ethanol and electricity, as further
described below.

• Sugar – The BP Bunge Bioenergia joint venture produces

two types of sugar: very high polarity (‘‘VHP’’) raw sugar and
crystal sugar. VHP sugar is similar to the raw sugar traded
on major commodities exchanges, including the standard
NY11 contract, and is sold almost exclusively for export.
Crystal sugar is a non-refined white sugar and is principally
sold domestically in Brazil.

• Ethanol – BP Bunge Bioenergia produces and sells two types

of ethanol: hydrous and anhydrous. Hydrous ethanol is
consumed directly as a transport fuel, while anhydrous
ethanol is blended with gasoline in transport fuels.

FERTILIZER

Overview. Through our operations in Argentina, Uruguay and
Paraguay, we produce, blend and distribute a range of liquid
and dry NPK fertilizers, including nitrogen-based liquid and
solid phosphate fertilizers. NPK refers to nitrogen (N),
phosphate (P) and potassium (K), the main components of
chemical fertilizers, used for the production of crops, including
soybeans, corn and wheat. Our operations in Argentina,
Uruguay and Paraguay are closely linked to our grain
origination activities, as we supply fertilizer to producers that
supply us with grain. In Brazil, we operate a terminal in the
Port of Santos that discharges and handles imported fertilizers
and provides logistics and support services. Our Brazilian grain
operations also supply farmers, through barter agreements,
with third-party produced fertilizer.

Products and Services. We offer a complete fertilizer portfolio,
including SSP, ammonia, and ammonium thiosulfate that we
produce, as well as monoammonium phosphate, diammonium
phosphate, triple supersphosphate, urea, urea-ammonium
nitrate, ammonium sulfate and potassium chloride that we
purchase from third parties and resell. We primarily market our
products under the Bunge brand, with liquid fertilizers
marketed under the Solmix brand.

Raw Materials. Our main raw materials in this segment are
concentrated phosphate rock, sulfuric acid, natural gas and
sulfur. The prices of fertilizer raw materials are typically based
on international prices that reflect global supply and demand
factors, as well as global transportation and other logistics
costs. Each of these fertilizer raw materials is readily available
in the international market from multiple sources.

Competition. Competition is based on a number of factors,
including delivered price, product offering and quality, location,
access to raw materials, production efficiency and customer
service, sometimes including customer financing terms. Our
main competitors in our fertilizer operations in Argentina are
Nutrien Ltd. (Agrium/ASP), YPF S.A., Profertil S.A., COFCO
(Nidera B.V.), Yara International ASA and Louis Dreyfus.

• Electricity – BP Bunge Bioenergia generates electricity from

RISK MANAGEMENT

burning sugarcane bagasse in our mills.

We expect that the sugar produced at BP Bunge Bioenergia’s
mills will be sold in both the Brazilian domestic market,
primarily in the confectionary and food processing industries,
and export markets. The ethanol is expected to be sold
primarily to customers for use in the Brazilian domestic market
to meet the demand for fuel, with sugar and ethanol also
exported in the international market. BP Bunge Bioenergia
competes with other sugar and ethanol producers both in
Brazil and internationally, and with beet sugar processors,
along with producers of other sweeteners and biofuels in the
global market. Major competitors in Brazil include Cosan
Limited/Raizen, S ˜ao Martinho S.A. and Biosev (Louis Dreyfus).
Major international competitors include British Sugar PLC,
S ¨udzucker AG, Cargill, Tereos S.A., Sucden S.A., ED&F Man
Limited and COFCO.

Risk management is a fundamental aspect of our business.
Engaging in the hedging of risk exposures and anticipating
market developments are critical to protecting and enhancing
our return on assets. As such, we are active in derivative
markets for agricultural commodities, energy, ocean freight,
foreign currency, and interest rates. We seek to leverage the
market insights that we gain through our global operations
across our businesses by actively managing our physical and
financial positions on a daily basis. See ‘‘Item 7A. Quantitative
and Qualitative Disclosures About Market Risk.’’

INSURANCE

In each country in which we conduct business, our operations
and assets are subject to varying degrees of risk and
uncertainty. We insure our businesses and assets in each
country in a manner that we deem appropriate for a company
of our size and activities, based on an analysis of the relative

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2019 Bunge Annual Report

5

risks and costs. We believe that our geographic dispersion of
assets helps mitigate the risk to our business from an adverse
event affecting a specific facility. However, if we were to incur
a significant loss or liability for which we were not insured in
full or in part, it could have a materially adverse effect on our
business, financial condition and results of operations.

OPERATING SEGMENTS AND GEOGRAPHIC AREAS

We have included financial information about our reportable
segments and our operations by geographic area in Note 28—
Segment Information to our consolidated financial statements
included as part of this Annual Report on Form 10-K.

RESEARCH AND DEVELOPMENT, INNOVATION, PATENTS AND
LICENSES

Our research and development activities are focused on
developing products and improving processes that will drive
growth or otherwise add value to our core business operations. markets.
In our Food and Ingredients business, we have 17 research
and development centers globally to support product
development and enhancement. Additionally, Bunge Ventures,
our corporate venture capital unit, invests in start-ups and
other early stage companies that are developing new
technologies relevant to our industries.

We own trademarks, patents and licenses covering certain of
our products and manufacturing processes. However, neither
our business as a whole nor any segment is dependent on any
specific trademark, patent or license.

SEASONALITY

In our Agribusiness segment, while there is a degree of
seasonality in the growing season and procurement of our
principal raw materials, such as oilseeds and grains, we
typically do not experience material fluctuations in volume
between the first and second half of the year, since we are
geographically diversified between the northern and southern
hemispheres, and we sell and distribute products throughout
the year. However, the first quarter of the year has generally
been our weakest in terms of financial results due to the
timing of the North and South American oilseed harvests, as
the North American harvest peaks in the third and fourth
quarters, and the South American harvest peaks in the second
quarter. Our North and South American grain merchandising
and oilseed processing activities are, therefore, generally at
lower levels during the first quarter.

In our Food and Ingredients businesses, demand for certain of
our food items may be influenced by holidays and other annual
events.

In our Fertilizer segment, we are subject to seasonal trends
based on the South American agricultural growing cycle as
farmers typically purchase the bulk of their fertilizer needs in
the second half of the year.

GOVERNMENT REGULATION

In each of the countries in which we operate, we are subject to
a variety of laws and regulations governing various aspects of

5

our business, including general business regulations as well as
those governing the manufacturing, handling, storage,
transport, marketing and sale of our products. These include
laws and regulations relating to facility licensing and
permitting, food and feed safety, the handling and production
of regulated substances, nutritional and labeling requirements,
global trade compliance and other matters. Our operations and
those of our suppliers are also subject to restrictions on land
use in certain protected areas, forestry reserve requirements,
and limitations on water use. Additionally, from time-to-time,
agricultural production shortfalls in certain regions, and
growing demand for agricultural commodities for feed, food
and fuel use have caused prices for relevant agricultural
commodities to rise. High commodity prices and regional crop
shortfalls have led, and in the future may lead, governments to
impose price controls, tariffs, export restrictions and other
measures designed to ensure adequate domestic supplies
and/or mitigate price increases in their domestic markets, as
well as increase the scrutiny of competitive conditions in their

Many countries use and produce biofuels as alternatives to
traditional fossil fuels. Biofuels convert crops, such as
sugarcane, corn, soybeans, palm, rapeseed or canola, and
other oilseeds, into ethanol or biodiesel to extend, enhance or
substitute for fossil fuels. Production of biofuels has increased
significantly in the last decade in response to both periods of
high fossil fuel prices and to government incentives to produce
biofuels offered in many countries, including the United States,
Brazil, Argentina and several South East Asian and European
countries. Furthermore, in several countries, governmental
authorities are mandating biofuels use in transport fuels at
specified levels. As such, the markets for agricultural
commodities used in the production of biofuels have become
increasingly affected by the growth of the biofuels industry and
related legislation.

ENVIRONMENTAL MATTERS AND SUSTAINABILITY

We incorporate sustainability into many areas of our business,
from how we plan and develop our strategic goals and operate
our facilities to how we engage with our customers, suppliers,
employees, communities and other stakeholders. Our
philosophy is to ‘‘Act, Conserve and Engage’’ and our efforts
include policies and initiatives to reduce deforestation,
conserve natural resources in our operations and engage
across our sector to address the sustainability challenges in
the agribusiness and food value chain. We periodically
communicate our progress through various disclosure
platforms, including annual sustainability reports and the
Carbon Disclosure Project (CDPs), among others.

We are subject to various environmental protection and
occupational health and safety laws and regulations in the
countries in which we operate, and we incur costs to comply
with these requirements. Compliance with applicable laws and
regulations relating to environmental matters has not had a
material financial or competitive effect on our business.
However, due to our extensive operations across multiple
industries and jurisdictions globally, we are exposed to the risk
of claims and liabilities under these laws and regulations.
Violation can result in substantial fines, administrative

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2019 Bunge Annual Report

sanctions, criminal penalties, revocations of operating permits
and/or shutdowns of our facilities.

Additionally, our business could be affected in the future by
the regulation or taxation of greenhouse gas emissions or
policies related to national emission reduction plans. We
regularly assess the potential impacts to our business resulting
from regulation or policies aimed at reducing greenhouse gas
emissions. Potential consequences could include increased
energy, transportation and raw material costs, and we may be
required to make additional investments to modify our facilities,
equipment and processes. As a result, the effects of additional
climate change regulatory initiatives could have adverse
impacts on our business and results of operations. Physical
effects of climate change, including shifts in agricultural
production areas and climatic volatility, could in the long-term
result in incidents of stranded physical assets. We believe the
breadth and diversification of our global asset network, as well
as our participation in the global trade of agricultural
commodities, help to mitigate these risks.

EMPLOYEES

As of December 31, 2019 and 2018, we had approximately
24,000 employees and 31,000 employees, respectively. The
decrease in the number of employees is primarily related to the
formation of the BP Bunge Bioenergia joint venture in
December 2019, to which we contributed our Brazilian sugar
and bioenergy operations. Many of our employees are
represented by labor unions, and their employment is governed
by collective bargaining agreements. In general, we consider
our employee relations to be good.

AVAILABLE INFORMATION

Our website address is www.bunge.com. Through the
‘‘Investors: SEC Filings’’ section of our website, it is possible to
access our periodic report filings with the Securities and
Exchange Commission (‘‘SEC’’) pursuant to Section 13(a) or
15(d) of the Securities Exchange Act of 1934, as amended (the
‘‘Exchange Act’’), including our Annual Report on Form 10-K,
quarterly reports on Form 10-Q, current reports on Form 8-K,
and any amendments to those reports. Also, filings made
pursuant to Section 16 of the Exchange Act with the SEC by
our executive officers, directors and other reporting persons
with respect to our common shares are made available through
our website. Our periodic reports and amendments, and the
Section 16 filings, are available through our website free of
charge as soon as reasonably practicable after such report,
amendment or filing is electronically filed with or furnished to
the SEC.

Through the ‘‘Investors: Governance’’ section of our website
(www.bunge.com), it is also possible to access copies of the
charters for our Audit Committee, Compensation Committee,
Finance and Risk Policy Committee, Corporate Governance and
Nominations Committee, Sustainability and Corporate
Responsibility Committee, and Strategic Review Committee. Our
Corporate Governance Guidelines and our Code of Conduct are
also available on our website. Each of these documents is also
made available free of charge through our website.

The foregoing information regarding our website and its
content is for your convenience only. The information contained
in or connected to our website is not deemed to be
incorporated by reference in this report, or filed with the SEC.

In addition, the SEC maintains a website that contains reports,
proxy and information statements, and other information
regarding issuers, where you may obtain a copy of all of the
materials we file publicly with the SEC. The SEC website
address is www.sec.gov.

EXECUTIVE OFFICERS AND KEY EMPLOYEES OF THE COMPANY

Set forth below is certain information concerning the executive
officers and key employees of the company.

Name

Gregory A. Heckman
Deborah Borg

Aaron Buettner
Christos Dimopoulous
Pierre Mauger
John W. Neppl

Raul Padilla
Joseph A. Podwika
Robert Wagner
Brian Zachman

Position

Chief Executive Officer
Executive Vice President and Chief Human
Resources and Communications Officer
President, Bunge Loders Croklaan
President, Global Supply Chains
Chief Transformation Officer
Executive Vice President and Chief Financial
Officer
President, Global Operations
Executive Vice President and Chief Legal Officer
Chief Risk Officer
President, Global Risk Management

Gregory A. Heckman, 57. Mr. Heckman was appointed Chief
Executive Officer in January 2019. He joined our Board of
Directors in October 2018 and continues to serve as a Board
member. Mr. Heckman is the founding partner of Flatwater
Partners, a private investment firm, and has over 30 years of
experience in the agriculture, energy and food processing
industries. He served as Chief Executive Officer of The Gavilon
Group from 2008 to 2015. Prior to Gavilon, he served as Chief
Operating Officer of ConAgra Foods Commercial Products and
President and Chief Operating Officer of ConAgra Trade Group.
Mr. Heckman serves on the Board of Directors of OCI N.V. He
holds a Bachelor of Science degree in Agricultural Economics
and Marketing from the University of Illinois at Urbana-
Champaign.

Deborah Borg, 43. Ms. Borg joined Bunge in November 2015.
She joined Bunge from Dow Chemical, where she served as
President Dow USA, a role in which she was responsible for
regional business strategy and external relationships with
customers, government organizations and joint venture
partners. She started her career at Dow in 2000 as Human
Resources Manager for Australia / New Zealand and went on
to hold regional and business HR roles in Asia, Europe and
North America. She also served as Global HR Director,
Marketing and Sales, and led the Human Capital Planning and
Development function for Dow focusing on talent acquisition,
retention, diversity and development. Previously, Ms. Borg
served in HR and talent development roles with General
Motors Australia. Ms. Borg serves on the Board of Directors of
Schweitzer-Mauduit International, Inc., a leading global
performance materials company. She holds a bachelor’s degree
in Business Management in Human Resources and a master’s

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2019 Bunge Annual Report

7

degree in Training and Change Management from Victoria
University, Australia.

Aaron Buettner, 46. Mr. Buettner has served as President,
Bunge Loders Croklaan (BLC) since May 2019, after having
started his career at Bunge in September 2015 as Vice
President, Global Oils segment. Prior to joining Bunge,
Mr. Buettner worked at Cargill for 19 years in a variety of
commercial, finance and general management leadership roles
in the United States, Russia and Asia Pacific refined oils
businesses. He holds a bachelor’s degree in Accounting and
Computer Science from the University of Northern Iowa and an
M.B.A. from the University of Chicago Booth School of
Business.

Christos Dimopoulos, 46. Mr. Dimopoulos has served as
President, Global Supply Chains since May 2019.
Mr. Dimopoulos joined Bunge in 2004 and served most recently
as President, Agribusiness. He joined the company in 2004 as a
grain trader and subsequently held a variety of roles of
increasing responsibility in the Agribusiness segment. Prior to
Bunge, Mr. Dimopoulos held roles in Europe and the United
States with Tradigrain and Intrade Risk Management. He holds
a bachelor’s degree in Business Management and Marketing
from HEC Lausanne in Switzerland.

Pierre Mauger, 47. Mr. Mauger has served as Chief
Transformation Officer since May 2019. He started his career at
Bunge in 2013 as Chief Development Officer. Prior to joining
Bunge, Mr. Mauger was a partner at McKinsey & Company,
where he led the firm’s agriculture service line in Europe, the
Middle East and Africa from 2009 to 2013, overseeing client
relationships with leading global companies in the commodity
processing and trading, agrochemicals and fertilizer sectors, as
well as with governments. Prior to that, he served as a partner
in the firm’s consumer goods practice. He joined McKinsey as
an associate in 2000. Mr. Mauger previously worked as an
auditor at Nestl ´e and KPMG. He holds a bachelor’s degree in
Economics and Business Finance from Brunel University in the
United Kingdom and an M.B.A. from INSEAD.

John W. Neppl, 54. Mr. Neppl was appointed Executive Vice
President and Chief Financial Officer in May 2019. Mr. Neppl
joined Bunge from Green Plains Inc., where he served as Chief
Financial Officer. Prior to Green Plains, Mr. Neppl served as
chief financial officer of The Gavilon Group, LLC, an agriculture
and energy commodities management firm with an extensive
global footprint. Mr. Neppl held senior financial management
positions at ConAgra Foods, Inc., including senior financial
officer of ConAgra Trade Group and Commercial Products
division as well as assistant corporate controller. Prior to
ConAgra, Mr. Neppl was corporate controller at Guarantee Life
Companies. He began his career as an auditor with Deloitte &
Touche. He is a member of the Creighton University Heider
College of Business Dean’s Advisory Board, as well as its
Accounting Department Advisory Board. Mr. Neppl holds a
bachelor’s degree in Business Administration with a major in
Accounting from Creighton University. He is also a certified
public accountant (inactive status).

Raul Padilla, 64. Mr. Padilla has served as President, Global
Operations since May 2019. Previously, Mr. Padilla was Chief

Executive Officer of Bunge South America, having served as
Managing Director, Bunge Global Agribusiness and Chief
Executive Officer, Bunge Product Lines since 2010. Prior to that,
he was Chief Executive Officer of Bunge Argentina since 1999,
having joined the company in 1997 as Commercial Director.
Mr. Padilla has over 30 years of experience in the oilseed
processing and grain handling industries in Argentina,
beginning his career with La Plata Cereal in 1977. He has
served as President of the Argentine National Oilseed Crushers
Association, Vice President of the International Association of
Seed Crushers and Director of the Buenos Aires Cereal
Exchange and the Rosario Futures Exchange. Mr. Padilla is a
graduate of the University of Buenos Aires.

Joseph A. Podwika, 57. Mr. Podwika has served as Executive
Vice President and Chief Legal Officer since November 2019.
Mr. Podwika joined Bunge from Nutrien Ltd. where he was
Executive Vice President and Chief Legal Officer. He was
previously Senior Vice President, General Counsel and
Secretary with PotashCorp, where he was responsible for
delivery of legal services and the corporate compliance
program, in addition to corporate governance processes in his
role as corporate secretary. Before joining PotashCorp,
Mr. Podwika worked in the legal department of International
Paper Company in Memphis, Tennessee and was in private
practice with Jaeckle, Fleischmann & Mugel in Buffalo, New
York. He earned an English degree with highest honors at
State University of New York at Buffalo and a Juris Doctorate
from Northwestern University School of Law.

Robert Wagner, 42. Mr. Wagner has served as Chief Risk
Officer since June 2019. Prior to joining Bunge, Mr. Wagner
was Chief Risk Officer at Tricon International, Ltd. with global
responsibility and leadership of the company’s risk
management team. Prior to Tricon, he was Group Chief Risk
Officer at COFCO Agri Ltd in Geneva, Switzerland, where he
was responsible for leading a team to build and provide world-
class risk oversight across the company’s global operations.
Prior to COFCO, he held the Chief Risk Officer position for The
Gavilon Group, LLC, where he was member of the firm’s
Executive Committee and had responsibility for both the market
risk management and credit departments. Mr. Wagner earned a
Bachelor of Science degree in International Business from
Minnesota State University at Moorhead and a Master of
Science degree in Agricultural Economics from North Dakota
State University. He also holds an M.B.A. from Creighton
University. He is a member of the Board of Trustees and prior
Treasurer and Chair of the Finance Committee at The Brownell
Talbot School in Omaha, Nebraska

Brian Zachman, 48. Mr. Zachman joined the Company in
January 2019 as President of Global Risk Management. Prior to
that, Mr. Zachman held portfolio management positions
focused on agricultural commodity derivatives, most recently
with Millennium Limited Partners since 2014 and prior to that
with SAC Capital from 2012 to 2014. Mr. Zachman previously
worked at Bunge from 1999 to 2012, serving in a number of
commercial and trading roles within Agribusiness. Prior to that,
he held various commercial and merchant roles with Cargill
and ConAgra. Mr. Zachman holds a Bachelor of Arts degree in
Economics from the University of Minnesota-Duluth.

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8

ITEM 1A. RISK FACTORS

RISK FACTORS

Our business, financial condition or results of operations could be
materially adversely affected by any of the risks and uncertainties
described below. Additional risks not presently known to us, or
that we currently deem immaterial, may also impair our financial
condition and business operations. See ‘‘Cautionary Statement
Regarding Forward Looking Statements.’’

RISKS RELATING TO OUR BUSINESS AND INDUSTRIES

Adverse weather conditions, including as a result of climate
change, may adversely affect the availability, quality and price
of agricultural commodities and agricultural commodity
products, as well as our operations and operating results.

Adverse weather conditions have historically caused volatility in
the agricultural commodity industry and consequently in our
operating results by causing crop failures or significantly
reduced harvests, which may affect the supply and pricing of
the agricultural commodities that we sell and use in our
business, reduce demand for our fertilizer products and
negatively affect the creditworthiness of agricultural producers
who do business with us.

2019 Bunge Annual Report

Our fertilizer business may also be adversely affected by
fluctuations in the prices of agricultural commodities and
fertilizer raw materials that are caused by market factors
beyond our control. Increases in fertilizer prices due to higher
raw material costs have in the past and could in the future
adversely affect demand for our fertilizer products. Additionally,
as a result of competitive conditions in our Food and
Ingredients and Fertilizer segments, we may not be able to
recoup increases in raw material costs through increases in
sales prices for our products, which may adversely affect our
profitability.

Additionally, our operating costs and the selling prices of
certain of our products are sensitive to changes in energy
prices. Our industrial operations utilize significant amounts of
electricity, natural gas and coal, and our transportation
operations are dependent upon diesel fuel and other
petroleum-based products. Significant increases in the cost of
these items and currency fluctuations could adversely affect our
operating costs and results. We also sell certain biofuel
products, such as ethanol and biodiesel, which are closely
related to, or may be substituted for, petroleum products. As a
result, the selling prices of ethanol and biodiesel can be
impacted by the selling prices of oil, gasoline and diesel fuel. In
turn, the selling prices of the agricultural commodities and
commodity products that we sell, such as corn and vegetable
oils that are used as feedstocks for biofuels, are also sensitive
to changes in the market price for biofuels, and consequently

Severe adverse weather conditions, such as hurricanes or
severe storms, may also result in extensive property damage,
extended business interruption, personal injuries and other loss world petroleum prices. Prices for petroleum products and
and damage to us. Our operations also rely on dependable and
efficient transportation services. A disruption in transportation
services, as a result of weather conditions or otherwise, may
also significantly adversely impact our operations.

biofuels are affected by market factors and government fuel
policies, over which we have no control. Lower prices for oil,
gasoline or diesel fuel could result in decreased selling prices
for ethanol, biodiesel and their raw materials, which could
adversely affect our revenues and operating results.

Additionally, the potential physical impacts of climate change
are uncertain and may vary by region. These potential effects
could include changes in rainfall patterns, water shortages,
changing sea levels, changing storm patterns and intensities,
and changing temperature levels that could adversely impact
our costs and business operations, the location, costs and
competitiveness of global agricultural commodity production
and related storage and processing facilities and the supply
and demand for agricultural commodities. These effects could
be material to our results of operations, liquidity or capital
resources.

We are subject to fluctuations in agricultural commodity and
other raw material prices, energy prices and other factors
outside of our control that could adversely affect our
operating results.

Prices for agricultural commodities and their by-products,
including, among others, soybeans, corn, wheat, sugar and
ethanol, like those of other commodities, are often volatile and
sensitive to local and international changes in supply and
demand caused by factors outside of our control, including
farmer planting and selling decisions, currency fluctuations,
government agriculture programs and policies, global inventory
levels, demand for biofuels, weather and crop conditions, and
demand for and supply of competing commodities and
substitutes. These factors may cause volatility in our operating
results.

8

Our business is seasonal, and our results may fluctuate
depending on the harvest cycle of the crops upon which we
rely and seasonal fluctuations related to the sale of our
consumer products.

As with any agricultural business enterprise, our business
operations are seasonal in nature. For example, in our
Agribusiness segment, while there is a degree of seasonality in
the growing season and procurement of our principal raw
materials, such as oilseeds and grains, we typically do not
experience material fluctuations in volume between the first and
second half of the year since we are geographically diversified
between the northern and southern hemispheres. The first
quarter of the year, however, has generally been our weakest in
terms of financial results due to the timing of the North and
South American oilseed harvests, as the North American
oilseed harvest peaks in the third and fourth quarters, while the
South American harvest peaks in the second quarter. This
creates price fluctuations, which result in fluctuations in our
inventories and a degree of seasonality in our gross profit. In
our Fertilizer segment, we are subject to seasonal trends based
on the South American agricultural growing cycle as farmers
typically purchase the bulk of their fertilizer needs in the
second half of the year. In addition, certain of our consumer
food products are influenced by holidays and other annual
events. Seasonality could have a material adverse effect on our

2019 Bunge Annual Report

9

business and financial performance. In addition, our quarterly
results may vary as a result of the effects of fluctuations in
commodities prices, production yields and costs.

significant downturn in global economic growth, or recessionary
conditions in major geographic regions, may lead to reduced
demand for agricultural commodities and food products, which
could adversely affect our business and results of operations.

We face intense competition in each of our businesses.

operations. See ‘‘Item 7. Management’s Discussion and Analysis
of Financial Condition and Results of Operations’’ and ‘‘Item 7A.
Quantitative and Qualitative Disclosures About Market Risk’’ for
more information.

Additionally, weak global economic conditions and adverse
conditions in global financial and capital markets, including
We face significant competition in each of our businesses and
constraints on the availability of credit, have in the past
we have numerous competitors, some of which are larger, more
adversely affected, and may in the future adversely affect, the
diversified and have greater financial resources than we have.
financial condition and creditworthiness of some of our
Additionally, in recent years we have experienced regional
Agribusiness competitors entering new geographies where
customers, suppliers and other counterparties, which in turn
previously they did not compete with us, and certain customers may negatively impact our financial condition and results of
seeking to procure certain commodities directly rather than
through historical suppliers such as us. As many of the
products we sell are global commodities, the markets for our
products are highly price competitive, and in many cases also
sensitive to product substitution. Additionally, the geographic
location of assets can competitively advantage or disadvantage
us with respect to our competitors in certain regions. We also
face competition from changing technologies and shifting
industry practices, such as increased on-farm crop storage in
several regions, which allows producers to retain commodities
for extended periods and increase price pressure on purchasers
such as us. To compete effectively, we must continuously focus
on improving efficiency in our production and distribution
operations, developing and offering products that meet
customer needs, optimizing our geographic presence in key
markets, and developing and maintaining appropriate market
share and customer relationships. We also compete for talent in
our industries, particularly commercial personnel. Competition
could cause us to lose market share and talented employees,
exit certain lines of business, increase marketing or other
expenditures, increase our raw material costs or reduce pricing,
each of which could have an adverse effect on our business
and profitability.

For example, Brazil has experienced significant political
uncertainty in recent years due to high profile political
corruption scandals, the impeachment of a former president,
and general uncertainty regarding the election of a new
president that took office during 2019. Additionally, Brazil’s
economy has been slow to recover from a severe downturn in
2015 and 2016. The depressed and uncertain economic and
political environment in Brazil has adversely affected consumer
confidence levels and spending, which has led to reduced
demand for products in our Food and Ingredients businesses in
the country. The pace of economic improvement is uncertain,
and there can be no assurance that economic and political
conditions will not continue to affect market and consumer
confidence or deteriorate further in the near term. Additionally,
a slowdown in China’s economy over a prolonged period could
lead to reduced global demand for agricultural commodities.
For example, in December 2019, a novel strain of coronavirus
surfaced in Wuhan, China. Although cases have been confirmed
in other countries, the outbreak has been largely concentrated
in China where certain businesses have suspended or
terminated operations, a portion of the population has been
subject to self-imposed or mandatory quarantines and
economic activity has slowed. To the extent that such economic
and political conditions negatively impact consumer and
business confidence and consumption patterns or volumes, our
business and results of operations could be significantly and
adversely affected.

We are vulnerable to the effects of supply and demand
imbalances in our industries.

Historically, the market for some agricultural commodities and
fertilizer products has been cyclical, with periods of high
demand and capacity utilization stimulating new plant
investment and the addition of incremental processing or
production capacity by industry participants to meet the
demand. The timing and extent of this expansion may then
produce excess supply conditions in the market, which, until
the supply/demand balance is again restored, negatively
impacts product prices and operating results. During times of
reduced market demand, we may suspend or reduce production
at some of our facilities. The extent to which we efficiently
manage available capacity at our facilities will affect our
profitability. We also expect the results from our equity
investment in the BP Bunge Bioenergia joint venture to be
impacted by any potential shortage of, or increasing costs for,
sugarcane.

We are subject to global and regional economic downturns
and related risks.

The level of demand for our products is affected by global and
regional demographic and macroeconomic conditions, including
population growth rates and changes in standards of living. A

We are subject to economic, political and other risks of doing
business globally and in emerging markets.

We are a global business with a substantial majority of our
assets and operations located outside the United States. In
addition, our business strategies may involve expanding or
developing our business in emerging market regions, including
Eastern Europe, Asia-Pacific, the Middle East and Africa. Due to
the international nature of our business, we are exposed to
various risks of international operations, including:

• adverse trade policies or trade barriers on agricultural

commodities and commodity products;

•

9

inflation and hyperinflation and adverse economic effects
resulting from governmental attempts to control inflation,
such as the imposition of wage and price controls and higher
interest rates; 

10

2019 Bunge Annual Report

• changes in laws and regulations or their interpretation or

enforcement in the countries where we operate, such as tax
laws, including the risk of future adverse tax regulations
relating to our status as a Bermuda company;

• difficulties in enforcing agreements or judgments and

collecting receivables in foreign jurisdictions;

• exchange controls or other currency restrictions and

limitations on the movement of funds, such as on the
remittance of dividends by subsidiaries;

•

inadequate infrastructure and logistics challenges;

• sovereign risk and the risk of government intervention,
including through expropriation, or regulation of the
economy or natural resources, including restrictions on
foreign ownership of land or other assets;

•

the requirement to comply with a wide variety of laws and
regulations that apply to international operations, including,
without limitation, economic sanctions regulations, labor
laws, import and export regulations, anti-corruption and
anti-bribery laws, as well as other laws or regulations
discussed in this ‘‘Item 1A. Risk Factors’’ section;

• challenges in maintaining an effective internal control
environment with operations in multiple international
locations, including language differences, varying levels of
U.S. Generally Accepted Accounting Principles (‘‘U.S. GAAP’’)
expertise in international locations and multiple financial
information systems; and

•

labor disruptions, civil unrest, significant political instability,
wars or other armed conflict or acts of terrorism.

These risks could adversely affect our operations, business
strategies and operating results.

As a result of our international operations, we are also exposed
to currency exchange rate fluctuations. Changes in exchange
rates between the U.S. dollar and other currencies, particularly
the Brazilian real, the euro and other foreign currencies affect
our revenues and expenses that are denominated in local
currencies, affect farm economics in those regions and may
also have a negative impact on the value of our assets located
outside of the United States.

Additionally, there continues to be a great deal of uncertainty
regarding U.S. and global trade policies for companies with
multinational operations like ours. In recent years, there has
been an increase in populism and nationalism in various
countries around the world and consequently historical free
trade principles are being challenged. For example, the U.S.
government has indicated its intent to adopt a new approach
to trade policy and in some cases to renegotiate, or potentially
terminate, certain existing bilateral or multi-lateral trade
agreements. As we continue to operate our business globally,
our success will depend, in part, on the nature and extent of
any such changes and how well we are able to anticipate,
respond to and effectively manage any such changes.

Government policies and regulations affecting the agricultural
sector and related industries could adversely affect our
operations and profitability.

Agricultural commodity production and trade flows are
significantly affected by government policies and regulations.
Governmental policies affecting the agricultural industry, such
as taxes, tariffs, duties, subsidies, import and export
restrictions, price controls on agricultural commodities and
energy policies (including biofuels mandates), can influence
industry profitability, the planting of certain crops versus other
uses of agricultural resources, the location and size of crop
production, whether unprocessed or processed commodity
products are traded, and the volume and types of imports and
exports. Additionally, regulation of financial markets and
instruments in the United States and internationally may create
uncertainty as these laws are adopted and implemented and
may impose significant additional risks and costs that could
impact our risk management practices. Further, increases in
food and fertilizer prices have in the past resulted in increased
scrutiny of our industries under antitrust and competition laws
in various jurisdictions and increase the risk that these laws
could be interpreted, administered or enforced in a manner
that could affect our operations or impose liabilities on us that
could have a material adverse effect on our operating results
and financial condition. Future governmental policies,
regulations or actions impacting our industries may adversely
affect the supply of, demand for and prices of our products,
restrict our ability to do business in existing and target
markets, or engage in risk management activities and
otherwise cause our financial results to suffer.

Finally, international trade disputes can adversely affect
agricultural commodity trade flows by limiting or disrupting
trade between countries or regions. For example, a trade
dispute between the U.S. and China that began in 2018 has led
to both countries implementing tariffs on imported goods from
the other, including on imports of U.S. soybeans into China.
This has led to significant volatility in commodity prices,
disruptions in historical trade flows and shifts in planting
patterns in the U.S. and South America, which have presented
challenges and uncertainties for our business. We cannot
predict the effects that future trade policy or the terms of any
negotiated trade agreements and their impact on our business
could have. Additionally, failure to resolve the trade dispute
between the countries may also lead to unexpected operating
difficulties in China, enhanced regulatory scrutiny in China,
greater difficulty transferring funds, or negative currency
impacts.

We may not realize the anticipated benefits of acquisitions,
divestitures or joint ventures.

We have been an active acquirer of other companies, and we
have joint ventures with several partners. Part of our strategy
involves acquisitions, alliances and joint ventures designed to
expand or optimize our portfolio of businesses. Our ability to
benefit from acquisitions, joint ventures and alliances depends
on many factors, including our ability to identify suitable
prospects, access funding sources on acceptable terms,
negotiate favorable transaction terms and successfully

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2019 Bunge Annual Report

11

consummate and integrate any businesses we acquire. In
addition, we are currently undertaking a strategic review of our
businesses in order to identify opportunities to enhance
shareholder value and may decide as a result of that process
or otherwise, from time to time, to divest certain of our assets
or businesses by selling them or entering into joint ventures.
Our ability to successfully complete a divestiture will depend
on, among other things, our ability to identify buyers that are
prepared to acquire such assets or businesses on acceptable
terms and to adjust and optimize our retained businesses
following the divestiture.

Our acquisition, joint venture or divestiture activities may
involve unanticipated delays, costs and other problems. If we
encounter unexpected problems with acquisitions, joint
ventures or divestitures, our senior management may be
required to divert attention away from other aspects of our
businesses to address these problems. Additionally, we may fail
to consummate proposed acquisitions, joint ventures or
divestitures, after incurring expenses and devoting substantial
resources, including management time, to such transactions.

Acquisitions also pose the risk that we may be exposed to
successor liability relating to actions by an acquired company
and its management before the acquisition. The due diligence
we conduct in connection with an acquisition, the controls and
policies we implement at acquired companies and any
contractual guarantees or indemnities that we receive from the
sellers of acquired companies, may not be sufficient to protect
us from, or compensate us for, actual liabilities. A material
liability associated with an acquisition could adversely affect
our reputation and results of operations and reduce the
benefits of the acquisition. Additionally, acquisitions involve
other risks, such as differing levels of management and internal
control effectiveness at the acquired entities, systems
integration risks, the risk of impairment charges relating to
goodwill and intangible assets recorded in connection with
acquisitions, the risk of significant accounting charges and
expenses resulting from the completion and integration of a
sizable acquisition, the need to fund increased capital
expenditures and working capital requirements, our ability to
retain and motivate employees of acquired entities, compliance
and reputational risks and other unanticipated problems and
liabilities.

Divestitures may also expose us to potential liabilities or claims
for indemnification, as we may be required to retain certain
liabilities or indemnify buyers for certain matters, including
environmental or litigation matters, associated with the assets
or businesses that we sell. The magnitude of any such retained
liability or indemnification obligation may be difficult to quantify
at the time of the transaction, and its cost to us could
ultimately exceed the proceeds we receive for the divested
assets or businesses. Divestitures also have other inherent
risks, including possible delays in closing transactions
(including potential difficulties in obtaining regulatory
approvals), the risk of lower-than-expected sales proceeds for
the divested businesses and unexpected costs or other
difficulties associated with the separation of the businesses to
be sold from our information technology and other systems
and management processes, including the loss of key

personnel. Additionally, expected cost savings or other
anticipated efficiencies or benefits from divestitures may also
be difficult to achieve or maximize.

Additionally, we have several joint ventures and investments
where we may have limited control over governance, financial
reporting and operations. As a result, we face certain
operating, financial and other risks relating to these
investments, including risks related to the financial strength of
our joint venture partners or their willingness to provide
adequate funding for the joint venture, having differing
objectives from our partners, the inability to implement some
actions with respect to the joint venture’s activities that we may
believe are favorable if the joint venture partner does not
agree, compliance risks relating to actions of the joint venture
or our partners and the risk that we will be unable to resolve
disputes with the joint venture partner. As a result, these
investments may contribute significantly less than anticipated
to our earnings and cash flows. We recently entered into the
BP Bunge Bioenergia joint venture related to our sugar and
ethanol business in Brazil, which resulted in the transfer of all
assets and operations of this business into a new entity where
we hold a 50% interest. We share control with BP, our joint
venture partner, in BP Bunge Bioenergia and, as a result, our
ability to realize the benefits of this joint venture will depend, in
part, on our ability to work with and cooperate with BP and the
ability of the leadership of BP Bunge Bioenergia to, among
other things, integrate the operations of our business with that
of BP into one organization, manage costs associated with
such integration, retain key employees and realize the
synergies expected from the joint venture. In addition, the
business and financial performance of the BP Bunge
Bioenergia joint venture may be adversely affected if there is a
significant shortage of sugarcane supply, which is the principal
raw material used in the production of ethanol and sugar, or if
there is an increase in the cost of available sugarcane, which
could result from any termination of the joint venture’s
partnership or supply contracts.

We are subject to industry and other risks that could
adversely affect our reputation and financial results.

We are subject to food and feed industry risks which include,
but are not limited to, spoilage, contamination, tampering or
other adulteration of products, product liability claims and
recalls. We are also subject to shifts in customer and consumer
preferences and concerns regarding the outbreak of disease
associated with livestock and poultry, including avian or swine
influenza. Also, increasing focus on climate change,
deforestation, water, animal welfare and human rights concerns
and other risks associated with the global food system may
lead to increased activism focusing on food companies and
their suppliers, governmental intervention and consumer
responses. These risks could adversely affect our or our
suppliers’ reputation and business and our ability to procure
the materials we need to operate our business.

As a company whose products comprise staple food and feed
products sold globally, as well as ingredients included in
trusted food brands of our customers, maintaining a good
corporate reputation is critical to our continued success.

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2019 Bunge Annual Report

Reputational value is based in large part on perceptions, which
can shift rapidly in response to negative incidents. The failure
or alleged failure to maintain high standards for quality, safety,
integrity, environmental sustainability and social responsibility,
including with respect to raw materials and services obtained
from suppliers, even if untrue, may result in tangible effects,
such as reduced demand for our products, disruptions to our
operations, increased costs and loss of market share to
competitors. Our reputation and results of operations could
also be adversely impacted by changing consumer preferences
and perceptions relating to some of the products we sell, such
as with regard to the quantity and type of fats, sugars and
grains consumed, as well as concerns regarding genetically
modified crops. Failure to anticipate, adapt or respond
effectively to these trends or issues may result in material
adverse effects on our business, financial condition, and results
of operations.

We are subject to numerous laws and regulations globally,
which could adversely affect our operating results.

Due to our global business operations, we are required to
comply with numerous laws and regulations in the countries
where we operate. These include general business regulations,
such as with respect to taxes, accounting, anti-corruption and
fair competition, global trade, trade sanctions, product safety,
the manufacturing, transport and sale of our products,
environmental matters and the handling and production of
regulated substances. In addition to liabilities arising out of our
current and future operations for which we have ongoing
processes to manage compliance with regulatory obligations,
we may be subject to environmental liabilities for past
operations at current facilities and in some cases to liabilities
for past operations at facilities that we no longer own or
operate. We may also be subject to liabilities for operations of
acquired companies. Our industrial activities can also result in
serious accidents that could result in personal injuries, facility
shutdowns, reputational harm to our business and/or the
expenditure of significant amounts to remediate safety issues
or repair damaged facilities. We may incur material costs or
liabilities to comply with environmental, health and safety
requirements. Any failure to comply with applicable laws and
regulations may subject us to fines, penalties and other
liabilities, as well as damage to our reputation.

Due to the international scope of our operations, we are
subject to a complex system of import- and export-related laws
and regulations, including U.S. regulations issued by Customs
and Border Protection, the Bureau of Industry and Security, the
Office of Antiboycott Compliance, the Directorate of Defense
Trade Controls and Office of Foreign Assets Control, as well as
the counterparts of these agencies in other countries. Any
alleged or actual violations may subject us to government
scrutiny, investigation and civil and criminal penalties, and may
limit our ability to import or export our products, or to provide
services outside the United States. Furthermore, embargoes
and sanctions imposed by the U.S. and other governments
restricting or prohibiting sales to specific persons or countries
or based on product classification may expose us to potential

criminal or civil sanctions. We cannot predict the nature, scope
or effect of future regulatory requirements to which our
operations might be subject or in certain locations the manner
in which existing laws might be administered or interpreted.

In addition, continued government and public emphasis in
countries where we operate on environmental issues, including
climate change, conservation and natural resource
management, have resulted in and could result in new or more
stringent forms of regulatory oversight or other limitations on
the agricultural industry, including increased environmental
controls, land-use restrictions affecting us or our suppliers and
other conditions that could have a material adverse effect on
our business, reputation, financial condition and results of
operations. For example, certain aspects of our business and
the larger food production chain generate carbon emissions.
The imposition of regulatory restrictions on greenhouse gas
emissions, which may include limitations on greenhouse gas
emissions, other restrictions on industrial operations, taxes or
fees on greenhouse gas emissions, and other measures, could
affect land-use decisions, the cost of agricultural production
and the cost and means of processing and transporting our
products, which could adversely affect our business, cash flows
and results of operations.

We are exposed to credit and counterparty risk relating to
our customers in the ordinary course of business. In
particular, we advance capital and provide other financing
arrangements to farmers in Brazil and, as a result, our
business and financial results may be adversely affected if
these farmers are unable to repay the capital advanced to
them.

We have various credit terms with customers, and our
customers have varying degrees of creditworthiness, which
exposes us to the risk of non-payment or other default under
our contracts and other arrangements with them. In the event
that we experience significant defaults on their payment
obligations to us, our financial condition, results of operations
or cash flows could be materially and adversely affected.

In Brazil, where there have been limited third-party financing
sources available to farmers, we provide financing to farmers
from whom we purchase soybeans and other agricultural
commodities through prepaid commodity purchase contracts
and advances, which are generally intended to be short-term in
nature and are typically secured by the farmer’s crop and a
mortgage on the farmer’s land and other assets to provide a
means of repayment in the potential event of crop failure or
shortfall. As of December 31, 2019 and 2018, respectively, we
had approximately $568 million and $609 million in outstanding
prepaid commodity purchase contracts and advances to
farmers. We are exposed to the risk that the underlying crop
will be insufficient to satisfy a farmer’s obligation under the
financing arrangements as a result of weather and crop
growing conditions, and other factors that influence the price,
supply and demand for agricultural commodities. In addition,
any collateral held by us as part of these financing transactions
may not be sufficient to fully protect us from loss.

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13

We are a capital intensive business and depend on cash
provided by our operations as well as access to external
financing to operate and grow our business.

We require significant amounts of capital to operate our
business and fund capital expenditures. Our working capital
needs are directly affected by the prices of agricultural
commodities, with increases in commodity prices generally
causing increases in our borrowing levels. We are also required
to make substantial capital expenditures to maintain, upgrade
and expand our extensive network of storage facilities,
processing plants, refineries, mills, logistics assets and other
facilities to keep pace with competitive developments,
technological advances and safety and environmental
standards. Furthermore, the expansion of our business and
pursuit of acquisitions or other business opportunities may
require us to have access to significant amounts of capital. If
we are unable to generate sufficient cash flows or raise
sufficient external financing on attractive terms to fund these
activities, including as a result of a tightening in the global
credit markets, we may be forced to limit our operations and
growth plans, which may adversely impact our competitiveness
and, therefore, our results of operations.

As of December 31, 2019, we had $4,315 million of aggregate
unused committed borrowing capacity under our commercial
paper program and various revolving bilateral and syndicated
credit facilities and $4,994 million in total debt. Our debt levels
could limit our ability to obtain additional financing, limit our
flexibility in planning for, or reacting to, changes in the markets
in which we compete, place us at a competitive disadvantage
compared to our competitors that are less leveraged than we
are, and require us to dedicate more cash on a relative basis
to servicing our debt and less to developing our business. This
may limit our ability to run our business and use our resources
in the manner in which we would like. Furthermore, difficult
conditions in global credit or financial markets generally could
adversely impact our ability to refinance maturing debt or the
cost or other terms of such refinancing, as well as adversely
affect the financial position of the lenders with whom we do
business, which may reduce our ability to obtain financing for
our operations. See ‘‘Item 7. Management’s Discussion and
Analysis of Financial Condition and Results of Operations-
Liquidity and Capital Resources’’

Access to credit markets and pricing of company debt is also
dependent on maintaining appropriate credit ratings, and one
of our financial objectives has been to maintain an investment
grade credit rating. While our debt agreements do not have
any credit rating downgrade triggers that would accelerate the
maturity of our debt, reductions in our credit ratings would
increase our borrowing costs and, depending on their severity,
could impede our ability to obtain credit facilities or access the
capital markets in the future on favorable terms, as well as
impair our ability to compete effectively relative to competitors
with higher credit ratings.

In addition, some of our credit facilities, interest rate derivatives
and commercial agreements use LIBOR (London Inter-Bank
Offered Rate) as the benchmark rate. LIBOR has recently been
the subject of international reform proposals and it is expected

13

that LIBOR will be discontinued or modified by the end of
2021. At this time, it is not possible to predict the effect that
these developments, any discontinuance, modification or other
reforms to LIBOR, or the establishment of alternative reference
rates may have on LIBOR, other benchmark rates or floating
rate debt instruments. While certain of our credit facilities
contain LIBOR alternative provisions, the use of alternative
reference rates or other reforms could cause the interest rate
on our borrowings to be materially different than expected.
These developments may cause us to renegotiate some of
these agreements. We will continue to monitor market
developments related to LIBOR’s modification or
discontinuance.

Our risk management strategies may not be effective.

Our business is affected by fluctuations in agricultural
commodity prices, transportation costs, energy prices, interest
rates, and foreign currency exchange rates. We engage in
hedging transactions to manage these risks. However, our
exposures may not always be fully hedged, and our hedging
strategies may not be successful in minimizing our exposure to
these fluctuations. In addition, our risk management strategies
may seek to position our overall portfolio relative to expected
market movements. While we have implemented a broad range
of risk monitoring and control procedures and policies to
mitigate potential losses, they may not in all cases be
successful in anticipating a significant risk exposure and
protecting us from losses that have the potential to impair our
financial position. See ‘‘Item 7A. Quantitative and Qualitative
Disclosures About Market Risk’’

We may not be able to achieve the targeted benefits
anticipated from our portfolio rationalization and business
realignment initiatives.

In May 2019, we announced a new, global operating model
aligned with our commercial activities of handling and
processing agricultural commodities and commodity products,
managing physical product flows, and risk management and
optimization. This organizational realignment, could, among
other things, require a significant investment of capital and
human resources and may be costly and disruptive to our
operations, and could impose substantial demands on the time
of management. The realignment may also require, among
other things, changes in our systems, modification of internal
control procedures and training of employees or third party
resources. The impact of any strategic or operational
challenges we face during or as a result of the realignment
could adversely affect our business, financial condition, results
of operation and cash flows.

In addition, we may not achieve the targeted benefits under
the realignment, or we may not achieve them within our
expected timetable. Unexpected delays, increased costs,
adverse effects on our internal control environment, the
inability to retain or motivate employees, or other challenges
arising from the realignment could adversely affect our ability
to realize its intended benefits.

14

2019 Bunge Annual Report

The loss of, or a disruption in, our manufacturing and
distribution operations or other operations and systems could
adversely affect our business.

Changes in tax laws or exposure to additional tax liabilities
could have a material impact on our financial condition and
results of operations.

We are engaged in manufacturing and distribution activities on We are subject to income taxes as well as non-income taxes in
a global scale, and our business depends on our ability to
execute and monitor, on a daily basis, a significant number of
transactions across numerous markets or geographies. As a
result, we are subject to the risks inherent in such activities,
including industrial accidents, environmental events, fires,
explosions, strikes and other labor or industrial disputes, and
disruptions in logistics or information systems, as well as
natural disasters, pandemics, acts of terrorism and other
external factors over which we have no control. While we
insure ourselves against many of these types of risks in
accordance with industry standards, our level of insurance may
not cover all losses. The potential effects of these conditions
could have a material adverse effect on our business, results of
operations and financial condition.

various jurisdictions throughout the world. Tax authorities may
disagree with certain positions we have taken and assess
additional taxes, along with interest and penalties. We regularly
assess the likely outcomes of these audits and assessments in
order to assess the appropriateness of our tax assets and
liabilities. However, the calculation of such liabilities involves
significant judgment in the interpretation of complex tax
regulations in many jurisdictions. Therefore, any dispute with a
taxing authority may result in a payment or outcome that is
significantly different from current estimates. There can be no
assurance that we will accurately predict the outcomes of
these audits and the actual outcomes of these audits could
have a material impact on our consolidated earnings and
financial condition in the periods in which they are recognized.

Our information technology systems, processes and sites may
suffer interruptions, security breaches or failures that may
adversely affect our ability to conduct our business.

We rely on certain key information technology systems, some
of which are dependent on services provided by third parties,
to provide critical data and services for internal and external
users, including procurement and inventory management,
transaction processing, financial, commercial and operational
data, human resources management, legal and tax compliance,
and other information and processes necessary to operate and
manage our business. Increased social engineering threats and
more sophisticated computer crime, including advanced
persistent threats, pose a potential risk to the security of our
information technology systems, networks and services. Our
information technology and infrastructure may experience
attacks by hackers, breaches or other failures or disruptions
that could compromise our systems and the information stored
there. While we have implemented security measures and
disaster recovery plans designed to protect the security and
continuity of our networks and critical systems, these measures
may not adequately prevent adverse events such as breaches
or failures from occurring, or mitigate their severity if they do
occur. If our information technology systems are breached,
damaged or fail to function properly due to any number of
causes, such as security breaches or cyber-based attacks,
systems implementation difficulties, catastrophic events or
power outages, and our security, contingency disaster recovery,
or other risk mitigation plans do not effectively mitigate these
occurrences on a timely basis, we may experience a material
disruption in our ability to manage our business operations and
produce financial reports, as well as significant costs and lost
business opportunities until they are remediated. We may also
be subject to legal claims or proceedings, liability under laws
that protect the privacy of personal information, potential
regulatory penalties and damage to our reputation. These
impacts may adversely impact our business, results of
operations and financial condition, as well as our competitive
position.

Additionally, changes in tax laws could materially impact our
effective tax rate and the monetization of recoverable tax
assets (indirect tax credits). Furthermore, the ongoing efforts in
corporate tax transparency by the Organization of Economic
Cooperation and Development (‘‘OECD’’) and a number of
countries has resulted in additional mandatory disclosures,
which will likely cause additional scrutiny of the Company’s tax
positions and potentially increased tax assessments.

RISKS RELATING TO OUR COMMON SHARES

We are a Bermuda company, and it may be difficult to
enforce judgments against us and our directors and executive
officers.

We are a Bermuda exempted company. As a result, the rights
of holders of our common shares will be governed by Bermuda
law and our memorandum of association and bye-laws. The
rights of shareholders under Bermuda law may differ from the
rights of shareholders of companies or corporations
incorporated in other jurisdictions, including the United States.
Several of our directors and some of our officers are
non-residents of the United States, and a substantial portion of
our assets and the assets of those directors and officers are
located outside the United States. As a result, it may be
difficult to effect service of process on those persons in the
United States or to enforce in the U.S. judgments obtained in
U.S. courts against us or those persons based on civil liability
provisions of the U.S. securities laws. It is doubtful whether
courts in Bermuda will enforce judgments obtained in other
jurisdictions, including the United States, against us or our
directors or officers under the securities laws of those
jurisdictions or entertain actions in Bermuda against us or our
directors or officers under the securities laws of other
jurisdictions.

Our bye-laws restrict shareholders from bringing legal action
against our officers and directors.

Our bye-laws contain a broad waiver by our shareholders of
any claim or right of action, both individually and on our behalf,

14

2019 Bunge Annual Report

15

against any of our officers or directors. The waiver applies to
any action taken by an officer or director, or the failure of an
officer or director to take any action, in the performance of his
or her duties, except with respect to any matter involving any
fraud or dishonesty on the part of the officer or director. This
waiver limits the right of shareholders to assert claims against
our officers and directors unless the act, or failure to act,
involves fraud or dishonesty.

FACILITIES BY BUSINESS AREA

(metric tons)

Business Area

Agribusiness

We have anti-takeover provisions in our bye-laws that may
discourage a change of control.

Food and Ingredients

Sugar and Bioenergy(1)

AGGREGATE DAILY
PRODUCTION
CAPACITY

AGGREGATE
STORAGE
CAPACITY

155,285

94,264

—

16,730,237

2,337,800

—

Our bye-laws contain provisions that could make it more
difficult for a third party to acquire us without the consent of
our Board of Directors. These provisions provide for:

• directors to be removed without cause at any special general
meeting only upon the affirmative vote of at least 66% of all
votes attaching to all shares entitling the holder to attend
and vote on the resolution then in issue;

•

restrictions on the time period in which directors may be
nominated;

Fertilizer
(1) In December 2019, we contributed our Brazilian sugar and bioenergy operations
forming the majority of our Sugar and Bioenergy segment into BP Bunge Bioenergia, a
joint venture with the Brazilian biofuels business of BP p.l.c. As a result of this
transaction, we no longer consolidate our sugar and bioenergy operations in Brazil in our
consolidated financial statements. We account for our interest in the joint venture under
the equity method of accounting.

838,695

2,235

FACILITIES BY GEOGRAPHIC REGION

AGGREGATE DAILY
PRODUCTION
CAPACITY

AGGREGATE
STORAGE
CAPACITY

82,491

76,599

62,343

30,351

6,485,465

9,798,993

2,588,132

1,034,142

• our Board of Directors to determine the powers, preferences

(metric tons)

and rights of our preference shares and to issue the
preference shares without shareholder approval; and

• an affirmative vote of at least 66% of all votes attaching to
all shares then in issue entitling the holder to attend and
vote on the resolution for some business combination
transactions, which have not been approved by our Board of
Directors.

These provisions, as well as any additional anti-takeover
measures our Board of Directors could adopt in the future,
could make it more difficult for a third party to acquire us,
even if the third party’s offer may be considered beneficial by
many shareholders. As a result, shareholders may be limited in
their ability to obtain a premium for their shares.

Region

North America

South America

Europe

Asia-Pacific

Agribusiness

In our Agribusiness segment, we have 158 commodity storage
facilities globally, which are located close to agricultural
production areas or export locations. We also have 51 oilseed
processing plants globally. We have 37 merchandising,
distribution, and administrative offices throughout the world.

ITEM 1B. UNRESOLVED STAFF COMMENTS

Food and Ingredients

Not applicable.

ITEM 2. PROPERTIES

The following tables provide information on our principal
operating facilities as of December 31, 2019.

In our Food and Ingredients businesses, we have 115 refining,
packaging and milling facilities throughout the world. We also
have 123 commodity storage facilities globally that are located
close to food and ingredient locations. In addition, to facilitate
distribution in Brazil, we operate eight distribution centers.

Sugar and Bioenergy

In December 2019, we transferred our eight sugarcane mills, all
of which are located in Brazil, to BP Bunge Bioenergia, a new
sugar and ethanol joint venture with BP p.l.c. This new joint
venture operates on a stand-alone basis and we no longer
consolidate those operations in our consolidated financial
statements. We account for our interest in the joint venture
under the equity method of accounting.

15

16

Fertilizer

In our Fertilizer segment, we operate three fertilizer processing
and blending plants in Argentina and fertilizer ports in Brazil
and Argentina.

Other

Our corporate headquarters located in St. Louis, Missouri,
occupies approximately 150,000 square feet of space under a
lease that expires in December 2022. We also own or lease
other office space for our operations worldwide.

We believe that our facilities are adequate to address our
operational requirements.

ITEM 3. LEGAL PROCEEDINGS

We are subject to various legal proceedings and risks globally
in the course of our business, including claims, suits, and
government investigations or proceedings involving
competition, tax, labor and employment, environmental,
commercial disputes, and other matters. Although we cannot
accurately predict the amount of any liability that may
ultimately arise with respect to any of these matters, we make

2019 Bunge Annual Report

provisions for potential liabilities when we deem them probable
and reasonably estimable. These provisions are based on
current information and legal advice and are adjusted from
time to time according to developments. We do not expect the
outcome of these proceedings, net of established reserves, to
have a material adverse effect on our financial condition or
results of operations. However, due to their inherent
uncertainty, there can be no assurance as to the ultimate
outcome of current or future litigation, proceedings,
investigations or claims and it is possible that a resolution of
one or more such proceedings could result in judgments,
awards, fines and penalties that could adversely affect our
business, consolidated financial position, results of operations,
or cash flows in a particular period.

For a discussion of certain legal and tax matters relating to
Argentina and Brazil, see Notes 14—Income Taxes and 22-
Commitments and Contingencies to our consolidated financial
statements included as part of this Annual Report on
Form 10-K.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

16

2019 Bunge Annual Report

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON
EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES

(a) Market Information

Our common shares trade on the New York Stock Exchange
under the ticker symbol ‘‘BG’’.

(b) Approximate Number of Holders of Common Stock

To our knowledge, based on information provided by
Computershare Investor Services LLC, our transfer agent, as of
December 31, 2019, we had 141,813,142 common shares
outstanding, which were held by approximately 71 registered
holders.

(c) Dividends

We have historically paid and expect to continue to pay cash
dividends to holders of our common shares on a quarterly
basis. In addition, holders of our 4.875% cumulative convertible
perpetual preference shares are entitled to annual dividends
per share in the amount of $4.875 per year payable quarterly,
when, as and if declared by the Board of Directors in
accordance with the terms of those shares. Any future
determination to pay dividends will, subject to the provisions of
Bermuda law, be at the discretion of our Board of Directors
and will depend upon then existing conditions, including our
financial condition, results of operations, contractual and other
relevant legal or regulatory restrictions, capital requirements,

17

business prospects and other factors our Board of Directors
deems relevant.

Under Bermuda law, a company’s board of directors may not
declare or pay dividends from time to time if there are
reasonable grounds for believing that the company is, or would
after the payment be, unable to pay its liabilities as they
become due or that the realizable value of its assets would
thereby be less than its liabilities. Under our bye-laws, each
common share is entitled to dividends if, as and when
dividends are declared by our Board of Directors, subject to
any preferred dividend right of the holders of any preference
shares. There are no restrictions on our ability to transfer funds
(other than funds denominated in Bermuda dollars) in or out of
Bermuda or to pay dividends to U.S. residents who are holders
of our common shares.

We paid quarterly dividends on our common shares of $0.50
per share in each of the four quarters of 2019. We paid
quarterly dividends on our common shares of $0.46 per share
in each of the first two quarters of 2018 and $0.50 per share in
each of the last two quarters of 2018. On December 13, 2019,
we declared a regular quarterly cash dividend of $0.50 per
share payable on March 2, 2020 to shareholders of record on
February 17, 2020.

(d) Securities Authorized for Issuance Under Equity
Compensation Plans

The following table sets forth certain information, as of
December 31, 2019, with respect to our equity compensation
plans.

Plan category

(a)

NUMBER OF SECURITIES
TO BE ISSUED UPON
EXERCISE OF
OUTSTANDING OPTIONS,
WARRANTS AND RIGHTS

(b)
WEIGHTED-AVERAGE
EXERCISE PRICE PER
SHARE OF
OUTSTANDING
OPTIONS,
WARRANTS
AND RIGHTS

(c)
NUMBER OF SECURITIES
REMAINING AVAILABLE FOR
FUTURE ISSUANCE UNDER
EQUITY COMPENSATION
PLANS (EXCLUDING
SECURITIES REFLECTED IN
COLUMN (a))

Equity compensation plans approved by shareholders(1) . . . . . . . . . . . . . . . . . . . . . . . . .

7,505,953(2)

$68.06(3)

1,502,326(4)

(1) Includes our 2016 Equity Incentive Plan, 2009 Equity Incentive Plan, Equity Incentive Plan, 2007 Non-Employee Directors’ Equity Incentive Plan and 2017 Non-Employee Directors’
Equity Incentive Plan.

(2) Includes non-statutory stock options outstanding as to 5,727,358 common shares, performance-based restricted stock unit awards as to 794,395 common shares, and vested and
deferred restricted stock units outstanding (including dividend equivalents payable in common shares) as to 1,956 common shares, as well as 982,244 unvested and restricted stock
units outstanding (including dividend equivalents payable in common shares) under our various equity incentive plans noted in (1) above. Dividend equivalent payments that are
credited to each participant’s account are paid in our common shares at the time the award is settled.

(3) Calculated based on non-statutory stock options outstanding under our 2016 Equity Incentive Plan and 2009 Equity Incentive Plan. This number excludes outstanding time-based
restricted stock unit, performance-based restricted stock unit awards and deferred restricted stock unit awards under our various equity incentive plans noted in (1) above.

(4) Includes dividend equivalents payable in common shares. Shares available under our 2016 Equity Incentive Plan may be used for any type of award authorized under the plan.
Awards under the plan may be in the form of statutory or non-statutory stock options, restricted stock units (including performance-based) or other awards that are based on the
value of our common shares. Our 2016 Equity Incentive Plan provides that the maximum number of common shares issuable under the plan is 5,800,000, subject to adjustment in
accordance with the terms of the plan. This number also includes shares available for future issuance under our 2017 Non-Employee Directors’ Equity Incentive Plan. Our 2017
Non-Employee Directors’ Equity Incentive Plan provides that the maximum number of common shares issuable under the plan may not exceed 120,000, subject to adjustment in
accordance with the terms of the plan. No additional awards may be granted under the Equity Incentive Plan and the Non-Employee Directors’ Equity Incentive Plan.

17

18

(e) Performance Graph

The performance graph shown below compares the quarterly
change in cumulative total shareholder return on our common
shares with the Standard & Poor’s (S&P) 500 Stock Index and
the S&P Food Products Index from December 31, 2013 through

2019 Bunge Annual Report

the quarter ended December 31, 2019. The graph sets the
beginning value of our common shares and the indices at $100
and assumes that all dividends are reinvested. All index values
are weighted by the capitalization of the companies included in
the index.

15MAR202020142757

(f) Purchases of Equity Securities by Registrant and
Affiliated Purchasers

2015 with the repurchase of 2,460,600 common shares for
$200 million.

In May 2015, we established a program for the repurchase of
up to $500 million of our issued and outstanding common
shares. The program has no expiration date. Bunge did not
repurchase any common shares during the year ended
December 31, 2019. Total repurchases under the program from
its inception in May 2015 through December 31, 2019 were
4,707,440 shares for $300 million. Bunge completed the
previous program of $975 million during the first quarter of

Any repurchases may be made from time to time through a
variety of means, including in the open market, in privately
negotiated transactions or through other means as determined
by us, and in compliance with applicable legal requirements.
The timing and number of any shares repurchased will depend
on a variety of factors, including share price and market
conditions, and the program may be suspended or
discontinued at any time at our discretion.

18

2019 Bunge Annual Report

19

ITEM 6. SELECTED FINANCIAL DATA

The following table sets forth our selected historical
consolidated financial information for each of the five periods
indicated. You should read this information together with
‘‘Item 7. Management’s Discussion and Analysis of Financial
Condition and Results of Operations’’ and with the consolidated
financial statements and notes to the consolidated financial
statements included as part of this Annual Report on
Form 10-K.

Our consolidated financial statements are prepared in U.S.
dollars and in accordance with U.S. GAAP. The selected
historical financial information as of and for the years ended
December 31, 2019, 2018, 2017, 2016 and 2015 are derived
from our audited consolidated financial statements and related
notes.

(US$ in millions)

2019

2018

2017

2016

2015

YEAR ENDED DECEMBER 31,

Consolidated Statements of Income Data:
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Gross profit. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense) - net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain (loss), net on disposal of affiliate investments, subsidiaries and

assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment in affiliate impairments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill and intangible impairments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income (loss) from continuing operations before income tax . . . . . . . . . . . . . . . .
Income tax (expense) benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income (loss) from discontinued operations, net of tax . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net loss (income) attributable to noncontrolling interests and

redeemable noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) attributable to Bunge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Convertible preference share dividends and other obligations. . . . . . . . . . . . . . .
Adjustment of redeemable noncontrolling interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

41,140
(40,598)

$

45,743
(43,477)

$

45,794
(44,029)

$

42,679
(40,269)

$

43,455
(40,761)

542
(1,351)
31
(339)
(117)
173

(36)
—
(108)

(1,205)
(86)

(1,291)
—

(1,291)

11

(1,280)
(34)
(8)

2,266
(1,423)
31
(339)
(101)
48

(26)
—
—

456
(179)

277
10

287

(20)

267
(34)
—

1,765
(1,437)
38
(263)
95
40

9
(17)
—

230
(56)

174
—

174

(14)

160
(34)
—

2,410
(1,284)
51
(234)
(8)
10

122
(59)
(12)

996
(220)

776
(9)

767

(22)

745
(36)
—

2,694
(1,430)
43
(258)
(8)
(24)

47
—
(13)

1,051
(296)

755
35

790

1

791
(53)
—

738

Net income (loss) available to Bunge common shareholders . . . . . . . . . . . . . . . . .

$

(1,322)

$

233

$

126

$

709

$

(US$, except outstanding share data)

2019

2018

2017

2016

2015

YEAR ENDED DECEMBER 31,

Per Share Data:
Earnings (loss) per common share - basic
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . .

Earnings (loss) per common share - diluted
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . .

Cash dividends declared per common share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

$

$

$

(9.34)
—

(9.34)

(9.34)
—
(9.34)

2.00

$

$

$

$

$

1.58
0.07

1.65

1.57
0.07
1.64

1.96

$

$

$

$

$

0.90
—

0.90

0.89
—
0.89

1.80

$

$

$

$

$

5.13
(0.06)

5.07

5.07
(0.06)
5.01

1.64

$

$

$

$

$

4.90
0.24

5.14

4.84
0.23
5.07

1.48

Weighted-average common shares outstanding - basic . . . . . . . . . . . . . . . . . . . . . . . .
Weighted-average common shares outstanding - diluted . . . . . . . . . . . . . . . . . . . . . .

141,492,289
141,492,289

140,968,980
141,703,783

140,365,549
141,265,077

139,845,124
148,226,475

143,671,546
152,238,967

19

20

2019 Bunge Annual Report

(US$ in millions)

2019

2018

2017

2016

DECEMBER 31,
2015

Consolidated Balance Sheet Data:
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Working capital(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Short-term debt, including current portion of long-term debt. . . . . . . . . . . . . . .
Long-term debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Convertible perpetual preference shares(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Common shares and additional paid-in-capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

320
5,038
3,653
18,317
1,278
3,716
690
5,330
6,030

$

389
5,871
3,896
19,425
1,169
4,203
690
5,279
6,378

$

601
5,074
4,188
18,871
319
4,160
690
5,227
7,357

$

934
4,773
3,408
19,188
1,195
3,069
690
5,144
7,343

411
4,466
3,576
17,914
1,517
2,926
690
5,106
6,652

(in millions of metric tons)

2019

2018

2017

2016

2015

YEAR ENDED DECEMBER 31,

Other Data:
Volumes:
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total Food and Ingredients . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

140.0
9.6
4.5
14.1
3.8
1.5

146.3
9.0
4.6
13.6
6.5
1.3

142.9
7.7
4.5
12.2
9.4
1.3

134.6
7.0
4.5
11.5
8.8
1.3

134.1
6.8
4.2
11.0
10.4
1.0

(1) Included in inventories were readily marketable inventories of $3,934 million, $4,532 million, $4,056 million, $3,855 million and $3,666 million at December 31, 2019, 2018, 2017,
2016 and 2015, respectively. Readily marketable inventories are agricultural commodity inventories, such as soybeans, soybean meal, soybean oil, corn and wheat that are readily
convertible to cash because of their commodity characteristics, widely available markets and international pricing mechanisms.

(2) Working capital is calculated as current assets less current liabilities.

(3) Bunge has 6,899,683 4.875% cumulative convertible perpetual preference shares outstanding. Each cumulative convertible preference share has an initial liquidation preference of
$100 per share plus accumulated and unpaid dividends up to a maximum of an additional $25 per share. As a result of adjustments made to the initial conversion price because cash
dividends paid on Bunge Limited’s common shares exceeded certain specified thresholds, each cumulative convertible preference share is convertible, at the holder’s option, at any
time, into approximately 1.2224 Bunge Limited common shares (8,434,172 Bunge Limited common shares), subject to certain additional anti-dilution adjustments.

(4) In December 2019, we contributed our Brazilian sugar and bioenergy operations, which formed the majority of our Sugar and Bioenergy segment, into BP Bunge Bioenergia, a joint
venture with the Brazilian biofuels business of BP p.l.c. As a result of this transaction, we no longer consolidate our sugar and bioenergy operations in Brazil in our consolidated
financial statements. We account for our interest in the joint venture under the equity method of accounting.

ITEM 7. MANAGEMENT’S DISCUSSION AND
ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS

The following should be read in conjunction with ‘‘Cautionary
Statement Regarding Forward Looking Statements’’ and our
combined consolidated financial statements and notes thereto
included in Item 15 of this Annual Report on Form 10-K.

OPERATING RESULTS

FACTORS AFFECTING OPERATING RESULTS

Bunge Limited, a Bermuda company, together with its
subsidiaries, is a leading global agribusiness and food
company with integrated operations that stretch from the farm
to consumer foods. The commodity nature of the Company’s
principal products, as well as regional and global supply and
demand variations that occur as an inherent part of the
business, make volumes an important operating measure.
Accordingly, information is included in ‘‘Segment Results’’ that
summarizes certain items in our consolidated statements of
income and volumes by reportable segment. The common unit
of measure for all reported volumes is metric tons. A

description of reported volumes for each reportable segment
has also been included in the discussion of key factors
affecting results of operations in each of our business
segments as discussed below.

Agribusiness

In the Agribusiness segment, we purchase, store, transport,
process and sell agricultural commodities and commodity
products. Profitability in this segment is affected by the
availability and market prices of agricultural commodities and
processed commodity products and the availability and costs of
energy, transportation and logistics services. Profitability in our
oilseed processing operations is also impacted by volumes
procured, processed and sold and by capacity utilization rates.
Availability of agricultural commodities is affected by many
factors, including weather, farmer planting and selling
decisions, plant diseases, governmental policies, and
agricultural sector economic conditions. Reported volumes in
this segment primarily reflect (i) grains and oilseeds originated
from farmers, cooperatives or other aggregators and from
which ‘‘origination margins’’ are earned; (ii) oilseeds processed
in our oilseed processing facilities and from which ‘‘crushing
margins’’ are earned, representing the margin from the

20

2019 Bunge Annual Report

21

industrial separation of the oilseed into its protein meal and
vegetable oil components, both of which are separate
commodity products; and (iii) third party sales of grains,
oilseeds and related commodity products merchandised
through our distribution businesses and from which
‘‘distribution margins’’ are earned. The foregoing subsegment
volumes may overlap as they produce separate margin capture
opportunities. For example, oilseeds procured in our South
American grain origination activities may be processed in our
oilseed processing facilities in Asia-Pacific and will be reflected
at both points within the segment. As such, these reported
volumes do not represent solely volumes of net sales to third-
parties, but rather where margin is earned, appropriately
reflecting their contribution to our global network’s capacity
utilization and profitability.

Demand for our purchased and processed Agribusiness
products is affected by many factors, including global and
regional economic conditions, changes in per capita income,
the financial condition of customers and customer access to
credit, worldwide consumption of food products, particularly
pork and poultry, population growth rates, relative prices of
substitute agricultural products, outbreaks of disease
associated with livestock and poultry, and demand for
renewable fuels produced from agricultural commodities and
commodity products.

We expect that the factors described above will continue to
affect global supply and demand for our Agribusiness products
for the foreseeable future. We also expect that, from time to
time, imbalances will likely exist between oilseed processing
capacity and demand for oilseed products in certain regions,
which impacts our decisions regarding whether, when and
where to purchase, store, transport, process or sell these
commodities, including whether to change the location of or
adjust our own oilseed processing capacity.

Additionally, price fluctuations and availability of commodities
may cause fluctuations in our working capital, such as
inventories, accounts receivable and borrowings over the
course of a given year. For example, increased availability of
commodities at harvest times often causes fluctuations in our
inventories and borrowings. Increases in agricultural commodity
prices will also generally cause our cash flow requirements to
increase as our operations require increased use of cash to
acquire inventories and fund daily settlement requirements on
exchange traded futures that we use to hedge our physical
inventories.

Food and Ingredients

In the Food and Ingredients businesses, which consist of our
Edible Oil Products and Milling Products segments, our
operating results are affected by changes in the prices of raw
materials, such as crude vegetable oils and grains, the mix of
products that we sell, changes in consumer eating habits,
changes in per capita income, consumer purchasing power
levels, availability of credit to customers, governmental dietary
guidelines and policies, changes in regional economic
conditions and the general competitive environment in our
markets. Raw material inputs to our production processes in

21

the Edible Oil Products and Milling Products segments are
largely sourced at market prices from our Agribusiness
segment. Reported volumes in these segments reflect third-
party sales of our finished products and, as such, include the
sales of products derived from raw materials sourced from the
Agribusiness segment as well as from third-parties. The unit of
measure for these volumes is metric tons as these businesses
are linked to the commodity raw materials, which are their
primary inputs.

Sugar and Bioenergy

Prior to the formation of the BP Bunge Bioenergia joint venture
in December 2019, our bioenergy and sugarcane ethanol
business in Brazil consisted of eight sugarcane mills in Brazil.
In our former bioenergy and sugarcane ethanol business, we
used sugarcane to produce sugar and ethanol, which was
supplied by a combination of our own plantations and third-
party farmers. Additionally, through cogeneration facilities at
our sugarcane mills, we produced electricity from the burning
of sugarcane bagasse (the fibrous portion of the sugarcane
that remains after the extraction of sugarcane juice) in boilers,
which enabled our mills to meet their energy requirements.
Any surplus electricity was sold to the local grid or other large
third-party users of electricity. All of these activities were
assumed by our BP Bunge Bioenergia joint venture. Following
the formation of the joint venture, we accounted for our
interest in the joint venture under the equity method of
accounting and ceased to consolidate our sugar and bioenergy
operations in Brazil in our consolidated financial statements.

Profitability in this segment is affected by the profitability of the
joint venture and, therefore the value of our investment and the
amount and timing of distributions we receive, if any. In turn,
the profitability of the joint venture is affected by the
availability and quality of sugarcane, which impacts capacity
utilization rates and the amount of sugar that can be extracted
from the sugarcane, and by market prices of sugar and
ethanol. The availability and quality of sugarcane is affected by
many factors, including weather, geographical factors such as
soil quality and topography, and agricultural practices. Once
planted, sugarcane may be harvested for several continuous
years, but the yield decreases with each subsequent harvest.
As a result, the current optimum economic cycle is generally
five to seven consecutive harvests, depending on location. The
joint venture owns and/or has partnership agreements to
manage farmland on which it grows and harvests sugarcane,
and also purchases sugarcane from third parties. Prices of
sugarcane in Brazil are established by Consecana, the state of
S ˜ao Paulo sugarcane, sugar and ethanol council, and are
based on the sucrose content of the cane and the market
prices of sugar and ethanol. Demand for the joint venture’s
products is affected by such factors as changes in global or
regional economic conditions, the financial condition of
customers and customer access to credit, worldwide
consumption of food products, population growth rates,
changes in per capita income and demand for and
governmental support of renewable fuels produced from
agricultural commodities, including sugarcane.

22

Fertilizer

In the Fertilizer segment, demand for our products is affected
by the profitability of the agricultural sectors we serve, the
availability of credit to farmers, agricultural commodity prices,
the types of crops planted, the number of acres planted, the
quality of the land under cultivation and weather-related issues
affecting the success of the harvests. Our profitability is
impacted by international selling prices for fertilizers and
fertilizer raw materials, such as phosphate, sulfur, ammonia and
urea, ocean freight rates and other import costs, as well as
import volumes at the port facilities we manage. As our
operations are in South America, primarily Argentina, our
results in this segment are typically seasonal, with fertilizer
sales normally concentrated in the third and fourth quarters of
the year due to the timing of the South American agricultural
cycle. Reported volumes in this segment reflect third-party
sales of our finished products.

In addition to these industry related factors which impact our
business areas, our results of operations in all business areas
and segments are affected by the following factors:

Foreign Currency Exchange Rates

Due to the global nature of our operations, our operating
results can be materially impacted by foreign currency
exchange rates. Both translation of our foreign subsidiaries’
financial statements and foreign currency transactions can
affect our results. On a monthly basis, for subsidiaries whose
functional currency is a currency other than the U.S. dollar,
subsidiary statements of income and cash flows must be
translated into U.S. dollars for consolidation purposes based on
weighted-average exchange rates in each monthly period. As a
result, fluctuations of local currencies compared to the U.S.
dollar during each monthly period impact our consolidated
statements of income and cash flows for each reported period
(per quarter and year-to-date) and also affect comparisons
between those reported periods. Subsidiary balance sheets are
translated using exchange rates as of the balance sheet date
with the resulting translation adjustments reported in our
consolidated balance sheets as a component of Accumulated
other comprehensive income (loss).

Additionally, we record transaction gains or losses on monetary
assets and liabilities that are not denominated in the functional
currency of the entity. These amounts are remeasured into
their respective functional currencies at exchange rates as of
the balance sheet date, with the resulting gains or losses
included in the entity’s statement of income and, therefore, in
our consolidated statements of income as foreign exchange
gains (losses).

We primarily use a combination of equity and intercompany
loans to finance our subsidiaries. Intercompany loans that are
of a long-term investment nature with no intention of
repayment in the foreseeable future are considered
permanently invested and as such are treated as analogous to
equity for accounting purposes. As a result, any foreign
currency translation gains or losses on such permanently
invested intercompany loans are reported in Accumulated other

2019 Bunge Annual Report

comprehensive income (loss) in our consolidated balance
sheets. In contrast, foreign currency translation gains or losses
on intercompany loans that are not of a permanent nature are
recorded in our consolidated statements of income as foreign
exchange gains (losses).

Income Taxes

As a Bermuda exempted company, we are not subject to
income taxes on income in our jurisdiction of incorporation.
However, our subsidiaries, which operate in multiple tax
jurisdictions, are subject to income taxes at various statutory
rates ranging from 0% to 35%. The jurisdictions that
significantly impact our effective tax rate are Brazil, the United
States, Argentina and Bermuda. Determination of taxable
income requires the interpretation of related and often complex
tax laws and regulations in each jurisdiction in which we
operate, and the use of estimates and assumptions regarding
future events.

Non-U.S. GAAP Financial Measures

Total segment earnings before interest and taxes (‘‘EBIT’’) is an
operating performance measure used by Bunge’s management
to evaluate segment operating activities. Bunge’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 industries. Total Segment EBIT is a non-U.S. GAAP
financial measure and is not intended to replace net income
attributable to Bunge, the most directly comparable U.S. GAAP
financial measure.

RESULTS OF OPERATIONS

2019 Overview

For the year ended December 31, 2019, net income attributable
to Bunge decreased by $1,547 million to a loss of $1,280 million
from income of $267 million in 2018. This decrease resulted
from lower segment EBIT from our reportable segments of
$1,721 million, predominantly in Sugar and Bioenergy, where
we recorded charges of $1,673 million associated with the sale
of our Brazilian sugar and bioenergy operations, in Edible Oils
Products, due to a $108 million goodwill impairment charge,
and in Agribusiness, primarily from lower results in our oilseed
processing, grain origination, and grain trading and distribution
businesses.

Income tax expense was $86 million in 2019, compared to
income tax expense of $179 million in 2018. The effective tax
rate for 2019 was negative 7% compared to 39% in 2018. The
effective tax rate for 2019 was adversely impacted primarily due
to non-deductible losses related to the deconsolidation of our
Brazilian sugar and bioenergy operations, partially offset by a
favorable earnings mix. The higher effective tax rate for 2018
was primarily due to an unfavorable earnings mix, coupled with
an income tax charge of $48 million for valuation allowances
established in Brazil and China.

22

2019 Bunge Annual Report

23

Total segment EBIT was a loss of $891 million in 2019
compared to income of $737 million in 2018. EBIT for 2019
included charges of $1,673 million associated with the sale of
our Brazilian sugar and bioenergy operations, a goodwill
impairment charge of $108 million associated with our 2018
acquisition of IOI Loders Croklaan (‘‘Loders’’), $42 million of
severance, employee benefit and other program costs related
to our Global Competitiveness Program (‘‘GCP’’), $4 million of
severance and other employee benefit costs related to other
industrial initiatives, $5 million of restructuring charges in our
Brazilian industrial sugar operations, and $38 million of indirect
tax charges in Brazil. In addition, EBIT included $159 million of
asset impairment charges at various facilities associated with
portfolio rationalization initiatives, and a $22 million impairment
charge associated with the relocation of our global
headquarters. EBIT also included a $6 million loss on the sale
of an equity investment, $6 million of integration fees, an
$11 million write-off of a tax indemnification asset associated
with the reversal of an uncertain tax position recorded in a
previous year, a $19 million gain on the sale of assets, and a
$9 million gain from an arbitration settlement. EBIT for 2018
included $51 million of severance, employee benefit and other
program costs related to the GCP, $9 million of severance and
other employee benefit costs related to other industrial
initiatives, $10 million of restructuring charges in our Brazilian
industrial sugar operations, and $10 million of indirect tax
credits in Brazil. In addition, EBIT included $10 million of
impairment charges related to European port assets,
$29 million of losses on the disposition of equity interests in
Brazil and Asia, $19 million of acquisition fees, and a
$24 million loss on the extinguishment of debt.

Agribusiness Segment EBIT decreased by $154 million to
$491 million in 2019, from $645 million in 2018, primarily due to
lower results in our oilseed processing, grain origination, and
grain trading and distribution businesses, driven by lower
volumes and margins in most regions, as well as impairment
charges at various facilities associated with portfolio
rationalization initiatives. These negative impacts were partially
offset by better results in our ocean freight and financial
services businesses, as well as lower SG&A expenses and
foreign currency losses.

Edible Oil Products Segment EBIT decreased $63 million to
$59 million in 2019 from $122 million in 2018, primarily due to

a goodwill impairment charge related to the 2018 acquisition of
Loders, partially offset by higher volumes and margins in the
U.S. and Europe, and higher volumes and margins associated
with a more favorable product mix in Argentina.

Milling Products Segment EBIT decreased by $31 million to
$59 million in 2019, from $90 million in 2018 driven by lower
volumes and margins in Brazil and Mexico, as well as
impairment charges associated with certain portfolio
rationalization initiatives.

Sugar and Bioenergy Segment EBIT decreased by
$1,488 million to a loss of $1,623 million in 2019, primarily due
to $1,673 million in charges associated with the contribution of
our Brazilian sugar and bioenergy operations to our newly
formed joint venture, BP Bunge Bioenergia, in December 2019.

Fertilizer Segment EBIT increased $15 million to $54 million in
2019, primarily due to higher sales volumes, lower overall
expenses, and more favorable foreign exchange results.

Segment Results

Bunge has five reportable segments; Agribusiness, Edible Oil
Products, Milling Products, Sugar and Bioenergy, and Fertilizer,
which are organized based upon similarities in their economic
characteristics, products and services offered, production
processes, types and classes of customer served, and
distribution methods. The Agribusiness segment is
characterized by both inputs and outputs being agricultural
commodities, and thus high volume and low margin. The Edible
Oil Products segment involves the manufacturing and
marketing of products derived from vegetable oils. The Milling
Products segment involves the manufacturing and marketing of
products derived primarily from wheat and corn. The Sugar and
Bioenergy segment primarily comprises our investment in BP
Bunge Bioenergia, a joint venture formed in December 2019
that combined Bunge’s Brazilian sugar and bioenergy
operations, through which we produced and sold sugar and
ethanol derived from sugarcane, as well as energy derived from
the sugar and ethanol production process, together with the
Brazilian biofuels business of BP. The Fertilizer segment
includes the activities of our port operations in Brazil and
Argentina and blending and distribution operations in
Argentina.

23

24

2019 Bunge Annual Report

A summary of certain items in our consolidated statements of income and volumes by reportable segment for the periods
indicated is set forth below.

(US$ in millions)

Volume (in thousands of metric tons):
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net sales:
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

YEAR ENDED DECEMBER 31,

2019

2018

2017

139,968
9,606
4,531
3,836
1,508

$ 28,407
9,186
1,739
1,288
520

146,309
9,024
4,604
6,509
1,328

$ 32,206
9,129
1,691
2,257
460

142,855
7,731
4,460
9,389
1,329

$ 31,741
8,018
1,575
4,054
406

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 41,140

$ 45,743

$ 45,794

Cost of goods sold:
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(27,315)
(8,572)
(1,578)
(2,691)
(442)

$(30,772)
(8,575)
(1,464)
(2,276)
(390)

$(30,808)
(7,519)
(1,366)
(3,955)
(381)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(40,598)

$(43,477)

$(44,029)

Gross profit (loss):
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Selling, general & administrative expenses:
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$ 1,092
614
161
(1,403)
78

$ 1,434
554
227
(19)
70

933
499
209
99
25

$

$

542

$ 2,266

$ 1,765

$

(679)
(451)
(130)
(69)
(16)
(6)

$

(740)
(412)
(136)
(112)
(23)
-

(805)
(361)
(138)
(114)
(19)
-

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (1,351)

$ (1,423)

$ (1,437)

Foreign exchange gain (loss):
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

$

(32)
-
4
(89)
-

(104)
-
2
7
(6)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

(117)

$

(101)

$

85
3
(3)
11
(1)

95

24

2019 Bunge Annual Report

(US$ in millions)

25

YEAR ENDED DECEMBER 31,

2019

2018

2017

EBIT attributable to noncontrolling interests:(2)
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Other income (expense):
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Gain (loss), net on disposition of equity interests - Agribusiness. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Equity investment impairment - Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Goodwill impairment - Edible Oils Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Gain on sale of assets - Milling Products. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Loss on disposition of equity interest/subsidiaries - Sugar and Bioenergy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Equity investment impairment - Sugar and Bioenergy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Segment EBIT:(2)
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Depreciation, depletion and amortization:
Agribusiness . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Edible Oil Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Milling Products . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sugar and Bioenergy(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Fertilizer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

$

$

$

$

$

$

$

$

$

$

$

$

2
7
-
-
(3)

6

108
(3)
5
(7)
(5)
75

173

-

-

(108)

19

(55)

-

491
59
59
(1,623)
54
69

(891)

(254)
(159)
(54)
(74)
(7)

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

(548)

Net income (loss) attributable to Bunge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (1,280)

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

(14)
(12)
-
1
(2)

(27)

79
(8)
(3)
4
-
(24)

48

(10)

-

-

-

(16)

-

645
122
90
(135)
39
(24)

737

(257)
(153)
(58)
(146)
(8)

(622)

267

$

$

$

$

$

$

$

$

$

$

$

$

$

$

$

(9)
(8)
-
-
(2)

(19)

56
(7)
(5)
(4)
-
-

40

9

(13)

-

-

-

(4)

256
126
63
(12)
3
-

436

(267)
(105)
(61)
(164)
(12)

(609)

160

(1) In December 2019, we contributed our Brazilian sugar and bioenergy operations forming the majority of our Sugar and Bioenergy segment into the BP Bunge Bioenergia joint
venture. As a result of this transaction, as of December 2019, we no longer consolidate our sugar and bioenergy operations in Brazil in our consolidated financial statements. We
account for our interest in the joint venture under the equity method of accounting.

(2) We refer to our earnings before interest and taxes in each of our segments as ‘‘Segment EBIT’’. Total Segment EBIT is an operating performance measure used by Bunge’s
management to evaluate its segments’ operating activities. Total segment EBIT is a non-U.S. GAAP financial measure and is not intended to replace net income attributable to Bunge,
the most directly comparable U.S. GAAP financial measure. Bunge’s management believes segment EBIT is a useful measure of its segments’ 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 industries. Total segment EBIT excludes EBIT attributable to noncontrolling interests and is not a measure of consolidated operating results under
U.S. GAAP and should not be considered as an alternative to net income attributable to Bunge or any other measure of consolidated operating results under U.S. GAAP.

25

26

2019 Bunge Annual Report

A reconciliation of net income attributable to Bunge to Total Segment EBIT follows:

(US$ in millions)

Year Ended December 31,
2017
2018
2019

Net income (loss) attributable to Bunge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Income) loss from discontinued operations, net of tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests’ share of interest and tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$(1,280)
(31)
339
86
-
(5)

$267
(31)
339
179
(10)
(7)

$160
(38)
263
56
-
(5)

Total segment EBIT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (891)

$737

$436

2019 Compared to 2018

Net Income Attributable to Bunge.
For the year ended
December 31, 2019, net income attributable to Bunge
decreased by $1,547 million to a loss of $1,280 million, from
income of $267 million in 2018. This decrease resulted primarily
from lower segment EBIT of $1,628 million, predominantly in
Sugar and Bioenergy, due to $1,673 million in charges
associated with the sale of our Brazilian sugar and bioenergy
operations, in Edible Oils Products, due to a $108 million
goodwill impairment charge, and in Agribusiness, due to lower
results in our oilseed processing business.

In the year ended December 31, 2019,

Income Tax Expense.
income tax expense was $86 million compared to income tax
expense of $179 million in 2018. The effective tax rate for 2019
was negative 7% compared to 39% for 2018. The effective tax
rate in 2019 was adversely impacted by non-deductible losses
related to the deconsolidation of our Brazilian sugar and
bioenergy operations, partially offset by a favorable earnings
mix. The higher effective tax rate for 2018 was primarily due to
an unfavorable earnings mix, coupled with an income tax
charge of $48 million for valuation allowances established in
Brazil and China.

Agribusiness Segment. Agribusiness segment net sales
decreased by 12% to $28.4 billion in 2019, compared to
$32.2 billion in 2018. The decrease was primarily due to lower
sales volumes in our grain origination, trading and distribution
businesses, associated with lower supply in North America,
due to adverse weather conditions and the ongoing US-China
trade dispute, and lower farmer selling in Brazil through much
of the year. Additionally, net sales decreased due to lower
average sales prices in our oilseed businesses, following
increased global soybean meal availability, due to increased
Argentinian supply compared to last year’s drought and limited
harvest, coupled with lower Chinese demand as a result of the
African Swine Fever outbreak.

Gross profit decreased to $1,092 million in 2019, from
$1,434 million in 2018. The decrease was primarily due to lower
oilseed processing results, including unfavorable
mark-to-market compared to the prior year, and lower results
in our grain origination, trading and distribution businesses,
driven by lower volumes and margins in most regions, as well
as approximately $87 million of PP&E impairment charges at
various facilities associated with portfolio rationalization
initiatives. These negative impacts were partially offset by
better results in our oilseed trading and distribution business,
higher results in our ocean freight business, and better results
in our financial services businesses.

SG&A expenses decreased $61 million to $679 million in 2019,
which represented an 8% decrease from $740 million last year.
The decrease was mainly due to savings from actions
associated with the GCP, as well as lower charges recognized
in connection with the execution of the GCP itself, in addition
to the depreciation of the Brazilian real against the U.S. dollar.
These decreases were partially offset by an impairment charge
associated with the relocation of our global headquarters and
the write-off of a tax indemnification asset associated with the
reversal of an uncertain tax position recorded in a previous
year.

Foreign exchange results in 2019 were losses of $32 million,
compared to losses of $104 million in 2018. Foreign exchange
results are primarily driven by funding non-U.S. functional
currency operations. Results in 2018 were primarily driven by
the devaluation of the Argentine peso on U.S. dollar loans to
fund operations in Argentina.

Other income (expenses) — net was income of $108 million in
2019, compared to income of $79 million in 2018. The increase
was primarily due to higher income earned from financial
services activities and improved results from our soy crush
investments in South America. Additionally, 2018 results
included the loss on sale of an equity investment.

Cost of goods sold decreased by 11% in 2019 compared to
2018, primarily related to lower sales volumes and purchase
prices in our grain origination, trading and distribution
businesses, coupled with lower purchase prices and improved
trading results in our oilseed businesses. These impacts were
partially offset by unfavorable mark-to-market in our oilseed
processing business compared to the prior year, and
approximately $87 million of impairment charges related to
PP&E at various facilities associated with portfolio
rationalization initiatives.

Segment EBIT decreased by $154 million in 2019 to
$491 million, from $645 million in 2018. The decrease was
primarily due to lower profits in our oilseed processing
business, including an unfavorable mark-to-market impact on
forward contracts compared to the prior year, as well as lower
profits in our grain origination, trading and distribution
businesses, partially offset by higher results in our ocean
freight business, better results in our financial services
businesses, lower SG&A expenses, and lower foreign exchange
losses.

26

2019 Bunge Annual Report

27

Edible Oil Products Segment. Edible oil products segment net
sales increased by 1% in 2019 to $9.2 billion, compared to
$9.1 billion in 2018. Increased sales volumes driven by our
acquisition of Loders on March 1, 2018, were offset by lower
prices in the U.S., Europe, and Brazil.

SG&A expenses decreased 4% to $130 million in 2019,
compared to $136 million in 2018. The decrease was primarily
due to savings from the GCP and the depreciation of the
Brazilian real against the U.S. dollar. Additionally, 2018 was
impacted by acquisition costs related to Minsa.

Cost of goods sold in 2019 remained essentially flat compared
to 2018, which is substantially in line with net sales noted
above. The increase caused by $30 million of impairment
charges related to PP&E at various facilities associated with
portfolio rationalization initiatives and $26 million of indirect tax
charges was offset by lower sales prices in the U.S., Europe,
and Brazil.

Gross profit in 2019 increased to $614 million, compared to
$554 million in 2018. The increase was primarily due to higher
sales volumes in the U.S. and Europe, and higher sales
volumes and a more favorable product mix in Argentina. These
increases were partially offset by the impairment charges and
indirect tax charges noted above.

SG&A expenses increased by 9% to $451 million in 2019
compared to $412 million in the same period a year ago. The
increase was driven by a full year ownership of Loders, as well
as impairment charges related to the relocation of our global
headquarters and a distribution center in Brazil, partially offset
by lower costs in Europe and Brazil due to depreciation of the
euro and Brazilian real against the U.S. dollar, and from savings
associated with the GCP.

Other income (expenses) — net in 2019 included a goodwill
impairment charge of $108 million associated with our 2018
acquisition of Loders.

Segment EBIT decreased to $59 million in 2019, from
$122 million in 2018. The decrease was primarily due to the
aforementioned goodwill and other impairment charges,
partially offset by higher gross profit in the U.S., Europe, and
Argentina.

Milling Products Segment. Milling products segment net sales
increased 3% to $1,739 million in 2019, compared to
$1,691 million in 2018. The increase was primarily driven by
higher sales prices for wheat products in Brazil, the acquisition
of two corn mills in the U.S. (‘‘Minsa’’) during the first quarter
of 2018, and higher sales prices in our U.S. rice milling
business. These increases were partially offset by lower sales
volumes in Mexico.

Cost of goods sold in 2019 increased 8% to $1,578 million,
compared to $1,464 million in 2018. The increase was primarily
due to higher raw material costs in Brazil, higher raw material
costs in our U.S. rice milling business, impairment charges
associated with various portfolio rationalization initiatives, as
well as additional costs associated with the acquisition of
Minsa. These increases were partially offset by lower sales
volumes in Mexico.

Gross profit decreased by 29% to $161 million in 2019, down
from $227 million in 2018. The decrease was primarily
associated with lower margins in Brazil, lower volumes in
Mexico, and the impairment charges noted above.

Other income (expenses) — net was income of $5 million in
2019, compared to expense of $3 million in 2018. The increase
was primarily due to a gain on an arbitration settlement in the
U.S. in 2019.

Segment EBIT decreased to $59 million in 2019 from
$90 million in 2018. The decrease was primarily due to lower
gross profit in Brazil and Mexico, as well as impairment
charges associated with certain portfolio rationalization
initiatives, partially offset by a gain on the sale of wheat milling
assets in Brazil, an arbitration settlement gain, and lower
overall SG&A expenses.

Sugar and Bioenergy Segment. Sugar and Bioenergy segment
net sales decreased to $1,288 million in 2019, compared to
$2,257 million in 2018. The 43% decrease in sales was primarily
due to the exiting of our international trading and
merchandising business in 2018, as well as lower global sugar
sales volumes and prices, partially offset by higher ethanol
sales volumes and prices in Brazil. Additionally, in December
2019 we contributed our Brazilian sugar and bioenergy
operations to our newly formed joint venture, BP Bunge
Bioenergia.

Cost of goods sold increased by 18% to $2,691 million in 2019,
compared to $2,276 million in 2018. The increase was primarily
due to charges of $1,524 million associated with the sale of our
Brazilian sugar and bioenergy operations. This increase was
partially offset by lower costs aligned with the decrease in net
sales noted above.

Gross profit was a loss of $1,403 million in 2019, compared to a
loss of $19 million in 2018, primarily associated with lower
sales and higher costs of goods sold, including the above
mentioned charges associated with the contribution of our
Brazilian sugar and bioenergy operations to our newly formed
joint venture, BP Bunge Bioenergia.

SG&A expenses decreased by $43 million to $69 million in
2019, from $112 million in 2018, primarily associated with the
exiting of our international trading and merchandising
business, lower bad debt expenses, savings and lower costs
associated with the GCP, the impact of depreciation of the
Brazilian real against the U.S. dollar, as well as the contribution
of our Brazilian sugar and bioenergy operations in December
2019 to our newly formed joint venture, BP Bunge Bioenergia.

Foreign currency results in 2019 were losses of $89 million,
compared to gains of $7 million in 2018. Foreign exchange
losses in 2019 were primarily associated with intercompany
loans related to our Brazilian sugar and bioenergy operations
that were classified as held for sale in the third quarter of
2019. Previously, these loans were classified as permanently
invested and any related foreign exchange impact was
recorded in Other comprehensive income (loss). However, upon
classification of our sugar and bioenergy operations as held for

27

28

2019 Bunge Annual Report

sale, such loans could no longer be determined to be
permanently invested. As such, any foreign exchange impact
was recorded in the condensed consolidated statement of
income.

Other income (expense) — net was a loss of $7 million in 2019,
compared to income of $4 million in 2018. The decrease was
primarily associated with lower results from our equity method
investments.

Segment EBIT decreased to a loss of $1,623 million in 2019,
from a loss of $135 million in 2018. The decrease was mainly
due to $1,673 million in charges associated with the
contribution of our Brazilian sugar and bioenergy operations to
our newly formed joint-venture, BP Bunge Bioenergia, as
discussed above.

Fertilizer Segment.
Fertilizer segment net sales increased to
$520 million in 2019, compared to $460 million in 2018. The
increase was primarily due to higher sales volumes in
Argentina.

Cost of goods sold in 2019 were $442 million, compared to
$390 million in 2018. The increase was primarily due to higher
sales volumes. Additionally, 2018 costs were impacted by
unfavorable foreign currency movements.

Gross profit increased by $8 million to $78 million in 2019, from
$70 million in 2018. The increase was primarily due to higher
sales volumes and favorable foreign currency impacts
compared to the prior year.

SG&A expenses decreased by $7 million to $16 million in 2019
from $23 million in 2018. The decrease was primarily due to
bad debt recoveries during 2019.

Foreign exchange results for 2019 were flat, compared to a loss
of $6 million in 2018. Results for 2018 primarily relate to
foreign currency hedges of imports of inventories during the
first six months of the year.

Segment EBIT increased by $15 million to $54 million in 2019,
from $39 million in 2018. The increase was primarily due to
higher gross profit, lower overall expenses, and favorable
foreign exchange results.

Other. Other segment EBIT was $69 million in 2019, compared
to a loss of $24 million in 2018. Results in 2019 relate to our
corporate venture capital unit activities, which benefited from
the initial public offering of one of its investments during the
second quarter of 2019 and subsequent gains on sales of such
securities. The 2018 loss is related to make-whole payments in
connection with the early extinguishment of $600 million of our
8.5% senior notes due 2019.

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

Year Ended December 31,
2018

2019

(US$ in millions)

Interest income
Interest expense

Interest income remained constant during 2019 and 2018 at
$31 million. Interest expense remained constant at $339 million
in 2019 and 2018. Average debt balances were lower in 2019
than in 2018, however, total interest expense remained flat due
to the overall debt mix.

In 2019 we no longer report

Discontinued Operations.
discontinued operations. Income from discontinued operations
(retail fertilizer business in Brazil) in 2018 was $10 million,
which was mainly comprised of a gain on the final settlement
from the liquidation of an entity in 2004, foreign exchange
gains due to the depreciation of the Brazilian real, and the
recovery of bad debt provisions, partially offset by an
$11 million charge related to the final settlement on the sale of
the Brazilian retail fertilizer business in 2013.

2018 Compared to 2017

For the year ended
Net Income Attributable to Bunge.
December 31, 2018, net income attributable to Bunge
increased by $107 million to $267 million from $160 million in
2017. This increase resulted primarily from higher total segment
EBIT of $301 million, particularly in Agribusiness, partially offset
by higher interest and income tax expenses.

In the year ended December 31, 2018,

Income Tax Expense.
income tax expense was $179 million compared to income tax
expense of $56 million in 2017. The effective tax rate for 2018
was 39% compared to 24% for 2017. The higher effective tax
rate for 2018 was primarily due to unfavorable earnings mix,
coupled with an income tax charge of $48 million for valuation
allowances established in Brazil and China.

Agribusiness Segment. Agribusiness segment net sales
increased by 1% to $32.2 billion in 2018, compared to
$31.7 billion in 2017, mostly aligned with the overall volume
increase of 2% year over year. Higher volumes and prices in
our oilseed and grain trading and distribution businesses,
mainly in Europe and Asia, and in our oilseed processing
activities in Europe, Asia, and the U.S. were partially offset by
lower prices in our grain origination businesses in the U.S.
resulting from an international trade dispute between the U.S.
and China, and lower volumes in our oilseed processing
activities in Argentina, due to reduced soybean production
resulting from adverse weather conditions.

Cost of goods sold in 2018 was relatively flat compared to
2017, with decreases, primarily in our South American and U.S.
grain origination businesses, mainly due to lower average
prices, and oilseed processing businesses in Argentina, mainly
due to lower volumes, being offset by higher costs in our grain
and oilseed trading and distribution business, mainly due to
higher volumes.

Gross profit increased to $1,434 million in 2018, from
$933 million in 2017. The increase was mainly due to higher
soy crush margins in all regions primarily driven by strong
global soymeal demand, combined with reduced supply due to
the drought in Argentina.

$ 31
(339)

$ 31
SG&A expenses decreased $65 million to $740 million in 2018,
(339) which represented an 8% decrease from $805 million last year.

28

The decrease was primarily attributable to savings from the

2019 Bunge Annual Report

29

GCP and lower expenses due to the depreciation of the
Argentine peso and Brazilian real against the U.S. dollar. SG&A
expenses in 2017 also included $17 million of credit reserves in
Brazil, $7 million of impairment charges, primarily of intangible
assets related to patents, and $7 million of transaction related
costs associated with the acquisition of two oilseed processing
facilities in Europe.

Foreign exchange results in 2018 were losses of $104 million,
compared to gains of $85 million in 2017. Results for 2018
were primarily driven by the impact of the devaluation of the
Argentine peso on U.S. dollar denominated debt in Argentina
to fund operations.

Other income (expenses) — net was income of $79 million in
2018, compared to income of $56 million in 2017. The increase
was primarily due to improved results from equity method
investments in Asia and income earned from financial services.

Segment EBIT increased by $389 million in 2018 to
$645 million, from $256 million in 2017. The increase was
mainly due to higher soy crush margins, partially offset by
foreign exchange losses.

Edible Oil Products Segment. Edible oil products segment net
sales increased by 14% in 2018 to $9.1 billion, compared to
$8.0 billion in 2017, resulting primarily from a 17% increase in
volumes, driven by our acquisition of Loders in March 2018
and the full year impact of production facilities in Europe
acquired in 2017. This was partially offset by lower prices in
Brazil due to high stocks of soybean oil in the domestic market
resulting from the strong soy crushing environment.

Cost of goods sold in 2018 increased 14% compared to 2017,
which is in line with the increase in net sales noted above, and
primarily driven by the impact of the recent acquisitions.

Gross profit in 2018 increased to $554 million compared to
$499 million in 2017. The increase was primarily due to the
contribution to results by Loders and higher volumes and
improved margins for margarine in Europe, which was partially
offset by lower margins in our Brazilian packaged oil business.

SG&A expenses increased by 14% to $412 million in 2018
compared with $361 million in the same period a year ago. The
increase was primarily related to the acquisition of Loders,
including $19 million of integration costs. These increases were
partially offset by lower costs in all other regions from GCP
and the depreciation of the Brazilian real against the U.S.
dollar.

Cost of goods sold in 2018 increased 7% to $1,464 million
compared to $1,366 million in 2017, which is in line with the
increase in net sales noted above and primarily driven by the
acquisition of Minsa USA, partially offset by lower costs and
favorable foreign currency translation impact in Brazil.

Gross profit increased by 9% to $227 million in 2018, up from
$209 million in 2017. The increase was primarily due to the
acquisition of Minsa USA and lower industrial costs in Brazil.

SG&A expenses were essentially flat with $136 million in 2018
compared to $138 million in 2017, as added costs associated
with the Minsa USA acquisition were offset by lower costs in
Brazil due to the deprecation of the Brazilian real against the
U.S. dollar and savings from GCP.

Segment EBIT increased to $90 million in 2018 from $63 million
in 2017 primarily due to better results in the U.S. and lower
industrial costs and SG&A in Brazil.

Sugar and Bioenergy Segment. Sugar and Bioenergy segment
net sales decreased to $2,257 million in 2018 compared to
$4,054 million in 2017. The 44% decrease in sales was driven
by lower sales volumes primarily in trading and merchandising
resulting from exiting our international trading and
merchandising business and lower global prices of sugar. Our
sugarcane milling volumes and yields were negatively impacted
by drought conditions during the first half of the year, followed
by excessive rain in the fourth quarter of 2018.

Cost of goods sold decreased by 42% to $2,276 million in 2018
compared to $3,955 million in 2017, which is substantially in
line with the decrease in net sales. 2018 results also included
$10 million of restructuring charges compared to $22 million of
restructuring charges in 2017 related to our industrial
operations, as well as $3 million in indirect tax credits in 2018,
compared to $16 million in 2017.

Gross profit was a loss of $19 million in 2018, compared to
income of $99 million in 2017, primarily in our sugarcane
milling operations, due to lower sugar sales volumes and a
decrease in sugar prices and margins globally, and lower
results in our international trading and merchandising business
as we exited this business during 2018.

SG&A expenses decreased by $2 million to $112 million in 2018
from $114 million in 2017, primarily due to the favorable impact
of the depreciation of the Brazilian real against the U.S. dollar,
partially offset by higher employee separation and professional
services costs related to our GCP.

Segment EBIT decreased to $122 million in 2018, from
$126 million in 2017. Increased gross profit primarily from the
acquisition of Loders was more than offset by weaker margins
in Brazil and higher SG&A and other expenses.

Foreign currency results in 2018 were gains of $7 million
compared to $11 million in 2017. These results relate primarily
to gains on foreign currency hedges on forward sales
positions.

Milling Products Segment. Milling products segment net sales
increased 7% to $1,691 million in 2018 compared to
$1,575 million in 2017. The increase was due to higher volumes
in Brazil and Mexico driven by increased demand in various
market segments, and higher prices in Mexico, as well as the
acquisition of Minsa USA in the first quarter of 2018.

Other income (expenses) — net was income of $4 million in
2018, compared to expense of $4 million in 2017, which is
primarily associated with results in our equity method
investments.

29

30

2019 Bunge Annual Report

Segment EBIT decreased to a loss of $135 million in 2018 from
a loss of $12 million in 2017, primarily due to lower volumes,
global sugar prices and margins, the exiting of our
international sugar trading activities and a $16 million loss on
the sale of an equity investment in Brazil.

Fertilizer segment net sales increased to

Fertilizer Segment.
$460 million in 2018, compared to $406 million in 2017,
primarily due to higher international fertilizer prices, partially
offset by lower volumes in our port activities in Brazil.

Cost of goods sold in 2018 were $390 million compared to
$381 million in 2017. The increase was primarily due to the
higher costs of imported fertilizer inventories, partially offset by
the impact of industrial cost reduction initiatives. Cost of goods
sold in 2018 included $1 million of severance and other
employee benefit costs, compared to $13 million in 2017.

Gross profit increased by $45 million to $70 million in 2018,
from $25 million in 2017. The increase was primarily due to
higher margins in Argentina, benefits from our restructuring
activities and lower severance and other employee benefit
costs.

SG&A expenses increased by $4 million to $23 million in 2018
from $19 million in 2017. SG&A expenses in 2017 benefited
from an insurance recovery and gains on sales of assets.

rates. These increases were partially offset by the reversal of
interest related to ICMS tax credits in Brazil.

Income from discontinued operations

Discontinued Operations.
(retail fertilizer business in Brazil) in 2018 was $10 million,
compared to nil in 2017. The income for 2018 was mainly
comprised of a gain on the final settlement from the liquidation
of an entity in 2004, foreign exchange gains due to the
depreciation of the Brazilian real, and the recovery of bad debt
provisions, partially offset by an $11 million charge related to
the final settlement on the sale of the Brazilian retail fertilizer
business in 2013.

LIQUIDITY AND CAPITAL RESOURCES

Liquidity

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

Foreign exchange results for 2018 were a loss of $6 million
compared to a loss of $1 million in 2017. Results for 2018
relate primarily to foreign currency hedges in the first six
months of the year for the import of inventories.

Our current ratio, which is a widely used measure of liquidity
and is defined as current assets divided by current liabilities,
was 1.55 and 1.54 at December 31, 2019 and 2018,
respectively.

Segment EBIT increased by $36 million to $39 million in 2018
from $3 million in 2017. The increase was primarily due to
stronger margins in Argentina.

Other. Other segment EBIT (loss) of $24 million in 2018 relates
to a loss on extinguishment of debt, which was recorded in
other income (expense). See Note 17 — Long-Term Debt and
Credit Facilities, to our consolidated financial statements
included in this Annual Report on Form 10-K for more
information.

Interest. A summary of consolidated interest income and
expense for the periods indicated follows:

(US$ in millions)

Interest income
Interest expense

YEAR ENDED DECEMBER 31,
2017

2018

$ 31
(339)

$ 38
(263)

Interest income decreased by $7 million to $31 million in 2018
compared to $38 million in 2017, primarily related to lower
outstanding balances and lower interest rates, primarily in
Brazil. Interest expense increased $76 million to $339 million in
2018 from $263 million in 2017, primarily due to higher average
debt balances associated with funding the Loders acquisition
and higher working capital needs, as well as higher interest

Cash and Cash Equivalents. Cash and cash equivalents were
$320 million at December 31, 2019 and $389 million at
December 31, 2018. Cash balances are managed in accordance
with our investment policy, the objectives of which are to
preserve the principal value of our cash assets, maintain a high
degree of liquidity and deliver competitive returns subject to
prevailing market conditions. Cash balances are invested in
short-term deposits with highly rated financial institutions and
in U.S. government securities.

Readily Marketable Inventories (‘‘RMI’’). RMI are agricultural
commodity inventories, such as soybeans, soybean meal,
soybean oil, corn, and wheat that are readily convertible to
cash because of their commodity characteristics, widely
available markets and international pricing mechanisms. Total
RMI reported at fair value were $3,934 million and
$4,532 million at December 31, 2019 and December 31, 2018,
respectively (see Note 5 — Inventories, to our consolidated
financial statements included as part of this Annual Report on
Form 10-K).

Financing Arrangements and Outstanding Indebtedness. We
conduct most of our financing activities through a centralized
financing structure that provides the company efficient access
to debt and capital markets. This structure includes a master
trust, the primary assets of which consist of intercompany
loans made to Bunge Limited and its subsidiaries. Certain of
Bunge Limited’s 100% owned finance subsidiaries, Bunge

30

2019 Bunge Annual Report

31

Limited Finance Corp., Bunge Finance Europe B.V. and Bunge
Asset Funding Corp., fund the master trust with short and
long-term debt obtained from third parties, including through
our commercial paper program and certain credit facilities, as
well as the issuance of senior notes. Borrowings by these
finance subsidiaries carry full, unconditional guarantees by
Bunge Limited.

Revolving Credit Facilities. At December 31, 2019, we had
$4,315 million of aggregate committed borrowing capacity
under our commercial paper program and various revolving
bilateral and syndicated credit facilities, of which $4,315 million
was unused and available. The following table summarizes
these facilities as of the periods presented:

COMMERCIAL PAPER PROGRAM
AND REVOLVING CREDIT FACILITIES

TOTAL COMMITTED
CAPACITY

DECEMBER 31,
2019

MATURITIES

Commercial Paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-Term Revolving Credit Facilities(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2022 - 2023

2023

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 600
3,715

$4,315

BORROWINGS OUTSTANDING

DECEMBER 31, DECEMBER 31,

2019

$

$

-
-

-

2018

$

-
500

$500

(1) Borrowings under the revolving credit facilities that have maturities greater than one year from the date of the consolidated balance sheets are classified as long-term debt,
consistent with the long-term maturity of the underlying facilities. However, individual borrowings under the revolving credit facilities are generally short-term in nature, bear interest
at variable rates and can be repaid or renewed as each such individual borrowing matures.

certain lenders party thereto maturing December 14, 2023. We
have the option to request an extension of the maturity date of
the Credit Agreement for two additional one-year periods,
subject to the consent of the lenders. Borrowings under the
Credit Agreement will bear interest at LIBOR plus a margin,

ratings of our senior long-term unsecured debt (‘‘Rating
Level’’). Amounts under the Credit Agreement that remain
undrawn are subject to a commitment fee at rates ranging
from 0.09% to 0.225%, varying based on the Rating Level. We
may, from time to time, request one or more of the existing
lenders or new lenders to increase the total commitments
under the Credit Agreement by up to $200 million pursuant to
an accordion provision.

On December 16, 2019, we entered into an amendment and
restatement agreement (the ‘‘Amendment and Restatement
Agreement’’) which amends and extends our unsecured
$1.75 billion revolving credit facility we entered into on
December 12, 2017 (as amended by the Amendment and
Restatement Agreement, the ‘‘Revolving Credit Facility’’), adding which will vary from 1.00% to 1.625%, based on the credit
a sustainability-linked mechanism to the facility. Through the
sustainability-linked mechanism, the interest rate under the
Revolving Credit Facility is tied to five sustainability
performance targets that highlight and measure the continued
advancement of our sustainability initiatives across the
following three areas: 1) reducing greenhouse gas emissions
by improving industrial efficiency; 2) increasing traceability for
main agricultural commodities; and 3) supporting increasing
levels of adoption of sustainable practices across the wider
soybean and palm supply chain. We may from time to time,
with the consent of the agent, request one or more of the
existing lenders or new lenders to increase the total
commitments in an amount not to exceed $250 million
pursuant to an accordion provision set forth in the Revolving
Credit Facility. Pursuant to the Amendment and Restatement
Agreement, the Revolving Credit Facility will mature on
December 12, 2022. Borrowings under the Revolving Credit
Facility will bear interest at LIBOR plus a margin, which will
vary from 0.30% to 1.30%, based on the senior long-term
unsecured debt ratings provided by Moody’s Investors
Services Inc. and S&P Global Ratings. Amounts under the
Revolving Credit Facility that remain undrawn are subject to a
commitment fee payable quarterly in arrears at a rate of 35%
of the margin specified above, which will vary based on the
rating level at each such quarterly payment date. We also will
pay a fee that will vary from 0.10% to 0.40% based on our
utilization of the Revolving Credit Facility. We had no
borrowings outstanding at December 31, 2019, under the
Revolving Credit Facility.

We had no borrowings outstanding at December 31, 2019
under our unsecured $865 million revolving credit facility,
maturing September 6, 2022 (the ‘‘2022 Facility’’). Borrowings
under the 2022 Facility bear interest at LIBOR plus a margin,
which will vary from 1.00% to 1.75% per annum, based on the
credit ratings of our senior long-term unsecured debt. Amounts
under the 2022 Facility that remain undrawn are subject to a
commitment fee payable quarterly based on the average
undrawn portion of the 2022 Facility at rates ranging from
0.125% to 0.275%, based on the credit ratings of our senior
long-term unsecured debt.

Our commercial paper program is supported by committed
back-up bank credit lines (the ‘‘Liquidity Facility’’) equal to the
amount of the commercial paper program provided by lending
institutions that are required to be rated at least A-1 by
Standard & Poor’s and P-1 by Moody’s Investor Services. The
cost of borrowing under the Liquidity Facility would typically be
higher than the cost of issuance under our commercial paper
program. At December 31, 2019, no borrowings were
outstanding under the commercial paper program and no
borrowings were outstanding under the Liquidity Facility. The
Liquidity Facility is our only revolving credit facility that requires
lenders to maintain minimum credit ratings.

We had no borrowings outstanding at December 31, 2019
under our unsecured $1,100 million five-year syndicated
revolving credit agreement (the ‘‘Credit Agreement’’) with

31

32

2019 Bunge Annual Report

In November 2019, the $700 million, 5-year revolving credit
facility, maturing on May 1, 2023 was converted into a term
loan and then subsequently transferred to the recently formed
joint venture, BP Bunge Bioenergia, on a non-recourse basis.

In addition to committed credit facilities, from time to time,
through our financing subsidiaries, we enter into bilateral
short-term credit lines as necessary based on our financing
requirements. At December 31, 2019 there were no borrowings
outstanding under these bilateral short-term credit lines.

Short and long-term debt. Our short and long-term debt
decreased by $378 million at December 31, 2019 from

December 31, 2018, primarily due to decreased working capital
requirements at the end of the year. For the year ended
December 31, 2019, our average short and long-term debt
outstanding was approximately $6,142 million compared to
approximately $6,929 million for the year ended December 31,
2018. Our long-term debt outstanding balance was
$4,223 million at December 31, 2019 compared to
$4,622 million at December 31, 2018. The following table
summarizes our short-term debt activity at December 31, 2019.

(US$ in millions)

Bank Borrowings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commercial Paper . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

WEIGHTED
AVERAGE
INTEREST
RATE AT
DECEMBER 31,
2019(1)

13.83%

-

13.83%

OUTSTANDING
BALANCE AT
DECEMBER 31,
2019

$771
-

$771

HIGHEST
BALANCE
OUTSTANDING
DURING
2019(1)

$1,579
600

WEIGHTED
AVERAGE
INTEREST
RATE
DURING
2019(1)

7.58%
2.67%

6.28%

AVERAGE
BALANCE
DURING
2019(1)

$1,140
413

$1,553

(1) Includes $348 million of local currency borrowings in certain Central and Eastern European, South American, and Asia-Pacific countries at a weighted average interest rate of
27.16% as of December 31, 2019.

The following table summarizes our short and long-term debt:

(US$ in millions)

Short-term debt:(1)

Short-term debt(2)
Current portion of long-term debt

Total short-term debt
Long-term debt:

Revolving credit facility expiring 2022(4)
Term loan due 2019 - fixed Yen interest rate of 0.96%

(Tranche B)

Term loan due 2024 - three-month Yen LIBOR plus

0.75% (Tranche A)(5)

Term loan due 2024 - three-month LIBOR plus 1.30%

(Tranche B)(5)

3.50% Senior Notes due 2020
3.00% Senior Notes due 2022
1.85% Senior Notes due 2023 — Euro
4.35% Senior Notes due 2024
3.25% Senior Notes due 2026
3.75% Senior Notes due 2027

Other

Subtotal

Less: Current portion of long-term debt

Total long-term debt(3)

Total debt

DECEMBER 31,
2018

2019

$ 771
507

$ 750
419

1,278

1,169

500

54

258

85
498
397
916
595
695
594
30

-

-

281

89
499
398
899
596
696
595
170

4,223
(507)

3,716

$4,994

(1) Includes secured debt of $1 million and $9 million at December 31, 2019 and
December 31, 2018, respectively.

(2) Includes $348 million and $136 million of local currency borrowings in certain Central
and Eastern European, South American, and Asia-Pacific countries at a weighted average
interest rate of 27.16% and 23.61% as of December 31, 2019 and December 31, 2018,
respectively.

(3) Includes secured debt of $15 million and $17 million at December 31, 2019 and
December 31, 2018, respectively.

(4) On December 16, 2019, Bunge extended the existing three-year revolving credit
facility totaling $1,750 million, scheduled to mature on December 12, 2020, for two
additional years, to December 12, 2022.

(5) On July 1, 2019, Bunge refinanced its unsecured Japanese yen 28.5 billion and
$85 million Term Loan Agreement, dated as of December 12, 2014, which extends the maturity
date to July 1, 2024.

Credit Ratings. Bunge’s debt ratings and outlook by major
credit rating agencies at December 31, 2019 were as follows:

Standard & Poor’s
Moody’s
Fitch

SHORT-TERM
DEBT(1)

LONG-TERM
DEBT

A-1
P-1
F1

BBB
Baa3
BBB-

OUTLOOK

Negative
Stable
Stable

(1) Short-term rating applies only to Bunge Asset Funding Corp., the issuer under our
commercial paper program.

4,203

4,622 Our debt agreements do not have any credit rating downgrade
(419)
triggers that would accelerate the maturity of our debt.
However, credit rating downgrades would increase our
borrowing costs under our credit facilities and, depending on
their severity, could impede our ability to obtain credit facilities
or access the capital markets in the future on competitive
terms. A significant increase in our borrowing costs could

$5,372

32

2019 Bunge Annual Report

33

which at December 31, 2019 and 2018 had a fair value of
$105 million and $128 million, respectively, and is included in
other current assets in our consolidated balance sheets (see
Note 19 — Trade Receivables Securitization Program, to our
consolidated financial statements included as part of this
Annual Report on Form 10-K). The DPP will be repaid in cash
as receivables are collected, generally within 30 days.
Delinquencies and credit losses on trade receivables sold
under the Program during the years ended December 31, 2019,
2018 and 2017 were insignificant.

Interest Rate Swap Agreements. We may use interest rate swaps
as hedging instruments and record the swaps at fair value in
the consolidated balance sheets with changes in fair value
recorded contemporaneously in earnings. Additionally, the
carrying amount of the associated debt is adjusted through
earnings for changes in the fair value due to changes in
benchmark interest rates.

Equity. Total equity is set forth in the following table:

(US$ in millions)

Convertible perpetual preference shares
Common shares
Additional paid-in capital
Retained earnings
Accumulated other comprehensive income
Treasury shares, at cost (2019 and 2018 - 12,882,313)

$826

$128

Total Bunge shareholders’ equity
Noncontrolling interests

Total equity

DECEMBER 31,
2018

2019

$

690
1
5,329
6,437
(5,624)
(920)

5,913
117

$

690
1
5,278
8,059
(6,935)
(920)

6,173
205

$ 6,030

$ 6,378

Total Bunge shareholders’ equity was $5,913 million at
December 31, 2019 compared to $6,173 million at
December 31, 2018. The decrease in Bunge shareholders’
equity during the year ended December 31, 2019 was primarily
due to $283 million and $34 million of declared dividends to
common and preferred shareholders, respectively, and net loss
attributable to Bunge of $1,280 million, partially offset by the
release of $1,493 million of cumulative translation losses that
were reclassified to earnings in connection with the sale of our
Brazilian sugar and bioenergy operations.

December 31, 2019 from $205 million at December 31, 2018
primarily due to dividends paid and returns of capital to
non-controlling interest holders, as well as from an agreement
for Bunge to purchase certain noncontrolling interests from the
holder, partially offset by income attributable to our
noncontrolling interest entities.

impair our ability to compete effectively in our business relative
to competitors with higher credit ratings.

Our credit facilities and certain senior notes require us to
comply with specified financial covenants, including minimum
net worth, minimum current ratio, a maximum debt to
capitalization ratio, and limitations on secured indebtedness.
We were in compliance with these covenants as of
December 31, 2019.

Trade Receivable Securitization Program. We initially entered into
our trade receivable securitization program (the ‘‘Program’’) in
June 2011, which provides us with an additional source of
liquidity. On May 26, 2016, Bunge and certain of its
subsidiaries renewed and amended the $700 million Program,
which terminates on May 26, 2021. Each committed
purchaser’s commitment to fund trade receivables sold under
the Program would have terminated on May 26, 2019 unless
extended in accordance with the terms of the receivables
transfer agreement. On February 19, 2019, we exercised a
portion of the $300 million accordion feature under this
Program to increase the aggregate size of the facility by
$100 million to an aggregate of $800 million and extended the
committed purchasers’ commitment to fund trade receivables
under the Program until May 26, 2020.

(US$ in millions)

DECEMBER 31,
2018

2019

Receivables sold which were derecognized from Bunge’s

balance sheet

$801

Deferred purchase price included in Other current assets

$105

The table below summarizes the cash flows and discounts of
our trade receivables associated with the Program. Servicing
fees under the Program were not significant in any period.

(US$ in millions)

YEARS ENDED DECEMBER 31,
2017
2018

2019

Gross receivables sold

$10,120

$9,803

$10,022

Proceeds received in cash related to

transfer of receivables

$ 9,868

$9,484

$ 9,734

Cash collections from customers on

receivables previously sold

Discounts related to gross receivables sold

included in SG&A

$

15

$

14

$

9

Non-cash activity for the program in the reporting period is
represented by the difference between gross receivables sold
and cash collections from customers on receivables previously
sold.

Our risk of loss following the sale of the trade receivables is
limited to the deferred purchase price receivable (the ‘‘DPP’’),

33

$ 8,434

$9,173

$ 9,659 Noncontrolling interest decreased to $117 million at

34

2019 Bunge Annual Report

Certain of our non-U.S. operating subsidiaries are primarily
funded with U.S. dollar-denominated debt, while currency risk
is hedged with U.S. dollar-denominated assets. The functional
currency of our operating subsidiaries is generally the local
currency. The financial statements of our subsidiaries are
calculated in the functional currency, and when the local
currency is the functional currency, translated into U.S. dollar.
U.S. dollar-denominated loans are remeasured into their
respective functional currencies at exchange rates at the
applicable balance sheet date. Also, certain of our U.S. dollar
functional operating subsidiaries outside the U.S. are partially
funded with local currency borrowings, while the currency risk
is hedged with local currency denominated assets. Local
currency loans in U.S. dollar functional currency subsidiaries
outside the U.S. are remeasured into U.S. dollars at the
exchange rate on the applicable balance sheet date. The
resulting gain or loss is included in our consolidated
statements of income as foreign exchange gains or losses. For
the years ended December 31, 2019 and December 31, 2018,
we recorded foreign currency losses of $139 million and
$139 million, respectively, which were included as adjustments
to reconcile net income to cash used for operating activities in
the line item ‘‘Foreign exchange (gain) loss on net debt’’ in our
consolidated statements of cash flows. This adjustment is
required as these losses are non-cash items that arise from
financing activities and therefore will have no impact on cash
flows from operations.

At December 31, 2019, we had 6,899,683 4.875% cumulative
convertible perpetual preference shares outstanding with an
aggregate liquidation preference of $690 million. Each
convertible perpetual preference share has an initial liquidation
preference of $100, which will be adjusted for any accumulated
and unpaid dividends. The convertible perpetual preference
shares carry an annual dividend of $4.875 per share payable
quarterly. As a result of adjustments made to the initial
conversion price because cash dividends paid on Bunge
Limited’s common shares exceeded certain specified
thresholds, each convertible perpetual preference share is
convertible, at the holder’s option, at any time into 1.2224
Bunge Limited common shares, based on the conversion price
of $81.8087 per share, subject to certain additional anti-dilution
adjustments (which represents 8,434,172 Bunge Limited
common shares at December 31, 2019). At any time, if the
closing price of our common shares equals or exceeds 130% of
the conversion price for 20 trading days during any consecutive
30 trading days (including the last trading day of such period),
we may elect to cause the convertible perpetual preference
shares to be automatically converted into Bunge Limited
common shares at the then-prevailing conversion price. The
convertible perpetual preference shares are not redeemable by
us at any time.

Cash Flows

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

2019 Compared to 2018.
equivalents, and restricted cash decreased by $71 million,
compared to a decrease of $212 million in 2018.

In 2019, our cash and cash

Cash provided by investing activities was $1,503 million for the
year ended December 31, 2019 compared to $410 million for
the year ended December 31, 2018. During 2019, payments
were made for capital expenditures of $524 million, primarily
related to the replanting of sugarcane for our industrial sugar
business in Brazil, which were subsequently transferred to the
BP Bunge Bioenergia joint venture in December 2019, as well
as other capital projects at various facilities. In addition,
payments were made for investments of $393 million, primarily
related to deposits in South America and promissory notes
related to financial services, which were more than offset by
proceeds from such investments and the sale of equity
securities associated with an investment subsequent to its
initial public offering of $449 million. Cash provided by
investing activities was primarily associated with proceeds of
$1,312 million from beneficial interests in securitized trade
receivables and $729 million from the divestiture of businesses
and disposals of property, plant, and equipment. During 2018,
payments were made for capital expenditures of $493 million,
primarily related to replanting of sugarcane for our industrial
sugar business in Brazil, which were subsequently transferred
to the BP Bunge Bioenergia joint venture in December 2019,
and the upgrade of our crush facility in Italy, as well as other
capital projects at various facilities. In addition, we acquired
Loders for $908 million, net of cash acquired, and Minsa USA
for $73 million, net of cash acquired. Further, payments were

Cash used for operating activities was $808 million for the year
ended December 31, 2019 compared to cash used for
operating activities of $1,264 million for the year ended
December 31, 2018. Net cash outflows from operating activities
was lower for the year ended December 31, 2019, primarily due
to the lower use of cash associated with beneficial interests in
securitized trade receivables, partially offset by higher working
capital requirements, when compared to the year ended
December 31, 2018. Cash provided by (used for) operating
activities for all periods presented reflects the adoption of
ASU 2016-15, Statement of Cash Flows (Topic 230),
Classification of Certain Cash Receipts and Cash Payments (a
consensus of the Emerging Issues Task Force), which changed
the presentation of cash flows in relation to our trade
receivables securitization program. Particularly impacted are the made for investments of $1,184 million, primarily related to
cash receipts from payments on the deferred purchase price,
deposits, treasuries and bonds in South America related to
which are now classified as cash inflows from investing
financial services, which were substantially offset by proceeds
activities, whereas previously they were classified as inflows
from such investments of $1,098 million. Cash provided by
from operating activities.
investing activities was primarily associated with proceeds of
$1,888 million from beneficial interests in securitized trade

34

2019 Bunge Annual Report

35

receivables, as well as cash inflows related to settlements of
net investment hedges of $66 million in the year ended
December 31, 2018, primarily driven by the depreciation of the
Brazilian real relative to the U.S. dollar in 2018.

Cash used for financing activities was $771 million in the year
ended December 31, 2019, compared to cash provided by
financing activities of $631 million for the year ended
December 31, 2018. The net decrease of $438 million in
borrowings in 2019 was primarily related to lower working
capital needs as well as lower overall debt needs following the
transfer of our industrial sugar business in Brazil to the BP
Bioenergia joint venture. In addition, we paid dividends of
$317 million to our common shareholders and holders of our
convertible preference shares. The net increase of $956 million
in borrowings in 2018 was primarily related to the funding of
acquisitions, financing capital expenditures and funding
working capital needs. In 2018, dividends paid to our common
shareholders and holders of our convertible preference shares
were $305 million.

2018 Compared to 2017.
equivalents, and restricted cash decreased by $212 million,
compared to a decrease of $333 million in 2017.

In 2018, our cash and cash

Cash used for operating activities was $1,264 million for the
year ended December 31, 2018 compared to cash used for
operating activities of $1,975 million for the year ended
December 31, 2017. Net cash outflows from operating activities
was lower for the year ended December 31, 2018, primarily due
to the lower use of cash associated with beneficial interests in
securitized trade receivables and higher net income during
2018, partially offset by the increased working capital
requirements compared to the year ended December 31, 2017.

Certain of our non-U.S. operating subsidiaries are primarily
funded with U.S. dollar-denominated debt, while currency risk
is hedged with U.S. dollar-denominated assets. The functional
currency of our operating subsidiaries is generally the local
currency. The financial statements of our subsidiaries are
calculated in the functional currency, and when the local
currency is the functional currency, translated into U.S. dollar.
U.S. dollar-denominated loans are remeasured into their
respective functional currencies at exchange rates at the
applicable balance sheet date. Also, certain of our U.S. dollar
functional operating subsidiaries outside the U.S. are partially
funded with local currency borrowings, while the currency risk
is hedged with local currency denominated assets. Local
currency loans in U.S. dollar functional currency subsidiaries
outside the U.S. are remeasured into U.S. dollars at the
exchange rate on the applicable balance sheet date. The
resulting gain or loss is included in our consolidated
statements of income as foreign exchange gains or losses. For
the years ended December 31, 2018 and December 31, 2017,
we recorded foreign currency losses of $139 million and
$21 million, respectively, which were included as adjustments
to reconcile net income to cash used for operating activities in
the line item ‘‘Foreign exchange (gain) loss on net debt’’ in our
consolidated statements of cash flows. This adjustment is
required as these gains or losses are non-cash items that arise
from financing activities and therefore will have no impact on
cash flows from operations.

Cash provided by investing activities was $410 million for the
year ended December 31, 2018 compared to cash provided by
investing activities of $1,819 million for the year ended
December 31, 2017. During 2018, payments were made for
capital expenditures of $493 million, primarily related to
replanting of sugarcane for our industrial sugar business in
Brazil and the upgrade of our crush facility in Italy, as well as
other capital projects at various facilities. In addition, we
acquired Loders for $908 million, net of cash acquired, and
Minsa USA for $73 million, net of cash acquired. Further,
payments were made for investments of $1,184 million,
primarily related to deposits, treasuries and bonds in South
America related to financial services, which were substantially
offset by proceeds from such investments of $1,098 million.
Cash provided by investing activities was primarily associated
with proceeds of $1,888 million from beneficial interests in
securitized trade receivables (due to the change in accounting
described above), as well as cash inflows related to settlements
of net investment hedges of $66 million in the year ended
December 31, 2018, primarily driven by the depreciation of the
Brazilian real relative to the U.S. dollar in 2018. During 2017,
payments were made for capital expenditures of $662 million,
primarily related to the upgrade and expansion of an export
terminal in the U.S., replanting of sugarcane for our industrial
sugar business, the expansion of a crushing facility in Brazil
and the upgrade of our crush facility in Italy. In addition, we
acquired two oilseed processing plants in the Netherlands and
France for $318 million, an edible oils business in Argentina for
$26 million and an olive oil and seed oil producer in Turkey for
$23 million, net of cash acquired. Additionally, we had cash
outflows related to settlements of net investment hedges of
$20 million, primarily driven by the appreciation of the Brazilian
real relative to the US dollar in 2017, and payments for
investments in affiliates relating to our G3, SB Oils and Tapajos
joint ventures, as well as the acquisition of a non-controlling
stake in Agricola Alvorada, a Brazilian agribusiness company
during 2017. Proceeds from and payments for investments
included primarily purchases and sales of short-term
investments. Cash provided by investing activities was primarily
associated with proceeds of $2,981 million from beneficial
interests in securitized trade receivables.

Cash provided by financing activities was $631 million in the
year ended December 31, 2018, compared to cash used for
financing activities of $180 million for the year ended
December 31, 2017. The net increase of $956 million in
borrowings in 2018 was primarily related to the funding of
acquisitions, financing capital expenditures and funding
working capital needs. In addition, we paid dividends of
$305 million to our common shareholders and holders of our
convertible preference shares. In 2017, dividends paid to our
common shareholders and holders of our convertible
preference shares were $281 million.

Brazilian Farmer Credit

Background. We advance collateralized funds to counterparties
(farmers and crop resellers), primarily to secure the origination
of soybeans for our soybean processing facilities in Brazil.
These activities are generally intended to be short-term in
nature. The ability of our counterparties to repay these

35

36

2019 Bunge Annual Report

amounts is affected by agricultural economic conditions in the
relevant geography, which are, in turn, affected by commodity
prices, currency exchange rates, crop input costs and crop
quality and yields. As a result, these arrangements are typically
secured, including by a farmer’s crop and, in many cases, land
and other assets. In the event of counterparty default, we
generally initiate legal proceedings to recover the defaulted
amounts. However, the legal recovery process through the
judicial system is a long-term process, generally spanning a
number of years. Additionally, we may seek to renegotiate
certain terms of our contract with the defaulting supplier in
order to accelerate the recovery of amounts owed.

Because Brazilian farmer credit exposures are denominated in
local currency, reported values are impacted by movements in
the value of the Brazilian real when translated into U.S. dollars.
From December 31, 2018 to December 31, 2019, the Brazilian
real depreciated by approximately 4%, decreasing the reported
farmer credit exposure balances when translated into U.S.
dollars.

We periodically evaluate the collectability of our farmer
receivables and record allowances if we determine that
collection is doubtful. We base our determination of the
allowance on analyses of the credit quality of individual
accounts, also considering the economic and financial
condition of the farming industry and other market conditions,
as well as the value of any collateral related to amounts owed.
We continuously review defaulted farmer receivables for
impairment on an individual account basis. We consider all
accounts in legal collections processes to be defaulted and
past due. For such accounts, we determine the allowance for
uncollectible amounts based on the fair value of the associated
collateral, net of estimated costs to sell. For all renegotiated
accounts (current and past due), we consider changes in farm
economic conditions and other market conditions, our historical
experience related to renegotiated accounts, and the fair value
of collateral in determining the allowance for doubtful
accounts.

Secured Advances to Suppliers and Prepaid Commodity Contracts.
We purchase soybeans through prepaid commodity purchase
contracts (advance cash payments to suppliers against
contractual obligations to deliver specified quantities of
soybeans in the future) and secured advances to suppliers
(advances to suppliers against commitments to deliver
soybeans in the future), primarily in Brazil. These financing
arrangements are typically secured by the farmer’s future crop
and mortgages on the farmer’s land, buildings and equipment,
and are generally settled after the farmer’s crop is harvested
and sold.

Interest earned on secured advances to suppliers of
$26 million, $30 million and $44 million for the years ended
December 31, 2019, 2018 and 2017, respectively, is included in
net sales in the consolidated statements of income.

The table below shows details of prepaid commodity contracts
and secured advances to suppliers outstanding at our Brazilian
operations as of the dates indicated. See Note 6 – Other
Current Assets and Note 12 – Other Non-Current Assets, to our

36

consolidated financial statements included as part of this
Annual Report on Form 10-K for more information.

(US$ in millions)

Prepaid commodity contracts
Secured advances to suppliers (current)

Total (current)
Commodities not yet priced(1)

Net
Secured advances to suppliers (non-current)

Total (current and non-current)

DECEMBER 31,

2019

$ 98
336

434
(9)

425
134

559

2018

$199
248

447
(6)

441
162

603

Allowance for uncollectible amounts (current and

non-current)

$ (65)

$ (70)

(1) Commodities delivered by suppliers that are yet to be priced are reflected at
prevailing market prices at December 31, 2019 and 2018.

Capital Expenditures

Our cash payments made for capital expenditures were
$524 million, $493 million and $662 million for the years ended
December 31, 2019, 2018 and 2017, respectively. We intend to
make capital expenditures of approximately $450 million in
2020. The forecasted decrease compared to prior years is
primarily due to the sale of our Brazilian sugar and bioenergy
operations, as we will no longer have expenditures for sugar
planting and associated maintenance. Our priorities for 2020
capital expenditures are to maintain the cash generating
capacity of our assets through maintenance, compliance, and
safety initiatives, as well as certain productivity and growth
projects. We intend to fund these capital expenditures primarily
with cash flows from operations.

OFF-BALANCE SHEET ARRANGEMENTS

Guarantees

We have issued or were party to the following guarantees at
December 31, 2019:

(US$ in millions)

Unconsolidated affiliates guarantee(1)(2)
Residual value guarantee(3)

Total

MAXIMUM POTENTIAL
FUTURE PAYMENTS

$300
254

$554

(1) We have issued guarantees to certain financial institutions related to debt of certain
of our 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 us to recover any amounts paid under these
guarantees. In addition, one of our subsidiaries has guaranteed the obligations of two of
its affiliates and in connection therewith has secured its guarantee obligations through a
pledge of one of its affiliate’s shares plus loans receivable from the affiliate to the
financial institutions in the event that the guaranteed obligations are enforced. Based on
the amounts drawn under such debt facilities at December 31, 2019, our potential
liability was $168 million and we have recorded a $16 million obligation related to these
guarantees.

2019 Bunge Annual Report

37

(2) We have issued guarantees to certain third parties related to the performance of our
unconsolidated affiliates. The terms of the guarantees are equal to the completion date
of a port terminal which is expected to be completed in 2020. There are no recourse
provisions or collateral that would enable us to recover any amounts paid under these
guarantees. At December 31, 2019, our maximum potential future payments under these
performance guarantees was $46 million, and no obligation has been recorded related to
these guarantees.

(3) We have issued guarantees to certain financial institutions which are party to certain
operating lease arrangements for railcars and barges. These guarantees provide for a
minimum residual value to be received by the lessor at conclusion of the lease term.
These leases expire at various dates from 2020 through 2026. At December 31, 2019, 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 (see Note 27, Leases, to our consolidated financial statements).

We have provided a Guaranty to the Director of the Illinois
Department of Agriculture as Trustee for Bunge North
America, Inc. (‘‘BNA’’), an indirect wholly-owned subsidiary,

CONTRACTUAL OBLIGATIONS

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.

In addition, we have provided full and unconditional parent
level guarantees of the outstanding indebtedness under certain
credit facilities entered into, and senior notes issued by, our
subsidiaries. At December 31, 2019, our consolidated balance
sheet includes debt with a carrying amount of $4,688 million
related to these guarantees. This debt includes the senior
notes issued by two of our 100% owned finance subsidiaries,
Bunge Limited Finance Corp. and Bunge Finance Europe B.V.
There are largely no restrictions on the ability of Bunge Limited
Finance Corp. and Bunge Finance Europe B.V. or any other
Bunge subsidiary to transfer funds to Bunge Limited.

The following table summarizes our scheduled contractual obligations and their expected maturities at December 31, 2019, and
the effect such obligations are expected to have on our liquidity and cash flows in the future periods indicated.

(US$ in millions)

PAYMENTS DUE BY PERIOD

Total

2020

2021-2022

2023-2024

2025 AND
THEREAFTER

Short-term debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Variable interest rate obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest obligations on fixed rate debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-cancelable lease obligations(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Freight supply agreements(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventory purchase commitments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Power supply purchase commitments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other commitments and obligations(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 771
4,204
25
550
859
39
190
705
42
89

$ 771
512
6
124
243
39
84
691
27
37

$

-
518
11
198
345
-
53
14
7
42

$

-
1,871
8
130
163
-
53
-
6
6

$

-
1,303
-
98
108
-
-
-
2
4

Total contractual cash obligations(5). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$7,474

$2,534

$1,188

$2,237

$1,515

(1) Excludes components of long-term debt attributable to fair value hedge accounting of $37 million and deferred financing fees and unamortized premiums of $18 million.

(2) Represents future minimum payments under non-cancelable leases with initial terms of one year or more. Minimum lease payments have not been reduced by minimum sublease
income receipts of $34 million due in future periods under non-cancelable subleases.

(3) Represents purchase commitments for time on ocean freight vessels and railroad freight lines for the purpose of transporting agricultural commodities. The ocean freight service
agreements are short term contracts with a duration of less than a year. Ocean freight service agreements with terms in excess of one year are included in non-cancelable lease
obligations. The railroad freight service agreements require a minimum monthly payment regardless of the actual level of freight services used. The costs of our freight supply
agreements are typically passed through to our customers as a component of the prices we charge for our products. However, changes in the market value of such freight services
compared to the rates at which we have contracted them may affect margins on the sales of agricultural commodities.

(4) Represents other purchase commitments and obligations, such as take-or-pay contracts, throughput contracts, and debt commitment fees.

(5) Does not include estimated payments of liabilities associated with uncertain income tax positions. As of December 31, 2019, Bunge had tax liabilities of $53 million, including
interest and penalties. At this time, we are unable to make a reasonably reliable estimate of the timing of payments in individual years in connection with these tax liabilities;
therefore, such amounts are not included in the above contractual obligations table. See Note 14 – Income Taxes to our consolidated financial statements.

37

38

2019 Bunge Annual Report

Employee Benefit Plans

We expect to contribute $19 million to our defined benefit
pension plans and $5 million to our postretirement benefit
plans in 2020.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The Company’s accounting policies are more fully described in
Note 1 – Nature of Business, Basis of Presentation, and
Significant Accounting Policies to our consolidated financial
statements included as part of this Annual Report on
Form 10-K. As disclosed in Note 1, the preparation of financial
statements in conformity with U.S. GAAP requires management
to make substantial judgment or estimation in their application
that may significantly affect reported amounts in the financial
statements and accompanying notes. Actual results could differ
significantly from those estimates. The Company believes that
the following discussion addresses the Company’s most critical
accounting policies, which are those that are most important to
the portrayal of the Company’s financial condition and results
of operations and require management’s most difficult,
subjective and complex judgments.

Inventories and Derivatives

Our RMI, forward RMI purchase and sale contracts, and
exchange traded futures and options are primarily valued at
fair value. RMI are freely-traded, have quoted market prices,
may be sold without significant additional processing and have
predictable and insignificant disposal costs. We estimate fair
values of commodity inventories and forward purchase and
sale contracts on these inventories based on exchange-quoted
prices, adjusted for differences in local markets. Certain
inventories may utilize significant unobservable data related to
local market adjustments to determine fair value. The
significant unobservable inputs for RMI and physically settled
forward purchase and sale contracts 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, we use proprietary information such as purchase
and sale contracts and contracted prices to value freight,
premiums and discounts in our contracts. Changes in the fair
values of these inventories and contracts are recognized in our
consolidated statements of income as a component of Cost of
goods sold. If we used different methods or factors to estimate
fair values, amounts reported as inventories and unrealized
gains and losses on derivative contracts in the consolidated
balance sheets and Cost of goods sold could differ.
Additionally, if market conditions change subsequent to
year-end, amounts reported in future periods as inventories,
unrealized gains and losses on derivative contracts, and Cost of
goods sold could differ.

Allowances for Uncollectible Accounts

Accounts receivable and secured advances to suppliers are
stated at historical carrying amounts net of write-offs and

38

allowances for uncollectible accounts. We establish an
allowance for uncollectible trade accounts receivable and
secured advances to farmers based on historical experience,
farming, economic and other market conditions, as well as
specific customer collection issues. Uncollectible accounts are
written off when a settlement is reached for an amount that is
less than the outstanding historical balance or when we have
determined that collection of the balance is unlikely.

We follow the accounting guidance on the disclosure of the
credit quality of financing receivables and the allowance for
credit losses which requires information to be disclosed at
disaggregated levels, defined as portfolio segments and
classes. Based upon an analysis of credit losses and risk
factors to be considered in determining the allowance for
credit losses, we have determined that the long-term
receivables from farmers in Brazil are a single portfolio
segment.

We evaluate this single portfolio segment by class of
receivables, which is defined as a level of information (below a
portfolio segment) in which the receivables have the same
initial measurement attribute and a similar method for
assessing and monitoring risk. We have identified accounts in
legal collection processes and renegotiated amounts as classes
of long-term receivables from farmers. Valuation allowances for
accounts in legal collection processes are determined by us on
individual accounts based on the fair value of the collateral
provided as security for the secured advance or credit sale. The
fair value is determined using a combination of internal and
external resources, including published information concerning
Brazilian land values by region. To determine the valuation
allowances for renegotiated amounts, we consider our
historical experience with the individual farmers, current
weather and crop conditions, as well as the fair value of
non-crop collateral.

For both classes, a long-term receivable from farmers in Brazil
is considered impaired, based on current information and
events, if we determine it to be probable that all amounts due
under the original terms of the receivable will not be collected.
Recognition of interest income on secured advances to farmers
is suspended once the farmer defaults on the originally
scheduled delivery of agricultural commodities as the collection
of future income is determined not to be probable. No
additional interest income is accrued from the point of default
until ultimate recovery, where amounts collected are credited
first against the receivable and then to any unrecognized
interest income.

Goodwill

When we acquire a business, the consideration is first assigned
to identifiable assets and liabilities, including intangible assets,
based on estimated fair values, with any excess recorded as
goodwill. Determining fair value requires significant estimates
and assumptions based on an evaluation of a number of
factors, including market participants, projected growth rates,
the amounts and timing of future cash flows, and the discount

2019 Bunge Annual Report

39

rates applied to the cash flows. Determining the useful life of
an asset also requires significant judgement.

Our goodwill balance is not amortized to expense. Instead, it is
tested for impairment at least annually. We perform our annual
impairment analysis during the fourth quarter. If events or
indicators of impairment occur between annual impairment
analyses, we perform an impairment analysis at that date.
These events or circumstances could include a significant
change in the business climate, legal factors, operating
performance indicators, competition, or sale or disposition of a
significant asset. In testing for a potential impairment of
goodwill, we: (1) verify there are no changes to our reporting
units with goodwill balances; (2) allocate goodwill to our
various reporting units to which the acquired goodwill relates;
(3) determine the carrying value, or book value, of our
reporting units; (4) estimate the fair value of each reporting
unit using a discounted cash flow model and/or using market
multiples; (5) compare the fair value of each reporting unit to
its carrying value; and (6) if the estimated fair value of a
reporting unit is less than the carrying value, we recognize an
impairment charge for such amount, but not exceeding the
total amount of goodwill allocated to that reporting unit.

amortized over their estimated useful life on a straight line
basis. When facts and circumstances indicate that the carrying
values of these assets may be impaired, an evaluation of
recoverability is performed by comparing the carrying value of
the assets to the undiscounted projected future cash flows to
be generated by such assets from their use and ultimate
disposal. If it appears that the carrying value of our assets is
not recoverable, we recognize an impairment loss as a charge
against results of operations. Our judgments related to the
expected useful lives of these assets and our ability to realize
undiscounted cash flows in excess of the carrying amount of
such assets are affected by factors such as the ongoing
maintenance of the assets, changes in economic conditions
and changes in operating performance. As we assess the
ongoing expected cash flows and carrying amounts of these
assets, changes in these factors could cause us to realize
material impairment charges. We recorded impairment charges
of $180 million for property, plant, and equipment and
intangible assets during the year ended December 31, 2019,
primarily related to portfolio rationalization initiatives.

Contingencies

We are a party to a large number of claims and lawsuits,
primarily non-income tax and labor claims in Brazil and
non-income tax claims in Argentina, and have accrued our
estimates of the probable costs to resolve these claims. These
estimates have been developed in consultation with in-house
and outside counsel and are based on an analysis of potential
results, assuming a combination of litigation and settlement
strategies. Future results of operations for any particular
quarterly or annual period could be materially affected by
changes in our assumptions or the effectiveness of our
strategies relating to these proceedings. For more information
on tax and labor claims in Brazil, see ‘‘Item 3. Legal
Proceedings’’

The process of evaluating the potential impairment of goodwill
is subjective and requires significant judgment at many points
during the analysis, including the identification of our reporting
units, identification and allocation of the assets and liabilities to
each of our reporting units, and determination of fair value. In
estimating the fair value of a reporting unit for the purposes of
our annual or periodic impairment analysis, we make estimates
and significant judgments about the future cash flows of that
reporting unit aligned with management’s strategic business
plans. Changes in judgment related to these assumptions and
estimates could result in further goodwill impairment charges.
We believe that the assumptions and estimates used are
appropriate based on the information currently available to
management. Estimates based on market earnings multiples of
peer companies identified for the reporting unit may also be
used, where available. Critical estimates in the determination of We record valuation allowances to reduce our deferred tax
fair value under the income approach include, but are not
limited to, assumptions about variables such as commodity
prices, crop throughput and production volumes, profitability,
future capital expenditures and discount rates, all of which are
subject to a high degree of judgment.

Income Taxes

assets to the amount that we are likely to realize. We consider
projections of future taxable income and prudent tax planning
strategies to assess the need for and the amount of the
valuation allowances. If we determine that we can realize a
deferred tax asset in excess of our net recorded amount, we
decrease the valuation allowance, thereby decreasing income
tax expense. Conversely, if we determine that we are unable to
realize all or part of our net deferred tax asset, we increase the
valuation allowance, thereby increasing income tax expense.

During the fourth quarter of 2019, we performed our annual
impairment assessment and determined that the estimated fair
values of our goodwill reporting units, except our Loders
reporting unit, were substantially in excess of each of their
carrying values. See Note 8, Goodwill, to our consolidated
financial statements, for additional information relating to a
goodwill impairment charge of $108 million recorded in 2019
related to our Loders reporting unit.

Property, Plant and Equipment and Other Finite-Lived
Intangible Assets

Long-lived assets include property, plant and equipment and
other finite-lived intangible assets. Property, plant and
equipment and finite-lived intangible assets are depreciated or

We apply a ‘‘more likely than not’’ threshold to the recognition
and de-recognition of tax benefits. Accordingly, we recognize
the amount of tax benefit that has a greater than 50 percent
likelihood of being ultimately realized upon settlement. The
calculation of our uncertain tax positions involves complexities
in the application of intricate tax regulations in a multitude of
jurisdictions across our global operations. Future changes in
judgment related to the ultimate resolution of unrecognized tax
benefits will affect the earnings in the quarter of such change.
At December 31, 2019 and 2018, we had recorded uncertain
tax positions of $53 million and $120 million, respectively, in our

39

40

2019 Bunge Annual Report

consolidated balance sheets. For additional information on
income taxes, please refer to Note 14 – Income Taxes to our
consolidated financial statements included as part of this
Annual Report on Form 10-K.

Recoverable Taxes

We evaluate the collectability of our recoverable taxes and
record allowances if we determine that collection is doubtful.
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 we may owe, primarily in Brazil. Management’s
assumption about the collectability of recoverable taxes
requires significant judgment because it involves an
assessment of the ability and willingness of the applicable
federal or local government to refund the taxes. The balance of
these allowances fluctuates depending on the sales activity of
existing inventories, purchases of new inventories, percentages
of export sales, seasonality, changes in applicable tax rates,
cash payments by the applicable government agencies and the
offset of outstanding balances against income or certain other
taxes owed to the applicable governments, where permissible.
At December 31, 2019 and 2018, the allowance for recoverable
taxes was $78 million and $37 million, respectively. We continue
to monitor the economic environment and events taking place
in the applicable countries and in cases where we determine
that recovery is doubtful, recoverable taxes are reduced by
allowances for the estimated unrecoverable amounts.

NEW ACCOUNTING PRONOUNCEMENTS

See Note 1 – Nature of Business, Basis of Presentation, and
Significant Accounting Policies to our consolidated financial
statements included as part of this Annual Report on
Form 10-K.

ITEM 7A. QUANTITATIVE AND QUALITATIVE
DISCLOSURES ABOUT MARKET RISK

RISK MANAGEMENT

As a result of our global activities, we are exposed to changes
in, among other things, agricultural commodity prices,
transportation costs, foreign currency exchange rates, interest
rates, and energy costs, which may affect our results of
operations and financial position. We actively monitor and
manage these various market risks associated with our
business activities. Our risk management decisions take place
in various locations, but exposure limits are centrally set and
monitored, operating under a global governance framework.
Additionally, our Board of Directors’ Finance and Risk Policy
Committee and our internal Management Risk Committee
oversee our global market risk governance framework,
including risk management policies and limits.

We use derivative instruments for the purpose of managing the
exposures associated with commodity prices, transportation
costs, foreign currency exchange rates, interest rates, energy
costs, and for positioning our overall portfolio relative to

40

expected market movements in accordance with established
policies and procedures. We enter into derivative instruments
primarily with commodity exchanges in the case of commodity
futures and options, major financial institutions, or approved
exchange clearing shipping companies in the case of ocean
freight. While these derivative instruments are subject to
fluctuations in value, for hedged exposures those fluctuations
are generally offset by the changes in the fair value of the
underlying exposures. The derivative instruments that we use
for hedging purposes are intended to reduce the volatility of
our results of operations. However, they can occasionally result
in earnings volatility, which may be material. See Note 15 –
Financial Instruments and Fair Value Measurements to our
consolidated financial statements included as part of this
Annual Report on Form 10-K for a more detailed discussion of
our use of derivative instruments.

CREDIT AND COUNTERPARTY RISK

Through our normal business activities, we are subject to
significant credit and counterparty risks that arise through
commercial sales and purchases, including forward
commitments to buy or sell, and through various other
over-the-counter (OTC) derivative instruments that we use to
manage risks inherent in our business activities. We define
credit and counterparty risk as a potential financial loss due to
the failure of a counterparty to honor its obligations. The
exposure is measured based upon several factors, including
unpaid accounts receivable from counterparties, as well as
unrealized gains from forward cash contracts and OTC
derivative instruments. Credit and counterparty risk also
includes sovereign credit risk. We actively monitor credit and
counterparty risk through a regular review of exposures and
credit analysis by regional credit teams, as well as a review by
global and corporate committees that monitor counterparty
performance. We record provisions for counterparty losses from
time to time as a result of our credit and counterparty analysis.

During periods of tight conditions in global credit markets,
downturns in regional or global economic conditions, and/or
significant price volatility, credit and counterparty risks are
heightened. This increased risk is monitored through, among
other things, exposure reporting, increased communication with
key counterparties, management reviews, and specific focus on
counterparties or groups of counterparties that we may
determine as high risk. We have reduced exposures and
associated position limits in certain cases, and also decreased
our use of non-exchange cleared derivative instruments.

COMMODITIES RISK

We operate in many areas of the food industry, from
agricultural raw materials to the production and sale of
branded food products. As a result, we purchase and produce
various materials, many of which are agricultural commodities,
including: soybeans, soybean oil, soybean meal, palm oil,
softseeds (including sunflower seed, rapeseed and canola) and
related oil and meal derived from them, wheat, barley, shea
nut, and corn. Agricultural commodities are subject to price
fluctuations due to a number of unpredictable factors that may
create price risk. As described above, we are also subject to

2019 Bunge Annual Report

41

the risk of counterparty non-performance under forward
purchase or sale contracts. From time to time, we have
experienced instances of counterparty non-performance, as a
result of significant declines in counterparty profitability under
these contracts due to movements in commodity prices
between the time the contracts were executed and the
contractual forward delivery period.

We enter into various derivative contracts with the primary
objective of managing our exposure to adverse price
movements in the agricultural commodities used and produced
in our business operations. We have established policies that
limit the amount of unhedged fixed price agricultural
commodity positions permissible for our operating companies,
which are generally a combination of volumetric, drawdown,
and value-at-risk (‘‘VaR’’) limits. We measure and review our
commodity positions on a daily basis. We also employ stress-
testing techniques in order to quantify our exposures to price
and liquidity risks under non-normal or event driven market
conditions.

Our daily net agricultural commodity position consists of
inventory, forward purchase and sale contracts, and OTC and
exchange traded derivative instruments, including those used
to hedge portions of our production requirements. The fair
value of that position is a summation of the fair values of each
agricultural commodity, calculated by valuing all of our
commodity positions for the period at quoted market prices,
where available, or by utilizing a close proxy. VaR is calculated
on the net position and monitored at the 95% confidence
interval. In addition, scenario analysis and stress testing are
performed. For example, one measure of market risk is
estimated as the potential loss in fair value resulting from a
hypothetical 10% adverse change in prices. The results of this
analysis, which may differ from actual results, are as follows:

YEAR ENDED
DECEMBER 31, 2019

YEAR ENDED
DECEMBER 31, 2018

FAIR
VALUE

MARKET
RISK

FAIR
VALUE

MARKET
RISK

(US$ in millions)

Highest daily aggregated

position value

Lowest daily aggregated

ENERGY RISK

We purchase various energy commodities such as electricity,
natural gas and bunker fuel, which are used to operate our
manufacturing facilities and ocean freight vessels. These
energy commodities are subject to price risk. We use financial
derivatives, including exchange traded and OTC swaps and
options for various purposes, to manage our exposure to
volatility in energy costs and market prices. These energy
derivatives are included in other current assets and other
current liabilities on the consolidated balance sheets at fair
value.

CURRENCY RISK

Our global operations require active participation in foreign
exchange markets. Our primary foreign currency exposures are
the Brazilian real, Canadian dollar, the Euro, and the Chinese
yuan/renminbi. To reduce the risk arising from foreign exchange
rate fluctuations, we enter into derivative instruments, such as
foreign currency forward contracts, swaps and options. The
changes in market value of such contracts have a high
correlation to the price changes in the related currency
exposures. The potential loss in fair value for such net currency
positions resulting from a hypothetical 10% adverse change in
foreign currency exchange rates as of December 31, 2019 was
not material.

When determining our exposure, we exclude intercompany
loans that are deemed to be permanently invested. The
repayments of permanently invested intercompany loans are
not planned or anticipated in the foreseeable future and
therefore, are treated as analogous to equity for accounting
purposes. As a result, the foreign exchange gains and losses
on these borrowings are excluded from the determination of
net income and recorded as a component of Accumulated
other comprehensive income (loss) in the consolidated balance
sheets. Included in Other comprehensive income (loss) are
foreign currency gains (losses) of $929 million and
$(344) million for the years ended December 31, 2019 and
2018, respectively, related to permanently invested
intercompany loans.

$ 603

$(60)

$2,131

$(213)

INTEREST RATE RISK

position value

$(673)

$(67)

$ (624)

$ (62)

OCEAN FREIGHT RISK

Ocean freight represents a significant portion of our operating
costs. The market price for ocean freight varies depending on
the supply and demand for ocean vessels, global economic
conditions, and other factors. We enter into time charter
agreements for time on ocean freight vessels based on
forecasted requirements for the purpose of transporting
agricultural commodities. Our time charter agreements
generally have terms ranging from two months to
approximately seven years. We use financial derivatives,
generally freight forward agreements, to hedge portions of our
ocean freight costs. The ocean freight derivatives are included
in other current assets and other current liabilities on the
consolidated balance sheets at fair value.

41

We have debt in fixed and floating rate instruments. We are
exposed to market risk due to changes in interest rates. We
may enter into interest rate swap agreements to manage our
interest rate exposure related to our debt portfolio.

The aggregate fair value of our short and long-term debt,
based on market yields at December 31, 2019, was
$5,089 million with a carrying value of $4,994 million.

A hypothetical 100 basis point increase in the interest yields on
our senior note debt at December 31, 2019 would result in a
decrease of approximately $62 million in the fair value of our
debt. Similarly, a decrease of 100 basis points in the interest
yields on our senior debt at December 31, 2019 would cause
an increase of approximately $64 million in the fair value of our
debt.

42

2019 Bunge Annual Report

A hypothetical 100 basis point change in LIBOR would result in While we consider these exchange traded futures and forward
purchase and sale contracts to be effective economic hedges,
a change of approximately $35 million in our interest expense
we do not designate or account for the majority of our
on our variable rate debt at December 31, 2019. Some of our
commodity contracts as hedges. Changes in fair values of
variable rate debt is denominated in currencies other than U.S.
these contracts and related RMI are included in Cost of goods
dollars and is indexed to non-U.S. dollar-based interest rate
sold in the consolidated statements of income. The forward
indices, such as EURIBOR and TJLP, and certain benchmark
contracts require performance of both us and the contract
rates in local bank markets. As such, the hypothetical 100
counterparty in future periods. Contracts to purchase
basis point change in interest rate ignores the potential impact
agricultural commodities generally relate to current or future
of any currency movements. See ‘‘Risk Factors – We are a
crop years for delivery periods quoted by regulated commodity
capital intensive business and depend on cash provided by our
exchanges. Contracts for the sale of agricultural commodities
operations as well as access to external financing to operate and
grow our business’’ for a discussion of certain risks related to
generally do not extend beyond one future crop cycle.
LIBOR.

Derivative Instruments

Foreign Exchange Derivatives. We use a combination of foreign
exchange forward, swap, futures and option contracts in
certain of our operations to mitigate the risk of exchange rate
fluctuations in connection with certain commercial and balance
sheet exposures. The foreign exchange forward swap and
option contracts may be designated as cash flow or fair value
hedges. We may also use net investment hedges to partially
offset the translation adjustments arising from the
remeasurement of our investment in certain of our foreign
subsidiaries.

We assess, both at the inception of the hedge and on an
ongoing basis, whether the derivatives that are used in hedge
transactions are highly effective in offsetting changes in the
hedged items.

Interest rate derivatives used by us as

Interest Rate Derivatives.
hedging instruments are recorded at fair value in the
consolidated balance sheets with changes in fair value
recorded contemporaneously in earnings. Certain of these
swap agreements may be designated as fair value hedges. The
carrying amount of the associated hedged debt is also adjusted
through earnings for changes in the fair value arising from
changes in benchmark interest rates. We may enter into
interest rate swap agreements for the purpose of managing
certain of our interest rate exposures. We may also enter into
interest rate basis swap agreements that do not qualify as
hedges for accounting purposes. The impact of changes in fair
value of these instruments is primarily presented in interest
expense.

Ocean Freight Derivatives. We use derivative instruments
referred to as freight forward agreements, or FFAs, and FFA
options to hedge portions of our current and anticipated ocean
freight costs. Changes in the fair values of ocean freight
derivatives are recorded in Cost of goods sold.

Energy Derivatives. We use derivative instruments for various
purposes including to manage our exposure to volatility in
energy costs, and our exposure to market prices related to the
sale of biofuels. Our operations use substantial amounts of
energy, including natural gas, coal and fuel oil, including
bunker fuel. Changes in the fair values of energy derivatives
are recorded in Cost of goods sold.

Other Derivatives. We may also enter into other derivatives,
including credit default swaps and equity derivatives, to
manage our 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.

For more information, see Note 16 – Derivative Instruments and
Hedging Activities to our consolidated financial statements
included as part of this Annual Report on Form 10-K.

ITEM 8.
SUPPLEMENTARY DATA

FINANCIAL STATEMENTS AND

Our financial statements and related schedule required by this
item are contained on pages F-1 through F-60 and on
page E-1 included as part of this Annual Report on Form 10-K.
See Item 15(a) for a listing of financial statements provided.

FINANCIAL DISCLOSURE

ITEM 9. CHANGES IN AND DISAGREEMENTS
Commodity Derivatives. We primarily use derivative instruments WITH ACCOUNTANTS ON ACCOUNTING AND
to manage our exposure to movements associated with
agricultural commodity prices. We generally use exchange
traded futures and options contracts to minimize the effects of
changes in the prices of agricultural commodities held as
inventories or subject to forward purchase and sale contracts,
but may also enter into OTC commodity transactions, including
swaps, which are settled in cash at maturity or termination
based on exchange-quoted futures prices. Changes in fair
values of exchange traded futures contracts, representing the
unrealized gains and/or losses on these instruments, are
settled daily, generally through our 100% owned futures
clearing subsidiary. Forward purchase and sale contracts are
primarily settled through delivery of agricultural commodities.

As of December 31, 2019, we carried out an evaluation, under
the supervision and with the participation of our management,
including our Chief Executive Officer and Chief Financial
Officer, of the effectiveness of the design and operation of our
‘‘disclosure controls and procedures,’’ as that term is defined in

ITEM 9A. CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

None.

42

2019 Bunge Annual Report

43

Exchange Act Rules 13a-15(e) and 15d-15(e). Based upon that
evaluation, our Chief Executive Officer and Chief Financial
Officer have concluded that our disclosure controls and
procedures were effective at a reasonable assurance level as of
the end of the fiscal year covered by this Annual Report on
Form 10-K.

MANAGEMENT’S REPORT ON INTERNAL CONTROL OVER
FINANCIAL REPORTING

Bunge Limited’s management is responsible for establishing
and maintaining adequate internal control over financial
reporting, as such term is defined in Exchange Act
Rules 13a-15(f). Bunge Limited’s internal control over financial
reporting is designed to provide reasonable assurance
regarding the reliability of financial reporting and the
preparation of financial statements for external purposes in
accordance with U.S. Generally Accepted Accounting
Principles.

Under the supervision and with the participation of
management, including our Chief Executive Officer and Chief
Financial Officer, we conducted an evaluation of the
effectiveness of our internal control over financial reporting as
of the end of the fiscal year covered by this annual report
based on the framework in Internal Control – Integrated
Framework (2013) issued by the Committee of Sponsoring
Organizations of the Treadway Commission or COSO.

Based on this assessment, management concluded that Bunge
Limited’s internal control over financial reporting was effective
as of the end of the fiscal year covered by this annual report.

Deloitte & Touche LLP, the independent registered public
accounting firm that has audited and reported on Bunge
Limited’s consolidated financial statements included in this
annual report, has issued its written attestation report on
Bunge Limited’s internal control over financial reporting, which
is included in this Annual Report on Form 10-K.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL
REPORTING

There has been no change in our internal control over financial
reporting during the fourth fiscal quarter ended December 31,
2019 that has materially affected, or is reasonably likely to
materially affect, our internal control over financial reporting.

As part of our transition from a regional structure to a new
global operating model announced in May 2019, and the GCP
(see Note 2 – Global Competitiveness Program and Portfolio
Rationalization Initiatives, to our consolidated financial
statements), the Company is simplifying organizational
structures, streamlining processes and consolidating back
office functions globally. In connection with these initiatives,
the Company has and will continue to align and streamline the
design and operation of its internal controls over financial
reporting. These initiatives are not in response to any identified
deficiency or weakness in the Company’s internal controls over
financial reporting, but are expected, over time, to result in
changes to the Company’s internal controls over financial
reporting.

INHERENT LIMITATIONS ON EFFECTIVENESS OF CONTROLS

Our management, including our Chief Executive Officer and our
Chief Financial Officer, does not expect that our disclosure
controls or our internal control over financial reporting will
prevent or detect all errors and all fraud. A control system, no
matter how well designed and operated, can provide only
reasonable, not absolute, assurance that the control system’s
objectives will be met. The design of a control system must
reflect the fact that there are resource constraints, and the
benefits of controls must be considered relative to their costs.
Further, because of the inherent limitations in all control
systems, no evaluation of controls can provide absolute
assurance that misstatements due to error or fraud will not
occur or that all control issues and instances of fraud, if any,
within the company have been detected. These inherent
limitations include the realities that judgments in decision-
making can be faulty and that breakdowns can occur because
of simple error or mistake. Controls may also be circumvented
by the individual acts of some persons, by collusion of two or
more people or by management override of the controls. The
design of any system of controls is based in part on certain
assumptions about the likelihood of future events, and there
can be no assurance that any design will succeed in achieving
its stated goals under all potential future conditions. Projections
of any evaluation of control effectiveness to future periods are
subject to risks. Over time, controls may become inadequate
because of changes in conditions or deterioration in the
degree of compliance with policies or procedures.

43

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2019 Bunge Annual Report

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of
Bunge Limited

OPINION ON INTERNAL CONTROL OVER FINANCIAL REPORTING

We have audited the internal control over financial reporting of Bunge Limited and subsidiaries (the ‘‘Company’’) as of
December 31, 2019, based on criteria established in Internal Control-Integrated Framework (2013) issued by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company maintained, in all material respects,
effective internal control over financial reporting as of December 31, 2019, based on the criteria established in Internal Control –
Integrated Framework (2013) issued by COSO.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the consolidated financial statements and financial statement schedule as of and for the year ended December 31, 2019
of the Company and our report dated February 21, 2020 expressed an unqualified opinion on the consolidated financial
statements and financial statement schedule.

BASIS FOR OPINION

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report
on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over
financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be
independent with respect to the Company in accordance with the US federal securities laws and the applicable rules and
regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all
material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk
that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the
assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit
provides a reasonable basis for our opinion.

DEFINITION AND LIMITATIONS OF INTERNAL CONTROL OVER FINANCIAL REPORTING

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that
(1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions
of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation
of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the
company are being made only in accordance with authorizations of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s
assets that could have a material effect on the financial statements.

Because of the inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also,
projections of any evaluation of the effectiveness to future periods are subject to the risk that the controls may become
inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ Deloitte & Touche LLP

New York, New York
February 21, 2020

44

2019 Bunge Annual Report

45

ITEM 9B. OTHER INFORMATION

None.

PART III

Information required by Items 10, 11, 12, 13 and 14 of Part III is
omitted from this Annual Report on Form 10-K and will be filed
in a definitive proxy statement for our 2020 Annual General
Meeting of Shareholders.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS,
AND CORPORATE GOVERNANCE

We will provide information that is responsive to this Item 10 in
our definitive proxy statement for our 2020 Annual General
Meeting of Shareholders under the captions ‘‘Election of
Directors,’’ ‘‘Section 16(a) Beneficial Ownership Reporting
Compliance,’’ ‘‘Corporate Governance – Board Meetings and
Committees – Audit Committee,’’ ‘‘Corporate Governance –
Board Composition and Independence,’’ ‘‘Audit Committee
Report,’’ ‘‘Corporate Governance – Corporate Governance
Guidelines and Code of Conduct’’ and possibly elsewhere
therein. That information is incorporated in this Item 10 by
reference. The information required by this item with respect to
our executive officers and key employees is found in Part I of
this Annual Report on Form 10-K under the caption ‘‘Item 1.
Business – Executive Officers and Key Employees of the
Company,’’ which information is incorporated herein by
reference.

ITEM 11. EXECUTIVE COMPENSATION

We will provide information that is responsive to this Item 11 in
our definitive proxy statement for our 2020 Annual General
Meeting of Shareholders under the captions ‘‘Executive
Compensation,’’ ‘‘Director Compensation,’’ ‘‘Compensation
Committee Report,’’ and possibly elsewhere therein. That
information is incorporated in this Item 11 by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN
BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS

We will provide information that is responsive to this Item 12 in
our definitive proxy statement for our 2020 Annual General
Meeting of Shareholders under the caption ‘‘Share Ownership
of Directors, Executive Officers and Principal Shareholders’’ and
possibly elsewhere therein. That information is incorporated in
this Item 12 by reference. The information required by this item
with respect to our equity compensation plan information is
found in Part II of this Annual Report on Form 10-K under the
caption ‘‘Item 5. Market for Registrant’s Common Equity,
Related Stockholder Matters and Issuer Purchases of Equity
Securities – Securities Authorized for Issuance Under Equity
Compensation Plans,’’ which information is incorporated herein
by reference.

ITEM 13. CERTAIN RELATIONSHIPS AND
RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

We will provide information that is responsive to this Item 13 in
our definitive proxy statement for our 2020 Annual General
Meeting of Shareholders under the captions ‘‘Corporate
Governance – Board Composition and Independence,’’ ‘‘Certain
Relationships and Related Party Transactions’’ and possibly
elsewhere therein. That information is incorporated in this
Item 13 by reference.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND
SERVICES

We will provide information that is responsive to this Item 14 in
our definitive proxy statement for our 2020 Annual General
Meeting of Shareholders under the caption ‘‘Appointment of
Independent Auditor’’ and possibly elsewhere therein. That
information is incorporated in this Item 14 by reference.

45

46

PART IV

2019 Bunge Annual Report

ITEM 15. EXHIBITS, FINANCIAL STATEMENT
SCHEDULES

See ‘‘Index to Exhibits’’ set forth below.

EXHIBIT
NUMBER

DESCRIPTION

a.

(1) (2) Financial Statements and Financial Statement
Schedules

See ‘‘Index to Consolidated Financial
Statements’’ on page F-1 and Financial
Statement Schedule II – Valuation and
Qualifying Accounts on page E-1 of this
Annual Report on Form 10-K.

a.

(3) Exhibits

The exhibits listed in the accompanying
index to exhibits are filed or incorporated by
reference as part of this Form 10-K.

Certain of the agreements filed as exhibits
to this Form 10-K contain representations
and warranties by the parties to the
agreements that have been made solely for
the benefit of the parties to the agreement,
which may have been included in the
agreement for the purpose of allocating risk
between the parties rather than establishing
matters as facts and may have been
qualified by disclosures that were made to
the parties in connection with the
negotiation of these agreements and not
necessarily reflected in the agreements.
Accordingly, the representations and
warranties contained in these agreements
may not describe the actual state of affairs
of Bunge Limited or its subsidiaries as of the
date that these representations and
warranties were made or at any other time.
Investors should not rely on these
representations and warranties as
statements of fact. Additional information
about Bunge Limited and its subsidiaries
may be found elsewhere in this Annual
Report on Form 10-K and Bunge Limited’s
other public filings, which are available
without charge through the SEC’s website at
www.sec.gov.

3.1

3.2

3.3

4.1

4.2

4.3

4.4

4.5*

10.1

10.2

10.3

10.4

Memorandum of Association (incorporated by reference
from the Registrant’s Form F-1 (No. 333-65026) filed
July 13, 2001)

Certificate of Deposit of Memorandum of Increase of Share
Capital (incorporated by reference from the Registrant’s
Form 10-Q filed August 11, 2008)

Bye-laws, amended and restated as of May 25, 2016
(incorporated by reference from the Registrant’s Form 10-K
filed on February 28, 2017)

Form of Common Share Certificate (incorporated by
reference from the Registrant’s Form 10-K filed March 3,
2008)

Certificate of Designation of 4.875% Cumulative Convertible
Perpetual Preference Shares (incorporated by reference
from the Registrant’s Form 8-K filed November 20, 2006)

Form of 4.875% Cumulative Convertible Perpetual
Preference Share Certificate (incorporated by reference
from the Registrant’s Form 8-K filed November 20, 2006)

The instruments defining the rights of holders of the
long-term debt securities of Bunge and its subsidiaries are
omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K.
Bunge hereby agrees to furnish copies of these instruments
to the Securities and Exchange Commission upon request

Description of Registrant’s Securities Registered Pursuant to
Section 12 of the Securities Exchange Act of 1934

Fifth Amended and Restated Pooling Agreement, dated as of
June 28, 2004, among Bunge Funding Inc., Bunge
Management Services Inc., as Servicer, and The Bank of
New York, as Trustee (incorporated by reference from the
Registrant’s Form 10-K filed February 27, 2012)

Fifth Amended and Restated Series 2000-1 Supplement,
dated as of June 28, 2004, among Bunge Funding Inc.,
Bunge Management Services, Inc., as Servicer, Co¨operatieve
Centrale Raiffeisen-Boerenleenbank B.A., ‘‘Rabobank
International,’’ New York Branch, as Letter of Credit Agent,
JPMorgan Chase Bank, as Administrative Agent, The Bank of
New York Mellon, as Collateral Agent and Trustee, and
Bunge Asset Funding Corp., as Series 2000-1 Purchaser
(incorporated by reference from the Registrant’s Form 10-K
filed February 27, 2012)

Credit Agreement, dated September 6, 2017, among Bunge
Limited Finance Corp., as Borrower, CoBank ACB, as
Administrative Agent and Lead Arranger, and certain lenders
party thereto (incorporated by reference from the
Registrant’s Form 8-K filed on September 7, 2017)

Guaranty, dated as of September 6, 2017, between Bunge
Limited, as Guarantor, and CoBank ACB, as Administrative
Agent (incorporated by reference from the Registrant’s
Form 8-K filed on September 7, 2017)

46

2019 Bunge Annual Report

47

EXHIBIT
NUMBER

10.5

10.6

10.7

10.8

10.9

EXHIBIT
NUMBER

10.10

10.11

10.12

10.13

10.14

10.15

++10.16

DESCRIPTION

Eighth Amendment to and Restatement of the Receivables
Transfer Agreement, dated May 26, 2016, among Bunge
Securitization B.V., as Seller, Koninklijke Bunge B.V. (f/k/a
Bunge Finance B.V.), as Master Servicer, the persons from
time to time party thereto as Conduit Purchasers, the
persons from time to time party thereto as Committed
Purchasers, the persons from time to time party thereto as
Purchaser Agents, Co¨operatieve Rabobank U.A. (f/k/a
Co¨operatieve Centrale Raiffeisen-Boerenleenbank B.A.), as
Administrative Agent and Purchaser Agent, and Bunge
Limited, as Performance Undertaking Provider (incorporated
by reference from the Registrant’s Form 10-Q filed on
July 28, 2016)

Ninth Amendment to the Receivables Transfer Agreement,
dated June 30, 2016, among Bunge Securitization B.V., as
Seller, Koninklijke Bunge B.V., as Master Servicer, the
persons from time to time party thereto as Conduit
Purchasers, the persons from time to time party thereto as
Committed Purchasers, the persons from time to time party
thereto as Purchaser Agents, Co¨operatieve Rabobank U.A.,
as Administrative Agent and Purchaser Agent, and Bunge
Limited, as Performance Undertaking Provider (incorporated
by reference from the Registrant’s Form 10-Q filed on
July 28, 2016)

Tenth Amendment to the Receivables Transfer Agreement,
dated October 11, 2016, among Bunge Securitization B.V.,
as Seller, Koninklijke Bunge B.V., as Master Servicer, the
persons from time to time party thereto as Conduit
Purchasers, the persons from time to time party thereto as
Committed Purchasers, the persons from time to time party
thereto as Purchaser Agents, Co¨operatieve Rabobank U.A.,
as Administrative Agent and Purchaser Agent, and Bunge
Limited, as Performance Undertaking Provider (incorporated
by reference from the Registrant’s Form 10-K filed on
February 28, 2017)

Eleventh Amendment to the Receivables Transfer
Agreement, dated May 31, 2017, among Bunge
Securitization B.V., as Seller, Koninklijke Bunge B.V., as
Master Servicer, the persons from time to time party
thereto as Conduit Purchasers, the persons from time to
time party thereto as Committed Purchasers, the persons
from time to time party thereto as Purchaser Agents,
Co¨operatieve Rabobank U.A., as Administrative Agent and
Purchaser Agent, and Bunge Limited, as Performance
Undertaking Provider (incorporated by reference from the
Registrant’s Form 10-K filed on February 23, 2018)

Twelfth Amendment to the Receivables Transfer Agreement,
dated October 31, 2017, among Bunge Securitization B.V.,
as Seller, Koninklijke Bunge B.V., as Master Servicer, the
persons from time to time party thereto as Conduit
Purchasers, the persons from time to time party thereto as
Committed Purchasers, the persons from time to time party
thereto as Purchaser Agents, Co¨operatieve Rabobank U.A.,
as Administrative Agent and Purchaser Agent, and Bunge
Limited, as Performance Undertaking Provider (incorporated
by reference from the Registrant’s Form 10-K filed on
February 23, 2018)

47

DESCRIPTION

Thirteenth Amendment to the Receivables Transfer
Agreement, dated January 12, 2018, among Bunge
Securitization B.V., as Seller, Koninklijke Bunge B.V., as
Master Servicer, Bunge Limited, as Performance Undertaking
Provider, and Co¨operatieve Rabobank U.A., as
Administrative Agent, Committed Purchaser and Purchaser
Agent on behalf of the other Committed Purchasers, the
other Purchaser Agents and the Conduit Purchasers

Fourteenth Amendment to the Receivables Transfer
Agreement, dated February 19, 2019, among Bunge
Securitization B.V., as Seller, Koninklijke Bunge B.V., as
Master Servicer, Bunge Limited, as Performance Undertaking
Provider, and Co¨operatieve Rabobank U.A., as
Administrative Agent, Committed Purchaser and Purchaser
Agent on behalf of the other Committed Purchasers, the
other Purchaser Agents and the Conduit Purchasers

Amendment to and Restatement of the Servicing
Agreement, dated May 26, 2016, among Bunge
Securitization B.V., as Seller, Bunge North America
Capital, Inc., as U.S. Intermediate Transferor, Co¨operatieve
Rabobank U.A., as Italian Intermediate Transferor,
Koninklijke Bunge B.V., as Master Servicer, the persons
named therein as Sub-Servicers, the persons named therein
as Committed Purchasers, and Co¨operatieve Rabobank U.A.,
as Administrative Agent (incorporated by reference from
the Registrant’s form 10-K filed on February 28, 2017)

Performance and Indemnity Agreement, dated June 1,
2011, between Bunge Limited, as Performance Undertaking
Provider and Co¨operatieve Centrale Raiffeisen-
Boerenleenbank B.A., as Administrative Agent (incorporated
by reference from the Registrant’s Form 10-Q filed on
August 9, 2011)

First Amendment to Performance and Indemnity Agreement,
dated May 24, 2012, between Bunge Limited, as
Performance Undertaking Provider and Co¨operatieve
Centrale Raiffeisen-Boerenleenbank B.A., as Administrative
Agent (incorporated by reference from the Registrant’s
Form 10-Q filed on August 1, 2012)

Subordinated Loan Agreement, dated June 1, 2011, among
Bunge Finance B.V., as Subordinated Lender, Bunge
Securitization B.V., as Seller, Bunge Finance B.V., as Master
Servicer, and Co¨operatieve Centrale Raiffeisen-
Boerenleenbank B.A., as Administrative Agent (incorporated
by reference from the Registrant’s Form 10-Q filed on
August 9, 2011)

U.S. Receivables Purchase Agreement, dated June 1, 2011,
among Bunge North America, Inc., Bunge Oils, Inc., Bunge
North America (East), LLC, Bunge Milling, Inc., Bunge North
America (OPD West), Inc., each as a Seller, respectively,
Bunge Finance B.V., as Seller Agent, and Bunge North
America Capital, Inc., as the Buyer (incorporated by
reference from the Registrant’s Form 10-Q filed on
August 9, 2011)

48

EXHIBIT
NUMBER

10.17

10.18

++10.19

10.20

10.21

10.22

10.23

DESCRIPTION

First Amendment to U.S. Receivables Purchase Agreement,
dated June 15, 2012, among Bunge North America, Inc.,
Bunge Oils, Inc., Bunge North America (East), LLC, Bunge
Milling, Inc., Bunge North America (OPD West), Inc., each
as a Seller, respectively, Bunge Finance B.V., as Seller
Agent, and Bunge North America Capital, Inc., as the Buyer
(incorporated by reference from the Registrant’s Form 10-Q
filed on August 1, 2012)

Second Amendment to the U.S. Receivables Purchase
Agreement, dated June 30, 2016, among Bunge North
America, Inc., Bunge Oils, Inc., Bunge North America
(East), LLC, Bunge Milling, Inc., Bunge North America (OPD
West), Inc., each as a Seller, respectively, Koninklijke
Bunge B.V., as Seller Agent, Bunge North America
Capital, Inc., as the Buyer, and Co¨operatieve Rabobank
U.A., as Administrative Agent (incorporated by reference
from the Registrant’s Form 10-K filed on February 28, 2017)

U.S. Intermediate Transfer Agreement, dated June 1, 2011,
among Bunge North America Capital, Inc., as the Transferor,
Bunge Finance B.V., as the Transferor Agent, and Bunge
Securitization B.V., as the Transferee (incorporated by
reference from the Registrant’s Form 10-Q filed on
August 9, 2011)

First Amendment to U.S. Intermediate Transfer Agreement,
dated June 15, 2012, among Bunge North America
Capital, Inc., as the Transferor, Bunge Finance B.V., as
Transferor Agent, and Bunge Securitization B.V., as the
Transferee (incorporated by reference from the Registrant’s
Form 10-Q filed on August 1, 2012)

Revolving Credit Agreement, dated as of May 1, 2018,
among Bunge Limited Finance Corp., as Revolving Borrower,
Sumitomo Mitsui Banking Corporation, as Revolving
Administrative Agent, and certain Revolving Lenders party
thereto (incorporated by reference from the Registrant’s
Form 8-K filed on May 3, 2018)

Guaranty, dated as of May 1, 2018, by Bunge Limited, as
Guarantor, to Sumitomo Mitsui Banking Corporation, as
Revolving Administrative Agent for the benefit of the
Revolving Administrative Agent and the Revolving Lenders
(incorporated by reference from the Registrant’s Form 8-K
filed on May 3, 2018)

Framework Agreement, dated May 1, 2018, among Bunge
Limited, Bunge Limited Finance Corp., as Revolving
Borrower, the Pre-Export Borrowers party thereto,
Sumitomo Mitsui Banking Corporation, as Revolving
Administrative Agent and Pre-Export Administrative Agent,
certain Revolving Lenders party thereto and certain
Pre-Export Lenders party thereto (incorporated by
reference from the Registrant’s Form 8-K filed on May 3,
2018)

EXHIBIT
NUMBER

10.24

10.25

10.26

10.27

10.28

10.29

10.30

10.31

2019 Bunge Annual Report

DESCRIPTION

Second Amended and Restated Pre-Export Facility
Agreement, dated August 1, 2018, among the Pre-Export
Borrowers party thereto, the Pre-Export Lenders party
thereto, Sumitomo Mitsui Banking Corporation, as
Pre-Export Administrative Agent, and Banco Rabobank
International Brasil S.A., as Pre-Export Collateral Agent
(incorporated by reference to the Pre-Export Facility
Agreement from the Registrant’s Form 8-K filed on May 3,
2018) NTD: While the original Amended and Restated
Pre-Export Facility Agreement was included in the May 3,
2018 Form 8-K, it was determined that the Second
Amended and Restated Pre-Export Facility Agreement dated
August 1, 2018 was not material.

Thirteenth Amended and Restated Liquidity Agreement,
dated as of December 14, 2018, among Bunge Asset Funding
Corp., the financial institutions party thereto, Citibank,
N.A., as Syndication Agent, BNP Paribas, Mizuho Bank, Ltd.,
Sumitomo Mitsui Banking Corporation and U.S. Bank
National Association, as Co-Documentation Agents, and
JPMorgan Chase Bank, N.A., as Administrative Agent
(incorporated by reference from the Registrant’s Form 8-K
filed December 17, 2018)

Annex X, dated as of December 14, 2018 (incorporated by
reference from the Registrant’s Form 8-K filed on
December 17, 2018)

Ninth Amended and Restated Guaranty, dated as of
December 14, 2018, by Bunge Limited, as Guarantor, to
Co¨operatieve Rabobank U.A., New York Branch, in its
capacity as Letter of Credit Agent, and the Letter of Credit
Banks named therein, JPMorgan Chase Bank, N.A., as
Administrative Agent under the Liquidity Agreement, and
The Bank of New York Mellon, as Collateral Agent under the
Security Agreement and Trustee under the Pooling
Agreement (incorporated by reference from the Registrant’s
Form 8-K filed on December 17, 2018)

Revolving Credit Agreement, dated as December 14, 2018,
among Bunge Limited Finance Corp., as Borrower, Citibank,
N.A., as Syndication Agent, BNP Paribas, Mizuho Bank, Ltd.,
Sumitomo Mitsui Banking Corporation and U.S. Bank
National Association, as Co-Documentation Agents,
JPMorgan Chase Bank, N.A., as Administrative Agent, and
certain lenders party thereto (incorporated by reference
from the Registrant’s Form 8-K filed on December 17, 2018)

Guaranty, dated as of December 14, 2018, by Bunge
Limited, as Guarantor, to JPMorgan Chase Bank, N.A., as
Administrative Agent under the Revolving Credit Agreement
(incorporated by reference from the Registrant’s Form 8-K
filed on December 17, 2018)

Bunge Limited Equity Incentive Plan (Amended and Restated
as of December 31, 2008) (incorporated by reference from
the Registrant’s Form 10-K filed March 2, 2009)

Form of Nonqualified Stock Option Award Agreement
(effective as of 2005) under the Bunge Limited Equity
Incentive Plan (incorporated by reference from the
Registrant’s Form 10-K filed March 15, 2006)

48

2019 Bunge Annual Report

49

EXHIBIT
NUMBER

10.32

10.33

10.34

10.35

10.36

10.37

10.38

10.39

10.40

10.41

10.42

10.43

10.44

10.45

10.46

EXHIBIT
NUMBER

10.47

10.48

10.49

10.50

10.51

10.52

10.53

10.54

10.55

10.56

10.57

10.58

10.59

DESCRIPTION

Bunge Limited 2009 Equity Incentive Plan (incorporated by
reference from the Registrant’s Definitive Proxy Statement
filed April 11, 2014)

Form of Nonqualified Stock Option Award Agreement under
the 2009 Bunge Limited Equity Incentive Plan (incorporated
by reference from the Registrant’s Form 10-K filed March 1,
2011)

Form of Restricted Stock Unit Award Agreement under the
2009 Bunge Limited Equity Incentive Plan (incorporated by
reference from the Registrant’s Form 10-K filed March 1,
2011)

Form of Performance-Based Restricted Stock Unit-Target
EPS Award Agreement under the 2009 Bunge Limited Equity
Incentive Plan (incorporated by reference from the
Registrant’s Form 10-K filed March 1, 2011)

Bunge Limited 2016 Equity Incentive Plan (incorporated by
reference from the Registrant’s Definitive Proxy Statement
filed April 15, 2016)

Form of Global Stock Option Agreement under the 2016
Bunge Limited Equity Incentive Plan (incorporated by
reference from the Registrant’s Form 10-K filed
February 28, 2017)

Form of Global Restricted Stock Unit Agreement under the
2016 Bunge Limited Equity Incentive Plan (for RSUs subject
to pro rata vesting) (incorporated by reference from the
Registrant’s Form 10-K filed February 28, 2017)

Form of Global Restricted Stock Unit Agreement under the
2016 Bunge Limited Equity Incentive Plan (for RSUs subject
to cliff vesting) (incorporated by reference from the
Registrant’s Form 10-K filed February 28, 2017)

Form of Global Performance Unit Agreement under the 2016
Bunge Limited Equity Incentive Plan (incorporated by
reference from the Registrant’s Form 10-K filed
February 28, 2017)

Bunge Limited 2017 Non-Employee Directors Equity
Incentive Plan (incorporated by reference from the
Registrant’s Definitive Proxy Statement filed April 13, 2017)

Form of Restricted Stock Unit Award Agreement under the
Bunge Limited 2017 Non-Employee Directors Equity
Incentive Plan (incorporated by reference from the
Registrant’s Form 10-K filed February 23, 2018

Bunge Excess Benefit Plan (Amended and Restated as of
January 1, 2009) (incorporated by reference from the
Registrant’s Form 10-K filed March 2, 2009)

Bunge Excess Contribution Plan (Amended and Restated as
of January 1, 2009) (incorporated by reference from the
Registrant’s Form 10-K filed March 2, 2009)

Bunge U.S. SERP (Amended and Restated as of January 1,
2011) (incorporated by reference from the Registrant’s
Form 10-K filed March 1, 2011)

Bunge Limited Employee Deferred Compensation Plan
(effective January 1, 2008) (incorporated by reference from
the Registrant’s Form 10-K filed March 2, 2009)

49

DESCRIPTION

Bunge Limited Annual Incentive Plan (effective January 1,
2011) (incorporated by reference from the Registrant’s
Definitive Proxy Statement filed April 16, 2010)

Description of Non-Employee Directors’ Compensation
(effective as of January 1, 2014) (incorporated by reference
from the Registrant’s Form 10-K filed on February 28, 2014)

Offer Letters, dated June 10 and 14, 2011, for Gordon
Hardie (incorporated by reference from the Registrant’s
Form 10-Q filed on August 9, 2011)

Offer Letter, dated September 24, 2010, for Raul Padilla
(incorporated by reference from the Registrant’s Form 10-Q
filed on November 9, 2011)

Employment Agreement, dated as of February 6, 2013,
between Bunge Limited and Soren Schroder (incorporated
by reference from the Registrant’s Form 8-K filed
February 7, 2013)

Offer Letter, dated December 7, 2016, for Thomas Boehlert
(incorporated by reference from the Registrant’s Form 10-K
filed February 28, 2017)

Form of Executive Change of Control Agreement
(incorporated by reference from the Registrant’s Form 10-Q
filed November 1, 2017)

Separation Agreement, dated as of December 13, 2018,
between Bunge Limited and Soren Schroder

Cooperation Agreement, dated as of October 31, 2018 by
and among Bunge Limited, Continental Grain Company and
Paul Fribourg (incorporated by reference from the
Registrant’s Form 8-K filed October 31, 2018)

Cooperation Agreement, dated as of October 31, 2018 by
and among Bunge Limited, D.E. Shaw Valence Portfolios,
L.L.C and D. E. Shaw Oculus Portfolios, L.L.C. (incorporated
by reference from the Registrant’s Form 8-K filed
October 31, 2018)

Employment Agreement, dated as of April 25, 2019,
between Bunge Limited and Gregory A. Heckman
(incorporated by reference from the Registrant’s Form 8-K
filed on April 26, 2019)

Employment Offer Letter, dated May 7, 2019, from Bunge
Limited to John W. Neppl (incorporated by reference from
the Registrant’s Form 10-Q filed on July 31, 2019)

Amended and Restated Revolving Facility Agreement, dated
December 16, 2019, among Bunge Finance Europe B.V., as
Borrower, ABN AMRO Bank N.V., BNP Paribas, HSBC France,
ING Bank N.V., Natixis and Sumitomo Mitsui Banking
Corporation, as Arrangers, ABN AMRO Bank N.V., BNP
Paribas, Natixis and Co¨operatieve Rabobank U.A., as
Sustainability Co-ordinators, and ABN AMRO Bank N.V., as
Agent, and certain lenders party thereto (incorporated by
reference from the Registrant’s Form 8-K filed on
December 16, 2019)

50

EXHIBIT
NUMBER

10.60

10.61

21.1*

23.1*

31.1*

31.2*

32.1*

32.2*

DESCRIPTION

Amendment and Restatement Agreement, dated
December 16, 2019, among Bunge Finance Europe B.V., as
Borrower, ABN AMRO Bank N.V., as Agent, and certain
arrangers party thereto (incorporated by reference from
the Registrant’s Form 8-K filed on December 16, 2019)

Amended and Restated Guaranty of Bunge Limited, as
Guarantor, to ABN AMRO Bank N.V., as Agent under the
Facility Agreement, dated as of December 16, 2019
(incorporated by reference from the Registrant’s Form 8-K
filed on December 16, 2019)

Subsidiaries of the Registrant

Consent of Deloitte & Touche LLP

Certification of Bunge Limited’s Chief Executive Officer
pursuant to Section 302 of the Sarbanes Oxley Act

Certification of Bunge Limited’s Chief Financial Officer
pursuant to Section 302 of the Sarbanes Oxley Act

Certification of Bunge Limited’s Chief Executive Officer
pursuant to Section 906 of the Sarbanes Oxley Act

Certification of Bunge Limited’s Chief Financial Officer
pursuant to Section 906 of the Sarbanes Oxley Act

2019 Bunge Annual Report

EXHIBIT
NUMBER

101 SCH*

101 CAL*

101 LAB*

101 PRE*

101 DEF*

101 INS

DESCRIPTION

(101) Interactive Data Files (submitted electronically
herewith)

XBRL Taxonomy Extension Schema Document

XBRL Taxonomy Extension Calculation Linkbase Document

XBRL Taxonomy Extension Labels Linkbase Document

XBRL Taxonomy Extension Presentation Linkbase Document

XBRL Taxonomy Extension Definition Linkbase Document

XBRL Instance Document – the instance document does not
appear in the Interactive Data File because its XBRL tags
are embedded within the Inline XBRL document.

104

Cover Page Interactive Data File (Formatted as Inline XBRL
and contained in Exhibit 101)

* Filed herewith.

++ Portions of this exhibit have been omitted and filed separately with the Securities
and Exchange Commission as part of an application for confidential treatment pursuant
to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

50

2019 Bunge Annual Report

E-1

BUNGE LIMITED
SCHEDULE II – VALUATION AND QUALIFYING ACCOUNTS
(US$ IN MILLIONS)

DESCRIPTION

FOR THE YEAR ENDED DECEMBER 31, 2017
Allowances for doubtful accounts(a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowances for secured advances to suppliers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowances for recoverable taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
FOR THE YEAR ENDED DECEMBER 31, 2018
Allowances for doubtful accounts(a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowances for secured advances to suppliers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowances for recoverable taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
FOR THE YEAR ENDED DECEMBER 31, 2019
Allowances for doubtful accounts(a). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowances for secured advances to suppliers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Allowances for recoverable taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax valuation allowances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

BALANCE AT
BEGINNING OF
PERIOD

CHARGED TO
COSTS AND
EXPENSES

CHARGED TO
OTHER
ACCOUNTS(b)

DEDUCTIONS
FROM RESERVES

BALANCE
AT END OF
PERIOD

$ 212
$ 50
$ 35
$ 839

$ 183
$ 65
$ 39
$ 900

$185
$ 70
$ 37
$766

42
20
12
43

56
21
6
114

38
7
52
66

(1)
-
(1)
18

(18)
(10)
(5)
(98)

(2)
(3)
-
(28)

(70)(c)
(5)
(7)
-

(36)(c)
(6)
(3)
(150)

(49)(c)
(8)
(11)
(400)

$ 183
$ 65
$ 39
$ 900

$ 185
$ 70
$ 37
$ 766

$172
$ 66
$ 78
$404

(a) Includes allowance for doubtful accounts for current and non-current trade accounts receivables.

(b) Consists primarily of foreign currency translation adjustments.

(c) Includes write-offs of uncollectible accounts and recoveries.

E-1

(This page has been left blank intentionally.)

2019 Bunge Annual Report

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Financial Statements
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Income for the Years Ended December 31, 2019, 2018 and 2017. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2019, 2018 and 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Balance Sheets at December 31, 2019 and 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Cash Flows for the Years Ended December 31, 2019, 2018 and 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consolidated Statements of Changes in Equity and Redeemable Noncontrolling Interests for the Years Ended December 31, 2019, 2018 and 2017 . . . . . . .
Notes to the Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

F-1

PAGE

F-2
F-4
F-5
F-6
F-7
F-8
F-9

F-1

F-2

2019 Bunge Annual Report

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Shareholders and the Board of Directors of Bunge Limited

OPINION ON THE FINANCIAL STATEMENTS

We have audited the accompanying consolidated balance sheets of Bunge Limited and subsidiaries (the ‘‘Company’’) as of
December 31, 2019 and 2018, and the related consolidated statements of income, comprehensive income (loss), changes in equity
and redeemable noncontrolling interests, and cash flows, for each of the three years in the period ended December 31, 2019, and
the related notes and the schedules listed in the Index at Item 15 (collectively referred to as the ‘‘financial statements’’). In our
opinion, such financial statements present fairly, in all material respects, the financial position of the Company as of December 31,
2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31,
2019, in conformity with accounting principles generally accepted in the United States of America.

We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the Company’s internal control over financial reporting as of December 31, 2019, based on the criteria established in
Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission
and our report dated February 21, 2020, expressed an unqualified opinion on the Company’s internal control over financial
reporting.

BASIS FOR OPINION

These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the
Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are
required to be independent with respect to the Company in accordance with the US federal securities laws and the applicable
rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to
error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements,
whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a
test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the
accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the
financial statements. We believe that our audits provide a reasonable basis for our opinion.

CRITICAL AUDIT MATTER

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that
was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that
are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The
communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and
we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the
accounts or disclosures to which it relates.

Readily Marketable Inventories and Physically Settled Forward Purchase and Sale Contracts – Refer to Notes 1 and 15 to the
financial statements

Critical Audit Matter Description

The Company records agricultural commodity inventories, referred to as readily marketable inventories ‘‘RMI,’’ and physically
settled forward purchase and sale contracts at fair value with changes in fair value recorded in earnings as a component of cost
of goods sold. The Company values RMI and physically settled forward purchase and sale contracts primarily using Level 1
inputs, such as public exchange quotes of commodity futures, broker or dealer quotations. A portion of the value, however, is
derived using significant unobservable inputs referred to as Level 3 inputs, such as management estimates regarding costs of
transportation and other location-related adjustments, that involve significant judgment by management.

Auditing the significant unobservable inputs used by management to estimate the fair value of RMI and physically settled forward
purchase and sale contracts involved especially subjective judgment.

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2019 Bunge Annual Report

F-3

HOW THE CRITICAL AUDIT MATTER WAS ADDRESSED IN THE AUDIT

Our audit procedures related to the significant unobservable inputs used by management to estimate the fair value of RMI and
physically settled forward purchase and sale contracts included the following, among others:

• We evaluated the appropriateness and consistency of the Company’s methods and assumptions used to estimate the fair value

of RMI and physically settled forward purchase and sale contracts.

• We evaluated the competence, capabilities, and objectivity of in-house experts used to estimate the fair value of RMI and

physically settled forward purchase and sale contracts.

• We tested the design and effectiveness of controls over management’s review of the underlying assumptions used in the

Company’s process of estimating the fair value of RMI and physically settled forward purchase and sale contracts, including
those over Level 3 inputs.

• We evaluated management’s ability to accurately estimate fair value by comparing management’s historical estimates to

subsequent transactions, taking into account changes in market conditions subsequent to year-end.

• We made a selection of RMI and physically settled forward purchase and sale contracts to test Level 3 inputs and performed

the following:

• We evaluated the reasonableness of the Level 3 inputs by reference to third-party data, information produced by the

entity, and inquires of management.

• We searched for contradictory evidence to Level 3 inputs based on our knowledge of the commodities market and

inquiries of management.

• We utilized audit professionals with industry and quantitative analytics experience when performing our auditing procedures.

/s/ Deloitte & Touche LLP

New York, New York
February 21, 2020
We have served as the Company’s auditor since 2002.

F-3

F-4

2019 Bunge Annual Report

PART I

FINANCIAL INFORMATION

ITEM 1.

FINANCIAL STATEMENTS

BUNGE LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME

(U.S. dollars in millions, except per share data)

YEAR ENDED DECEMBER 31,

2019

2018

2017

Net sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of goods sold. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 41,140
(40,598)

$ 45,743
(43,477)

$ 45,794
(44,029)

Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Selling, general and administrative expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense) - net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gain (loss), net on disposal of affiliate investments, subsidiaries and assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investment in affiliate impairments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill impairment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income (loss) from continuing operations before income tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income tax (expense) benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income (loss) from discontinued operations, net of tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests. . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) attributable to Bunge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Convertible preference share dividends and other obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustment of redeemable noncontrolling interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

542
(1,351)
31
(339)
(117)
173
(36)
-
(108)

(1,205)
(86)

(1,291)
-

(1,291)
11

(1,280)
(34)
(8)

Net income (loss) available to Bunge common shareholders. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (1,322)

Earnings (loss) per common share - basic
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (9.34)
-

Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (9.34)

Earnings (loss) per common share - diluted
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (9.34)
-

Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (9.34)

2,266
(1,423)
31
(339)
(101)
48
(26)
-
-

456
(179)

277
10

287
(20)

267
(34)
-

233

1.58
0.07

1.65

1.57
0.07

1.64

$

$

$

$

$

1,765
(1,437)
38
(263)
95
40
9
(17)
-

230
(56)

174
-

174
(14)

160
(34)
-

126

0.90
-

0.90

0.89
-

0.89

$

$

$

$

$

The accompanying notes are an integral part of these consolidated financial statements.

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2019 Bunge Annual Report

F-5

BUNGE LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(U.S. dollars in millions)

Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss):

YEAR ENDED DECEMBER 31,
2017
2018
2019

$(1,291)

$

287

$ 174

Foreign exchange translation adjustment(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gains (losses) on designated hedges, net of tax (expense) benefit of $(2), $1, and $(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gains (losses) on investments, net of tax (expense) benefit of nil, nil, and $(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Reclassification of realized net losses (gains) to net income, net of tax expense (benefit) of $(2), $2, and $2 . . . . . . . . . . . . . . . . . . .
Pension adjustment, net of tax (expense) benefit of $2, $4, and $(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,359
1
-
(19)
(24)

(1,125)
99
-
2
(16)

Total other comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,317

(1,040)

Total comprehensive income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Less: comprehensive (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests . . . . . . . . . . .

Total comprehensive income (loss) attributable to Bunge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

26
25

51

(753)
14

$ (739)

$ 208

203
(105)
2
(41)
5

64

238
(30)

(1) 2019 and 2018 includes the release of cumulative translation adjustments upon the disposition of certain of the Company’s foreign subsidiaries and equity-method investments of
$1,493 million and $29 million, respectively, which is recorded in Cost of goods sold and Other income (expense)—net, respectively, in the consolidated statements of income.

The accompanying notes are an integral part of these consolidated financial statements.

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F-6

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

(U.S. dollars in millions, except share data)

Current assets:

ASSETS

DECEMBER 31,
2019

DECEMBER 31,
2018

Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade accounts receivable (less allowances of $108 and $113) (Note 19) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories (Note 5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Assets held for sale (Note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current assets (Note 6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Property, plant and equipment, net (Note 7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Operating lease assets (Note 27). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Goodwill (Note 8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other intangible assets, net (Note 9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in affiliates (Note 11) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes (Note 14) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current assets (Note 12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

320
1,705
5,038
72
3,113

10,248
4,132
796
611
583
827
442
678

$

389
1,637
5,871
-
3,171

11,068
5,201
-
727
697
451
458
823

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$18,317

$19,425

Current liabilities:

LIABILITIES AND EQUITY

Short-term debt (Note 17) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current portion of long-term debt (Note 18). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade accounts payable (includes $378 and $441 carried at fair value) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current operating lease obligations (Note 27) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Liabilities held for sale (Note 3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other current liabilities (Note 13) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Long-term debt (Note 18) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income taxes (Note 14) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-current operating lease obligations (Note 27) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commitments and contingencies (Note 22)
Redeemable noncontrolling interests (Note 23) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity (Note 24):

Convertible perpetual preference shares, par value $.01; authorized, issued and outstanding: 2019 and 2018 -

6,899,683 shares (liquidation preference $100 per share) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Common shares, par value $.01; authorized - 400,000,000 shares; issued and outstanding: 2019 - 141,813,142 shares,

2018 - 141,111,081 shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Retained earnings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated other comprehensive income (loss) (Note 24) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Treasury shares, at cost; 2019 and 2018 - 12,882,313 shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total Bunge shareholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total equity. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

771
507
2,842
216
4
2,255

6,595
3,716
329
539
711

397

690

1
5,329
6,437
(5,624)
(920)

5,913
117

6,030

$

750
419
3,501
-
-
2,502

7,172
4,203
356
-
892

424

690

1
5,278
8,059
(6,935)
(920)

6,173
205

6,378

Total liabilities and equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$18,317

$19,425

The accompanying notes are an integral part of these consolidated financial statements.

F-6

2019 Bunge Annual Report

F-7

BUNGE LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

(U.S. dollars in millions)

OPERATING ACTIVITIES
Net income . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Adjustments to reconcile net income to cash provided by (used for) operating activities:

Impairment charges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange (gain) loss on net debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Gain) loss, net on disposal of affiliate investments and subsidiaries. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Bad debt expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation, depletion and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Share-based compensation expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Deferred income tax expense (benefit) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(Gain) loss on sale of investments and property, plant, and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Changes in operating assets and liabilities, excluding the effects of acquisitions:

Trade accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Secured advances to suppliers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Trade accounts payable. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Advances on sales . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net unrealized (gain) loss on derivative contracts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Margin deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Recoverable and income taxes, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accrued liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Marketable Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Beneficial interest in securitized trade receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

YEAR ENDED DECEMBER 31,

2019

2018

2017

$(1,291)

$

287

$

174

1,825
139
55
9
548
39
(24)
(93)
(12)

(257)
504
(100)
(498)
15
(258)
63
109
43
(226)
(1,289)
(109)

18
139
26
64
622
46
6
(1)
21

(110)
(1,107)
41
335
22
145
(106)
84
1
52
(1,909)
60

52
21
(9)
28
609
29
(23)
(12)
36

95
(130)
172
25
11
105
(5)
(78)
25
(128)
(3,001)
29

Cash provided by (used for) operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(808)

(1,264)

(1,975)

INVESTING ACTIVITIES
Payments made for capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Acquisitions of businesses (net of cash acquired) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for investments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Settlement of net investment hedges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from interest in securitized trade receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from divestiture of businesses and disposal of property, plant and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Payments for investments in affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from sale of investments in affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(524)
-
449
(393)
(56)
1,312
729
(39)
19
6

(493)
(981)
1,098
(1,184)
66
1,888
1
(4)
-
19

(662)
(369)
961
(944)
(20)
2,981
16
(126)
-
(18)

Cash provided by (used for) investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

1,503

410

1,819

FINANCING ACTIVITIES
Net change in short-term debt with maturities of 90 days or less. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from short-term debt with maturities greater than 90 days . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repayments of short-term debt with maturities greater than 90 days . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Repayments of long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Proceeds from the exercise of options for common shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to preference shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to common shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Dividends paid to noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital contributions (return of capital) from noncontrolling interests, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Cash provided by (used for) financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Effect of exchange rate changes on cash and cash equivalents, and restricted cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net increase (decrease) in cash and cash equivalents, and restricted cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash and cash equivalents, and restricted cash - beginning of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

182
144
(310)
5,244
(5,698)
17
(34)
(283)
(23)
(3)
(7)

(771)
5

(71)
393

286
453
(253)
10,732
(10,262)
11
(34)
(271)
(8)
(4)
(19)

631
11

(212)
605

18
248
(224)
9,054
(9,010)
59
(34)
(247)
(16)
(5)
(23)

(180)
3

(333)
938

Cash and cash equivalents, and restricted cash - end of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

322

$

393

$

605

The accompanying notes are an integral part of these consolidated financial statements.
F-7

F-8

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND REDEEMABLE
NONCONTROLLING INTERESTS

ACCUMULATED
OTHER

RETAINED COMPREHENSIVE TREASURY NON-CONTROLLING TOTAL
EQUITY
SHARES
EARNINGS

INCOME (LOSS)

INTERESTS

$ 199
14
16
-

-

(15)
(5)
-
-

$ 209
19
(8)
-

-

(8)
(4)
-
(3)
-
-
-

$ 205
4
(2)
-
(71)
-
-

(16)
(4)
1
-
-

-

$117

$ 7,343
174
64
(253)

(34)

(15)
(5)
29
54

$ 7,357
286
(1,013)
(276)

(34)

(8)
(4)
-
(3)
46
21
6

$ 6,378
(1,276)
1,330
(8)
(107)
(283)
(34)

(16)
(4)
1
39
-

10

$ 6,030

(U.S. dollars in millions, except share data)

January 1, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) . . . . . . . . . . . . . . . .
Dividends on common shares, $1.80 per share . . .
Dividends on preference shares, $4.875 per

share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Dividends to noncontrolling interests on

subsidiary common stock . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling decrease from redemption . . . . . . . .
Share-based compensation expense . . . . . . . . . . . . . . .
Issuance of (conversion to) common shares . . . . . . .

December 31, 2017 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) . . . . . . . . . . . . . . . .
Dividends on common shares, $1.96 per share . . .
Dividends on preference shares, $4.875 per

share . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Dividends to noncontrolling interests on

subsidiary common stock . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling decrease from redemption . . . . . . . .
Acquisition of noncontrolling interest . . . . . . . . . . . . .
Deconsolidation of a subsidiary . . . . . . . . . . . . . . . . . . . .
Share-based compensation expense . . . . . . . . . . . . . . .
Impact of new accounting standards(1) . . . . . . . . . . . .
Issuance of (conversion to) common shares . . . . . . .

December 31, 2018 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other comprehensive income (loss) . . . . . . . . . . . . . . . . . .
Redemption value adjustment . . . . . . . . . . . . . . . . . . . . . . . .
Acquisition of noncontrolling interest . . . . . . . . . . . . . . . .
Dividends on common shares, $2.00 per share . . . . . .
Dividends on preference shares, $4.875 per share . .
Dividends to noncontrolling interests on subsidiary
common stock . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling decrease from redemption . . . . . . . . . . .
Contribution from noncontrolling interest . . . . . . . . . . . .
Share-based compensation expense . . . . . . . . . . . . . . . . .
Impact of adoption of new accounting standards(1)
Issuance of common shares, including stock

dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

REDEEMABLE
NON-CONTROLLING
INTERESTS

CONVERTIBLE
PREFERENCE SHARES

COMMON SHARES

SHARES

AMOUNT

SHARES

AMOUNT

$

-
-
-
-

-

-
-
-
-

$

-
1
(27)
-

-

-
-
450
-
-
-
-

$ 424
(15)
(12)
8
-
-
-

(8)
-
-
-
-

-

6,900,000
-
-
-

$ 690
-
-
-

139,500,862
-
-
-

-

-
-
-
(300)

-

-
-
-
-

-

-
-
-
1,145,967

6,899,700
-
-
-

$ 690
-
-
-

140,646,829
-
-
-

-

-
-
-
-
-
-
(17)

-

-
-
-
-
-
-
-

-

-
-
-
-
-
-
464,252

6,899,683
-
-
-
-
-
-

$ 690
-
-
-
-
-
-

141,111,081
-
-
-
-
-
-

-
-
-
-
-

-

-
-
-
-
-

-

-
-
-
-
-

702,061

$ 1
-
-
-

-

-
-
-
-

$ 1
-
-
-

-

-
-
-
-
-
-
-

$ 1
-
-
-
-
-
-

-
-
-
-
-

-

ADDITIONAL
PAID-IN
CAPITAL

$ 5,143
-
-
-

-

-
-
29
54

$ 5,226
-
-
-

-

-
-
-
-
46
-
6

$ 8,208
160
-
(253)

(34)

-
-
-
-

$ 8,081
267
-
(276)

(34)

-
-
-
-
-
21
-

$ (5,978)
-
48
-

$ (920)
-
-
-

-

-
-
-
-

-

-
-
-
-

$ (5,930)
-
(1,005)
-

$ (920)
-
-
-

-

-
-
-
-
-
-
-

-

-
-
-
-
-
-
-

$ 5,278
-
-
-
-
-
-

$ 8,059
(1,280)
-
(8)
(36)
(283)
(34)

$ (6,935)
-
1,332
-
-
-
-

$ (920)
-
-
-
-
-
-

-
-
-
39
-

12

-
-
-
-
21

(2)

-
-
-
-
(21)

-

-
-
-
-
-

-

December 31, 2019. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$397

6,899,683

$690

141,813,142

$ 1

$5,329

$ 6,437

$(5,624)

$(920)

(1) See Note 1 for further details.

The accompanying notes are an integral part of these consolidated financial statements.

F-8

2019 Bunge Annual Report

F-9

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS, BASIS OF PRESENTATION, AND
SIGNIFICANT ACCOUNTING POLICIES

Description of Business – Bunge Limited, a Bermuda company,
together with its consolidated subsidiaries and variable interest
entities (‘‘VIEs’’) in which it is considered the primary
beneficiary, through which its businesses are conducted
(collectively ‘‘Bunge’’ or ‘‘the Company’’), is a leading global
agribusiness and food company. Bunge’s common shares trade
on the New York Stock Exchange under the ticker symbol
‘‘BG.’’ Bunge operates in five reportable segments:
Agribusiness, Edible Oil Products, Milling Products, Sugar and
Bioenergy, and Fertilizer.

Agribusiness – Bunge’s Agribusiness segment is an integrated,
global business involved in the purchase, storage, transport,
processing and sale of agricultural commodities and
commodity products. Bunge’s agribusiness operations and
assets are located in North America, South America, Europe
and Asia-Pacific with merchandising and distribution offices
throughout the world.

Bunge’s Agribusiness segment also participates in related
financial activities, such as offering trade structured finance,
which leverages its international trade flows, providing risk
management services to customers by assisting them with
managing price exposure to agricultural commodities, trading
of foreign exchange and other financial instruments and
investing in start-up and high growth companies through its
corporate venture capital unit.

Edible Oil products – Bunge’s Edible Oil Products segment
produces and sells edible oil products, such as packaged and
bulk oils and fats, shortenings, margarine, mayonnaise and
other products derived from the vegetable oil refining process,
and refines and fractionates palm oil, palm kernel oil, coconut
oil, and shea butter. Bunge’s edible oil products operations are
located in North America, South America, Europe, Asia-Pacific,
and Africa.

Milling products – Bunge’s Milling Products segment includes
wheat, corn and rice milling businesses, which purchase wheat,
corn and rice directly from farmers and dealers and process
them into milled products for food processors, bakeries,
brewers, snack food producers and other customers. Bunge’s
wheat milling activities are primarily in Mexico and Brazil. Corn
and rice milling activities are in the United States and Mexico.

Sugar and Bioenergy – In December 2019, Bunge contributed its
Brazilian sugar and bioenergy operations, forming the majority
of its Sugar and Bioenergy segment, through which it
produced and sold sugar and ethanol derived from sugarcane,
as well as energy derived from the sugar and ethanol
production process, into a joint venture with the Brazilian
biofuels business of BP p.l.c. (‘‘BP’’). The joint venture, BP
Bunge Bioenergia, in which Bunge has a 50% interest,

operates on a stand-alone basis, with a total of 11 mills
located across the Southeast, North and Midwest regions of
Brazil. As a result of this transaction, Bunge no longer
consolidates its Brazilian sugar and bioenergy operations in its
consolidated financial statements, and accounts for its interest
in the joint venture under the equity method of accounting.

Fertilizer – Bunge’s Fertilizer segment operates in Argentina,
Uruguay and Paraguay, where it produces, blends and
distributes a range of liquid and dry NPK fertilizers, including
nitrogen-based liquid and solid phosphate fertilizers. Bunge’s
operations in Argentina are closely linked to its grain
origination activities as it supplies fertilizer to producers who
supply the Company with grain. This segment also includes
port operations in Brazil.

Basis of Presentation – The consolidated financial statements
are prepared in conformity with accounting principles generally
accepted in the United States of America (‘‘U.S. GAAP’’). The
accounting policies used to prepare these financial statements
are the same as those used to prepare the consolidated
financial statements in prior years, except as described in these
notes or for the adoption of new standards as outlined below.

Discontinued Operations – In determining whether a disposal
group should be presented as discontinued operations, Bunge
makes a determination of whether such a group being
disposed of comprises a component of the entity, or a group of
components of the entity, that represents a strategic shift that
has, or will have, a major effect on the Company’s operations
and financial results. If these determinations are made
affirmatively, the results of operations of the group being
disposed of (as well as any gain or loss on the disposal
transaction) are aggregated for separate presentation apart
from the continuing operations of the Company for all periods
presented in the consolidated financial statements.

Principles of Consolidation – The accompanying consolidated
financial statements include the accounts of Bunge, its
subsidiaries and 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 exercises control. Equity investments in which Bunge
has the ability to exercise significant influence but does not
control are accounted for by the equity method of accounting.
Investments in which Bunge does not exercise significant
influence are accounted for at cost, or fair value if that is
readily determinable. Intercompany accounts and transactions
are eliminated. An enterprise is determined to be the primary
beneficiary if it has a controlling financial interest, defined as
(a) the power to direct the activities of a VIE that most
significantly impact the VIE’s business and (b) the obligation to
absorb losses of or the right to receive benefits from the VIE
that could potentially be significant to the VIE’s operations.
Performance of that analysis requires the exercise of judgment.

F-9

F-10

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS, BASIS OF PRESENTATION, AND
SIGNIFICANT ACCOUNTING POLICIES (Continued)

The VIE and consolidation assessments are revisited upon the
occurrence of relevant reconsideration events.

Noncontrolling interests in subsidiaries related to Bunge’s
ownership interests of less than 100% are reported as
Noncontrolling interests or Redeemable noncontrolling interests
in the consolidated balance sheets. The noncontrolling
ownership interests in Bunge’s earnings, net of tax, is reported
as Net (income) loss attributable to noncontrolling interests
and redeemable noncontrolling interests in the consolidated
statements of income.

Reclassifications – Certain prior year amounts have been
reclassified to conform to current year presentation.

Use of Estimates – The preparation of consolidated financial
statements in conformity with U.S. GAAP requires Bunge to
make estimates and assumptions that affect the amounts
reported in the financial statements and notes. Actual results
could differ from those estimates.

Translation of Foreign Currency Financial
Statements – Bunge’s reporting currency is the U.S. dollar.
The functional currency of the majority of Bunge’s foreign
subsidiaries is their local currency and, as such, amounts
included in the consolidated statements of income,
comprehensive income (loss), cash flows and changes in
equity are translated using average exchange rates during each
period. Assets and liabilities are translated at period-end
exchange rates and resulting foreign currency translation
adjustments are recorded in the consolidated balance sheets
as a component of accumulated other comprehensive income
(loss). However, in accordance with U.S. GAAP, if a foreign
entity’s economy is determined to be highly inflationary, then
such foreign entity’s financial statements shall be remeasured
as if the functional currency were the reporting currency.

Bunge has significant operations in Argentina and, up until
June 30, 2018, had utilized the official exchange rate of the
Argentine peso published by the Argentine government for its
commercial transactions and remeasurement purposes of
financial statements. Argentina has experienced negative
economic trends, as evidenced by multiple periods of
increasing inflation rates, devaluation of the peso, and
increasing borrowing rates, requiring the Argentine government
to take mitigating actions. During the second quarter of 2018,
it was determined that Argentina’s economy should be
considered highly inflationary, and as such, beginning on
July 1, 2018, Bunge’s Argentine subsidiaries changed their
functional currency to the U.S. Dollar. This change in functional
currency did not have a material impact on Bunge’s
consolidated financial statements.

Foreign Currency Transactions – Monetary assets and
liabilities denominated in currencies other than the functional
currency are remeasured into their respective functional
currencies at exchange rates in effect at the balance sheet
date. The resulting exchange gain or loss is included in
Bunge’s consolidated statements of income as foreign
exchange gain (loss) unless the remeasurement gain or loss
relates to an intercompany transaction that is of a long-term
investment nature and for which settlement is not planned or
anticipated in the foreseeable future. Gains or losses arising
from translation of such transactions are reported as a
component of Accumulated other comprehensive income (loss)
in Bunge’s consolidated balance sheets.

Cash, Cash Equivalents, and Restricted Cash – Cash and
cash equivalents include time deposits and readily marketable
securities with original maturity dates of three months or less
at the time of acquisition. Restricted cash is included with cash
and cash equivalents when reconciling the beginning-of-period
and end-of-period total amounts shown on the statement of
cash flows. The following table provides a reconciliation of
cash, cash equivalents, and restricted cash reported within the
consolidated balance sheet that sums to the total of the same
such amounts shown in the consolidated statements of cash
flows.

(US$ in millions)

Cash and cash equivalents
Restricted cash included in other current assets

Total

DECEMBER 31,
2017
2018

$ 389
4

$ 601
4

2019

$320
2

$322

$ 393

$ 605

Trade Accounts Receivable and Secured Advances to
Suppliers – Trade accounts receivable and secured advances
to suppliers are stated at their historical carrying amounts net
of write-offs and allowances for uncollectible accounts. Bunge
establishes an allowance for uncollectible trade accounts
receivable and secured advances to farmers based on historical
experience, farming economics and other market conditions as
well as specific customer collection issues. Uncollectible
accounts are written off when a settlement is reached for an
amount below the outstanding historical balance or when
Bunge has determined that collection is unlikely.

Secured advances to suppliers bear interest at contractual
rates which reflect current market interest rates at the time of
the transaction. There are no deferred fees or costs associated
with these receivables. As a result, there are no imputed
interest amounts to be amortized under the interest method.
Interest income is calculated based on the terms of the
individual agreements and is recognized on an accrual basis.

Bunge follows accounting guidance on the disclosure of the
credit quality of financing receivables and the allowance for

F-10

2019 Bunge Annual Report

F-11

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS, BASIS OF PRESENTATION, AND
SIGNIFICANT ACCOUNTING POLICIES (Continued)

and have predictable and insignificant disposal costs. Changes
in the fair values of RMI are recognized in earnings as a
component of Cost of goods sold.

credit losses, which requires information to be disclosed at
disaggregated levels, defined as portfolio segments and
classes.

Under this guidance, a class of receivables is considered
impaired, based on current information and events, if Bunge
determines it probable that all amounts due under the original
terms of the receivable will not be collected. Recognition of
interest income is suspended once the borrower defaults on
the originally scheduled delivery of agricultural commodities as
the collection of future income is determined not to be
probable. No additional interest income is accrued from the
point of default until ultimate recovery, at which time amounts
collected are credited first against the receivable and then to
any unrecognized interest income.

Inventories – Readily marketable inventories (‘‘RMI’’) are
agricultural commodity inventories, such as soybeans, soybean
meal, soybean oil, corn and wheat that are readily convertible
to cash because of their commodity characteristics, widely
available markets and international pricing mechanisms. All of
Bunge’s RMI are recorded at fair value. These agricultural
commodity inventories have quoted market prices in active
markets, may be sold without significant further processing,

Inventories other than RMI are stated at the lower of cost or
market by inventory product class. Cost is determined using
primarily the weighted-average cost method.

Fair Value Measurements – Bunge determines fair value
based on the price that would be received for an asset or paid
to transfer a liability (an exit price) in the principal or most
advantageous market for the asset or liability in an orderly
transaction between market participants on the measurement
date. Bunge determines the fair values of its readily marketable
inventories, derivatives, and certain other assets based on the
fair value hierarchy, which requires an entity to maximize the
use of observable inputs and minimize the use of unobservable
inputs when measuring fair value. Observable inputs are inputs
based on market data obtained from sources independent of
Bunge that reflect the assumptions market participants would
use in pricing the asset or liability. Unobservable inputs are
inputs that are developed based on the best information
available in circumstances that reflect Bunge’s own
assumptions based on market data and on assumptions that
market participants would use in pricing the asset or liability.
The fair value standard describes three levels within its
hierarchy that may be used to measure fair value.

LEVEL

Level 1

Level 2

DESCRIPTION

FINANCIAL INSTRUMENT (ASSETS / LIABILITIES)

Quoted prices (unadjusted) in active markets
for identical assets or liabilities.

Exchange traded derivative contracts.

Marketable securities in active markets.

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 market).

Readily marketable inventories.

Over-the-counter (‘‘OTC’’) commodity purchase and sale 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.

F-11

F-12

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS, BASIS OF PRESENTATION, AND
SIGNIFICANT ACCOUNTING POLICIES (Continued)

Based on historical experience with Bunge’s suppliers and
customers, Bunge’s own credit risk, and knowledge of current
market conditions, Bunge does not view nonperformance risk
to be a significant input to fair value for the majority of its
forward commodity purchase and sale contracts.

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. Bunge’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.

Bunge’s policy regarding the timing of transfers between levels,
including both transfers into and transfers out of Level 3, is to
measure and record the transfers at the end of the reporting
period.

The majority of Bunge’s exchange traded agricultural
commodity futures are settled daily, generally through its
clearing subsidiary and, therefore, such futures are not
included in the assets and liabilities that are accounted for at
fair value on a recurring basis.

Derivative Instruments and Hedging Activities – Bunge
enters into derivative instruments to manage its exposure to
movements associated with agricultural commodity prices,
transportation costs, foreign currency exchange rates, interest
rates, and energy costs. Bunge’s use of these instruments is
generally intended to mitigate the exposure to market variables
(see Note 16, Derivative instruments and hedging activities).
Additionally, commodity contracts relating to forward sales of
commodities in the Company’s Agribusiness segment, such as
soybeans, soybean meal and oil, corn, and wheat, are
accounted for as derivatives at fair value under ASC 815 (see
Revenue Recognition below).

Generally, derivative instruments are recorded at fair value in
other current assets or other current liabilities in Bunge’s
consolidated balance sheets. Bunge assesses at the inception
of a hedge whether any derivatives designated as hedges are
highly effective in offsetting changes in the hedged items and,
on an ongoing basis, qualitatively monitors whether that
assertion is still met. The changes in fair values of derivative
instruments designated as fair value hedges, along with the
gains or losses on the related hedged items are recorded in
earnings in the consolidated statements of income in the same
caption as the hedged items. The changes in fair values of

derivative instruments that are designated as cash flow hedges
are recorded in accumulated other comprehensive income
(loss) and are reclassified to earnings when the hedged cash
flows affect earnings or when the hedge is no longer
considered to be effective. In addition, Bunge may designate
certain derivative instruments and non-derivative instruments
as net investment hedges to hedge the exposure associated
with its equity investments in foreign operations. When using
forward derivative contracts as hedging instruments in a net
investment hedge, all changes in the fair value of the derivative
are recorded as a component of accumulated other
comprehensive income (loss) in the consolidated balance
sheets.

Marketable Securities and Other Short-Term
Investments – Bunge classifies its marketable debt securities
and short-term investments as available-for-sale,
held-to-maturity or trading. Available-for-sale debt securities
are reported at fair value with unrealized gains (losses)
included in accumulated other comprehensive income (loss).
Held-to-maturity debt investments represent financial assets in
which Bunge has the intent and ability to hold to maturity.
Debt trading securities and all equity securities are recorded at
fair value and are bought and held principally for selling them
in the near term and therefore held for only a short period of
time, with all gains (losses) included in net income (loss).
Bunge monitors its held-to-maturity investments for impairment
periodically and recognizes an impairment charge when the
decline in fair value of an investment is judged to be other
than temporary.

Recoverable Taxes – Recoverable taxes include value-added
taxes paid upon the acquisition of raw materials and taxable
services and other transactional taxes, which can be recovered
in cash or as compensation against income taxes or other
taxes owed by Bunge, primarily in Brazil and Europe. These
recoverable tax payments are included in other current assets
or other non-current assets based on their expected realization.
In cases where Bunge determines that recovery is doubtful,
recoverable taxes are reduced by allowances for the estimated
unrecoverable amounts.

Property, Plant and Equipment, Net – Property, plant and
equipment, net is stated at cost less accumulated depreciation.
Major improvements that extend either the life, capacity,
efficiency, or improve the safety of an asset are capitalized,
while maintenance and repairs are expensed as incurred. Costs
related to legal obligations associated with the future
retirement of capitalized assets are capitalized as part of the
cost of the related asset. Bunge generally capitalizes eligible
costs to acquire or develop internal-use software that are
incurred during the application development stage. Interest
costs on borrowings during construction/completion periods of
major capital projects are also capitalized.

F-12

2019 Bunge Annual Report

F-13

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS, BASIS OF PRESENTATION, AND
SIGNIFICANT ACCOUNTING POLICIES (Continued)

Property, plant and equipment and other finite-lived intangible
assets to be sold or otherwise disposed of are reported at the
lower of carrying amount or fair value less cost to sell.

Depreciation is computed based on the straight-line method
over the estimated useful lives of the assets. Estimated useful
lives for property, plant and equipment are as follows:

Buildings
Machinery and equipment
Furniture, fixtures and other

YEARS

10 - 50
7 - 25
3 - 20

Goodwill – Goodwill represents the cost in excess of the fair
value of net assets acquired in a business acquisition. Goodwill
is not amortized but is tested annually for impairment, or
between annual tests if events or circumstances indicate
potential impairment. Bunge’s annual impairment testing is
generally performed during the fourth quarter of its fiscal year.

Goodwill is tested for impairment at the reporting unit level,
which has been determined to be the Company’s operating
segments or one level below the operating segments in certain
instances (see Note 8, Goodwill).

Other Intangible Assets – Finite lived intangible assets
primarily include trademarks, customer relationships and lists,
port facility usage rights, and patents that are amortized on a
straight-line basis over their contractual or legal lives, or their
estimated useful lives where such lives are not determined by
law or contract (see Note 9, Other intangible assets).

Impairment of Property, Plant and Equipment and Finite
Lived Intangible Assets – Bunge reviews its property, plant
and equipment and finite-lived intangible assets for impairment
whenever events or changes in circumstances indicate that
carrying amounts may not be recoverable. Bunge bases its
evaluation of recoverability on such indicators as the nature,
future economic benefits, and geographic locations of the
assets, historical or future profitability measures, and other
external market conditions. If these indicators result in the
expected non-recoverability of the carrying amount of an asset
or asset group, Bunge evaluates potential impairment using
undiscounted estimated future cash flows. If such
undiscounted future cash flows during the asset’s remaining
useful life are below its carrying value, a loss is recognized for
the shortfall, measured by the present value of the estimated
future cash flows or by third-party appraisals. Bunge records
impairments related to property, plant and equipment and
finite-lived intangible assets used in the processing of its
products in cost of goods sold in its consolidated statements of
income. Any impairment of marketing or brand assets is
recognized in selling, general and administrative expenses in
the consolidated statements of income (see Note 10,
Impairments).

Investments in Affiliates – Bunge has investments in various
unconsolidated joint ventures accounted for using the equity
method or cost method. Bunge reviews its investments
annually or when an event or circumstances indicate that a
potential decline in value may be other than temporary. Bunge
considers various factors in determining whether to recognize
an impairment charge, including the length of time that the fair
value of the investment is expected to be below its carrying
value, the financial condition, operating performance and
near-term prospects of the affiliate and Bunge’s intent and
ability to hold the investment for a period of time sufficient to
allow for recovery of the fair value. (see Note 10, Impairments
and Note 11, Investments in affiliates).

Revenue Recognition – 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). Additional
information about the Company’s revenues can be found in
Note 28, Segment Information.

Revenue from commodity contracts (ASC 815) – Revenue from
commodity contracts primarily relates to forward sales of
commodities in the Company’s Agribusiness segment, such as
soybeans, soybean meal and oil, corn and wheat, which are
accounted for as derivatives at fair value under ASC 815. These
forward sales meet the definition of a derivative under ASC 815
as they have an underlying (e.g. the price of soybeans), a
notional amount (e.g. metric tons), no initial net investment and
can be net settled since the commodity is readily convertible to
cash. Bunge does not apply the normal purchase and normal
sale exception available under ASC 815 to these contracts.
Certain of the Company’s sales in its Edible Oil Products,
Milling Products, and Sugar and Bioenergy segments also
qualify as derivatives, primarily sales of commodities like bulk
soybean and canola oil, and sugar.

Revenue from commodity contracts is recognized in Net sales
for the contracted amount when the contracts are settled at a
point in time by transferring control of the commodity to the
customer, similarly to revenue recognized from contracts with
customers under ASC 606. From inception through settlement,
these forward sales arrangements are recorded at fair value
under ASC 815 with unrealized gains and losses recognized in
Cost of goods sold and carried on the consolidated balance
sheet as Current assets (see Note 6, Other current assets) or
Current liabilities (see Note 13, Other current liabilities),
respectively. Further information about the fair value of these
contracts is presented in Note 15, Fair value measurements.

F-13

F-14

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS, BASIS OF PRESENTATION, AND
SIGNIFICANT ACCOUNTING POLICIES (Continued)

Revenue from contracts with customers (ASC 606) – Revenue
from contracts with customers accounted for under ASC 606 is
primarily generated in the Company’s Edible Oil Products,
Milling Products, Sugar and Bioenergy and Fertilizer segments
through the sale of refined edible oil-based products such as
packaged vegetable oils, shortenings, margarines and
mayonnaise; milled grain products such as wheat flours, bakery
mixes, corn-based products, and rice; certain sugar and
bioenergy products; and fertilizer products. These sales are
accounted for under ASC 606 as these sales arrangements do
not meet the aforementioned criteria to be considered
derivatives under ASC 815. These revenues are measured
based on consideration specified in a contract with a customer,
and exclude sales taxes, discounts related to promotional
programs and amounts collected on behalf of third parties. The
Company recognizes revenue from these contracts at a point in
time when it satisfies a performance obligation by transferring
control of a product to a customer, generally when legal title
and risks and rewards transfer to the customer. Sales terms
provide for transfer of title either at the time and point of
shipment or at the time and point of delivery and acceptance
of the product being sold. In contracts that do not specify the
timing of transfer of legal title or transfer of significant risks
and rewards of ownership, judgment is required in determining
the timing of transfer of control. In such cases, the Company
considers standard business practices and the relevant laws
and regulations applicable to the transaction to determine
when legal title or the significant risks and rewards of
ownership are transferred.

The transaction price is generally allocated to performance
obligations on a relative standalone selling price basis.
Standalone selling prices are estimated based on observable
data of the Company’s sales of such products and services to
similar customers and in similar circumstances on a standalone
basis. In assessing whether to allocate variable consideration to
a specific part of the contract, the Company considers the
nature of the variable payment and whether it relates
specifically to its efforts to satisfy a specific part of the
contract. Variable consideration is generally known upon
satisfaction of the performance obligation.

Warranties provided to customers are primarily assurance-type
warranties on the fitness of purpose and merchantability of the
Company’s goods and services. The Company does not provide
service-type warranties to customers.

Payment is generally due at the time of shipment or delivery, or
within a specified time frame after shipment or delivery, which
is generally 30-60 days. The Company’s contracts generally
provide customers the right to reject any products that do not
meet agreed quality specifications. Product returns and refunds
are not material.

Additionally, the Company recognizes revenue in the
Agribusiness segment from ocean freight and port services
over time as the related services are performed. Performance
obligations are typically completed within a fiscal quarter and
any unearned revenue or accrued revenues are not material.

Share-Based Compensation – Bunge maintains equity
incentive plans for its employees and non-employee directors
(see Note 26, Share-based compensation). Bunge accounts for
share-based compensation based on the grant date fair value.
Share-based compensation expense is recognized on a
straight-line basis over the requisite service period.

Income Taxes – Income tax expenses and benefits are
recognized based on the tax laws and regulations in the
jurisdictions in which Bunge’s subsidiaries operate. Under
Bermuda law, Bunge is not required to pay taxes in Bermuda
on either income or capital gains. The provision for income
taxes includes income taxes currently payable and deferred
income taxes arising as a result of temporary differences
between the carrying amounts of existing assets and liabilities
in Bunge’s financial statements and their respective tax bases.
Deferred tax assets are reduced by valuation allowances if
current evidence does not suggest that the deferred tax asset
will be realized. Accrued interest and penalties related to
unrecognized tax benefits are recognized in Income tax
(expense) benefit in the consolidated statements of income
(see Note 14, Income taxes).

Research and Development – Research and development
costs are expensed as incurred. Research and development
expenses were $15 million, $15 million and $20 million for the
years ended December 31, 2019, 2018 and 2017, respectively.

Taxes assessed by a governmental authority that are both
imposed on and concurrent with a specific revenue producing
transaction, that are collected by the Company from a
customer, are excluded from revenue.

Shipping and handling costs associated with outbound freight
after control over a product has transferred to a customer are
accounted for as a fulfillment cost and are included in Cost of
goods sold.

New Accounting Pronouncements – In June 2016, the
Financial Accounting Standards Board (‘‘FASB’’) issued
Accounting Standards Update (‘‘ASU’’) 2016-13, Financial
Instruments-Credit Losses (Topic 326), which introduces a new
accounting model, referred to as the current expected credit
losses (‘‘CECL’’) model, for estimating credit losses on certain
financial instruments and expands the disclosure requirements
for estimating such credit losses. Under the new model, an
entity is required to estimate the credit losses expected over
the life of an exposure (or pool of exposures). The guidance

F-14

2019 Bunge Annual Report

F-15

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

1. NATURE OF BUSINESS, BASIS OF PRESENTATION, AND
SIGNIFICANT ACCOUNTING POLICIES (Continued)

also amends the current impairment model for debt securities
classified as available-for-sale securities. The new guidance will
be effective for Bunge starting January 1, 2020. The Company
will adopt the guidance under a modified-retrospective
approach with a cumulative effect adjustment to opening
Retained earnings as of the effective date. The adoption of this
standard is not expected to have a material impact on Bunge’s
consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income
Taxes (Topic 740)-Simplifying the Accounting for Income Taxes,
which reduces complexity in the accounting for income taxes
by removing certain exceptions to the general principles in
Topic 740. The amendments also improve consistent application
of and simplify U.S. GAAP for other areas of Topic 740 by
clarifying and amending existing guidance. The amendments
are effective for fiscal years beginning after December 15,
2021, and interim periods within fiscal years beginning after
December 15, 2022. Early adoption of the amendments is
permitted. Bunge is evaluating the impact of this standard on
its consolidated financial statements.

Recently Adopted Accounting Pronouncements – On
January 1, 2019 the Company adopted ASU 2016-02, Leases
(Topic 842). Under the new provisions, all leases, except
short-term leases, are recognized on the balance sheet as
right-of-use assets and lease liabilities for the obligation to
make payments under such leases. The Company elected the
amended transition approach provided by ASU 2018-11, Leases
(Topic 842): Targeted Improvements, which allows entities to
apply the guidance as of the date of initial application by
recognizing a cumulative-effect adjustment to opening
Retained earnings, with no retrospective adjustments. The
Company also elected the package of practical expedients that
permits the Company to not reassess under the new standard
prior conclusions about lease identification, lease classification,
and initial direct costs, as well as the practical expedient to not
separate lease components from non-lease components in
accounting for all classes of underlying assets. Upon adoption,
the Company recorded $1,006 million of operating lease assets
and $962 million of operating lease liabilities. Included in
Operating lease assets at January 1, 2019 was $44 million of
prepaid lease balances that were reclassified from Other
non-current assets.

On January 1, 2019 the Company adopted ASU 2018-02,
Income Statement — Reporting Comprehensive Income (Topic
220) — Reclassification of Certain Tax Effects from Accumulated
Other Comprehensive Income. This ASU allows a reclassification
from Accumulated other comprehensive income (‘‘AOCI’’) to
Retained earnings for stranded tax effects resulting from the

Tax Cuts and Jobs Act (‘‘Tax Act’’). Consequently, the ASU
eliminates the stranded tax effects resulting from the Tax Act
and will improve the usefulness of information reported to
financial statement users. However, because this ASU only
relates to the reclassification of the income tax effects of the
Tax Act, the underlying guidance that requires that the effect of
a change in tax laws or rates be included in Income (loss)
from continuing operations is not affected. The Company’s
stranded tax effects relate to unrecognized costs associated
with certain pension plans for which the tax benefit was
initially recorded to AOCI. Absent this ASU, the Company’s
policy is to release stranded tax effects upon the pension
plans’ termination. Upon the adoption of this ASU, the
Company elected to reclassify the income tax effects of the Tax
Act, resulting in a decrease to AOCI and an increase to
Retained earnings of $21 million.

On January 1, 2019 the Company adopted ASU 2017-04,
Intangibles — Goodwill and Other (Topic 350): Simplifying the
Test for Goodwill Impairment. The new guidance eliminates Step
2 from the goodwill impairment test. Instead the Company
performs its annual, or interim, goodwill impairment test by
comparing the fair value of a reporting unit with its carrying
amount. The Company would recognize an impairment charge
for the amount by which the carrying amount exceeds the
reporting unit’s fair value; however, the loss recognized cannot
exceed the total amount of goodwill allocated to that reporting
unit.

2. GLOBAL COMPETITIVENESS PROGRAM AND
PORTFOLIO RATIONALIZATION INITIATIVES

Global Competitiveness Program – In July 2017, the Company
announced a comprehensive global competitiveness program
to improve its cost position and deliver increased value to
shareholders (the ‘‘Global Competitiveness Program’’ or ‘‘GCP’’).
The GCP was fully implemented by the end of 2019, and has
reduced the Company’s overhead costs. The Company
identified key elements of its strategy to meet this goal,
including adopting a zero-based budgeting process that will
target excess costs in specific budget categories and improving
efficiency and scalability by simplifying organizational
structures, streamlining processes and consolidating back
office functions globally, including the relocation of the
Company’s global headquarters. As part of the GCP, Bunge
offered a voluntary early retirement program to certain U.S.
based salaried employees. Costs associated with the early
retirement program are reflected in severance and other
employee benefit costs for the year ended December 31, 2017.
In conjunction with the GCP, the Company has implemented
other cost reduction and strategic initiatives to enhance the
efficiency and performance of the Company’s business.

F-15

F-16

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

2. GLOBAL COMPETITIVENESS PROGRAM AND PORTFOLIO RATIONALIZATION INITIATIVES (Continued)

The table below sets forth, by type and segment, the costs recorded for the GCP and other associated initiatives for the years
ended December 31, 2019, 2018, and 2017:

(US$ in millions)

2019
Severance and Other Employee Benefit Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consulting and Professional Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other Program Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total Program Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2018
Severance and Other Employee Benefit Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consulting and Professional Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other Program Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total Program Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2017
Severance and Other Employee Benefit Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Consulting and Professional Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other Program Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total Program Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

AGRIBUSINESS
SEGMENT

EDIBLE
OILS
SEGMENT

MILLING
SEGMENT

SUGAR AND
BIOENERGY
SEGMENT

FERTILIZER
SEGMENT

TOTAL

$19
4
6

$29

$ 15
18
6

$ 39

$ 39
10
-

$ 49

$ 6
2
2

$10

$ 2
4
1

$ 7

$ 12
4
-

$ 16

$4
-
1

$5

$ 1
3
-

$ 4

$ 6
1
-

$ 7

$ -
1
1

$2

$ 2
4
1

$ 7

$ 1
3
-

$ 4

$ -
-
-

$ -

$ 2
1
-

$ 3

$ 1
-
-

$ 1

$ 29
7
10

$ 46

$ 22
30
8

$ 60

$ 59
18
-

$ 77

F-16

2019 Bunge Annual Report

F-17

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

2. GLOBAL COMPETITIVENESS PROGRAM AND
PORTFOLIO RATIONALIZATION INITIATIVES (Continued)

In addition to the above charges, for the year ended
December 31, 2017, $13 million of severance and other
employee benefit costs were recorded related to other
industrial productivity initiatives. For the years ended
December 31, 2019, 2018, and 2017 $4 million, $9 million, and
$35 million, respectively, of the above costs were recorded in
Cost of goods sold (‘‘COGS’’) and $42 million, $51 million, and
$55 million, respectively, were recorded in Selling, general and
administrative expenses (‘‘SG&A’’).

Bunge’s liability associated with the GCP and other associated
initiatives is primarily comprised of accruals for severance and
other employee benefit costs. The following table sets forth the
activity affecting the liability for severance and other employee
benefit costs related to the GCP and other associated
initiatives, which is recorded in Other current liabilities on the
consolidated balance sheet.

(US$ in millions)

Balance at December 31, 2017
Charges incurred
Cash payments

Balance at December 31, 2018
Charges incurred
Cash payments

Balance at December 31, 2019

SEVERANCE AND
OTHER
EMPLOYEE
BENEFIT COSTS

$ 45
22
(64)

$ 3
29
(21)

$ 11

Portfolio Rationalization Initiatives – The Company’s portfolio
rationalization initiatives may include the sale or disposal of
long-lived assets and certain other investments, resulting in
certain gains and charges being recorded in earnings. For the
years ended December 31, 2019, 2018, and 2017,
$1,761 million, $39 million and $45 million, respectively, of such
charges have been recognized. Non-cash charges in 2019,
including impairment and a loss on sale, of $1,524 million,
recorded in COGS, $49 million recorded in Other income
(expense)-net, and $2 million, recorded in SG&A, relate to the
formation of a joint venture involving the company’s sugar and
bioenergy operations in Brazil, as further discussed below.
Additional non-cash impairment charges of $28 million,
recorded in SG&A, primarily relate to operating lease assets
and leasehold improvements associated with the relocation of
the company’s global headquarters, and $152 million of
non-cash impairment charges, recorded in COGS, relate to
PP&E and intangible assets subject to portfolio rationalization
initiatives. The Company also incurred a loss on the sale of an
equity method investment of $6 million, recorded in Other

F-17

income (expense)-net. Of the above charges recorded in the
year ended December 31, 2019, $1,590 million, $100 million,
$41 million, $29 million, and $1 million were recorded in the
company’s Sugar and Bioenergy, Agribusiness, Edible Oils
Products, Milling Products, and Fertilizer segments, respectively.

On December 2, 2019, the Company and BP completed the
formation of BP Bunge Bioenergia, the Brazilian bioenergy joint
venture that combines their Brazilian bioenergy and sugarcane
ethanol businesses. Pursuant to the business combination
agreement, the Company and BP contributed their respective
interests in their Brazilian sugar and bioenergy operations to
the joint venture. The Company received cash proceeds of
$775 million in the transaction, comprising $700 million in
respect of non-recourse debt of the Company assumed by the
joint venture at closing, and an additional $75 million from BP,
before customary closing adjustments. The Company used the
proceeds to reduce outstanding indebtedness under its credit
facilities. The joint venture agreements provide for certain exit
rights of the parties, including private sale rights beginning
18 months after closing and the ability by the Company to
trigger an initial public offering of the joint venture after two
years from closing, enabling future monetization potential.

In connection with its entry into the business contribution
agreement, the Company classified the assets and liabilities to
be transferred to the joint venture under the business
contribution agreement as held for sale in its condensed,
consolidated financial statements in the quarter ended
September 30, 2019. Accordingly, the Company recorded those
assets and liabilities at fair value, less estimated transaction
costs. As a result of the classification as held for sale, the
Company recognized an impairment charge in its Sugar and
Bioenergy segment, principally related to the recognition of
cumulative currency translation effects, of $1,524 million,
recorded in COGS, in the quarter ended September 30, 2019.
Additional charges of $65 million were recorded in the quarter
ended December 31, 2019 related to a loss on sale and closing
and other costs associated with the transaction.

3. BUSINESS ACQUISITIONS AND DISPOSTIONS

Acquisitions

On March 1, 2018 (‘‘the acquisition date’’), Bunge acquired a
70% ownership interest in IOI Loders Croklaan (‘‘Loders’’) from
IOI Corporation Berhad (‘‘IOI’’) for $980 million in cash. The
transaction expands Bunge’s value-added capabilities, reach,
and scale across core geographies to establish Bunge as a
global leader in business-to-business (or ‘‘B2B’’) oil solutions.
The Loders portfolio includes a full range of palm and tropical
oil-derived products with strength in confectionery, bakery and
infant nutrition applications.

F-18

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

3. BUSINESS ACQUISITIONS AND DISPOSTIONS
(Continued)

The following table provides the details of other intangible
assets acquired, by major class and weighted average useful
life:

The following table summarizes the allocation of the fair values
of the assets acquired and liabilities assumed at the acquisition
date, as included in Bunge’s consolidated balance sheet:

(US$ in millions)

Cash and cash equivalents
Accounts receivable
Inventories
Other current assets
Property, plant and equipment
Other intangible assets
Goodwill

Total assets

Trade accounts payable
Other current liabilities
Deferred income taxes
Other non-current liabilities

Total liabilities

Redeemable noncontrolling interest

Net assets acquired

$

82
146
406
66
411
464
242

1,817
(109)
(100)
(143)
(35)

(387)
(450)

$ 980

The $242 million of goodwill recognized was assigned to the
Edible Oil Products segment. The goodwill recognized is
primarily attributable to expected synergies and the assembled
workforce of Loders. None of the goodwill is expected to be
deductible for income tax purposes.

The fair value of the identifiable intangible assets was
determined primarily using the ‘‘income approach,’’ which
requires a forecast of all the expected future cash flows either
using the multi-period excess earnings method or the
relief-from-royalty method. Some of the more significant
assumptions inherent in the development of intangible asset
values include: the amount and timing of projected future cash
flows, the discount rate selected to measure the risks inherent
in the future cash flows, and the assessment of the intangible
asset’s life cycle, as well as other factors.

(US$ in millions)

Customer relationships
Intellectual property
Trade names
Favorable leases
Other

Total Other intangible assets

USEFUL LIFE

15 years
10 years
15 years
38 years
various

$265
120
51
26
2

$464

The fair value in the opening balance sheet of the 30%
redeemable noncontrolling interest in Loders was estimated to
be $450 million. The fair value was estimated based on 30% of
the total equity value of Loders based on the transaction price
for the 70% stake in Loders, considering the cash paid and the
value of the put/call provisions. See Note 23 for more
information related to this redeemable noncontrolling interest.

The amounts of revenue and earnings of Loders included in
Bunge’s consolidated statement of income from the acquisition
date to December 31, 2018 is as follows:

(US$ in millions)

Net sales
Income (loss) from continuing operations

$1,331
3
$

The following represents the unaudited supplemental pro forma
results of the combined entity as if Loders was acquired on
January 1, 2017:

(US$ in millions)

Net sales
Income (loss) from continuing operations

YEAR ENDED
DECEMBER 31,
2018

2017

$ 46,047
298
$

$47,588
129
$

The supplemental pro forma amounts for Income (loss) from
continuing operations above have been adjusted to reflect
additional depreciation and amortization that would have been
charged assuming the fair value adjustments to Property, plant
and equipment and Other intangible assets had been applied
on January 1, 2017. Additionally, these amounts were also
adjusted to reflect additional interest expense on the $1 billion
of senior notes issued in connection with the acquisition, as if
such issuance occurred on January 1, 2017. Supplemental pro
forma Income (loss) from continuing operations for the year
ended December 31, 2018 was also adjusted to exclude
$19 million of acquisition and integration related costs incurred
in 2018, while 2017 supplemental pro forma Income (loss) from
continuing operations was adjusted to include these charges.

F-18

2019 Bunge Annual Report

F-19

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

3. BUSINESS ACQUISITIONS AND DISPOSTIONS
(Continued)

and Liabilities held for sale, respectively, on the Consolidated
Balance Sheet at December 31, 2019:

Supplemental pro forma financial information is not necessarily
indicative of the Company’s actual results of operations if the
acquisition had been completed at the date indicated, nor is it
necessarily an indication of future operating results. Amounts
do not include any operating efficiencies or cost savings that
the Company believes are achievable.

Other acquisitions

On January 30, 2018, Bunge acquired Minsa Corporation
(‘‘Minsa USA’’) for $75 million. As a result of the transaction,
Bunge acquired two corn mills in the United States. The
purchase price allocation resulted in $37 million allocated to
Property, plant and equipment, $20 million to finite-lived Other
intangible assets, $(1) million to other net assets and liabilities,
and $19 million to Goodwill, all recorded in the Milling
Products segment.

Dispositions

On December 2, 2019, Bunge and BP plc completed the
formation of BP Bunge Bioenergia, a Brazilian bioenergy joint
venture. As part of the transaction, Bunge contributed its
interests in its Brazilian sugar and bioenergy operations to the
joint venture and received cash proceeds of $775 million in the
transaction, comprising $700 million in respect of non-recourse
debt of the Company assumed by the joint venture at closing,
and an additional $75 million from BP, before customary
closing adjustments. As a result of this transaction, Bunge will
account for the joint venture as an equity method investment.
See Note 2 for further information related to this transaction.

On December 20, 2019, Bunge announced that it has entered
into an agreement to sell its margarine and mayonnaise assets
in Brazil. The transaction includes three production plants and
the brands used for these two products. The completion of the
sale is subject to regulatory approval and is expected to close
during 2020. In connection with this agreement, the Company
has classified the assets and liabilities to be sold as held for
sale in its consolidated financial statements as of
December 31, 2019. The following table presents the major
classes of assets and liabilities included in Assets held for sale

(US$ in millions)

Inventories
Property, plant, and equipment, net
Other intangible assets, net

Assets held for sale

Other current liabilities

Liabilities held for sale

$19
49
4

$72

$ 4

$ 4

4. TRADE STRUCTURED FINANCE PROGRAM

Bunge engages in various trade structured finance activities to
leverage the value of its global trade flows. For the years ended
December 31, 2019 and 2018, net returns from these activities
were $27 million and $30 million, respectively, and were
included as a reduction of cost of goods sold in the
accompanying consolidated statements of income. These
activities include programs under which Bunge generally
obtains U.S. dollar-denominated letters of credit (‘‘LCs’’), each
based on an underlying commodity trade flow, from financial
institutions and time deposits denominated in either the local
currency of the financial institutions’ counterparties or in U.S.
dollars, as well as foreign exchange forward contracts, and
other programs in which trade related payables are set-off
against receivables, all of which are subject to legally
enforceable set-off agreements.

As of December 31, 2019 and 2018, time deposits and LCs of
$3,409 million and $4,729 million, respectively, were presented
net on the consolidated balance sheets as the criteria of
ASC 210-20, Offsetting, had been met. At December 31, 2019
and 2018, time deposits, including those presented on a net
basis, carried weighted-average interest rates of 3.10% and
3.76%, respectively. During the years ended December 31,
2019, 2018 and 2017, total net proceeds from issuances of LCs
were $3,318 million, $4,657 million and $8,174 million,
respectively. These cash inflows are 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 consolidated
statements of cash flows.

5. INVENTORIES

Inventories by segment are presented below. Readily
marketable inventories (‘‘RMI’’) are agricultural commodity
inventories, such as soybeans, soybean meal, soybean oil, corn
and wheat, carried at fair value because of their commodity
characteristics, widely available markets, and international
pricing mechanisms. The Company engages in trading and

F-19

F-20

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

5. INVENTORIES (Continued)

distribution, or merchandising activities, and part of RMI can
be attributable to such activities and is not held for processing.
All other inventories are carried at lower of cost or net
realizable value.

(US$ in millions)

Agribusiness(1)
Edible Oil Products(2)
Milling Products
Sugar and Bioenergy(3)
Fertilizer

Total

DECEMBER 31,
2018
2019

$4,002
770
194
6
66

$4,551
742
220
280
78

$5,038

$5,871

(1) Includes RMI of $3,796 million and $4,365 million at December 31, 2019 and 2018,
respectively. Of these amounts $2,589 million and $3,300 million can be attributable to
merchandising activities at December 31, 2019 and 2018, respectively.

(2) Includes RMI of $133 million and $88 million at December 31, 2019 and 2018,
respectively.

(3) Includes RMI of $5 million and $79 million at December 31, 2019 and 2018,
respectively. Of these amounts, $0 million and $74 million can be attributable to
merchandising activities at December 31, 2019 and 2018, respectively.

6. OTHER CURRENT ASSETS

Other current assets consist of the following:

(US$ in millions)

Unrealized gains on derivative contracts, at fair value
Prepaid commodity purchase contracts(1)
Secured advances to suppliers, net(2)
Recoverable taxes, net
Margin deposits
Marketable securities, at fair value, and other

short-term investments

Deferred purchase price receivable(3)
Income taxes receivable
Prepaid expenses
Other

Total

DECEMBER 31,
2018
2019

$ 927
153
346
476
285

$1,071
253
257
500
348

393
105
37
221
170

162
128
102
165
185

$3,113

$3,171

(1) Prepaid commodity purchase contracts represent advance payments against contracts
for future delivery of specified quantities of agricultural commodities.

(2) Bunge provides cash advances to suppliers, primarily Brazilian soybean farmers, to
finance a portion of the suppliers’ production costs. Bunge 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 farmer’s crop is harvested and sold. The secured
advances to farmers are reported net of allowances of $1 million and $1 million at
December 31, 2019 and December 31, 2018, respectively.

Interest earned on secured advances to suppliers of $26 million, $30 million and
$44 million, for the years ended December 31, 2019, 2018 and 2017, respectively, is
included in Net sales in the consolidated statements of income.

(3) Deferred purchase price receivable represents additional credit support for the
investment conduits in Bunge’s trade receivables securitization program (see Note 19).

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
consolidated balance sheets as marketable securities and other
short-term investments.

(US$ in millions)

Foreign government securities
Corporate debt securities
Certificate of deposits/time deposits
Equity securities
Other

Total marketable securities and other short-term

investments

DECEMBER 31,
2018
2019

$212
161
-
14
6

$ 55
91
15
-
1

$393

$162

As of December 31, 2019 and 2018, $387 million and
$144 million, respectively, of marketable securities and other
short-term investments are recorded at fair value. All other
investments are recorded at cost, and due to the short-term
nature of these investments, their carrying values approximate
fair values. For the twelve months ended December 31, 2019,
unrealized gains of $32 million have been recorded for
investments still held at December 31, 2019.

7. PROPERTY, PLANT AND EQUIPMENT

Property, plant and equipment consist of the following:

(US$ in millions)

Land
Biological assets
Buildings
Machinery and equipment
Furniture, fixtures and other
Construction in progress

Gross book value
Less: accumulated depreciation and depletion

DECEMBER 31,
2018

2019

$

390
-
2,046
4,834
587
303

$

403
663
2,139
5,664
581
435

8,160
(4,028)

9,885
(4,684)

Total property, plant and equipment, net

$ 4,132

$ 5,201

Bunge’s capital expenditures amounted to $528 million,
$490 million, and $633 million during the years ended
December 31, 2019, 2018 and 2017, respectively. Included in

F-20

2019 Bunge Annual Report

F-21

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

7. PROPERTY, PLANT AND EQUIPMENT (Continued)

these capitalized expenditures was capitalized interest on
construction in progress of $1 million, $4 million, and $6 million
for the years ended December 31, 2019, 2018 and 2017,
respectively. Depreciation and depletion expense was
$489 million, $565 million and $580 million for the years ended
December 31, 2019, 2018 and 2017, respectively.

8. GOODWILL

Bunge performs its annual goodwill impairment analysis during
the fourth quarter. If events or indicators of impairment occur
between annual impairment analyses, the Company performs
an impairment analysis at that date. These events or
circumstances could include a significant change in the
business climate, legal factors, operating performance
indicators, competition, or sale or disposition of a significant
asset. In testing for a potential impairment of goodwill, the

Company: (1) verifies there are no changes to its reporting
units with goodwill balances; (2) allocates goodwill to its
various reporting units to which the acquired goodwill relates;
(3) determines the carrying value, or book value, of its
reporting units; (4) estimates the fair value of each reporting
unit using a discounted cash flow model and/or using market
multiples; (5) compares the fair value of each reporting unit to
its carrying value; and (6) if the estimated fair value of a
reporting unit is less than the carrying value, the Company
recognizes an impairment charge for such amount, but not
exceeding the total amount of goodwill allocated to that
reporting unit.

Critical estimates in the determination of fair value under the
income approach include, but are not limited to, assumptions
about variables such as commodity prices, crop and related
throughput and production volumes, profitability, future capital
expenditures and discount rates, all of which are subject to a
high degree of judgment.

Changes in the carrying value of goodwill by segment for the years ended December 31, 2019 and 2018 are as follows:

(US$ in millions)

AGRIBUSINESS

EDIBLE OIL
PRODUCTS

MILLING
PRODUCTS

SUGAR AND
BIOENERGY(3)

Goodwill, gross of impairments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 253
(2)

$ 107
(13)

$ 172
(3)

Balance, December 31, 2017, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Goodwill acquired(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Goodwill, gross of impairments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Balance, December 31, 2018, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency translation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impairments(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Goodwill, gross of impairments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Accumulated impairment losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Balance, December 31, 2019, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

251

-
(18)

235
(2)

233
(5)
-

230
(2)
$228

94

242
(18)

331
(13)

318
(4)
(108)

327
(121)
$ 206

169

19
(13)

178
(3)

175
1
-

179
(3)
$176

$ 514
(514)

-

-
-

514
(514)

-
-
-

-
-
-

$

FERTILIZER

TOTAL

$ 1
-

$ 1,047
(532)

1

-
-

1
-

1
-
-

1
-
$1

515

261
(49)

1,259
(532)

727
(8)
(108)

737
(126)
$ 611

(1) Edible Oils goodwill relates to the Loders acquisition and the Milling Products goodwill relates to the Minsa USA acquisition. See Note 3, Business acquisitions and dispositions, for
complete business acquisition details.

(2) During the fourth quarter of 2019, the Company recorded an impairment charge related to the goodwill of its Loders reporting unit. The impairment resulted from a downward
revision of forecasted future cash flows, as during 2019, the Loders reporting unit did not achieve its forecasted earnings targets due to operational delays at certain facilities, as well
as delays in realizing certain expected synergies from the acquisition. The fair value of the Loders reporting unit was determined based on a weighted-average discounted cash flow
model, comprising different scenarios and assumptions of the long-term revenues, costs, synergies, growth rates, capital expenditures and other related cash flows associated with
each scenario.

(3) During 2019, the Company contributed its Brazilian sugar and bioenergy operations into a joint venture with BP, forming BP Bunge Bioenergia. As such, historical goodwill, gross of
impairments, and accumulated impairment losses have been derecognized from the consolidated financial statements.

F-21

F-22

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

9. OTHER INTANGIBLE ASSETS

Other intangible assets are all finite-lived and consist of the
following:

(US$ in millions)

Gross carrying amount:
Trademarks/brands
Licenses
Port rights
Customer Relationships
Patents
Other

Accumulated amortization:
Trademarks/brands
Licenses
Port rights
Customer Relationships
Patents
Other

Other intangible assets, net

DECEMBER 31,
2018
2019

$ 190
11
85
356
133
99

$ 235
12
141
372
135
95

874

990

(81)
(9)
(22)
(75)
(43)
(61)

(106)
(10)
(37)
(54)
(32)
(54)

(291)

(293)

$ 583

$ 697

In 2018, Bunge acquired $282 million of customer relationships,
$120 million of patents, $55 million of brands and trademarks,
and $28 million other intangible assets, as part of the Loders
and Minsa USA acquisitions. Bunge allocated $465 million to
the Edible Oils segment and $20 million to the Milling segment.
Finite lives of these intangibles range from 10 to 38 years.

Amortization expense was $55 million, $57 million and
$29 million for the years ended December 31, 2019, 2018 and
2017, respectively. The estimated annual future amortization
expense is $36 million for 2020 through 2024. During 2019,
Bunge recorded an impairment charge of $11 million related to
a customer relationship intangible asset in its Milling Products
segment.

10. IMPAIRMENTS

For the year ended December 31, 2019, Bunge recorded
pre-tax, impairment charges of $1,825 million, of which
$37 million, $1,678 million and $110 million are recorded in
SG&A, COGS, and Other income (expense) – net (‘‘Other’’),
respectively, in its consolidated statement of income. These
amounts are primarily made up of $1,526 million relating to the
contribution of the Company’s Brazilian sugar and bioenergy
operations to the newly formed BP Bunge Bioenergia joint
venture, $158 million relating to the impairment of property,
plant and equipment and right-of-use assets, primarily

associated with portfolio rationalization initiatives, $108 million
related to a goodwill impairment charge associated with the
acquisition of Loders, $22 million related to the relocation of
the Company’s global headquarters, and an $11 million
intangible asset impairment charge. The charges were recorded
in the following segments; $1,535 million to Sugar and
Bioenergy, $154 million to Edible Oils, $105 million to
Agribusiness, $29 million to Milling, and $2 million to Other.

For the year ended December 31, 2018, Bunge recorded
pre-tax, impairment charges of $18 million, of which $7 million,
$10 million and $1 million are recorded in SG&A, COGS, and
Other, respectively, in its consolidated statement of income.
These amounts primarily comprise $10 million relating to the
impairment of property, plant and equipment at a port in
Poland, in the Agribusiness segment, and a $6 million write-off
of various machinery and equipment in Brazil, of which
$5 million related to the Sugar and Bioenergy segment, and
$1 million to Agribusiness.

For the year ended December 31, 2017 Bunge recorded pre-tax
impairment charges of $52 million, of which $19 million,
$16 million and $17 million are in SG&A, COGS, and Other,
respectively, in its consolidated statement of income. These
amounts primarily comprise $25 million related to the
impairment of property, plant and equipment of feedmills in
China, a port in Poland and various machinery and equipment
in Brazil, primarily in the Agribusiness segment, $17 million
related to the impairment of two investments in affiliates in the
Agribusiness and Sugar and Bioenergy segments, and
$7 million related to an intangible asset impairment of patents.

The fair values of the assets were determined utilizing
discounted future expected cash flows, and in the case of
equity method investments, net market value based on broker
quotes of similar assets.

11. INVESTMENTS IN AFFILIATES

Bunge participates in various unconsolidated joint ventures and
other investments accounted for using the equity method. The
Company records its interest in the net earnings of its equity
method investees, along with the amortization of basis
differences, within Other income (expense) – net, in the
Consolidated Statements of Income. Basis differences represent
differences between the cost of the investment and the
underlying equity in net assets of the investment, and are
amortized over the lives of the related assets that gave rise to
them. At December 31, 2019, the aggregate of all basis
differences was a credit of $136 million, primarily associated
with BP Bunge Bioenergia. Certain equity method investments
at December 31, 2019 are described below. Bunge allocates
equity in earnings of affiliates to its reporting segments.

F-22

2019 Bunge Annual Report

F-23

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

11. INVESTMENTS IN AFFILIATES (Continued)

Sugar and Bioenergy

Agribusiness

Agricola Alvorada S.A. – Bunge has a 37% ownership interest in
an agribusiness company in Brazil which complements its grain
origination business.

Agrofel Gr ˜aos e Insumos. – Bunge has a 30% ownership interest
in an agricultural inputs reseller in Brazil which complements
its soybean origination business.

Complejo Agroindustrial Angostura S.A. (‘‘CAIASA’’) – Bunge has a
33.3% ownership interest in an oilseed processing facility joint
venture with Louis Dreyfus Company and Aceitera General
Deheza S.A. (‘‘AGD’’), in Paraguay.

G3 Global Holding GP Inc. – Bunge has a 25% ownership
interest in G3 Global Holding GP Inc., a joint venture with
Saudi Agricultural and Livestock Investment Company that
operates grain facilities in Canada.

Navega ¸c ˜oes Unidas Tapaj ´os S.A. (‘‘Tapajos’’) – Bunge has a 50%
ownership interest in Tapajos, a joint venture with Amaggi
Exporta ¸cao E Importa ¸cao to operate inland waterway
transportation between the municipalities of Itaituba and
Barcarena, Brazil. The Tapajos complex is mainly dedicated to
exporting soybeans and grains from Brazil.

Terminais do Graneis do Guaruja (‘‘TGG’’) – Bunge has a 57%
ownership interest in TGG, a joint venture with Amaggi
International Ltd. to operate a port terminal in Santos, Brazil,
for the reception, storage and shipment of solid bulk cargoes.

Terminal Fronteira Norte Log´ıstica S.A.(‘‘TFN’’) – Bunge has a 50%
ownership interest in TFN, a joint venture with Amaggi
Exporta ¸cao E Importa ¸cao to operate a port terminal in
Barcarena, Brazil. The TFN complex is mainly dedicated to
exporting soybeans and corn from Brazil.

Terminal 6 S.A. and Terminal 6 Industrial S.A. – Bunge has a joint
venture, Terminal 6 S.A., in Argentina with AGD for the
operation of a port facility located in the Santa Fe province of
Argentina. Bunge is also a party to a second joint venture with
AGD, Terminal 6 Industrial S.A., that operates a crushing facility
located adjacent to the port facility. Bunge owns 40% and 50%,
respectively, of these joint ventures.

Vietnam Agribusiness Holdings Ptd. Ltd (‘‘VAH’’) – Bunge has a
45% ownership in VAH, an oilseed processing facility joint
venture with Wilmar International Limited (‘‘Wilmar’’) and
Quang Dung, a leading Vietnamese soybean meal distributor, in
Vietnam. Bunge and Wilmar own equal 45% interests in the
joint venture and Quang Dung owns the remaining 10%.

BP Bunge Bioenergia – Bunge has a 50% ownership interest in
BP Bunge Bioenergia, a joint venture with BP plc, a leading
company in the ethanol, biopower, and sugar market in Brazil.

ProMaiz – Bunge has a 50% ownership interest in a corn wet
milling facility joint venture with AGD in Argentina for the
production of ethanol.

Summarized financial information, combined, for all of Bunge’s
equity method investees is as follows:

(US$ in millions)

Current assets
Noncurrent assets

Total assets

Current liabilities
Noncurrent liabilities

Total liabilities

(US$ in millions)

Net Sales
Gross Profit
Net income

DECEMBER 31,
2018

2019

$1,809
3,822

$ 897
1,727

$5,631

$2,624

$1,344
2,028

$ 581
839

$3,372

$1,420

YEARS ENDED DECEMBER 31,
2017
2018

2019

$3,611
359
95

$3,923
264
61

$2,953
157
-

12. OTHER NON-CURRENT ASSETS

Other non-current assets consist of the following:

(US$ in millions)

Recoverable taxes, net(1)
Judicial deposits(1)
Other long-term receivables
Income taxes receivable(1)
Long-term investments
Affiliate loans receivable
Long-term receivables from farmers in Brazil, net(1)
Other

Total

DECEMBER 31,
2018
2019

$ 48
106
6
208
83
29
69
129

$678

$112
115
8
221
91
29
93
154

$823

(1) These non-current assets arise primarily from Bunge’s Brazilian operations and their
realization could take several years.

Recoverable taxes, net – Recoverable taxes are reported net of
allowances of $41 million and $27 million at December 31,
2019 and 2018, respectively.

Judicial deposits – Judicial deposits are funds that Bunge has
placed on deposit with the courts in Brazil. These funds are

F-23

F-24

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

12. OTHER NON-CURRENT ASSETS (Continued)

held in judicial escrow related to certain legal proceedings
pending legal resolution and bear interest at the SELIC rate,
which is the benchmark rate of the Brazilian central bank.

The table below summarizes the activity in the allowance for
doubtful accounts related to long-term receivables from
farmers in Brazil.

Income taxes receivable – Income taxes receivable includes
overpayments of current income taxes plus accrued interest.
These income tax prepayments are expected to be utilized to
settle future income tax obligations. Income taxes receivable in
Brazil bear interest at the SELIC rate.

Affiliate loans receivable – Affiliate loans receivable are primarily
interest-bearing receivables from unconsolidated affiliates with
a remaining maturity of more than one year.

(US$ in millions)

Beginning balance

Bad debt provisions
Recoveries
Write-offs
Foreign currency translation

Ending balance

Long-term receivables from farmers in Brazil, net – Bunge 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. 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) and reclassified to Other non-current
assets when collection issues with farmers arise and amounts
become past due and resolution of matters is expected to take
more than one year.

The average recorded investment in long-term receivables from
farmers in Brazil for the years ended December 31, 2019 and
2018 was $186 million and $215 million, respectively. The table
below summarizes Bunge’s recorded investment in long-term
receivables from farmers in Brazil and the related allowance
amounts.

13. OTHER CURRENT LIABILITIES

Other current liabilities consist of the following:

(US$ in millions)

Accrued liabilities
Unrealized losses on derivative contracts at fair value
Advances on sales
Other

Total

14. INCOME TAXES

(US$ in millions)

For which an allowance has

been provided:
Legal collection process(1)
Renegotiated amounts(2)
For which no allowance has

been provided:
Legal collection process(1)
Renegotiated amounts(2)
Other long-term receivables

DECEMBER 31, 2019

RECORDED
INVESTMENT

ALLOWANCE

RECORDED
INVESTMENT

$ 95
11

50
5
4

$85
11

-
-
-

$105
17

51
10
16

Bunge operates globally and is subject to the tax laws and
regulations of numerous tax jurisdictions and authorities, as

DECEMBER 31, 2018 well as tax agreements and treaties among these jurisdictions.

ALLOWANCE

$ 89
17

-
-
-

Bunge’s income tax provision is impacted by, among other
factors, changes in tax laws, regulations, agreements and
treaties, currency exchange rates, and Bunge’s profitability in
each tax jurisdiction.

Bunge has elected to use the U.S. federal income tax rate to
reconcile the actual provision for income taxes.

The components of Income (loss) from continuing operations
before income tax are as follows:

Total

$165

$96

$199

$106

(1) All amounts in legal process are considered past due upon initiation of legal action.

(2) All renegotiated amounts are current on repayment terms.

(US$ in millions)

United States
Non-United States

Total

F-24

YEAR ENDED DECEMBER 31,
2017
2018

2019

$

(4)
(1,201)

$233
223

$(1,205)

$456

$ 21
209

$230

YEAR ENDED
DECEMBER 31,

2019

$106
6
(11)
(2)
(3)

$ 96

2018

$113
20
(8)
(2)
(17)

$106

DECEMBER 31,
2018

2019

$ 602
766
411
476

$ 618
1,192
405
287

$2,255

$2,502

2019 Bunge Annual Report

F-25

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

14. INCOME TAXES (Continued)

The components of the Income tax expense (benefit) are:

The primary components of the deferred tax assets and
liabilities and the related valuation allowances are as follows:

(US$ in millions)

Current:
United States
Non-United States

Deferred:
United States
Non-United States

YEAR ENDED DECEMBER 31,
2017
2018

2019

$ 32
78

110

$ 33
140

173

(25)
1

(24)

4
2

6

$ 45
34

79

20
(43)

(23)

Total

$ 86

$179

$ 56

Reconciliation of the Income tax expense (benefit) if computed
at the U.S. Federal income tax rate to Bunge’s reported Income
tax expense (benefit) is as follows:

(US$ in millions)

YEAR ENDED DECEMBER 31,
2017
2018

2019

Income (loss) from continuing operations

before income tax

Income tax rate

$(1,205)
21%

$456

$230

21%

35%

(US$ in millions)

Deferred income tax assets:
Net operating loss carryforwards
Operating lease obligations
Employee benefits
Tax credit carryforwards
Inventories
Accrued expenses and other

Total deferred tax assets
Less valuation allowances

DECEMBER 31,
2018

2019

$ 530
239
110
44
1
259

$ 781
-
116
12
-
340

1,183
(404)

1,249
(766)

Deferred tax assets, net of valuation allowance

779

483

Deferred income tax liabilities:
Property, plant and equipment
Operating lease assets
Undistributed earnings of affiliates
Investments
Intangibles
Inventories

Total deferred tax liabilities

Net deferred tax assets

286
239
9
13
119
-

666

233
-
6
16
100
26

381

$ 113

$ 102

Income tax expense at the U.S. Federal tax

rate

(253)

96

Adjustments to derive effective tax rate:
Foreign earnings taxed at different

statutory rates
Valuation allowances
Fiscal incentives(1)
Foreign exchange on monetary items
Tax rate changes
Non-deductible expenses
Uncertain tax positions
Deferred balance adjustments
Equity distributions, net
Transition tax
Tax exempt investments
Tax credits
Incremental tax on future distributions
State taxes
Goodwill impairment - Loders
Losses on Brazilian sugar and bioenergy

contribution to joint venture

Other

(66)
66
(43)
12
(8)
11
(29)
(5)
(7)
(11)
-
(7)
-
3
28

379
16

24
114
(43)
24
4
8
22
-
(31)
(15)
-
(5)
(26)
8
-

-
(1)

Income tax (benefit) expense

$

86

$179

80

As of December 31, 2019, Bunge has determined it has
unremitted earnings that are considered to be indefinitely
reinvested of approximately $183 million and accordingly, no
provision for income taxes has been made. If these earnings
were distributed in the form of dividends or otherwise, Bunge
(38) would be subject to income taxes in the form of withholding
43
taxes to the recipient for an amount of approximately
(42)
$37 million.
(9)
(62) At December 31, 2019, Bunge’s pre-tax loss carryforwards
27
totaled $2,011 million, of which $1,488 million have no
(48)
expiration, including loss carryforwards of $713 million in Brazil.
(4) While loss carryforwards in Brazil can be carried forward
-
indefinitely, annual utilization is limited to 30% of taxable
105
income calculated on an entity by entity basis as Brazil tax law
(14)
does not allow consolidated tax filings. As a result, realization
(8)
of these carryforwards may take in excess of five years. At
27
December 31, 2018, Bunge’s pre-tax loss carryforwards totaled
(4)
$2,909 million, of which $2,340 million had no expiration,
-
including loss carryforwards of $1,434 million in Brazil. The
decrease in pre-tax loss carryforwards from 2018 to 2019 is
primarily attributable to the contribution of the Company’s
Brazilian sugar and bioenergy operations to the newly formed
BP Bunge Bioenergia joint venture.

-
3

$ 56

(1) Fiscal incentives predominantly relate to investment incentives in Brazil that are
exempt from Brazilian income tax.

The remaining tax loss carryforwards expire at various periods
beginning in 2020 through the year 2038.

F-25

F-26

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

14. INCOME TAXES (Continued)

Income Tax Valuation Allowances – Bunge records valuation
allowances when current evidence does not suggest that some
portion or all of its deferred tax assets will be realized. The
ultimate realization of deferred tax assets depends primarily on
Bunge’s ability to generate sufficient timely future income of
the appropriate character in the appropriate taxing jurisdiction.

As of December 31, 2019 and 2018, Bunge has recorded
valuation allowances of $404 million and $766 million,
respectively. The net decrease of $362 million is primarily
attributable to the contribution of the Company’s Brazilian
sugar and bioenergy operations to the newly formed BP Bunge
Bioenergia joint venture.

Unrecognized Tax Benefits – ASC Topic 740 requires applying a
‘‘more likely than not’’ threshold to the recognition and
de-recognition of tax benefits. Accordingly, Bunge recognizes
the amount of tax benefit that has a greater than 50 percent
likelihood of being ultimately realized upon settlement. At
December 31, 2019 and 2018, respectively, Bunge had recorded
unrecognized tax benefits of $51 million and $120 million in
Other non-current liabilities and $2 million and $0 million in
Current liabilities in its consolidated balance sheets. During
2019, 2018 and 2017, respectively, Bunge recognized $(11)
million, $(4) million and $(9) million of interest and penalty
charges in Income tax expense (benefit) in the consolidated
statements of income. At December 31, 2019 and 2018,
respectively, Bunge had included accrued interest and
penalties of $12 million and $23 million within the related tax
liability line in the consolidated balance sheets. A reconciliation
of the beginning and ending amount of unrecognized tax
benefits follows:

Bunge, through its subsidiaries, files income tax returns in the
United States (federal and various states) and non-United
States jurisdictions. The table below reflects the tax years for
which Bunge is subject to income tax examinations by tax
authorities:

North America
South America
Europe
Asia-Pacific

OPEN TAX YEARS

2014 - 2019
2013 - 2019
2006 - 2019
2006 - 2019

As of December 31, 2019, Bunge’s Brazilian subsidiaries have
received income tax and penalty assessments through 2016 of
approximately 5,464 million Brazilian reais (approximately
$1,356 million), plus applicable interest on the outstanding
amount. Bunge has recorded unrecognized tax benefits related
to these assessments of 7 million Brazilian reais (approximately
$2 million) as of December 31, 2019.

In addition, as of December 31, 2019, Bunge’s Argentine
subsidiary had received income tax assessments relating to
2006 through 2009 of approximately 1,276 million Argentine
pesos (approximately $21 million), plus applicable interest on
the outstanding amount of approximately 6,270 million
Argentine pesos (approximately $104 million).

Management, in consultation with external legal advisors,
believes that it is more likely than not that Bunge will prevail
on the proposed assessments (with the exception of
unrecognized tax benefits discussed above) in Brazil and
Argentina and is vigorously defending its position against these
assessments.

2019

2018

2017

$390

$421

$409

Bunge made cash income tax payments, net of refunds
received, of $123 million, $(1) million and $89 million during the
years ended December 31, 2019, 2018, and 2017 respectively.

(US$ in millions)

Balance at January 1,
Additions based on tax positions related to the

current year

Additions based on tax positions related to prior

years

Reductions for tax positions of prior years
Settlements with tax authorities
Expiration of statute of limitations
Reductions due to dispositions
Foreign currency translation

2

41

34

7
(27)
(26)
(11)
(19)
(5)

21
(54)
(1)
(19)
-
(19)

13
(43)
-
(32)
-
40

Balance at December 31,

$311

$390

$421

Bunge believes that it is reasonably possible that approximately
$25 million of its unrecognized tax benefits may be recognized
by the end of 2021 as a result of a lapse of the statute of
limitations or resolution with the tax authorities.

On December 22, 2017, H.R. 1, commonly known as the ‘‘Tax
Cuts and Jobs Act’’ (the ‘‘Tax Act’’) was signed into U.S. law.
As a result of the Tax Act and in accordance with SEC Staff
Accounting Bulletin 118 (‘‘SAB 118’’), Bunge recognized a
provisional tax expense of $60 million in the fourth quarter of
2017 related to the one-time transition tax (‘‘Transition Tax’’),
the revaluation of deferred tax assets and liabilities, and the
accrual of incremental withholding taxes on future repatriation
of earnings to the United States.

In the fourth quarter of 2018, Bunge completed its analysis of
the impact of the Tax Act in conjunction with filing of its 2017
U.S. income tax return, assessment of additional documentation
to determine the Transition Tax, and analysis of U.S. Treasury
guidance on the Tax Act. As a result, Bunge recorded a tax
benefit of $26 million, primarily related to the ability to utilize

F-26

2019 Bunge Annual Report

F-27

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

14. INCOME TAXES (Continued)

additional foreign tax credits to offset future repatriation of
earnings to the United States.

Bunge has elected to account for any Global Intangible
Low-Taxed Income (‘‘GILTI’’) inclusion as a current period
expense when incurred.

15. FAIR VALUE MEASUREMENTS

uses short and long-term debt to fund operating requirements.
Trade accounts receivable, trade accounts payable, and
short-term debt are stated at their carrying value, which is a
reasonable estimate of fair value. See Note 4 for trade
structured finance program, Note 12 for long-term receivables
from farmers in Brazil, net and other long-term investments,
Note 18 for long-term debt, and Note 20 for employee benefit
plans. Bunge’s financial instruments also include derivative
instruments and marketable securities, which are stated at fair
value.

Bunge’s various financial instruments include certain
components of working capital such as trade accounts
receivable and trade accounts payable. Additionally, Bunge

For a definition of fair value and the associated fair value
levels, refer to Note 1, Nature of Business, Basis of Presentation
and Significant Accounting Policies.

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

DECEMBER 31, 2019

DECEMBER 31, 2018

(US$ in millions)

LEVEL 1

LEVEL 2

LEVEL 3

TOTAL

LEVEL 1 LEVEL 2 LEVEL 3 TOTAL

Assets:
Readily marketable inventories (Note 5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized gain on derivative contracts(1):

Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Freight . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Energy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

-

$3,703

$231

$3,934

$

-

$4,286

$246

$4,532

-
-
34
10
56
47

45
331
481
-
-
370

-
-
9
-
-
-

45
331
524
10
56
417

-
-
128
6
30
67

6
473
407
-
-
98

-
-
18
6
-
-

6
473
553
12
30
165

Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$147

$4,930

$240

$5,317

$231

$5,270

$270

$5,771

Liabilities:
Trade accounts payable(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Unrealized loss on derivative contracts(4):

Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Freight . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Energy . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

-

$ 347

$ 31

$ 378

$

-

$ 394

$ 47

$ 441

-
-
49
10
26
-

4
257
388
-
-
-

-
-
31
-
2
-

4
257
468
10
28
-

-
-
152
13
43
-

42
499
446
-
-
-

-
-
23
6
1
-

42
499
621
19
44
-

Total liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 85

$ 996

$ 64

$1,145

$208

$1,381

$ 77

$1,666

(1) Unrealized gains on derivative contracts are generally included in Other current assets. There were $39 million and $3 million included in Other non-current assets at
December 31, 2019 and December 31, 2018, respectively.

(2) Other includes the fair values of marketable securities and investments in Other current assets and Other non-current assets.

(3) These payables are hybrid financial instruments for which Bunge has elected the fair value option.

(4) Unrealized losses on derivative contracts are generally included in Other current liabilities. There were $1 million and $33 million included in Other non-current liabilities at
December 31, 2019 and December 31, 2018, respectively.

F-27

F-28

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

15. FAIR VALUE MEASUREMENTS (Continued)

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
consolidated balance sheets and 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 consolidated balance sheets and
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
sale contracts are classified as derivatives along with other
OTC derivative instruments relating primarily 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 are comprised of
government treasury securities, corporate debt 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 and classified as level 2.

Level 3 Measurements

The following relates to Level 3 measurements. An instrument
may transfer into or out of Level 3 due to inputs becoming
either observable or unobservable.

Level 3 Readily marketable inventories and other – The significant
unobservable inputs resulting in Level 3 classification for RMI,
physically settled forward purchase and sale 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
sale contracts and contracted prices to value freight, premiums
and discounts in its contracts. Movements in the price of these
unobservable inputs alone would not 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.

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 years
ended December 31, 2019 and 2018. These instruments were
valued using pricing models that management believes reflect

F-28

2019 Bunge Annual Report

F-29

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

15. FAIR VALUE MEASUREMENTS (Continued)

the assumptions that would be used by a marketplace
participant.

(US$ in millions)

Balance, January 1, 2019
Total gains and losses

(realized/unrealized)
included in Cost of goods
sold(1)
Purchases
Sales
Issuances
Settlements
Transfers into Level 3
Transfers out of Level 3

Balance, December 31,

2019

YEAR ENDED DECEMBER 31, 2019

READILY

TRADE

MARKETABLE DERIVATIVES, ACCOUNTS
NET
INVENTORIES

PAYABLE

TOTAL

$

246

$ (6)

$ (47)

$

193

310
2,002
(2,935)
-
-
884
(276)

(24)
-
-
(1)
7
-
-

23
(458)
-
-
462
(32)
21

$ 231

$(24)

$ (31)

(1) Readily marketable inventories, derivatives, net and trade accounts payable, include
gains/(losses) of $214 million, $(25) million and $0 million, respectively, that are
attributable to the change in unrealized gains/(losses) relating to Level 3 assets and
liabilities still held at December 31, 2019.

(US$ in millions)

Balance, January 1, 2018
Total gains and losses

(realized/unrealized)
included in Cost of goods
sold(1)
Purchases
Sales
Issuances
Settlements
Transfers into Level 3
Transfers out of Level 3

Balance, December 31,

2018

YEAR ENDED DECEMBER 31, 2018

READILY

TRADE

MARKETABLE DERIVATIVES, ACCOUNTS
NET
INVENTORIES

PAYABLE

$

365

$ 2

$(116)

$

251

144
1,770
(2,585)
-
-
774
(222)

(11)
12
-
(11)
13
(10)
(1)

26
(294)
-
-
434
(79)
(18)

159
1,488
(2,585)
(11)
447
685
(241)

$ 246

$ (6)

$ (47)

$ 193

(1) Readily marketable inventories, derivatives, net and trade accounts payable, includes
gains/(losses) of $72 million, $(24) million and $0 million, respectively, that are
attributable to the change in unrealized gains/(losses) relating to Level 3 assets and
liabilities still held at December 31, 2018.

16. 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 in the financial statements
(‘‘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.

(1)
469
852
(255)

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

309
1,544
(2,935) 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 an increase in
the fair value of the derivative will be substantially offset by the
earnings effect of the increase 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), 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.

TOTAL

$ 176

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 December 2020.
Of the amount currently in Accumulated other comprehensive
income (loss), $5 million is expected to be reclassified to
earnings in the next twelve months.

Cash flow hedges of commodity risk – The Company manages
commodity price risk on certain forecasted purchases and
sales with commodity futures. The change in the value of the
future is classified in Accumulated other comprehensive
income (loss) until the transaction affects earnings, at which
time the change in value of the commodity future is
reclassified to Net sales or Cost of goods sold. At
December 31, 2019, the Company had no open cash flow
hedges of commodity risk.

Net investment hedges – The Company hedges the currency risk
of certain of its foreign subsidiaries with currency forwards and
intercompany loans 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.

F-29

F-30

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

16. DERIVATIVE INSTRUMENTS AND HEDGING
ACTIVITIES (Continued)

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)

Hedging instrument type:
Fair value hedges of
interest rate risk
Carrying value of hedged

debt

Cumulative adjustment to
long-term debt from
application of hedge
accounting

Interest rate swap –
notional amount
Fair value hedges of

currency risk
Carrying value of hedged

debt

Cross currency swap –
notional amount
Cash flow hedges of

currency risk
Foreign currency

forward – notional
amount

Foreign currency option –

notional amount
Net investment hedges

Foreign currency

forward – notional
amount

Carrying value of

non-derivative hedging
instrument

DECEMBER 31,
2019

DECEMBER 31,
2018

UNIT OF
MEASURE

$2,279

$2,229

$ Notional

$

37

$2,249

$ 281

$ 281

$

$

99

75

$ (29)

$ Notional

$2,266

$ Notional

$ 312

$ 313

$ Notional

$ Notional

$

$

50

-

$ Notional

$ Notional

$ 928

$1,888

$ Notional

$ 895

$ 912

$ 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 gains (losses)
when hedging monetary exposures.

Agricultural commodity derivatives are used primarily to
manage 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 (‘‘FFA’’) 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 and equity derivatives to manage 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.

F-30

2019 Bunge Annual Report

F-31

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

16. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Continued)

The table below summarizes the volume of economic derivatives as of December 31, 2019 and December 31, 2018. 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.

DECEMBER 31,

2019

2018

LONG

(SHORT)

LONG

(SHORT)

UNIT OF
MEASURE

Interest rate
Swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
FRAs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Currency
Forwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Futures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Options . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Agricultural commodities
Forwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Futures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Options . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Ocean freight
FFA . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
FFA options . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Natural gas
Swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Futures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Energy – other
Forwards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Futures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Swaps . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other
Swaps and futures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$
$

$
$
$
$

4,062
213

7,164
191
-
132

$
$

$
$
$
$

(39)
(418)

(9,983)
(170)
(16)
(157)

$
$

$
$
$
$

3,349
139

13,713
127
-
869

$
$

$
$
$
$

(13,701)
(535)
(16)
(919)

(111)
(149)

$ Notional
$ Notional

27,914,141
-
-
-

(25,321,595)
(1,114,704)
(1,960,051)
(115,232)

25,523,840
-
4,136,525
718,709

(29,314,930)
(9,908,728)
-
-

$ Notional
$ Notional
$ Notional
Delta

Metric Tons
Metric Tons
Metric Tons
Metric Tons

Hire Days
Hire Days

MMBtus
MMBtus

(90)
-

-
-

-
(29,367)
-

Metric Tons
Metric Tons
Metric Tons

-
42

(133)
-

215,640
2,802,500

5,534,290
-
239,836

-
-

-
-
-

-
302

1,205,687
2,268,190

5,536,290
-
188,800

$

50

$

(14)

$

52

$

-

$ Notional

F-31

F-32

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

16. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES (Continued)

The Effect of Derivative Instruments and Hedge Accounting on the Consolidated Statements of Income

The tables below summarize the net effect of derivative instruments and hedge accounting on the consolidated statements of
income for the years ended December 31, 2019, 2018 and 2017.

GAIN (LOSS) RECOGNIZED IN
INCOME ON DERIVATIVE
INSTRUMENTS

YEAR ENDED DECEMBER 31,

2019

2018

2017

(US$ in millions)

Income statement classification
Net sales
Hedge accounting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cost of goods sold
Hedge accounting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Economic hedges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Type of derivative

Foreign currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (3)

Foreign currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Commodities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

-
20
172
(50)
46

Total Cost of goods sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 188

Interest expense
Hedge accounting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Economic hedges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total Interest expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Foreign exchange gains (losses)
Hedge accounting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Economic hedges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Foreign currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign currency . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Total Foreign exchange gains (losses). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (12)
(10)

$ (22)

$ 11
33

$ 44

Other comprehensive income (loss)
Gains and losses on derivatives used as fair value hedges of foreign currency risk included in other

comprehensive income (loss) during the period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (1)

Gains and losses on derivatives used as cash flow hedges of foreign currency risk included in other

comprehensive income (loss) during the period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 15

Gains and losses on derivatives used as cash flow hedges of commodity price risk included in other

comprehensive income (loss) during the period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 20

Gains and losses on derivatives used as net investment hedges included in other comprehensive income (loss)

during the period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (47)

Foreign currency gains and losses on intercompany loans used as net investment hedges included in other

comprehensive income (loss) during the period. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 17

Amounts released from Accumulated other comprehensive income (loss) during the period
Cash flow hedge of foreign currency risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Cash flow hedge of commodity risk . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (5)
$ (20)

(1) Other includes the results from freight, energy and other derivatives.

F-32

$

$

(2)

1
-
(220)
506
(25)

$ 262

$

$

(6)
(1)

(7)

$ (10)
34

$ 24

$

$

$

1

(2)

-

$ 48

$ 52

$
$

-
-

$

$

-

-
-
(1)
676
9

$ 684

$ 13
-

$ 13

$

-
22

$ 22

$

-

$ 14

$

$

-

(8)

$(111)

$ 37
-
$

2019 Bunge Annual Report

F-33

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

17. SHORT-TERM DEBT AND CREDIT FACILITIES

18. LONG-TERM DEBT AND CREDIT FACILITIES

Bunge’s short-term borrowings are typically sourced from
various banking institutions and the U.S. commercial paper
market. Bunge also borrows from time to time in local
currencies in various foreign jurisdictions. Interest expense
includes facility commitment fees, amortization of deferred
financing costs, and charges on certain lending transactions.
The weighted-average interest rate on short-term borrowings at
December 31, 2019 and 2018 was 13.83% and 6.98%,
respectively.

(US$ in millions)

Lines of credit:
Unsecured, variable interest rates from 2.63% to 60.00%

Total short-term debt(1)

DECEMBER 31,
2018

2019

$771

$771

$750

$750

(1) Includes $348 million and $136 million of local currency borrowings in certain Central
and Eastern European, South American and Asia-Pacific countries at a weighted average
interest rate of 27.16% and 23.61% as of December 31, 2019 and December 31, 2018,
respectively.

Bunge’s commercial paper program is supported by committed
back-up bank credit lines (the ‘‘Liquidity Facility’’) equal to the
amount of the commercial paper program provided by lending
institutions that are required to be rated at least A-1 by
Standard & Poor’s and P-1 by Moody’s Investor Services. The
cost of borrowing under the Liquidity Facility would typically be
higher than the cost of issuance under our commercial paper
program. At December 31, 2019, no borrowings were
outstanding under the commercial paper program and no
borrowings were outstanding under the Liquidity Facility. The
Liquidity Facility is our only revolving credit facility that requires
lenders to maintain minimum credit ratings.

In addition to the committed facilities discussed above, from
time-to-time, Bunge Limited and/or its financing subsidiaries
enter into uncommitted bilateral short-term credit lines as
necessary based on its financing requirements. At
December 31, 2019 and 2018, there were no borrowings
outstanding under these bilateral short-term credit lines. Loans
under such credit lines are non-callable by the respective
lenders. In addition, Bunge’s operating companies had
$771 million in short-term borrowings outstanding from local
bank lines of credit at December 31, 2019 to support working
capital requirements.

Long-term debt obligations are summarized below.

(US$ in millions)

DECEMBER 31,
2018

2019

Revolving credit facility expiring 2022(1)
Term loan due 2019 - fixed Yen interest rate of 0.96%

$

(Tranche B)

Term loan due 2024 - three-month Yen LIBOR plus

0.75% (Tranche A)(2)

Term loan due 2024 - three-month LIBOR plus 1.30%

(Tranche B)(2)

3.50% Senior Notes due 2020
3.00% Senior Notes due 2022
1.85% Senior Notes due 2023 - Euro
4.35% Senior Notes due 2024
3.25% Senior Notes due 2026
3.75% Senior Notes due 2027
Other

Subtotal

Less: Current portion of long-term debt

Total long-term debt(3)

-

-

281

89
499
398
899
596
696
595
170

$ 500

54

258

85
498
397
916
595
695
594
30

4,223
(507)

4,622
(419)

$3,716

$4,203

(1) On December 16, 2019, Bunge extended the existing three-year revolving credit
facility totaling $1.75 billion, scheduled to mature on December 12, 2020, for two
additional years, to December 12, 2022.

(2) On July 1, 2019, Bunge refinanced its unsecured Japanese yen 28.5 billion and
$85 million Term Loan Agreement, dated as of December 12, 2014, which extends the maturity
date to July 1, 2024.

(3) Includes secured debt of $15 million and $17 million at December 31, 2019 and
December 31, 2018, respectively.

The fair values of long-term debt, including current portion are
calculated based on interest rates currently available on
comparable maturities to companies with credit standing
similar to that of Bunge. The carrying amounts and fair values
of long-term debt are as follows:

DECEMBER 31, 2019

DECEMBER 31, 2018

CARRYING
VALUE

FAIR
VALUE
(LEVEL 2)

CARRYING
VALUE

FAIR
VALUE
(LEVEL 2)

$4,223

$4,319

$4,622

$4,584

(US$ in millions)

Long-term debt,

including current
portion

On December 16, 2019, Bunge entered into an amendment and
restatement agreement (the ‘‘Amendment and Restatement
Agreement’’) which amends and extends its unsecured
$1.75 billion revolving credit facility entered into on
December 12, 2017 (as amended by the Amendment and
Restatement Agreement, the ‘‘Revolving Credit Facility’’), adding
a sustainability-linked mechanism to the facility. Through the

F-33

F-34

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

18. LONG-TERM DEBT AND CREDIT FACILITIES
(Continued)

Principal Maturities – Principal maturities of long-term debt at
December 31, 2019 are as follows:

sustainability-linked mechanism, the interest rate under the
Revolving Credit Facility is tied to five sustainability
performance targets that highlight and measure Bunge’s
continued advancement of its sustainability initiatives across
the following three areas: 1) reducing greenhouse gas
emissions by improving industrial efficiency; 2) increasing
traceability for main agricultural commodities; and
3) supporting increasing levels of adoption of sustainable
practices across the wider soybean and palm supply chain.
Bunge may from time to time, with the consent of the agent,
request one or more of the existing lenders or new lenders to
increase the total commitments in an amount not to exceed
$250 million pursuant to an accordion provision set forth in the
Revolving Credit Facility. Pursuant to the Amendment and
Restatement Agreement, the Revolving Credit Facility will
mature on December 12, 2022. Borrowings under the Revolving
Credit Facility will bear interest at LIBOR plus a margin, which
will vary from 0.30% to 1.30%, based on the senior long-term
unsecured debt ratings provided by Moody’s Investors
Services Inc. and S&P Global Ratings. Amounts under the
Revolving Credit Facility that remain undrawn are subject to a
commitment fee payable quarterly in arrears at a rate of 35%
of the margin specified above, which will vary based on the
rating level at each such quarterly payment date. Bunge also
will pay a fee that will vary from 0.10% to 0.40% based on its
utilization of the Revolving Credit Facility. There were no
borrowings outstanding at December 31, 2019, under the
Revolving Credit Facility.

In November 2019, the $700 million credit facility maturing in
May 2023 was converted into a term loan and then transferred
to the recently formed joint venture, BP Bunge Bioenergia, on a
non-recourse basis.

At December 31, 2019, Bunge had $4,315 million of unused
and available borrowing capacity under its committed
long-term credit facilities with a number of lending institutions.

Certain property, plant and equipment and investments in
consolidated subsidiaries having a net carrying value of
approximately $45 million at December 31, 2019 have been
mortgaged or otherwise collateralized against long-term debt of
$16 million at December 31, 2019.

(US$ in millions)

2020
2021
2022
2023
2024
Thereafter

Total(1)

$ 512
13
505
903
968
1,303

$4,204

(1) Excludes components of long-term debt attributable to fair value hedge accounting
of $37 million and deferred financing fees and unamortized premiums of $18 million.

Bunge’s credit facilities and certain senior notes require it to
comply with specified financial covenants related to minimum
net worth, minimum current ratio, a maximum debt to
capitalization ratio, and limitations on secured indebtedness.
Bunge was in compliance with these covenants at
December 31, 2019.

During the years ended December 31, 2019, 2018 and 2017,
Bunge paid interest, net of interest capitalized, of $327 million,
$306 million and $236 million, respectively.

19. 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’’) that provides for
funding of up to $800 million against receivables sold into the
Program. The Program is designed to enhance Bunge’s
financial flexibility by providing an additional source of liquidity
for its operations. In connection with the Program, certain of
Bunge’s U.S. and non-U.S. subsidiaries that originate trade
receivables may sell eligible receivables in their entirety on a
revolving basis to a consolidated bankruptcy remote special
purpose entity, Bunge Securitization B.V. (‘‘BSBV’’) formed
under the laws of the Netherlands. BSBV in turn sells such
purchased trade receivables to the administrative agent (acting
on behalf of the Purchasers) pursuant to a receivables transfer
agreement. In connection with these sales of accounts
receivable, Bunge receives a portion of the proceeds up front
and an additional amount upon the collection of the underlying
receivables, which is expected to be generally between 10%
and 15% of the aggregate amount of receivables sold through
the Program.

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
terminates on May 26, 2021. The trade receivables sold under

F-34

2019 Bunge Annual Report

F-35

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

19. TRADE RECEIVABLES SECURITIZATION PROGRAM
(Continued)

the program are subject to specified eligibility criteria, including
eligible currencies, and country and obligor concentration
limits. On February 19, 2019, Bunge exercised a portion of the
$300 million accordion feature under this program to increase
the aggregate size of the facility by $100 million to an
aggregate of $800 million.

(US$ in millions)

Receivables sold which were derecognized from Bunge’s

balance sheet

Deferred purchase price included in Other current assets

DECEMBER 31,
2018

2019

$801

$105

$826

$128

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.

(US$ in millions)

YEARS ENDED DECEMBER 31,

2019

2018

2017

Gross receivables sold

$10,120

$9,803

$10,022

Proceeds received in cash related to

transfer of receivables

$ 9,868

$9,484

$ 9,734

Cash collections from customers on

receivables previously sold

$ 8,434

$9,173

$ 9,659

Discounts related to gross receivables

sold included in SG&A

$

15

$

14

$

9

Non-cash activity for the program in the reporting period is
represented by the difference between gross receivables sold
and cash collections from customers on receivables previously
sold.

Bunge’s risk of loss following the sale of the trade receivables
is limited to the deferred purchase price (the ‘‘DPP’’), included
in Other current assets in the consolidated balance sheets (see
Note 6). The DPP will be repaid in cash as receivables are
collected, generally within 30 days. Delinquencies and credit
losses on trade receivables sold under the Program during the
years ended December 31, 2019, 2018 and 2017 were
insignificant.

20. EMPLOYEE BENEFIT PLANS

Certain United States, Canadian, European, Asian and
Brazilian-based subsidiaries of Bunge sponsor defined benefit
pension plans covering substantially all employees of the
subsidiaries. The plans provide benefits primarily based on

participant salaries and lengths of service. The funding policies
for Bunge’s defined benefit pension plans are determined in
accordance with statutory funding requirements. The most
significant defined benefit plan is in the United States.

Certain United States and Brazilian-based subsidiaries of
Bunge have benefit plans to provide postretirement healthcare
benefits to eligible retired employees of those subsidiaries. The
plans require minimum retiree contributions and define the
maximum amount the subsidiaries will be obligated to pay
under the plans. Bunge’s policy is to fund these costs as they
become payable.

Plan amendments and pension liability adjustment – In 2018,
Bunge’s Swiss defined benefit pension plan changed its local
pension provider, resulting in a change to its conversion rate.
This plan amendment resulted in a $13 million increase in
benefit obligation as of the year ended December 31, 2018.

On September 19, 2017, Bunge approved changes to certain
U.S. defined benefit pension plans. These changes freeze the
plans for future benefit accruals effective January 1, 2023, and
these plans are closed for participation for employees hired on
or after January 1, 2018. As a result, Bunge remeasured the
projected benefit obligations for these plans as of
September 30, 2017 and recognized a $31 million pension
curtailment gain and $18 million remeasurement loss, recorded
in Other comprehensive income, at September 30, 2017.

In addition, in 2017, the Company offered a voluntary early
retirement program to qualifying U.S. based salaried
employees. The employees that accepted the offer received an
enhanced retirement benefit in the defined benefit pension
plans. The Company incurred $10 million of additional defined
benefit expenses relating to the program as of December 31,
2017, which are reflected in the tables below.

Cost of Benefit Plans – Service cost is recognized in a period
determined as the actuarial present value of benefits attributed
by the pension benefit formula to services rendered by
employees during that period. Interest cost is the amount
recognized in a period determined as the increase in the
projected benefit obligation due to the passage of time. The
expected return on plan assets is determined based on the
expected long-term rate of return on plan assets and the
market-related value of plan assets. Amortization of net loss
represents the recognition in net periodic cost over several
periods of amounts previously recognized in Other
comprehensive income (loss). Service cost is included in the
same income statement line item as other compensation costs
arising from services rendered during the period, while the
other components of net periodic benefit pension cost are
presented separately in Other income (expense), net.

F-35

F-36

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

20. EMPLOYEE BENEFIT PLANS (Continued)

The components of net periodic benefit costs for defined
benefit pension plans and postretirement benefit plans are as
follows:

PENSION BENEFITS
DECEMBER 31,

POSTRETIREMENT
BENEFITS
DECEMBER 31,

(US$ in millions)

2019 2018

2017 2019 2018

2017

Service cost
Interest cost
Expected return on plan assets
Amortization of prior service cost
Amortization of net loss
Curtailment (gain) loss
Settlement loss recognized
Special termination benefit

$ 38
43
(47)
2
9
2
-
1

$ 39
40
(57)
1
9
(2)
4
-

$ 33
36
(46)
-
10
-
-
9

Net periodic benefit costs

$ 48

$ 34

$ 42

$ -
5
-
-
-
-
-
-

$5

$ -
5
-
-
-
-
-
-

$5

$ -
8
-
-
-
-
-
-

$8

Assumptions used in Pension Calculations – At December 31,
2019, a 7.2% annual rate of increase in the per capita cost of
covered healthcare benefits was assumed for 2019
postretirement benefit plan measurement purposes, decreasing
to 6.9% by 2038, and remaining at that level thereafter. At
December 31, 2018, a 7.7% annual rate of increase in the per
capita cost of covered healthcare benefits was assumed for
2018 postretirement benefit plan measurement purposes,
decreasing to 7.4% by 2038, and remaining at that level
thereafter.

A one-percentage point change in assumed healthcare cost
trend rates would have the following effects:

(US$ in millions)

Effect on total service and

interest cost

Effect on postretirement benefit

obligation

ONE-PERCENTAGE
POINT INCREASE

ONE-PERCENTAGE
POINT DECREASE

$ -

$5

$ -

$(4)

The weighted-average actuarial assumptions used in
determining the benefit obligation under the defined benefit
pension and postretirement benefit plans are as follows:

PENSION BENEFITS
DECEMBER 31,

POSTRETIREMENT
BENEFITS
DECEMBER 31,

2019

2018

2019

2018

2.8%

3.7%

6.1%

8.3%

Discount rate
Increase in future compensation

levels

3.2%

3.2%

N/A

N/A

The weighted-average actuarial assumptions used in
determining the net periodic benefit cost under the defined
benefit pension and postretirement benefit plans are as follows:

PENSION BENEFITS
DECEMBER 31,

POSTRETIREMENT
BENEFITS
DECEMBER 31,

2019 2018

2017 2019 2018

2017

3.7% 3.4%

4.0%

8.3% 9.0% 10.8%

Discount rate
Expected long-term rate of

return on assets

5.1% 6.0%

6.2% N/A

N/A

N/A

Increase in future compensation

levels

3.2% 3.2%

3.2% N/A

N/A

N/A

The sponsoring subsidiaries select the expected long-term rate
of return on assets in consultation with their investment
advisors and actuaries. These rates are intended to reflect the
average rates of earnings expected on the funds invested or to
be invested to provide required plan benefits. The plans are
assumed to continue in effect as long as assets are expected
to be invested.

In estimating the expected long-term rate of return on assets,
appropriate consideration is given to historical performance for
the major asset classes held, or anticipated to be held, by the
applicable plan trusts and to current forecasts of future rates
of return for those asset classes. Cash flows and expenses are
taken into consideration to the extent that the expected returns
would be affected by them. As assets are generally held in
qualified trusts, anticipated returns are not reduced for taxes.

Plan Transfers In and Out – As a result of the March 1, 2018
Loders acquisition, there was a transfer into Bunge’s defined
benefit pension plan resulting in a $211 million increase in
benefit obligation and $181 million increase in the fair value of
plan assets during the year ended December 31, 2018. There
were no significant transfers into or out of Bunge’s employee
benefit plans during the year ended December 31, 2019.

F-36

2019 Bunge Annual Report

F-37

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

20. EMPLOYEE BENEFIT PLANS (Continued)

For the year ended December 31, 2018, there were settlements
to Bunge’s Swiss defined benefit pension plan as a result of
the GCP, resulting in a $28 million decrease in benefit
obligation, and a change to a defined contribution plan,
resulting in a $27 million decrease in benefit obligation. There
were no significant settlements in Bunge’s employee benefit
plans during the year ended December 31, 2019.

Pension Benefit Obligations and Funded Status – The following
table sets forth in aggregate the changes in the defined
benefit pension and postretirement benefit plans’ benefit
obligations, assets and funded status at December 31, 2019
and 2018. A measurement date of December 31 was used for
all plans.

(US$ in millions)

PENSION BENEFITS
DECEMBER 31,

POSTRETIREMENT
BENEFITS
DECEMBER 31,

2019

2018

2019

2018

Change in benefit obligations:
Benefit obligation at the beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Service cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Interest cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan amendments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan curtailments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Special termination benefits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actuarial (gain) loss, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employee contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net transfers in (out) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan settlements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expenses paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of foreign exchange rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,192
38
43
(3)
(5)
1
172
3
-
(2)
(49)
(2)
-

$1,073
39
40
16
(2)
-
(84)
3
213
(55)
(40)
(3)
(8)

Benefit obligation at the end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,388

$1,192

Change in plan assets:
Fair value of plan assets at the beginning of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Actual return on plan assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employer contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Employee contributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net transfers in (out) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Plan settlements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Benefits paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Expenses paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Impact of foreign exchange rates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 957
181
25
3
-
(2)
(49)
(2)
1

$ 896
(36)
18
3
181
(55)
(40)
(3)
(7)

$ 59
-
5
-
-
-
1
1
-
-
(8)
-
(2)

$ 56

$

-
-
7
1
-
-
(8)
-
-

Fair value of plan assets at the end of year . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,114

$ 957

$

-

Funded (unfunded) status and net amounts recognized:
Plan assets (less than) in excess of benefit obligation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (274)

$ (235)

$(56)

Net (liability) asset recognized in the balance sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (274)

$ (235)

$(56)

Amounts recognized in the balance sheet consist of:
Non-current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Current liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Non-current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$

14
(6)
(282)

$

11
(6)
(240)

$

-
(5)
(51)

Net liability recognized . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ (274)

$ (235)

$(56)

$ 67
-
5
-
-
-
1
1
-
-
(7)
-
(8)

$ 59

$ -
-
6
1
-
-
(7)
-
-

$ -

$(59)

$(59)

$ -
(6)
(53)

$(59)

F-37

F-38

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

20. EMPLOYEE BENEFIT PLANS (Continued)

Included in Accumulated other comprehensive income (loss)
for pension benefits at December 31, 2019 are the following
amounts that have not yet been recognized in net periodic
benefit costs: unrecognized prior service loss of $4 million
($3 million, net of tax) and unrecognized actuarial loss of
$213 million ($157 million, net of tax).

The accumulated benefit obligation for the defined pension
benefit plans was $1,304 million and $1,122 million at
December 31, 2019 and 2018, respectively. The following table
summarizes information related to aggregated defined benefit
pension plans with an accumulated benefit obligation in excess
of plan assets:

PENSION BENEFITS
DECEMBER 31,

2019

$1,252
$1,171
$ 964

2018

$978
$938
$758

Included in Accumulated other comprehensive income (loss)
for postretirement healthcare benefits at December 31, 2019 is
the following amount that has not yet been recognized in net
periodic benefit costs: unrecognized actuarial loss of $4 million
($3 million, net of tax).

(US$ in millions)

Projected benefit obligation
Accumulated benefit obligation
Fair value of plan assets

Bunge has aggregated certain defined benefit pension plans
for which the projected benefit obligations exceeds the fair
value of related plan assets with pension plans for which the
fair value of plan assets exceeds related projected benefit
obligations. The following table provides aggregated
information about pension plants with a projected benefit
obligation in excess of plan assets:

(US$ in millions)

Projected benefit obligation
Fair value of plan assets

PENSION BENEFITS
DECEMBER 31,

2019

2018

$1,252
$ 965

$1,073
$ 827

Pension Benefit Plan Assets – The objectives of the plans’ trust
funds are to sufficiently diversify plan assets to maintain a
reasonable level of risk without imprudently sacrificing returns,
with a target asset allocation of approximately 60% fixed
income securities and approximately 40% equities. Bunge
implements its investment strategy through a combination of
indexed mutual funds and a proprietary portfolio of fixed
income securities. Bunge’s policy is not to invest plan assets in
Bunge Limited shares. Plan investments are stated at fair value.
For a further definition of fair value and the associated fair
value levels, refer to Note 15.

The fair values of Bunge’s defined benefit pension plans’ assets at the measurement date, by category, are as follows:

DECEMBER 31, 2019

QUOTED PRICES
IN ACTIVE
MARKETS FOR
IDENTICAL ASSETS
(LEVEL 1)

SIGNIFICANT
OBSERVABLE
INPUTS
(LEVEL 2)

SIGNIFICANT
UNOBSERVABLE
INPUTS
(LEVEL 3)

$ -

-

34
31

$65

$ -

-

-
12

$12

(US$ in millions)

Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equities:

Mutual funds(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Fixed income securities:

Mutual funds(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

TOTAL

$

12

449

581
72

$

12

449

547
29

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$1,114

$1,037

F-38

2019 Bunge Annual Report

F-39

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

20. EMPLOYEE BENEFIT PLANS (Continued)

(US$ in millions)

Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Equities:

Mutual funds(1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Fixed income securities:

Mutual funds(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Others(3). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

TOTAL

$ 16

363

536
42

Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$957

DECEMBER 31, 2018

QUOTED PRICES
IN ACTIVE
MARKETS FOR
IDENTICAL ASSETS
(LEVEL 1)

SIGNIFICANT
OBSERVABLE
INPUTS
(LEVEL 2)

SIGNIFICANT
UNOBSERVABLE
INPUTS
(LEVEL 3)

$ 16

362

498
6

$882

$ -

1

38
20

$59

$ -

-

-
16

$16

(1) This category represents a portfolio of equity investments comprised of equity index funds that invest in U.S. equities and non-U.S. equities. The U.S. equities are comprised of
investments focusing on large, mid and small cap companies and non-U.S. equities are comprised of international, emerging markets, and real estate investment trusts.

(2) This category represents a portfolio of fixed income investments in mutual funds comprised of investment grade U.S. government bonds and notes, foreign government bonds, and
corporate bonds from diverse industries.

(3) This category represents a portfolio consisting of a mixture of hedge funds, bonds, real estate and insurance contracts.

Bunge expects to contribute $19 million and $5 million to its
defined benefit pension and postretirement benefit plans,
respectively, in 2020.

The following benefit payments, which reflect future service as
appropriate, are expected to be paid related to defined benefit
pension and postretirement benefit plans:

(US$ in millions)

2020
2021
2022
2023
2024
2025 and onwards

PENSION
BENEFIT PAYMENTS

POSTRETIREMENT
BENEFIT PAYMENTS

$ 62
52
53
55
58
309

$ 5
5
5
5
5
23

Employee Defined Contribution Plans – Bunge also makes
contributions to qualified defined contribution plans for eligible
employees. Contributions to these plans amounted to
$16 million, $10 million and $11 million during the years ended
December 31, 2019, 2018 and 2017, respectively.

21. RELATED PARTY TRANSACTIONS

Bunge annually purchases agricultural commodity products
from certain of its unconsolidated investees and other related
parties. Such related party purchases comprised between 2%
and 5% of total Cost of goods sold in each of the years ended
December 31, 2019, 2018 and 2017. Bunge also sells
agricultural commodity products to certain of its
unconsolidated investees and other related parties. Such
related party sales comprised between 1% and 2% of total Net
sales in each of the years ended December 31, 2019, 2018 and
2017.

In addition, Bunge receives services from and provides services
to its unconsolidated investees, including tolling, port handling,
administrative support, and other services. During the years
ended December 31, 2019, 2018 and 2017, such services were
not material to our consolidated results.

At December 31, 2019 and 2018, receivables and payables
related to the above related party transactions, and included in
Trade accounts receivable and Trade accounts payable,
respectively, in the consolidated balance sheets were not
material.

Bunge believes all transaction values to be similar to those that
would be conducted with third parties.

F-39

F-40

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

22. 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 the uncertainties are resolved
should the liability substantially exceed the amount of
provisions included in the consolidated balance sheets.
Included in Other non-current liabilities at December 31, 2019
and 2018 are the following amounts related to these matters:

(US$ in millions)

Non-income tax claims
Labor claims
Civil and other claims

Total

Brazil Indirect Taxes

DECEMBER 31,
2018

2019

$ 23
50
88

$161

$ 94
78
95

$ 267

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). The determination
of the manner in which various Brazilian federal, state and
municipal taxes apply to the operations of Bunge is subject to
different interpretations arising from the complex nature of
Brazilian tax law. In addition to the matter discussed below,
Bunge monitors other potential claims in Brazil regarding these
value-added taxes. In particular, Bunge monitors the Brazilian
federal and state governments’ responses to recent Brazilian
Supreme Court decisions invalidating on constitutional grounds
certain ICMS incentives and benefits granted by various states.
While Bunge was not a recipient of any of the incentives and
benefits that were the subject of these Supreme Court
decisions, it has received other similar tax incentives and
benefits which are being challenged before the Supreme Court.
In August 2017, Complementary Law 160/2017 (‘‘LC 160/2017’’)
was published, authorizing the states, through an agreement to
be reached within the framework of CONFAZ (National Council
of Fiscal Policy), to grant amnesty for tax debts arising from

existing tax benefits granted without previous CONFAZ
authorization and to maintain such existing benefits still in
force for up to 15 years. In December 2017, Interstate
Agreement ICMS 190/2017 was published to regulate
Complementary Law 160/2017, which endorsed the past
incentives granted by the Brazilian states at CONFAZ. The
states have validated their incentives in accordance with this
legislation. Considering that Bunge has not received any tax
assessment from the states that granted these incentives or
benefits related to their validity and, based on Bunge’s
evaluation of this matter as required by U.S. GAAP, no liability
has been recorded in the consolidated financial statements.

On February 13, 2015, Brazil’s Supreme Federal Court ruled in a
leading case that certain state ICMS tax credits for staple
foods (including soy oil, margarine, mayonnaise and wheat
flours) are unconstitutional. Bunge, like other companies in the
Brazilian food industry, is involved in several administrative and
judicial disputes with Brazilian states regarding these tax
credits. While the leading case does not involve Bunge the
leading case decision will be a precedent and should be
applicable to Bunge and other companies. Based on
management’s review of the ruling and its general application
to Bunge’s pending cases, management recorded a liability in
the fourth quarter of 2014. Since 2015, Bunge settled a portion
of its outstanding liabilities in amnesty programs in certain
Brazilian states. In October 2019, Bunge resolved outstanding
liabilities in the Brazilian state of Rio Grande do Sul. Bunge
paid 110 million Brazilian reais (approximately $27 million) in
December 2019 and will pay another 58 million Brazilian reais
(approximately $14 million) in 2020 or 2021.

As of December 31, 2019, the Brazilian federal and state
authorities have concluded examinations of the ICMS and PIS
COFINS tax returns and have issued outstanding claims (plus
applicable interest and penalties) of the following amounts:

(US$ in millions)

YEARS EXAMINED

DECEMBER 31,
2019

2018

ICMS
PIS/COFINS

1990 to Present
2004 through 2016

$221
$268

$264
$231

Argentina Export Tax

Since 2010, the Argentine tax authorities have been conducting
a review of income and other taxes paid by exporters and
processors of cereals and other agricultural commodities in the
country. In that regard, Bunge has been subject to a number of
assessments, proceedings, and claims related to its activities.
During 2011, Bunge’s subsidiary in Argentina paid $112 million
of accrued export tax obligations under protest and preserved
its rights with respect to such payment. In 2012, the Argentine
government suspended Bunge’s Argentine subsidiary from a

F-40

2019 Bunge Annual Report

F-41

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

22. COMMITMENTS AND CONTINGENCIES (Continued)

registry of grain traders. While the suspension has not had a
material adverse effect on Bunge’s business in Argentina, these
actions have resulted in additional administrative requirements
and increased logistical costs on domestic grain shipments
within Argentina. Bunge challenged these actions in the
Argentine courts and in December 2019 the Federal Chamber
of C ´ordoba ruled in favor of Bunge and reinstated Bunge into
the registry.

Labor claims – The labor claims are principally claims 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.

During the first quarter of 2017, Bunge received a notice from
the Brazilian Administrative Council for Economic Defense
(‘‘CADE’’) initiating an administrative proceeding against its
Brazilian subsidiary and two of its employees, certain of its
former employees, several other companies in the Brazilian
wheat milling industry, and others for alleged anticompetitive
activities in the north and northeast of Brazil. Additionally, in
the second quarter of 2018, Bunge received a notification from
CADE that it has extended the scope of an existing
administrative proceeding relating to alleged anticompetitive
practices in the Rio Grande port in Brazil to include certain of
Bunge’s Brazilian subsidiaries and certain former employees of
those subsidiaries. Bunge is defending against these actions;
however, the proceedings are at an early stage and Bunge
cannot, at this time, reasonably predict the ultimate outcome of
the proceedings or sanctions, if any, which may be imposed.

Guarantees – Bunge has issued or was a party to the following
guarantees at December 31, 2019:

(US$ in millions)

Unconsolidated affiliates guarantee(1)(2)
Residual value guarantee(3)

Total

MAXIMUM
POTENTIAL
FUTURE
PAYMENTS

$ 300
254

$554

(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, a Bunge subsidiary has guaranteed the obligations of
two of its affiliates and in connection therewith has secured its guarantee obligations
through a pledge of one of its affiliate’s shares plus loans receivable from the affiliate to
the financial institutions in the event that the guaranteed obligations are enforced.

Based on the amounts drawn under such debt facilities at December 31, 2019, Bunge’s
potential liability was $168 million, and it has recorded a $16 million obligation related
to these guarantees.

(2) Bunge has issued guarantees to certain third parties related to the performance of its
unconsolidated affiliates. The terms of the guarantees are equal to the completion date
of a port terminal which is expected to be completed in 2020. There are no recourse
provisions or collateral that would enable Bunge to recover any amounts paid under
these guarantees. At December 31, 2019, Bunge’s maximum potential future payments
under these performance guarantees was $46 million, and no obligation has been
recorded related to these guarantees.

(3) Bunge has issued guarantees to certain financial institutions which are party to
certain operating lease arrangements for railcars and barges. 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 2020 through 2026. At December 31,
2019, 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.

Bunge Limited has provided a guaranty 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.

In addition, Bunge Limited has provided full and unconditional
parent level guarantees of the outstanding indebtedness under
certain credit facilities entered into, and senior notes issued by
its 100% owned subsidiaries. At December 31, 2019, Bunge’s
consolidated balance sheet includes debt with a carrying
amount of $4,688 million related to these guarantees. This debt
includes the senior notes issued by two of Bunge’s 100%
owned finance subsidiaries, Bunge Limited Finance Corp. and
Bunge Finance Europe B.V. There are largely no restrictions on
the ability of Bunge Limited Finance Corp. and Bunge Finance
Europe B.V. or any other Bunge subsidiary to transfer funds to
Bunge Limited.

Commitments – At December 31, 2019, Bunge had
approximately $705 million of purchase commitments related to
inventories, $190 million of freight supply agreements, not
accounted for as leases, $42 million of power supply contracts,
$39 million of contractual commitments related to construction
in progress, and $89 million other purchase commitments and
obligations, such as take-or-pay contracts, throughput
contracts, and debt commitment fees.

23. REDEEMABLE NONCONTROLLING INTERESTS

In connection with the acquisition of a 70% ownership interest
in Loders, the Company has entered into a put/call
arrangement with the Loders’ minority shareholder and may be
required or elect to purchase the additional 30% ownership
interest in Loders within a specified time frame.

The Company classifies these redeemable equity securities
outside of permanent stockholders’ equity as the equity

F-41

F-42

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

23. REDEEMABLE NONCONTROLLING INTERESTS
(Continued)

securities are redeemable at the option of the holder. The
carrying amount of redeemable noncontrolling interests is the
greater of: (i) the initial carrying amount, increased or
decreased for the noncontrolling interests’ share of net income
or loss, equity capital contributions and distributions or (ii) the
redemption value. Any resulting increases in the redemption
amount, in excess of the initial carrying amount, increased or
decreased for the noncontrolling interests’ share of net income
or loss, equity capital contributions and distributions, are
affected by corresponding charges against Retained earnings.
Additionally, any such charges to Retained earnings will affect
Net income (loss) available to Bunge common shareholders as
part of Bunge’s calculation of earnings per common share.

24. EQUITY

Share Repurchase Program – In May 2015, Bunge established a
program for the repurchase of up to $500 million of Bunge’s
issued and outstanding common shares. The program has no
expiration date. Bunge did not repurchase any common shares
during the year ended December 31, 2019. Total repurchases
under the program from its inception in May 2015 through
December 31, 2019 were 4,707,440 shares for $300 million.

Cumulative Convertible Perpetual Preference Shares – Bunge has
6,899,683, 4.875% cumulative convertible perpetual preference
shares (convertible preference shares), par value $0.01
outstanding at December 31, 2019. Each convertible preference
share has an initial liquidation preference of $100 per share
plus accumulated unpaid dividends up to a maximum of an
additional $25 per share. As a result of adjustments made to
the initial conversion price because cash dividends paid on
Bunge Limited’s common shares exceeded certain specified
thresholds, each convertible preference share is convertible at
any time at the holder’s option into approximately 1.2224

common shares based on a conversion price of $81.8087 per
convertible preference share, subject in each case to certain
specified anti-dilution adjustments (which represents 8,434,172
Bunge Limited common shares at December 31, 2019).

If the closing market price of Bunge’s common shares equals
or exceeds 130% of the conversion price of the convertible
preference shares, for 20 trading days within any period of 30
consecutive trading days (including the last trading day of such
period), Bunge may elect to cause all outstanding convertible
preference shares to be automatically converted into the
number of common shares that are issuable at the conversion
price. The convertible preference shares are not redeemable by
Bunge at any time.

The convertible preference shares accrue dividends at an
annual rate of 4.875%. Dividends are cumulative from the date
of issuance and are payable, quarterly in arrears, on each
March 1, June 1, September 1 and December 1, when, as and
if declared by Bunge’s Board of Directors. The dividends may
be paid in cash, common shares or a combination thereof.
Accumulated but unpaid dividends on the convertible
preference shares will not bear interest. In each of the years
ended December 31, 2019, 2018 and 2017, Bunge recorded
$34 million of dividends, paid in cash, on its convertible
preference shares.

Pension liability adjustment – On September 19, 2017, Bunge
approved changes to certain U.S. defined benefit pension plans
(‘‘Plans’’). The changes were announced on September 26,
2017 to all U.S. employees of Bunge. These changes froze the
Plans for future benefit accruals effective January 1, 2023, and
these Plans are closed for participation for employees hired on
or after January 1, 2018. As a result, Bunge remeasured the
projected benefit obligations associated with the Plans as of
September 30, 2017 and recognized a $31 million pension
curtailment gain and $18 million remeasurement loss in Other
comprehensive income (loss).

F-42

2019 Bunge Annual Report

F-43

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

24. EQUITY (Continued)

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)

Balance January 1, 2017
Other comprehensive income (loss) before reclassifications
Amount reclassified from accumulated other comprehensive

income

Net-current period other comprehensive income (loss)

Balance, December 31, 2017
Other comprehensive income (loss) before reclassifications
Amount reclassified from accumulated other comprehensive

income (loss)

Net-current period other comprehensive income (loss)

Balance, December 31, 2018
Other comprehensive income (loss) before reclassifications
Amount reclassified from accumulated other comprehensive

income (loss)

Net-current period other comprehensive income (loss)

FOREIGN
EXCHANGE
TRANSLATION
ADJUSTMENT(1)

DEFERRED
GAINS (LOSSES)
ON HEDGING
ACTIVITIES

PENSION
AND OTHER

UNREALIZED

POSTRETIREMENT GAINS (LOSSES)

LIABILITY
ADJUSTMENTS

ON
INVESTMENTS

ACCUMULATED
OTHER
COMPREHENSIVE
INCOME (LOSS)

$ (5,734)
187

-

187

(5,547)
(1,119)

29

(1,090)

(6,637)
(119)

1,493

1,374

$ (102)
(105)

(37)

(142)

$ (244)
99

-

99

$ (145)
1

(26)

(25)

(145)
5

-

5

(140)
(16)

3

(13)

(153)
(24)

(14)

(38)

3
2

(4)

(2)

1
-

(1)

(1)

-
-

-

-

(5,978)
89

(41)

48

(5,930)
(1,036)

31

(1,005)

(6,935)
(142)

1,453

1,311

Balance, December 31, 2019

$(5,263)

$(170)

$(191)

$ -

$(5,624)

(1) Bunge has significant operating subsidiaries in Brazil, Argentina, North America, Europe and Asia-Pacific. The functional currency of Bunge’s subsidiaries is generally the local
currency. During the second quarter of 2018, it was determined that Argentina’s economy should be considered highly inflationary, and as such, beginning on July 1, 2018, Bunge’s
Argentine subsidiaries changed their functional currency from the Argentine peso to the U.S. Dollar. The assets and liabilities of these subsidiaries are translated into U.S. dollars from the
local currency at month-end exchange rates, and the resulting foreign currency translation gains (losses) are recorded in the consolidated balance sheets as a component of Accumulated other
comprehensive income (loss). This change in functional currency did not have a material impact on Bunge’s consolidated financial statements.

F-43

F-44

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

25. EARNINGS PER COMMON SHARE

The following table sets forth the computation of basic and
diluted earnings per common share:

(US$ in millions, except for
share data)

YEAR ENDED DECEMBER 31,

2019

2018

2017

Income (loss) from continuing

operations

$

(1,291) $

277 $

174

(2) The weighted-average common shares outstanding-diluted excludes approximately
7 million, 4 million and 4 million stock options and contingently issuable restricted stock
units, which were not dilutive and not included in the computation of earnings per share
for the years ended December 31, 2019, 2018 and 2017, respectively.

(3) Weighted-average common shares outstanding-diluted for the year ended
December 31, 2019, 2018 and 2017 excludes approximately 8 million weighted-average
common shares that are issuable upon conversion of the convertible preference shares
that were not dilutive and not included in the weighted-average number of common
shares outstanding, respectively.

Net (income) loss attributable
to noncontrolling interests
and redeemable
noncontrolling interests

Income (loss) from continuing
operations attributable to
Bunge

Convertible preference share

dividends

Adjustment of redeemable
noncontrolling interest(1)

Income (loss) from discontinued

operations, net of tax

Net income (loss) available to

Bunge common shareholders -
Basic and diluted

$

11

(20)

(14)

(1,280)

(34)

(8)

-

257

(34)

-

10

160

(34)

-

-

(1,322) $

233 $

126

Weighted-average number of

common shares outstanding:

Basic
Effect of dilutive shares:
- stock options and awards(2)
- convertible preference

shares(3)

Diluted

Basic earnings (loss) per

common share:
Net income (loss) from
continuing operations
Net income (loss) from

discontinued operations

Net income (loss) attributable

to Bunge common
shareholders - basic

Diluted earnings (loss) per

common share:
Net income (loss) from
continuing operations
Net income (loss) from

discontinued operations

Net income (loss) attributable

to Bunge common
shareholders - diluted

141,492,289 140,968,980

140,365,549

-

-

734,803

899,528

-

-

141,492,289 141,703,783

141,265,077

$

$

$

$

(9.34) $

1.58 $

0.90

-

0.07

-

(9.34) $

1.65 $

0.90

(9.34) $

1.57 $

0.89

-

0.07

-

(9.34) $

1.64 $

0.89

(1) The redemption value adjustment of the Company’s redeemable noncontrolling
interest is deducted from income (loss) as discussed further in Note 23. Redeemable
Noncontrolling Interests.

26. SHARE-BASED COMPENSATION

For the years ended December 31, 2019, 2018 and 2017, Bunge
recognized approximately $39 million, $46 million and
$29 million, respectively, of total compensation expense for
awards classified as equity awards related to its stock option
and restricted stock unit awards.

In 2019, 2018 and 2017, Bunge granted equity awards under
the 2016 Equity Incentive Plan (the ‘‘2016 EIP’’), a shareholder
approved plan. Under the 2016 EIP, the Compensation
Committee of Bunge’s Board of Directors may grant equity
based awards to officers, employees, consultants and
independent contractors in the form of stock options, restricted
stock units (performance based or time-vested) or other equity
based awards. The 2016 EIP replaced the 2009 Equity Incentive
Plan (the ‘‘2009 EIP’’), also a shareholder approved plan, under
which, beginning May 26, 2016, no further awards may be
granted. Shares issued under the 2016 EIP may consist, in
whole or in part, of authorized and unissued shares, treasury
shares or shares reacquired by the Company in any manner, or
a combination thereof.

Stock Option Awards – Options to purchase Bunge Limited
common shares are granted with an exercise price equal to the
grant date fair market value of Bunge common stock, vest over
service periods that generally range from one to three years,
and expire 10 years from the date of grant. Vesting may be
accelerated in certain circumstances as provided in the plans
or associated award agreements. Grant date fair value is
recognized as compensation expense on a straight-line basis
for option grants.

Restricted Stock Units – Restricted stock units (‘‘RSUs’’) give
recipients the right to receive shares of Bunge common stock
upon the lapse of related restrictions determined by the
Compensation Committee. Restrictions on RSUs may be based
on continued service by the recipient through the designated
term and/or based on the achievement of certain performance
targets. These targets may be financial or market-based, and
the number of units actually earned varies based on the level
of achievement of predefined goals. Compensation expense is
recognized on a straight-line basis over the vesting period for
restricted stock units. RSUs generally vest over periods ranging
from one to three years. Vesting may be accelerated under

F-44

2019 Bunge Annual Report

F-45

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

26. SHARE-BASED COMPENSATION (Continued)

certain circumstances as defined in the plans or associated
award agreements. RSUs are generally settled in shares of
Bunge common stock upon satisfaction of the applicable
vesting terms. Where share settlement may be prohibited under
local law, RSUs are settled in cash. At the time of settlement, a
participant holding a vested restricted stock unit will also be
entitled to receive corresponding accrued dividend equivalent
share payments.

Bunge has also established the Bunge Limited 2017
Non-Employee Directors’ Equity Incentive Plan (the ‘‘2017
Directors’ Plan’’), a shareholder approved plan. Under the 2017
Directors’ Plan, the Compensation Committee may grant equity
based awards to non-employee directors of Bunge Limited.
Awards may consist of restricted stock, restricted stock units,
deferred restricted stock units and non-statutory stock options.
The 2017 Directors’ Plan replaced the 2007 Non-Employee
Directors Equity Incentive Plan, under which no further awards
may be granted.

Restricted Stock Units – Restricted stock units granted to
non-employee directors generally vest on the first anniversary
of the grant date, provided the director continues to serve on
the Board until such date, and are settled in shares of Bunge
Limited common stock. At the time of settlement, a participant
holding a vested restricted stock unit is also entitled to receive
corresponding accrued dividend equivalent share payments.

The fair value of each stock option granted under any of
Bunge’s equity incentive plans is estimated on the grant date
using the Black Scholes Merton option pricing model.
Assumptions for the prior three years are noted in the
following table. The expected volatility of Bunge’s common
shares is a weighted average of historical volatility calculated
using the daily closing price of Bunge’s shares up to the grant
date and implied volatilities on open option contracts on
Bunge’s stock as of the grant date. Bunge uses historical
employee exercise behavior for valuation purposes. The
expected option term of granted options represents the period
of time that the granted options are expected to be
outstanding based on historical experience and giving
consideration for the contractual terms, vesting periods and
expectations of future employee behavior. The risk-free interest
rate is based on U.S. Treasury zero-coupon bonds with a term
equal to the expected option term of the respective grants and
grant dates.

A summary of option activity under the plans for the year
ended December 31, 2019 is presented below:

WEIGHTED-
AVERAGE
WEIGHTED-
AVERAGE
REMAINING AGGREGATE
EXERCISE CONTRACTUAL INTRINSIC
TERM (YEARS)

VALUE

PRICE

OPTIONS

SHARES

Outstanding at

January 1, 2019

Granted
Exercised
Forfeited or expired

Outstanding at

$ 70.93
6,122,304
1,163,100
$ 52.53
(332,942) $ 50.43
(1,144,443) $ 72.75

December 31, 2019

5,808,019

$68.06

4.63

Exercisable at

December 31, 2019

4,542,233

$70.16

3.46

$12

$ 8

The weighted-average grant date fair value of options granted
during the years ended December 31, 2019, 2018 and 2017
was $9.07, $16.75 and $17.13, respectively. The total intrinsic
value of options exercised during the years ended
December 31, 2019, 2018 and 2017 was approximately
$1 million, $4 million and $11 million, respectively. The excess
tax benefit classified as a financing cash flow was not
significant for any of the periods presented.

At December 31, 2019, $8 million of total unrecognized
compensation cost related to non-vested stock options granted
under the equity incentive plan is expected to be recognized
over the next two years.

A summary of restricted stock unit activity under Bunge’s plans
for the year ended December 31, 2019 is presented below.

RESTRICTED STOCK UNITS

Restricted stock units at January 1, 2019
Granted
Vested/issued(2)
Forfeited/cancelled(2)

SHARES

1,873,293
1,208,335
(518,596)
(763,552)

Restricted stock units at December 31, 2019(1)

1,799,480

WEIGHTED-
AVERAGE
GRANT-DATE
FAIR VALUE

$69.29
53.01
59.79
60.37

$64.89

(1) Includes accrued unvested dividends, which are payable in Bunge’s common shares
upon vesting of underlying restricted stock units.

ASSUMPTIONS:

Expected option term (in years)
Expected dividend yield
Expected volatility
Risk-free interest rate

2019

5.97
3.81%
25.91%
2.36%

6.31
2.44%
25.57%
2.75%

(2) During the year ended December 31, 2019, Bunge issued 369,119 common shares, net
of common shares withheld to cover taxes, including related common shares representing
accrued dividends, with a weighted-average fair value of $59.79 per share. During the
year ended December 31, 2019, 31,627 performance-based restricted stock units vested.
During the year ended December 31, 2019, Bunge canceled approximately 454,426 shares
related to performance-based restricted stock unit awards that did not vest due to
non-achievement of performance targets.

5.86
2.09%
24.85%
2.21%

F-45

DECEMBER 31,
2017

2018

F-46

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

26. SHARE-BASED COMPENSATION (Continued)

The fair value of RSU awards is determined based on the
market value of the Company’s shares on the grant date. The
weighted-average grant date fair value of restricted stock units
granted during the years ended December 31, 2019, 2018 and
2017 was $53.01, $75.06 and $76.79, respectively.

At December 31, 2019, there was approximately $45 million of
total unrecognized compensation cost related to restricted
stock units granted under the equity incentive plans, which is
expected to be recognized over the next two years. The total
fair value of restricted stock units vested during the year ended
December 31, 2019 was approximately $31 million.

Common Shares Reserved for Share-Based Awards – The 2017
Directors’ Plan and the 2016 EIP provide that 120,000 and
5,800,000 common shares, respectively, are to be reserved for
grants of stock options, restricted stock units and other awards
under the plans. At December 31, 2019, 50,408 and 1,451,918
common shares were available for future grants under the
2017 Directors’ Plan and the 2016 EIP, respectively. No shares
are currently available for grant under any other Bunge Limited
equity incentive plan.

27. LEASES

The Company routinely leases storage facilities, transportation
equipment, land, and office facilities which are typically
classified as operating leases. The accounting for some of the
Company’s leases may require significant judgment when
determining whether a contract is or contains a lease, the
lease term, and the likelihood of renewal or termination
options. Leases with an initial term of more than 12 months are
recognized on the balance sheet as right-of-use assets
(Operating lease assets) and lease liabilities for the obligation
to make payments under such leases (Current operating lease
obligations and Non-current operating lease obligations). As of
the lease commencement date, the lease liability is initially
measured as the present value of lease payments not yet paid.
The lease asset is initially measured equal to the lease liability
and adjusted for lease payments made at or before lease
commencement (e.g., prepaid rent), lease incentives, and any
initial direct costs. Over time, the lease liability is reduced for
lease payments made and the lease asset is reduced through
expense, classified as either Cost of goods sold or Selling,
general and administrative expense depending upon the nature
of the lease. Lease assets are subject to review for impairment
in a manner consistent with Property, plant and equipment.
Leases with an initial term of 12 months or less (‘‘short-term
leases’’) are not recorded on the balance sheet, and lease

expense for these short-term leases is recognized on a
straight-line basis over the lease term.

The Company’s leases range in length of term, with an average
remaining lease term of 5.1 years, but with certain land leases
continuing for up to 92 years. Additionally, certain leases
contain renewal options that can extend the lease term up to
an additional 5 years. Renewal options are generally
exercisable solely at the Company’s discretion. When a renewal
option is reasonably certain to be exercised, such additional
terms are considered when calculating the associated
operating lease asset and liability. When determining the lease
liability at commencement of the lease, the present value of
lease payments is based on the Company’s incremental
borrowing rate determined using a portfolio approach and the
Company’s incremental cost of debt, adjusted to arrive to the
rate in the applicable country and for the applicable term of
the lease, as the rate implicit in the lease is generally not
readily determinable. As of December 31, 2019, such weighted
average discount rate was 4.5%.

Certain of the Company’s freight supply agreements for ocean
freight vessels and rail cars, as well as land leases associated
with agricultural partnership agreements for the production of
sugarcane, may include rental payments that are variable in
nature. Variable payments on time charter agreements for
ocean freight vessels under freight supply agreements are
dependent on then current market daily hire rates. Variable
payments for certain rail cars can be based on volumes, and in
some cases, benchmark interest rates. In December 2019,
Bunge contributed its Brazilian sugar and bioenergy operations
to a newly formed joint-venture, BP Bunge Bioenergia. As such,
the land leases associated with agricultural partnership
agreements for the production of sugarcane have been
contributed to BP Bunge Bioenergia, and are not recognized in
the consolidated balance sheet at December 31, 2019.
Payments under the Company’s agricultural partnership
agreements in Brazil, through November 2019, were dependent
on the quantity of sugarcane produced per hectare, the total
recoverable sugar (‘‘ATR’’) per ton of sugarcane produced, and
the price for each kilogram of ATR as determined by
Consecana, the state of S ˜ao Paulo sugarcane, sugar and
ethanol council. All such variable payments are not included in
the calculation of the associated operating lease asset or
liability subsequent to the inception date of the associated
lease and are recorded as expense in the period in which the
adjustment to the variable payment obligation is incurred.
Certain of the Company’s lease agreements related to railcars
and barges contain residual value guarantees (see Note 22,
Commitments and Contingencies). None of the Company’s lease
agreements contain material restrictive covenants.

F-46

2019 Bunge Annual Report

F-47

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

27. LEASES (Continued)

Prior year lease disclosures

The components of lease expense were as follows:

(US$ in millions)

Operating lease cost
Short-term lease cost
Variable lease cost
Sublease income

Total lease cost

YEAR ENDED
DECEMBER 31,
2019

The following pertains to previously disclosed information from
Note 21, Commitments and contingencies and Note 26, Lease
commitments, contained in the Company’s 2018 Annual Report
on Form 10-K, which incorporates information about leases
now in scope of ASC 842, Leases, disclosed above.

$ 322
703
20
(125)

$ 920

Operating leases for storage facilities, transportation equipment and
office facilities – Future minimum lease payments by year and in
the aggregate under non-cancelable operating leases with
initial term of one year or more at December 31, 2018 are as
follows:

Supplemental cash flow information related to leases was as
follows:

Cash paid for amounts included in the measurement of

lease liabilities:
Operating cash flows associated with operating leases

Supplemental non-cash information:

Right-of-use assets obtained in exchange for lease

obligations

YEAR ENDED
DECEMBER 31,
2019

$320

$256

Maturities of lease liabilities for operating leases as of
December 31, 2019, are as follows:

(US$ in millions)

2020
2021
2022
2023
2024
Thereafter

Total lease payments(1)
Less imputed interest

Present value of lease liabilities, as separately presented on the

condensed consolidated balance sheet

$243
196
149
108
55
108

859
104

$755

(1) Minimum lease payments have not been reduced by minimum sublease income
receipts of $34 million due in future periods under non-cancelable subleases.
Non-cancelable subleases primarily relate to agreements with third parties for the use of
portions of certain facilities with remaining sublease terms of approximately six years, as
well as an agreement with an unconsolidated joint venture in which the Company
subleases rail cars with remaining sublease terms of approximately three to four years.
Additionally, the Company may enter into re-let agreements to sell the right to use
ocean freight vessels under time charter agreements when excess capacity is available.

As of December 31, 2019, the Company has additional
operating leases for freight supply agreements on ocean freight
vessels, that have not yet commenced, of $223 million. These
operating leases will commence in 2020, with lease terms of up
to eight years.

(US$ in millions)

2019
2020
2021
2022
2023
Thereafter

Total(1)

$134
107
84
58
48
126

$557

(1) Minimum lease payments have not been reduced by minimum sublease income
receipts of $43 million due in future periods under non-cancelable subleases.

Freight Supply Agreements – In the ordinary course of business,
the Company enters into time charter agreements for the use
of ocean freight vessels for the purpose of transporting
agricultural commodities. In addition, the Company sells the
right to use these ocean freight vessels when excess freight
capacity is available. These agreements generally range from
two months to approximately seven years. Future minimum
payment obligations due under these agreements as of
December 31, 2018 are as follows:

(US$ in millions)

2019
2020 and 2021
2022 and 2023
2024 and thereafter

Total

28. SEGMENT INFORMATION

$172
176
121
37

$506

Bunge has five reportable segments-Agribusiness, Edible Oil
Products, Milling Products, Sugar and Bioenergy, and Fertilizer,
which are organized based upon similar economic
characteristics and are similar in nature of products and
services offered, the nature of production processes, and the
type and class of customer and distribution methods. The
Agribusiness segment is characterized by both inputs and
outputs being agricultural commodities and thus high volume
and low margin. The Edible Oil Products segment involves the

F-47

F-48

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

28. SEGMENT INFORMATION (Continued)

American fertilizer businesses as discontinued operations, the
activities of the Fertilizer segment include its port operations in

Argentina.

processing, production and marketing of products derived from Brazil and Argentina and its blending and retail operations in
vegetable oils. The Milling Products segment involves the
processing, production and marketing of products derived
primarily from wheat and corn. Up until December 2019, when
the Company contributed its Brazilian sugar and bioenergy
operations forming the majority of our Sugar and Bioenergy
segment into a joint venture with the Brazilian biofuels
business of BP p.l.c, the Sugar and Bioenergy segment
primarily involved sugarcane growing and milling in Brazil, as
well as sugarcane-based ethanol production and corn-based
ethanol investments and related activities. Following the
classification of the Brazilian fertilizer distribution and North

The ‘‘Other’’ column in the following table contains the
reconciliation between the totals for reportable segments and
Bunge’s consolidated totals, which consists primarily of
amounts attributable to corporate and other items not allocated
to the reportable segments, discontinued operations, and inter-
segment eliminations. Transfers between the segments are
generally valued at market. The segment revenues generated
from these transfers are shown in the following table as ‘‘Inter-
segment revenues.’’

F-48

2019 Bunge Annual Report

F-49

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

28. SEGMENT INFORMATION (Continued)

EDIBLE
OIL

MILLING

SUGAR AND

(US$ in millions)

AGRIBUSINESS PRODUCTS PRODUCTS BIOENERGY FERTILIZER OTHER(1)

TOTAL

2019
Net sales to external customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inter-segment revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense) - net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Segment EBIT(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation, depletion and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2018
Net sales to external customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inter-segment revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense) - net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Segment EBIT(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Discontinued operations(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation, depletion and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2017
Net sales to external customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Inter-segment revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Foreign exchange gains (losses) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Noncontrolling interests(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Other income (expense) - net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Segment EBIT(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Depreciation, depletion and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Investments in affiliates . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Capital expenditures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$28,407
4,784
(32)
2
108
491
(254)
457
12,123
222

$ 32,206
4,641
(104)
(14)
79
645
-
(257)
406
11,865
219

$ 31,741
4,323
85
(9)
56
256
(267)
411
12,094
318

$9,186
153
-
7
(3)
59
(159)
-
3,789
149

$ 9,129
161
-
(12)
(8)
122
-
(153)
-
3,940
129

$ 8,018
154
3
(8)
(7)
126
(105)
-
2,610
136

$1,739
1
4
-
5
59
(54)
13
1,377
22

$ 1,691
-
2
-
(3)
90
-
(58)
-
1,448
23

$ 1,575
5
(3)
-
(5)
63
(61)
-
1,460
45

$ 1,288
1
(89)
-
(7)
(1,623)
(74)
357
430
118

$ 2,257
19
7
1
4
(135)
-
(146)
45
1,681
110

$ 4,054
45
11
-
(4)
(12)
(164)
50
2,195
139

$520
28
-
(3)
(5)
54
(7)
-
348
2

$ 460
2
(6)
(2)
-
39
-
(8)
-
330
5

$ 406
4
(1)
(2)
-
3
(12)
-
330
9

$

- $41,140
-
(117)
11
173
(891)
(548)
827
18,317
524

(4,967)
-
5
75
69
-
-
250
11

$

$

-
(4,823)
-
7
(24)
(24)
10
-
-
161
7

-
(4,531)
-
5
-
-
-
-
182
15

$ 45,743
-
(101)
(20)
48
737
10
(622)
451
19,425
493

$ 45,794
-
95
(14)
40
436
(609)
461
18,871
662

(1) Includes the noncontrolling interests’ share of interest and tax to reconcile to consolidated noncontrolling interests.

(2) Represents Net income (loss) from discontinued operations.

(3) 2019 EBIT includes a $55 million loss in the Sugar & Bioenergy segment, $49 million in Brazil and $6 million in North America, due to the dispositions of certain subsidiaries and
equity investments, which are recorded in Other income (expense)-net. Additionally, 2019 EBIT includes a $19 million gain in the Milling Products segment in Brazil, on the sale of
certain assets, which are recorded in Other income (expense)-net. Bunge recorded pre-tax, impairment charges of $1,825 million, of which $37 million, $1,678 million and $110 million
are in Selling, general and administrative expenses, Cost of goods sold and Other income (expense)-net, respectively. Of these pre-tax impairment charges, $1,535 million was
allocated to Sugar and Bioenergy, $154 million to Edible Oil Products, $105 million to Agribusiness, $29 million to Milling Products, and $2 million to Other.

(4) 2018 EBIT includes a $16 million loss in the Sugar & Bioenergy segment and a $10 million loss in the Agribusiness segment, due to the dispositions of certain equity investments,
which are recorded in Other income (expense)-net. In addition, Bunge recorded pre-tax, impairment charges of $18 million, of which $7 million, $10 million and $1 million are in
Selling, general and administrative expenses, Cost of goods sold and Other income (expense)-net, respectively. Of these pre-tax impairment charges, $12 million was allocated to
Agribusiness, $5 million to Sugar and Bioenergy and $1 million to Edible Oil Products.

(5) 2017 EBIT includes a $9 million gain related to the disposition of a subsidiary in the Agribusiness segment in Brazil, which is recorded in Other income (expense)-net. In addition,
Bunge recorded pre-tax, impairment charges of $52 million, of which $19 million, $16 million and $17 million are in Selling, general and administrative expenses, Cost of goods sold
and Other income (expense)-net, respectively. Of these pre-tax impairment charges, $41 million was allocated to Agribusiness, $7 million to Sugar and Bioenergy, $3 million to Edible
Oil Products, and $1 million to Milling Products.

F-49

F-50

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

28. SEGMENT INFORMATION (Continued)

Geographic area information for net sales to external
customers, determined based on the location of the subsidiary

Total segment earnings before interest and taxes (‘‘EBIT’’) is an making the sale, and long-lived assets follows:
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 industries.

Net sales to external customers:

(US$ in millions)

2019

YEAR ENDED DECEMBER 31,

2018

2017

$17,802
9,955
8,651
5,553
1,166
1,216
1,400

$16,313
10,128
8,613
7,040
1,433
1,114
1,153

$15,278
9,147
8,019
5,195
1,015
1,246
1,240

Europe
United States
Asia-Pacific
Brazil
Argentina
Canada
Rest of world

YEAR ENDED DECEMBER 31,
2017
2018

2019

Total

$41,140

$45,743

$45,794

(US$ in millions)

Long-lived assets(1):

Brazil
United States
Europe
Asia-Pacific
Canada
Argentina
Rest of world

Total

YEAR ENDED DECEMBER 31,
2017
2018
2019

$1,065
1,413
2,057
613
448
190
381

$1,994
1,561
1,912
679
401
161
382

$2,406
1,267
1,485
483
440
216
341

$6,167

$7,090

$6,638

(1) Long-lived assets include Property, plant and equipment, net, Goodwill and Other
intangible assets, net, Investments in affiliates and non-current assets held for sale.

A reconciliation of total segment EBIT to net income
attributable to Bunge follows:

(US$ in millions)

Total segment EBIT from continuing

operations
Interest income
Interest expense
Income tax (expense) benefit
Income (loss) from discontinued

operations, net of tax

Noncontrolling interests’ share of interest

and tax

$ (891)
31
(339)
(86)

$ 737
31
(339)
(179)

$ 436
38
(263)
(56)

-

5

10

7

-

5

Net income (loss) attributable to Bunge

$(1,280)

$ 267

$ 160

Net sales by product group to external customers were as
follows:

(US$ in millions)

Agricultural Commodity Products
Edible Oil Products
Wheat Milling Products
Corn Milling Products
Sugar and Bioenergy Products
Fertilizer Products

Total

YEAR ENDED DECEMBER 31,

2019

2018

2017

$28,407
9,186
1,050
689
1,288
520

$32,206
9,129
1,037
654
2,257
460

$31,741
8,018
988
587
4,054
406

$41,140

$45,743

$45,794

F-50

2019 Bunge Annual Report

F-51

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

28. SEGMENT INFORMATION (Continued)

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
contracts with customers and sales from other arrangements:

(US$ in millions)

AGRIBUSINESS

EDIBLE OIL
PRODUCTS

MILLING
PRODUCTS

SUGAR AND
BIOENERGY

FERTILIZER

TOTAL

YEAR ENDED DECEMBER 31, 2019

Sales from other arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales from contracts with customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$27,457
950

Net sales to external customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$28,407

$1,953
7,233

$9,186

$

71
1,668

$1,739

$ 729
559

$1,288

$

-
520

$520

$30,210
10,930

$41,140

(US$ in millions)

AGRIBUSINESS

EDIBLE OIL
PRODUCTS

MILLING
PRODUCTS

SUGAR AND
BIOENERGY

FERTILIZER

TOTAL

YEAR ENDED DECEMBER 31, 2018

Sales from other arrangements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Sales from contracts with customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 31,040
1,166

Net sales to external customers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 32,206

$ 1,818
7,311

$ 9,129

$

65
1,626

$ 1,691

$ 1,568
689

$ 2,257

$

-
460

$ 460

$ 34,491
11,252

$ 45,743

F-51

F-52

2019 Bunge Annual Report

BUNGE LIMITED AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

29. QUARTERLY FINANCIAL INFORMATION (UNAUDITED)

(US$ in millions, except per share data)

FIRST

SECOND

THIRD

FOURTH

YEAR

QUARTER

2019
Net sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income (loss) from discontinued operations, net of tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) attributable to Bunge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings (loss) per common share - basic(1)
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Earnings (loss) per common share - diluted(1)
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

2018
Net sales. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Income (loss) from discontinued operations, net of tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) attributable to Bunge . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Earnings (loss) per common share - basic(1)
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Earnings (loss) per common share - diluted(1)
Net income (loss) from continuing operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Net income (loss) from discontinued operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Net income (loss) attributable to Bunge common shareholders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

$ 9,938 $ 10,096 $ 10,323 $ 10,783 $ 41,140
542
(1,291)
-
(1,291)
(1,280)

(978)
(1,482)
-
(1,482)
(1,488)

571
(71)
-
(71)
(51)

512
212
-
212
214

437
50
-
50
45

$

$

$

$

0.26 $
-

1.46 $ (10.57) $ (0.48) $ (9.34)
-

-

-

-

0.26 $

1.46 $ (10.57) $ (0.48) $ (9.34)

0.26 $
-

1.43 $ (10.57) $ (0.48) $ (9.34)
-

-

-

-

0.26 $

1.43 $ (10.57) $ (0.48) $ (9.34)

$ 10,641
384
(17)
(2)
(19)
(21)

$ 12,147
542
(17)
7
(10)
(12)

$ 11,412
918
367
7
374
365

$ 11,543
422
(56)
(2)
(58)
(65)

$ 45,743
2,266
277
10
287
267

$

$

$

$

(0.20) $
(0.01)

(0.20) $
0.05

(0.21) $

(0.15) $

(0.20) $
(0.01)

(0.20) $
0.05

(0.21) $

(0.15) $

2.48
0.05

2.53

2.39
0.05

2.44

$

$

$

$

(0.51) $
(0.01)

(0.52) $

(0.51) $
(0.01)

(0.52) $

1.58
0.07

1.65

1.57
0.07

1.64

(1) Earnings per share attributable to Bunge common shareholders for both basic and diluted is computed independently for each period presented. As a result, the sum of the
quarterly earnings per share for the years ended December 31, 2019 and 2018 may not equal the total computed for the year.

F-52

2019 Bunge Annual Report

SIGNATURES

S-1

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly authorized.

BUNGE LIMITED

Dated: February 21, 2020

By:

/s/ JOHN W. NEPPL

John W. Neppl
Executive Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons
on behalf of the Registrant and in the capacities and on the dates indicated.

February 21, 2020

By: /s/ GREGORY A. HECKMAN

Gregory A. Heckman
Chief Executive Officer and Director

February 21, 2020

By: /s/ JOHN W. NEPPL

John W. Neppl
Executive Vice President and Chief Financial Officer

February 21, 2020

By: /s/ J. MATT SIMMONS, JR.

J. Matt Simmons, Jr.
Controller and Principal Accounting Officer

February 21, 2020

February 21, 2020

February 21, 2020

February 21, 2020

February 21, 2020

By: /s/ SHEILA BAIR

Sheila Bair
Director

By: /s/ VINITA BALI

Vinita Bali
Director

By: /s/ CAROL M. BROWNER

Carol M. Browner
Director

By: /s/ ANDREW FERRIER

Andrew Ferrier
Director

By: /s/ PAUL FRIBOURG

Paul Fribourg
Director

S-1

S-2

February 21, 2020

February 21, 2020

2019 Bunge Annual Report

By: /s/ J. ERIK FYRWALD

J. Erik Fyrwald
Director

By: /s/ BERNARDO HEES

Bernardo Hees
Director

February 21, 2020

By: /s/ KATHLEEN W. HYLE

Kathleen W. Hyle
Director and Chair of the Board of Directors

February 21, 2020

February 21, 2020

By: /s/ HENRY W. WINSHIP

Henry W. Winship
Director

By: /s/ MARK N. ZENUK

Mark N. Zenuk
Director

S-2

(This page has been left blank intentionally.)

26MAR200813571231

Shareholder Information

Corporate Office

Bunge Limited 
1391 Timberlake Manor Parkway 
Chesterfield, MO 63017 
U.S.A. 
314-292-2000

Contact Information

Corporate and Investor Relations 
636-292-3014

Board of Directors

Kathleen Hyle, Chair

Sheila Bair

Vinita Bali

Carol M. Browner

Andrew Ferrier

Paul J. Fribourg

J. Erik Fyrwald

Gregory A. Heckman

Bernardo Hees

Henry W. Winship

Mark Zenuk 

Executive Leadership Team

Gregory A. Heckman

Deborah Borg

Aaron Buettner

Christos Dimopoulos

Pierre Mauger

John W. Neppl

Raul Padilla

Joseph A. Podwika

Robert Wagner

Brian Zachman

Shareholder Website

www.computershare.com/investor

Investor Information

Copies of the company’s annual report, filed with  
the Securities and Exchange Commission (SEC) on  
Form 10-K, and other SEC filings can be obtained  
free of charge on our website at www.bunge.com or  
by contacting our Investor Relations department. 

Stock Listing

New York Stock Exchange 

Transfer Agent

Computershare, Inc. 
P.O. Box 50500 
Louisville, KY 40233-5000 
U.S.A.

U.S. Shareholders Toll-Free 
800-851-9677

Shareholders Outside the U.S. 
201-680-6578 

TDD for Hearing-Impaired U.S. Shareholders 
800-952-9245

TDD for Hearing-Impaired Shareholders Outside the U.S. 
201-680-6610

Annual Meeting

The Annual Meeting with be held via webcast  
at 3:00 p.m., Central Time, on May 21, 2020.  
See the proxy statement for additional information.

Independent Auditors 

Deloitte & Touche LLP

 
 
1391 Timberlake Manor Parkway 
Chesterfield, MO 63017 
314-292-2000

bunge.com