Bunge amends credit agreements in connection with redomestication

By Marisa Wong

Los Angeles, June 26 – Bunge Ltd. amended its existing credit agreements and related guarantees in connection with terminating the Bunge Master Trust, which had been formed to facilitate third-party financing, according to an 8-K filing with the Securities and Exchange Commission.

Bunge terminated the Bunge Master Trust on June 21 in accordance with a termination and lien release agreement with Bank of New York Mellon in order to simplify the legal framework around its capital structure.

The amendments provide, or additional amendments are expected to be entered into that will provide, that Bunge’s obligations as the existing guarantor will be automatically assigned to Bunge Global SA, a new Swiss holding company, as successor guarantor, effective at the completion of the redomestication to Switzerland from Bermuda, which remains subject to the approval of Bunge’s shareholders.

As part of these amendments, the commitments under Bunge’s $1.35 billion JPMorgan revolving credit facility were increased to $1.95 billion, and the $600 million liquidity facility at subsidiary Bunge Asset Funding Corp. was terminated, keeping the total committed borrowing capacity unchanged at $5,665,000,000.

Other amendments

Bunge and subsidiary Bunge Ltd. Finance Corp. entered into supplemental indentures to each of the indentures related to the subsidiary’s outstanding senior notes to remove all references and all provisions related to the Bunge Master Trust. Bunge Global expects to enter into supplemental indentures to assume Bunge’s obligations as existing guarantor and become a successor guarantor in respect of the outstanding senior notes upon the consummation of the redomestication.

In addition, Bunge amended its existing $1.1 billion trade receivable securitization program with Cooperatieve Rabobank UA, New York Branch as administrative agent and purchaser agent to remove all references and all provisions related to the Bunge Master Trust and to automatically assign Bunge’s obligations as existing guarantor to Bunge Global as successor guarantor, effective at the completion of the redomestication. MUFG Bank, Ltd. and Gotham Funding Corp. were also added as a purchaser group under the securitization program.

364-day revolver

Also on June 21, Bunge Ltd. Finance Corp. entered into an unsecured $1.1 billion 364-day revolving credit agreement maturing on June 20, 2024 with Rabobank as administrative agent.

Bunge may from time-to-time request one or more of the existing or new lenders to increase the total participations under the credit agreement by an aggregate amount up to $250 million under an accordion provision.

The new $1.1 billion credit agreement replaced an existing $1.1 billion 364-day revolving credit agreement dated July 15, 2022 with Rabobank as administrative agent that was scheduled to mature on July 14, 2023. Bunge had no principal amounts outstanding under the prior credit agreement on the date of termination.

The subsidiary may use proceeds of loans under the new agreement for general corporate purposes.

Borrowings will bear interest at term SOFR plus a 10 basis point adjustment plus an applicable margin that will vary between 55 basis points and 100 bps, based on debt ratings.

Obligations under the new 364-day revolver are guaranteed by Bunge, as existing guarantor, and will be guaranteed by Bunge Global, as successor guarantor, effective automatically at the completion of the redomestication.

The guaranty, among other customary covenants, obligates Bunge to maintain a total consolidated current assets to total consolidated current liabilities ratio, a maximum consolidated adjusted net debt to consolidated adjusted capitalization ratio and a maximum secured indebtedness to tangible assets ratio.

Bunge is a Chesterfield, Mo.-based agribusiness and food company.

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