bg-20210930

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2021


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 001-16625

BUNGE LIMITED

(Exact name of registrant as specified in its charter)


Bermuda						98-0231912
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

1391 Timberlake Manor Parkway
Chesterfield
Missouri						63017
(Address of principal executive offices)						(Zip Code)

(314) 292-2000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Shares, $0.01 par value per share

New York Stock Exchange

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 ý No o

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 ý No o

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

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

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 ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act. Yes ☐ No ý

As of October 22, 2021, the number of common shares outstanding of the registrant was:

Common shares, par value $.01 per share:140,520,199

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BUNGE LIMITED

TABLE OF CONTENTS


		Page
PART I — FINANCIAL INFORMATION

Item 1.	Financial Statements (Unaudited)

	Condensed Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2021 and 2020	3

	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Nine Months Ended September 30, 2021 and 2020	4

	Condensed Consolidated Balance Sheets at September 30, 2021 and December 31, 2020	5

	Condensed Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2021 and 2020	6

	Condensed Consolidated Statements of Changes in Equity and Redeemable Noncontrolling Interests for the Three and Nine Months Ended September 30, 2021 and 2020	7

	Notes to the Condensed Consolidated Financial Statements	9

	Cautionary Statement Regarding Forward-Looking Statements	36

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	37

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	54

Item 4.	Controls and Procedures	56

PART II — INFORMATION

Item 1.	Legal Proceedings	57

Item 1A.	Risk Factors	57

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	57

Item 3.	Defaults Upon Senior Securities	57

Item 4.	Mine Safety Disclosures	57

Item 5.	Other Information	58

Item 6.	Exhibits	58

Exhibit Index		59

Signatures		60

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PART I — FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(Unaudited)

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


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Net sales	$	14,117	$	10,159	$	42,469	$	28,794
Cost of goods sold	(13,255)		(9,557)		(39,795)		(26,913)
Gross profit	862		602		2,674		1,881
Selling, general and administrative expenses	(327)		(352)		(896)		(993)
Interest income	19		5		34		18
Interest expense	(57)		(56)		(184)		(195)
Foreign exchange (losses) gains	(36)		54		(11)		75
Other income (expense) – net	220		17		519		37
Income (loss) from affiliates	60		35		133		(76)
Income (loss) before income tax	741		305		2,269		747
Income tax (expense) benefit	(92)		(38)		(334)		(151)
Net income (loss)	649		267		1,935		596


Net (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	4		(5)		(88)		(2)
Net income (loss) attributable to Bunge	653		262		1,847		594
Convertible preference share dividends	(8)		(8)		(25)		(25)
Adjustment of redeemable noncontrolling interest	—		12		—		2
Net income (loss) available to Bunge common shareholders	$	645	$	266	$	1,822	$	571

Earnings per common share—basic (Note 19)


Net income (loss) attributable to Bunge common shareholders - basic	$	4.56	$	1.90	$	12.91	$	4.05

Earnings per common share—diluted (Note 19)


Net income (loss) attributable to Bunge common shareholders - diluted	$	4.28	$	1.84	$	12.12	$	3.98

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

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BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

(U.S. dollars in millions)


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Net income (loss)	$	649	$	267	$	1,935	$	596
Other comprehensive income (loss):
Foreign exchange translation adjustment	(230)		50		(159)		(900)
Unrealized gains (losses) on designated hedges, net of tax benefit (expense) of $1 and $(2) in 2021 and $1 and $7 in 2020	43		(17)		(51)		37

Reclassification of realized net (gains) losses to net income, net of tax (benefit) expense of zero and zero in 2021 and $1 and $1 in 2020	(1)		2		(3)		3
Pension adjustment, net of tax (expense) benefit of $2 and zero in 2021 and zero and zero in 2020	2		—		—		—
Total other comprehensive income (loss)	(186)		35		(213)		(860)
Total comprehensive income (loss)	463		302		1,722		(264)
Less: comprehensive (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	15		(29)		(65)		(22)
Total comprehensive income (loss) attributable to Bunge	$	478	$	273	$	1,657	$	(286)

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

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BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

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


	September 30, 2021		December 31, 2020
ASSETS
Current assets:
Cash and cash equivalents	$	1,033	$	352

Trade accounts receivable (less allowances of $93 and $93) (Note 5)	2,431		1,717
Inventories (Note 6)	8,014		7,172
Assets held for sale (Note 3)	—		672
Other current assets (Note 7)	5,056		6,268
Total current assets	16,534		16,181
Property, plant and equipment, net	3,658		3,775
Operating lease assets	910		868
Goodwill	562		586
Other intangible assets, net	482		529
Investments in affiliates	755		631
Deferred income taxes	552		339

Other non-current assets (Note 8)	656		746
Total assets	$	24,109	$	23,655
LIABILITIES AND EQUITY
Current liabilities:
Short-term debt (Note 13)	$	1,151	$	2,828
Current portion of long-term debt (Note 13)	510		8

Trade accounts payable (includes $655 and $294 carried at fair value)	3,944		2,636
Current operating lease obligations	332		235
Liabilities held for sale (Note 3)	—		438
Other current liabilities (Note 10)	3,822		4,840
Total current liabilities	9,759		10,985
Long-term debt (Note 13)	4,814		4,452
Deferred income taxes	323		360
Non-current operating lease obligations	522		581
Other non-current liabilities (Note 16)	657		657

Redeemable noncontrolling interest (Note 17)	403		415
Equity (Note 18):
Convertible perpetual preference shares, par value $.01; authorized – 21,000,000 shares, issued and outstanding: 2021 and 2020 - 6,899,683 shares (liquidation preference $100 per share)	690		690
Common shares, par value $.01; authorized – 400,000,000 shares; issued and outstanding: 2021 –140,438,238 shares, 2020 – 139,790,238 shares	1		1
Additional paid-in capital	5,530		5,408
Retained earnings	8,830		7,236
Accumulated other comprehensive income (loss) (Note 18)	(6,436)		(6,246)
Treasury shares, at cost - 2021 - 16,726,697 shares, and 2020 - 15,428,313	(1,120)		(1,020)
Total Bunge shareholders’ equity	7,495		6,069
Noncontrolling interests	136		136
Total equity	7,631		6,205
Total liabilities, redeemable noncontrolling interest and equity	$	24,109	$	23,655

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

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BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(U.S. dollars in millions)


	Nine Months Ended September 30,
	2021		2020
OPERATING ACTIVITIES
Net income (loss)	$	1,935	$	596
Adjustments to reconcile net income (loss) to cash provided by (used for) operating activities:


Foreign exchange (gain) loss on net debt	7		(126)
Bad debt expense	4		68
Depreciation, depletion and amortization	317		323
Share-based compensation expense	46		47
Deferred income tax expense (benefit)	(263)		51
(Gain) loss on sale of investments and property, plant and equipment	(416)		(19)
Other, net	(105)		89
Changes in operating assets and liabilities, excluding the effects of acquisitions and dispositions:
Trade accounts receivable	(785)		(237)
Inventories	(771)		(1,679)
Secured advances to suppliers	(42)		(296)
Trade accounts payable	1,268		260
Advances on sales	(129)		(119)
Net unrealized (gains) losses on derivative contracts	559		173
Margin deposits	280		(360)
Marketable securities	(95)		98
Beneficial interest in securitized trade receivables	(3,621)		(1,178)
Other, net	169		181
Cash provided by (used for) operating activities	(1,642)		(2,128)
INVESTING ACTIVITIES
Payments made for capital expenditures	(239)		(230)

Proceeds from investments	171		270
Payments for investments	(217)		(293)
Settlements of net investment hedges	(29)		67
Proceeds from beneficial interest in securitized trade receivables	3,432		1,164
Payments for beneficial interest in securitized trade receivables	(177)		—
Proceeds from disposals of businesses and property, plant and equipment	646		15
Proceeds from sale of investments in affiliates	11		—
Payments for investments in affiliates	(46)		(14)
Other, net	10		1
Cash provided by (used for) investing activities	3,562		980
FINANCING ACTIVITIES

Proceeds from short-term debt	24,157		24,635
Repayments of short-term debt	(25,798)		(23,952)
Proceeds from long-term debt	998		2,381
Repayments of long-term debt	—		(1,585)
Proceeds from the exercise of options for common shares	72		2
Repurchases of common shares	(100)		(100)
Dividends paid to common and preference shareholders	(240)		(237)
Dividends paid to noncontrolling interest	(75)		—
Acquisition of noncontrolling interest	(147)		—
Other, net	(33)		(15)
Cash provided by (used for) financing activities	(1,166)		1,129
Effect of exchange rate changes on cash and cash equivalents and restricted cash	(79)		5
Net increase (decrease) in cash and cash equivalents and restricted cash	675		(14)
Cash and cash equivalents and restricted cash - beginning of period	381		322
Cash and cash equivalents and restricted cash - end of period	$	1,056	$	308

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

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BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY AND REDEEMABLE NONCONTROLLING INTERESTS

(Unaudited)

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


			Convertible Preference Shares			Common Shares
	Redeemable Non- Controlling Interests		Shares	Amount		Shares	Amount		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Shares		Non- Controlling Interests		Total Equity
Balance, July 1, 2021	$	483	6,899,683	$	690	141,714,847	$	1	$	5,512	$	8,259	$	(6,258)	$	(1,020)	$	147	$	7,331
Net income (loss)	2		—	—		—	—		—		653		—		—		(6)		647

Other comprehensive income (loss)	(11)		—	—		—	—		—		—		(178)		—		—		(178)

Dividends on common shares, $0.525 per share	—		—	—		—	—		—		(74)		—		—		—		(74)
Dividends on preference shares, $1.21875 per share	—		—	—		—	—		—		(8)		—		—		—		(8)
Dividends to noncontrolling interests on subsidiary common stock	(71)		—	—		—	—		—		—		—		—		(2)		(2)
Capital contribution (return) from (to) noncontrolling interest	—		—	—		—	—		—		—		—		—		(3)		(3)



Share-based compensation expense	—		—	—		—	—		17		—		—		—		—		17

Repurchase of common shares	—		—	—		(1,298,384)	—		—		—		—		(100)		—		(100)
Issuance of common shares, including stock dividends	—		—	—		21,775	—		1		—		—		—		—		1
Balance, September 30, 2021	$	403	6,899,683	$	690	140,438,238	$	1	$	5,530	$	8,830	$	(6,436)	$	(1,120)	$	136	$	7,631



			Convertible Preference Shares			Common Shares
	Redeemable Non- Controlling Interests		Shares	Amount		Shares	Amount		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Shares		Non- Controlling Interests		Total Equity
Balance, July 1, 2020	$	397	6,899,683	$	690	139,640,018	$	1	$	5,356	$	6,581	$	(6,515)	$	(1,020)	$	116	5,209
Net income (loss)	1		—	—		—	—		—		262		—		—		4		266

Other comprehensive income (loss)	17		—	—		—	—		—		—		11		—		7		18
Redemption value adjustment	(12)		—	—		—	—		—		12		—		—		—		12
Dividends on common shares, $0.50 per share	—		—	—		—	—		—		(70)		—		—		—		(70)
Dividends on preference shares, $1.21875 per share	—		—	—		—	—		—		(8)		—		—		—		(8)
Dividends to noncontrolling interests on subsidiary common stock	—		—	—		—	—		—		—		—		—		(6)		(6)
Acquisition of noncontrolling interest	—		—	—		—	—		—		7		—		—		3		10
Share-based compensation expense	—		—	—		—	—		20		—		—		—		—		20

Issuance of common shares, including stock dividends	—		—	—		5,526	—		—		—		—		—		—		—
Balance, September 30, 2020	$	403	6,899,683	$	690	139,645,544	$	1	$	5,376	$	6,784	$	(6,504)	$	(1,020)	$	124	$	5,451

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			Convertible Preference Shares			Common Shares
	Redeemable Non- Controlling Interests		Shares	Amount		Shares	Amount		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Shares		Non- Controlling Interests		Total Equity
Balance, January 1, 2021	$	415	6,899,683	$	690	139,790,238	$	1	$	5,408	$	7,236	$	(6,246)	$	(1,020)	$	136	$	6,205
Net income (loss)	81		—	—		—	—		—		1,847		—		—		7		1,854

Other comprehensive income (loss)	(23)		—	—		—	—		—		—		(190)		—		—		(190)

Dividends on common shares, $1.55 per share	—		—	—		—	—		—		(221)		—		—		—		(221)
Dividends on preference shares, $3.65625 per share	—		—	—		—	—		—		(25)		—		—		—		(25)
Dividends to noncontrolling interests on subsidiary common stock	(71)		—	—		—	—		—		—		—		—		(4)		(4)
Capital contribution (return) from (to) noncontrolling interest	—		—	—		—	—		—		—		—		—		(3)		(3)

Acquisition of noncontrolling interest	—		—	—		—	—		—		(3)		—		—		—		(3)
Disposition of noncontrolling interest in a subsidiary	1		—	—		—	—		—		—		—		—		—		—
Share-based compensation expense	—		—	—		—	—		46		—		—		—		—		46
Repurchase of common shares	—		—	—		(1,298,384)	—		—		—		—		(100)		—		(100)
Issuance of common shares, including stock dividends	—		—	—		1,946,384	—		76		(4)		—		—		—		72
Balance, September 30, 2021	$	403	6,899,683	$	690	140,438,238	$	1	$	5,530	$	8,830	$	(6,436)	$	(1,120)	$	136	$	7,631


			Convertible Preference Shares			Common Shares
	Redeemable Non- Controlling Interests		Shares	Amount		Shares	Amount		Additional Paid-in Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Shares		Non- Controlling Interests		Total Equity
Balance, January 1, 2020	$	397	6,899,683	$	690	141,813,142	$	1	$	5,329	$	6,437	$	(5,624)	$	(920)	$	117	$	6,030
Net income (loss)	(8)		—	—		—	—		—		594		—		—		10		604
Other comprehensive income (loss)	16		—	—		—	—		—		—		(880)		—		4		(876)
Redemption value adjustment	(2)		—	—		—	—		—		2		—		—		—		2
Dividends on common shares, $1.50 per share	—		—	—		—	—		—		(212)		—		—		—		(212)
Dividends on preference shares, $3.65625 per share	—		—	—		—	—		—		(25)		—		—		—		(25)
Dividends to noncontrolling interests on subsidiary common stock	—		—	—		—	—		—		—		—		—		(10)		(10)
Acquisition of noncontrolling interest	—		—	—		—	—		—		(10)		—		—		3		(7)
Share-based compensation expense	—		—	—		—	—		47		—		—		—		—		47
Repurchase of common shares	—		—	—		(2,546,000)	—		—		—		—		(100)		—		(100)
Issuance of common shares, including stock dividends	—		—	—		378,402	—		—		(2)		—		—		—		(2)
Balance, September 30, 2020	$	403	6,899,683	$	690	139,645,544	$	1	$	5,376	$	6,784	$	(6,504)	$	(1,020)	$	124	$	5,451

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

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BUNGE LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1. BASIS OF PRESENTATION, PRINCIPLES OF CONSOLIDATION, AND SIGNIFICANT ACCOUNTING POLICIES

The accompanying unaudited condensed consolidated financial statements include the accounts of Bunge Limited (“Bunge” or the "Company"), its subsidiaries and variable interest entities (“VIEs”) in which Bunge is considered to be the primary beneficiary, and as a result, include the assets, liabilities, revenues and expenses of all entities over which Bunge has a controlling financial interest. The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X under the Securities Exchange Act of 1934, as amended (“Exchange Act”). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to Securities and Exchange Commission (“SEC”) rules. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation have been included. The condensed consolidated balance sheet at December 31, 2020 has been derived from Bunge’s audited consolidated financial statements at that date. Operating results for the nine months ended September 30, 2021 are not necessarily indicative of the results to be expected for the year ending December 31, 2021. The financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2020, forming part of Bunge’s 2020 Annual Report on Form 10-K filed with the SEC on February 19, 2021.

On January 6, 2021, Bunge entered into a series of agreements to acquire a minority interest and certain intellectual property, licensing, and distribution rights in Australian Plant Proteins, a variable interest entity, for $35 million. The Company's exposure to loss related to this unconsolidated investment is limited to the book value of the investment. For additional information on variable interest entities for which Bunge has determined it is not the primary beneficiary, along with the Company's maximum exposure to loss related to these unconsolidated investments, refer to Note 11 - Investments in Affiliates, included in the Company's 2020 Annual Report on Form 10-K.

Effective July 1, 2021, the Company changed its reporting of certain income tax assets and liabilities to report such assets and liabilities within Corporate and Other rather than within its reportable segments, as further described in Note 20- Segment Information. Corresponding prior period amounts have been reclassified to conform to current period classification.

Effective January 1, 2021, the Company changed its segment reporting to align with its new value chain operational structure, as further described in Note 20- Segment Information. Corresponding prior period amounts have been reclassified to conform to current period classification.

Cash, Cash Equivalents, and Restricted Cash

Restricted cash is included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the condensed consolidated statement of cash flows. The following table provides a reconciliation of cash and cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that sum to the total of the same such amounts shown in the condensed consolidated statement of cash flows.


(US$ in millions)	September 30, 2021		September 30, 2020
Cash and cash equivalents	$	1,033	$	291
Restricted cash included in other current assets	23		17
Total	$	1,056	$	308

Cash paid for taxes, which primarily comprises income tax and value added tax, net of refunds, was $309 million and $204 million for the nine months ended September 30, 2021 and 2020, respectively. Cash paid for interest expense was $231 million and $94 million for the nine months ended September 30, 2021 and 2020, respectively.

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2. ACCOUNTING PRONOUNCEMENTS

The below outlines new accounting pronouncements and provides updates on certain previously disclosed Accounting Standards Updates ("ASUs").

New Accounting Pronouncements

In August 2020, the Financial Accounting Standards Board ("FASB") issued ASU 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging—Contracts in Entity’s Own Equity (Subtopic 815-40), which simplifies the accounting for convertible instruments and contracts in an entity’s own equity. The guidance also addresses how convertible instruments are accounted for in the diluted earnings per share calculation and requires enhanced disclosures about the terms of convertible instruments and contracts in an entity’s own equity. Either a modified retrospective method of transition or a fully retrospective method of transition is permissible for the adoption of this standard. ASU 2020-06 is effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. Early adoption is permitted no earlier than the fiscal year beginning after December 15, 2020. The Company does not expect this standard to have a material impact on its condensed consolidated financial statements.

In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) - Facilitation of the Effects of Reference Rate Reform on Financial Reporting, with subsequent updates through ASU 2021-01, which collectively provide temporary optional expedients and exceptions to the U.S. GAAP guidance on contract modifications and hedge accounting to ease the financial reporting burden related to the expected market transition from the London Interbank Offered Rate ("LIBOR") and other interbank offered rates to alternative reference rates. The guidance is effective upon issuance and is to be applied prospectively from any date beginning March 12, 2020 through December 31, 2022. In March 2021, the Financial Conduct Authority ("FCA") announced that most LIBOR settings will be discontinued after December 31, 2021 except for certain USD LIBOR settings which will continue through to June 30, 2023. In September 2021, the FCA further announced that it will require the LIBOR benchmark administrator to publish sterling and Japanese yen LIBOR settings under a synthetic methodology based on term risk-free rates for the duration of 2022. These synthetic LIBOR settings will be available only for use in legacy contracts and are not for use in new business.

Bunge has utilized the relief provided by Topic 848 to ensure financial reporting results reflect the intended continuation of such contracts and arrangements during the period of the market-wide transition to alternative reference rates. The expedients allow an eligible modified contract to be accounted for and presented as a continuation of the existing contract.

The Company has identified its LIBOR-based contracts that will be impacted by the cessation of LIBOR and is actively working with counterparties to incorporate fallback language in negotiated contracts, in addition to incorporating non-LIBOR reference rate and fallback language, when applicable, in new contracts to prepare for these changes. The evaluation and modification of contracts is ongoing. The Company continues to evaluate the impacts of this standard on its condensed consolidated financial statements.

Recently Adopted Accounting Pronouncements

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 Company's adoption of this guidance, which was effective January 1, 2021, did not have a material impact on Bunge's condensed consolidated financial statements.

3. ACQUISITIONS AND DISPOSITIONS

Mexico Wheat Milling Disposition

On October 12, 2021, Bunge entered into an agreement to sell substantially all of its wheat milling business in Mexico in exchange for cash proceeds approximately equal to the book value of Property, plant and equipment, net, plus an additional sum in consideration for the value of net working capital to be transferred upon closing. Additionally, cumulative translation adjustments, among other items, related to the disposal group will result in a corresponding loss on sale of approximately $160 million to $170 million to be recognized in Cost of goods sold in the fourth quarter of 2021. The agreement is subject to customary closing conditions.

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US Grain Disposition

On April 21, 2020, Bunge announced that it had entered into an agreement to sell a portfolio of interior grain elevators located in the United States. On July 9, 2021, the transaction closed in accordance with the terms of the agreement. Upon closing, Bunge received cash proceeds of $298 million in consideration for the book value of property, plant and equipment, net, plus an additional sum in consideration for the value of net working capital transferred on the date of closing, resulting in a gain on sale of $158 million recognized in Other income (expense) - net, in the three and nine month periods ended September 30, 2021. The transaction remains subject to final customary closing adjustments.

Rotterdam Oils Refinery Disposition

On November 4, 2020, Bunge announced that its Bunge Loders Croklaan joint venture had entered into an agreement to sell its oil refinery located in Rotterdam, Netherlands. Bunge is leasing back the facility from the buyer in a phased transition through 2024 so that it can continue to supply its customers with its products. The transaction, accounted for as an asset sale, closed during the first quarter of 2021. The Company recorded a gain of $219 million on the sale, which was recorded within Other income (expense) - net, on the condensed consolidated statement of income for the nine months ended September 30, 2021.

4. TRADE STRUCTURED FINANCE PROGRAM

The Company engages in various trade structured finance activities to leverage the value of its global trade flows. These activities include programs under which the Company generally obtains U.S. dollar-denominated letters of credit (“LCs”) from financial institutions, each based on an underlying commodity trade flow, 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 September 30, 2021 and December 31, 2020, time deposits and LCs of $6,165 million and $4,715 million, respectively, were presented net on the condensed consolidated balance sheets as the criteria of ASC 210-20, Offsetting, had been met. The net losses and gains related to such activities are included as an adjustment to Cost of goods sold in the accompanying condensed consolidated statements of income. At September 30, 2021 and December 31, 2020, time deposits, including those presented on a net basis, carried weighted-average interest rates of 1.11% and 1.87%, respectively. During the nine months ended September 30, 2021 and 2020, total net proceeds from issuances of LCs were $5,379 million and $3,839 million, respectively. These cash inflows were offset by the related cash outflows resulting from placement of the time deposits and repayment of the LCs. All cash flows related to the programs are included in operating activities in the condensed consolidated statements of cash flows.

As part of the trade structured finance activities, LCs may be sold to financial institutions on a discounted basis. Bunge does not service derecognized LCs. The terms of the sale may require the Company to continue to make periodic interest payments to financial institutions based on changes in LIBOR for a period of up to 365 days. Bunge’s payment obligation, included in Other current liabilities, to financial institutions as part of the trade structured finance activities, including any unrealized gain or loss on changes in LIBOR, is not significant as of September 30, 2021 and December 31, 2020. The notional amounts of LCs subject to continuing variable interest payments that have been derecognized from the Company's condensed consolidated balance sheets as of September 30, 2021 and December 31, 2020 are included in Note 12- Derivative Instruments And Hedging Activities. The net gain or loss included in Cost of goods sold resulting from the fair valuation of such variable interest rate obligations is not significant for the three and nine months ended September 30, 2021 and 2020.

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5. TRADE ACCOUNTS RECEIVABLE AND TRADE RECEIVABLES SECURITIZATION PROGRAM

Trade Accounts Receivable

Bunge establishes an allowance for lifetime expected credit losses utilizing an aging schedule for each pool of trade accounts receivable. The risk characteristics for each individual receivable were homogenous across the pool of trade accounts receivable and the determination of pools was sufficiently granular to address any differences in risk characteristics. Any receivables that did not share similar risk characteristics were separated into different pools for further analysis. Pools are determined based on risk characteristics such as the type of customer and geography. A default rate is derived using a provision matrix with data based on Bunge's historical receivables information. The default rate is then applied to the pool to determine the allowance for expected credit losses. Given the short term nature of the Company's trade accounts receivable, the default rate is only adjusted if significant changes in the credit profile of the portfolio are identified (e.g., poor crop years, credit issues at the country level, systematic risk), resulting in historic loss rates that are not representative of forecasted losses. Specifically, in establishing appropriate default rates as of September 30, 2021, the Company took into consideration expected impacts on its customers and other debtors in view of the COVID-19 pandemic, as well as other factors, which did not result in a material impact on the condensed consolidated financial statements.

Bunge records and reports accrued interest receivable within the same line item as the related receivable. The allowance for expected credit losses is estimated on the amortized cost basis of the trade accounts receivable, including accrued interest receivable. Bunge recognizes credit loss expense when establishing an allowance for accrued interest receivable.

Changes to the allowance for lifetime expected credit losses related to trade accounts receivable were as follows:


	Nine Months Ended September 30, 2021
Rollforward of the Allowance for Credit Losses (US$ in millions)	Short-term		Long-term (1)		Total
Allowance as of January 1, 2021	$	93	$	51	$	144
Current period provisions	25		—		25
Recoveries	(20)		(1)		(21)
Write-offs charged against the allowance	(3)		—		(3)
Foreign exchange translation differences	(2)		(2)		(4)
Allowance as of September 30, 2021	$	93	$	48	$	141

(1) Long-term portion of the allowance for credit losses included in Other non-current assets.


	Nine Months Ended September 30, 2020
Rollforward of the Allowance for Credit Losses (US$ in millions)	Short-term		Long-term (1)		Total
Allowance as of January 1, 2020	$	108	$	65	$	173
Current period provisions(2)	55		—		55
Recoveries	(31)		(2)		(33)
Write-offs charged against the allowance	(24)		—		(24)
Foreign exchange translation differences	(9)		(13)		(22)
Allowance as of September 30, 2020(2)	$	99	$	50	$	149

(1) Long-term portion of the allowance for credit losses included in Other non-current assets.

(2) In addition to the above mentioned prior period provisions associated with lifetime expected credit losses, in 2020 the Company was engaged in collection proceedings with a customer in relation to an historical outstanding account receivable. During the nine months ended September 30, 2020, Bunge recorded a $51 million bad debt reserve, within Selling, general and administrative expenses, as well as a $15 million legal provision, within Other income/expense – net, in its condensed consolidated statements of income in relation to the matter. There was no impact to the condensed consolidated statement of income for the three months ended September 30, 2020.

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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 that provides for funding of up to $800 million against receivables sold into the Program. However, Bunge may from time to time, with the consent of the administrative agent, request one or more of the existing committed purchasers or new committed purchasers to increase the total commitments in an amount not to exceed $200 million pursuant to an accordion provision. On October 6, 2021, Bunge partially exercised the accordion provision and the total commitment was increased by $125 million to $925 million.

On May 17, 2021, Bunge and certain of its subsidiaries renewed and amended the Program. As a result, the Program terminates on May 17, 2031. However, each committed purchaser's commitment to purchase trade receivables under the Program will terminate on May 17, 2024, unless extended for an additional period in accordance with the terms of the receivables transfer agreement.


(US$ in millions)	September 30, 2021		December 31, 2020
Receivables sold that were derecognized from Bunge's condensed consolidated balance sheet	$	1,347	$	969
Deferred purchase price included in Other current assets(1)	$	544	$	177

(1) 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 7- Other Current Assets). 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 were $3 million and $5 million at September 30, 2021 and December 31, 2020, respectively.

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.


	Nine Months Ended September 30,
(US$ in millions)	2021		2020
Gross receivables sold	$	10,658	$	7,663
Proceeds received in cash related to transfer of receivables	$	10,015	$	7,452
Cash collections from customers on receivables previously sold	$	10,061	$	6,662
Discounts related to gross receivables sold included in Selling, general and administrative expense	$	6	$	8

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.

6. INVENTORIES

Inventories by segment are presented below. Readily marketable inventories (“RMI”) are agricultural commodity inventories, such as soybeans, soybean meal, soybean oil, palm oil, corn, and wheat carried at fair value because of their commodity characteristics, widely available markets, and international pricing mechanisms. The Company engages in trading and distribution, or merchandising activities, and part of RMI can be attributable to such activities and is not held for processing. All other inventories are carried at lower of cost or net realizable value.


(US$ in millions)	September 30, 2021		December 31, 2020
Agribusiness (1)	$	6,618	$	6,019
Refined and Specialty Oils (2)	1,102		885
Milling (3)	294		268

Total	$	8,014	$	7,172

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(1) Includes RMI of $6,248 million and $5,735 million at September 30, 2021 and December 31, 2020, respectively. Of these amounts, $4,956 million and $4,369 million can be attributable to merchandising activities at September 30, 2021 and December 31, 2020, respectively. Assets held for sale includes RMI of zero and $365 million at September 30, 2021 and December 31, 2020, respectively.

(2) Includes RMI of $231 million and $174 million at September 30, 2021 and December 31, 2020, respectively.

(3) Includes RMI of $26 million and $52 million at September 30, 2021 and December 31, 2020, respectively.

7. OTHER CURRENT ASSETS

Other current assets consist of the following:


(US$ in millions)	September 30, 2021		December 31, 2020
Unrealized gains on derivative contracts, at fair value	$	2,032	$	3,555
Prepaid commodity purchase contracts (1)	252		174
Secured advances to suppliers, net (2)	318		380
Recoverable taxes, net	319		385
Margin deposits	538		817
Marketable securities and other short-term investments(4)	451		346
Deferred purchase price receivable(3)	544		177
Income taxes receivable	55		27
Prepaid expenses	323		231
Restricted cash	23		29
Other	201		147
Total	$	5,056	$	6,268

(1) Prepaid commodity purchase contracts represent advance payments against contracts for future deliveries of specified quantities of agricultural commodities.

(2) The Company provides cash advances to suppliers, primarily Brazilian soybean farmers, to finance a portion of the suppliers’ production costs. The Company does not bear any of the costs or operational risks associated with the related growing activities. The advances are largely collateralized by future crops and physical assets of the suppliers, carry a local market interest rate, and settle when the farmers' crops are harvested and sold. The secured advances to farmers are reported net of allowances of $4 million at September 30, 2021 and $2 million at December 31, 2020.

Interest earned on secured advances to suppliers of $5 million and $6 million for the three months ended September 30, 2021 and 2020, respectively, and $18 million and $24 million for the nine months ended September 30, 2021 and 2020, respectively, is included in Net sales in the condensed consolidated statements of income.

(3) Deferred purchase price receivable represents additional credit support for the investment conduits in the Company’s trade receivables securitization program (see Note 5- Trade Accounts Receivable and Trade Receivable Securitization Program).

(4) Marketable securities and other short-term investments - The Company invests in foreign government securities, corporate debt securities, deposits, equity securities, and other securities. The following is a summary of amounts recorded in the Company's condensed consolidated balance sheets as marketable securities and other short-term investments.

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(US$ in millions)	September 30, 2021		December 31, 2020
Foreign government securities	$	231	$	207
Corporate debt securities	154		136

Equity securities	50		—
Other	16		3
Total	$	451	$	346

As of September 30, 2021 and December 31, 2020, $431 million and $343 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 their fair values. For the three months ended September 30, 2021 and 2020, unrealized gains of $42 million and $4 million, respectively, have been recorded and recognized in Other income (expense) - net for investments held at September 30, 2021 and 2020. For the nine months ended September 30, 2021 and 2020, unrealized gains of $60 million and $16 million, respectively, have been recorded and recognized in Other income (expense) - net for investments held at September 30, 2021 and 2020.

8. OTHER NON-CURRENT ASSETS

Other non-current assets consist of the following:


(US$ in millions)	September 30, 2021		December 31, 2020
Recoverable taxes, net (1)	$	59	$	115
Judicial deposits (1)	94		72
Other long-term receivables, net	12		12
Income taxes receivable	133		150
Long-term investments (2)	160		136
Affiliate loans receivable	16		15
Long-term receivables from farmers in Brazil, net (1)	33		38
Unrealized gains on derivative contracts, at fair value	56		111
Other	93		97
Total	$	656	$	746

(1) A significant portion of these non-current assets arise from the Company’s Brazilian operations and their realization could take several years.

(2) As of September 30, 2021 and December 31, 2020, $12 million and $12 million, respectively, of long-term investments are recorded at fair value.

Recoverable taxes, net - Recoverable taxes include value-added taxes paid upon the acquisition of property, plant and equipment, raw materials and taxable services and other transactional taxes which can be recovered in cash or as compensation against income taxes, or other taxes Bunge may owe, primarily in Brazil and Europe. Recoverable taxes are reported net of allowances of $16 million and $17 million at September 30, 2021 and December 31, 2020, respectively.

Judicial deposits - Judicial deposits are funds the Company has placed on deposit with the courts in Brazil. These funds are held in judicial escrow relating to certain legal proceedings pending resolution and bear interest at the Selic rate, which is the benchmark rate of the Brazilian central bank.

Income taxes receivable - Income taxes receivable include overpayments of current income taxes plus accrued interest. These income tax prepayments are expected to be primarily used for the settlement of future income tax obligations. Income taxes receivable in Brazil bear interest at the Selic rate.

Long-term investments - Long-term investments primarily comprise Bunge's noncontrolling equity investments in growth stage agribusiness and food companies held by Bunge Ventures.

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Affiliate loans receivable - Affiliate loans receivable are primarily interest-bearing receivables from unconsolidated affiliates with remaining maturities of greater than one year.

Long-term receivables from farmers in Brazil, net - The Company provides financing to farmers in Brazil, primarily through secured advances against farmer commitments to deliver agricultural commodities (primarily soybeans) upon harvest of the then-current year’s crop, and through credit sales of fertilizer to farmers. Certain such long-term receivables from farmers are originally recorded in Other current assets as prepaid commodity contracts or secured advances to suppliers (see Note 7- Other Current Assets) or Other non-current assets according to their maturity. Advances initially recorded in Other current assets are reclassified to Other non-current assets if collection issues arise and amounts become past due with resolution of such matters expected to take more than one year.

The average recorded investment in long-term receivables from farmers in Brazil for the nine months ended September 30, 2021 and the year ended December 31, 2020 was $119 million and $132 million, respectively. The table below summarizes the Company’s recorded investment in long-term receivables from farmers in Brazil and the related allowance amounts.


	September 30, 2021				December 31, 2020
(US$ in millions)	Recorded Investment		Allowance		Recorded Investment		Allowance
For which an allowance has been provided:
Legal collection process (1)	$	57	$	49	$	73	$	60
Renegotiated amounts	6		5		6		3
For which no allowance has been provided:
Legal collection process (1)	21		—		22		—
Renegotiated amounts (2)	1		—		—		—
Other long-term receivables (3)	2		—		—		—
Total	$	87	$	54	$	101	$	63

(1) All amounts in legal collection processes are considered past due upon initiation of legal action.

(2) These renegotiated amounts are current on repayment terms.

(3) New advances expected to be realized through farmer commitments to deliver agricultural commodities in crop periods greater than twelve months from the balance sheet date. Such advances are reclassified from non-current assets to current assets in later periods depending on the expected date of their realization.

The table below summarizes the activity in the allowance for doubtful accounts related to long-term receivables from farmers in Brazil.


	Nine Months Ended September 30,
(US$ in millions)		2021		2020
Beginning balance		$	63	$	96
Bad debt provisions		2		5
Recoveries		(4)		(11)
Write-offs		(4)		—
Transfers		(1)		—
Foreign exchange translation		(2)		(27)
Ending balance		$	54	$	63

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9. INCOME TAXES

Income tax expense is provided on an interim basis based on management’s estimate of the annual effective income tax rate and includes the tax effects of certain discrete items, such as changes in tax laws or tax rates or other unusual or non-recurring tax adjustments in the interim period in which they occur. In addition, results from jurisdictions projecting a loss for the year where no tax benefit can be recognized are treated discretely in the interim period in which they occur. The effective tax rate is highly dependent on the geographic distribution of the Company’s worldwide earnings or losses and tax regulations in each jurisdiction. Management regularly monitors the assumptions used in estimating its annual effective tax rate and adjusts estimates accordingly, including the realizability of deferred tax assets. Volatility in earnings within a taxing jurisdiction could result in a determination that additional valuation allowance adjustments may be warranted.

Income tax expense for the three and nine months ended September 30, 2021 was $92 million and $334 million, respectively. Income tax expense for the three and nine months ended September 30, 2020 was $38 million and $151 million, respectively. The effective tax rate for the three and nine months ended September 30, 2021 was lower than the U.S. statutory rate of 21% primarily due to favorable earnings mix and incentives in South and North America. The effective tax rate for the three and nine months ended September 30, 2020, was lower than the U.S. statutory rate of 21% primarily due to the release of valuation allowances in Europe and Asia.

As a global enterprise, the Company files income tax returns that are subject to periodic examination and challenge by federal, state, and foreign tax authorities. In many jurisdictions, income tax examinations, including settlement negotiations or litigation, may take several years to finalize. The Company is currently under examination or litigation in various locations throughout the world. While it is difficult to predict the outcome or timing of resolution of any particular matter, management believes that the condensed consolidated financial statements reflect the largest amount of tax benefit that is more likely than not to be realized.

10. OTHER CURRENT LIABILITIES

Other current liabilities consist of the following:


(US$ in millions)	September 30, 2021		December 31, 2020
Unrealized losses on derivative contracts, at fair value	$	2,277	$	3,226
Accrued liabilities	721		652
Advances on sales (1)	276		406
Payables for purchase of shares (2)	—		149
Income tax payable	211		55
Other	337		352
Total	$	3,822	$	4,840

(1) The Company records Advances on sales when cash payments are received, or invoices are issued in advance of the Company’s performance, and recognizes revenue once the related performance obligation is completed. Advances on sales is impacted by the seasonality of our business, including the timing of harvests in the northern and southern hemispheres, and amounts at each balance sheet date will generally be recognized in earnings within twelve months or less.

(2) On December 9, 2020, Bunge filed an unconditional tender offer to acquire all of the shares Bunge did not own in Z.T. Kruszwica S.A. Accordingly, the Company recognized a liability for the fair value of the publicly listed shares not owned at December 31, 2020. The tender offer process was completed in the first quarter of 2021.

11. FAIR VALUE MEASUREMENTS

Bunge's various financial instruments include certain components of working capital such as trade accounts receivable and trade accounts payable. Additionally, Bunge uses short and long-term debt to fund operating requirements. Trade accounts receivable, trade accounts payable, and short-term debt are stated at their carrying value, which is a reasonable estimate of fair value. See Note 4 - Trade Structured Finance Program for trade structured finance program, Note 8- Other Non-Current Assets for long-term receivables from farmers in Brazil, net and other long-term investments, and Note 13- Debt for long-term debt. Bunge's financial instruments also include derivative instruments and marketable securities, which are stated at fair value.

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The fair value standard describes three levels within its hierarchy that may be used to measure fair value.


Level	Description	Financial Instrument (Assets / Liabilities)
Level 1	Quoted prices (unadjusted) in active markets for identical assets or liabilities.	Exchange traded derivative contracts. Marketable securities in active markets.
Level 2	Observable inputs, including adjusted Level 1 quotes, quoted prices for similar assets or liabilities, quoted prices in markets that are less active than traded exchanges and other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.	Exchange traded derivative contracts (less liquid markets). Readily marketable inventories. Over-the-counter (‘‘OTC’’) commodity purchase and 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.

In many cases, a valuation technique used to measure fair value includes inputs from multiple levels of the fair value hierarchy. The lowest level of input that is a significant component of the fair value measurement determines the placement of the entire fair value measurement in the hierarchy. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment and may affect the classification of fair value assets and liabilities within the fair value hierarchy levels.

For a further definition of fair value and the associated fair value levels, refer to Note 15 - Fair Value Measurements, included in the Company's 2020 Annual Report on Form 10-K.

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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
	September 30, 2021								December 31, 2020
(US$ in millions)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Readily marketable inventories(1) (Note 6)	$	—	$	6,203	$	302	$	6,505	$	—	$	6,118	$	208	$	6,326
Trade accounts receivable (2)	—		—		—		—		—		5		—		5
Unrealized gain on derivative contracts (3):
Interest rate	—		65		—		65		—		100		—		100
Foreign exchange	—		315		—		315		3		531		—		534
Commodities	134		1,196		56		1,386		191		2,783		63		3,037
Freight	206		6		—		212		14		—		—		14
Energy	105		1		—		106		44		—		—		44
Credit	—		4		—		4		—		—		—		—

Other (4)	67		392		—		459		15		352		—		367
Total assets	$	512	$	8,182	$	358	$	9,052	$	267	$	9,889	$	271	$	10,427
Liabilities:
Trade accounts payable (5)	$	—	$	604	$	51	$	655	$	—	$	285	$	9	$	294
Unrealized loss on derivative contracts (6):
Interest rate	—		32		—		32		—		15		—		15
Foreign exchange	—		383		—		383		—		701		—		701
Commodities	183		1,327		60		1,570		232		2,187		71		2,490
Freight	248		—		—		248		16		—		—		16
Energy	72		1		—		73		12		—		—		12


Total liabilities	$	503	$	2,347	$	111	$	2,961	$	260	$	3,188	$	80	$	3,528

(1) At September 30, 2021 and December 31, 2020, RMI totaling zero and $365 million, respectively, were included in Assets held for sale.

(2) These receivables are hybrid financial instruments for which Bunge has elected the fair value option as they are derived from purchases and sales of agricultural commodity products in the normal course of business.

(3) Unrealized gains on derivative contracts are generally included in Other current assets. There were $56 million and $111 million included in Other non-current assets at September 30, 2021 and December 31, 2020, respectively. There were zero and $63 million included in Assets held for sale at September 30, 2021 and December 31, 2020, respectively.

(4) Other includes the fair values of marketable securities and investments in Other current assets and Other non-current assets.

(5) These payables are hybrid financial instruments for which the Company has elected the fair value option as they are derived from purchases and sales of agricultural commodity products in the normal course of business. At September 30, 2021 and December 31, 2020, there were zero and $40 million, respectively, included in Liabilities held for sale.

(6) Unrealized losses on derivative contracts are generally included in Other current liabilities. There were $28 million and $7 million included in Other non-current liabilities at September 30, 2021 and December 31, 2020, respectively. There were zero and $2 million included in Liabilities held for sale at September 30, 2021 and December 31, 2020, respectively.

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.

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If the Company used different methods or factors to determine fair values, amounts reported as unrealized gains and losses on derivative contracts and RMI at fair value in the condensed consolidated balance sheets and condensed consolidated statements of income could differ. Additionally, if market conditions change subsequent to the reporting date, amounts reported in future periods as unrealized gains and losses on derivative contracts and RMI at fair value in the condensed consolidated balance sheets and condensed consolidated statements of income could differ.

Derivatives—The majority of exchange traded futures and options contracts and exchange cleared contracts are valued based on unadjusted quoted prices in active markets and are classified within Level 1. The majority of the Company’s exchange traded agricultural commodity futures are cash-settled on a daily basis and, therefore, are not included in these tables. The Company's forward commodity purchase and 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.

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 prices 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 three and nine months ended September 30, 2021 and 2020. These instruments were valued using pricing models that management believes reflect the assumptions that would be used by a marketplace participant.



	Three Months Ended September 30, 2021
(US$ in millions)	Readily Marketable Inventories		Derivatives, Net		Trade Accounts Payable		Total
Balance, July 1, 2021	$	492	$	(20)	$	(92)	$	380
Total gains and losses (realized/unrealized) included in cost of goods sold (1)	87		10		7		104
Purchases	596		—		(13)		583
Sales	(1,011)		—		—		(1,011)
Issuances	—		—		—		—
Settlements	—		—		36		36
Transfers into Level 3	349		8		(24)		333
Transfers out of Level 3	(211)		(2)		35		(178)

Balance, September 30, 2021	$	302	$	(4)	$	(51)	$	247

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(1) Readily marketable inventories, derivatives, net and trade accounts payable, include gains/(losses) of $84 million, $15 million and $7 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at September 30, 2021.



	Three Months Ended September 30, 2020
(US$ in millions)	Readily Marketable Inventories		Derivatives, Net		Trade Accounts Payable		Total
Balance, July 1, 2020	$	596	$	(13)	$	(133)	$	450
Total gains and losses (realized/unrealized) included in cost of goods sold (1)	268		(36)		2		234
Purchases	532		2		(19)		515
Sales	(814)		—		—		(814)
Issuances	—		(1)		—		(1)
Settlements	—		15		53		68
Transfers into Level 3	201		(2)		(4)		195
Transfers out of Level 3	(320)		(2)		41		(281)
Balance, September 30, 2020	$	463	$	(37)	$	(60)	$	366

(1) Readily marketable inventories, derivatives, net and trade accounts payable, includes gains/(losses) of $174 million, $(37) million and $2 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at September 30, 2020.



	Nine Months Ended September 30, 2021
(US$ in millions)	Readily Marketable Inventories		Derivatives, Net		Trade Accounts Payable		Total
Balance, January 1, 2021	$	208	$	(8)	$	(9)	$	191
Total gains and losses (realized/unrealized) included in cost of goods sold (1)	356		30		15		401
Purchases	1,670		3		(238)		1,435
Sales	(2,866)		—		—		(2,866)
Issuances	—		(2)		—		(2)
Settlements	—		(49)		209		160
Transfers into Level 3	1,248		(17)		(212)		1,019
Transfers out of Level 3	(314)		39		184		(91)

Balance, September 30, 2021	$	302	$	(4)	$	(51)	$	247

(1) Readily marketable inventories, derivatives, net and trade accounts payable, include gains/(losses) of $347 million, $(19) million and $15 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at September 30, 2021.

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	Nine Months Ended September 30, 2020
(US$ in millions)	Readily Marketable Inventories		Derivatives, Net		Trade Accounts Payable		Total
Balance, January 1, 2020	$	231	$	(24)	$	(31)	$	176
Total gains and losses (realized/unrealized) included in cost of goods sold (1)	583		(33)		15		565
Purchases	1,877		3		(296)		1,584
Sales	(2,410)		—		—		(2,410)
Issuances	—		(3)		—		(3)
Settlements	—		15		221		236
Transfers into Level 3	748		8		(77)		679
Transfers out of Level 3	(566)		(3)		108		(461)
Balance, September 30, 2020	$	463	$	(37)	$	(60)	$	366

(1) Readily marketable inventories, derivatives, net and trade accounts payable, includes gains/(losses) of $334 million, $(33) million and $15 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at September 30, 2020.

12. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

The Company uses derivative instruments to manage several market risks, such as interest rate, foreign currency, 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.

Fair value hedges - These derivatives are used to hedge the effect of interest rate and currency exchange rate changes on certain long-term debt. Under fair value hedge accounting, the derivative is measured at fair value and the carrying value of hedged debt is adjusted for the change in value related to the exposure being hedged, with both adjustments offset to earnings. In other words, the earnings effect of 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.

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 held 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 2021. Of the amount currently in Accumulated other comprehensive income (loss), $4 million of deferred losses is expected to be reclassified to earnings in the next twelve months.

Net investment hedges - The Company hedges the currency risk of certain of its foreign subsidiaries with currency forwards 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.

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

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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)		September 30, 2021		December 31, 2020		Unit of Measure
Hedging instrument type:
Fair value hedges of interest rate risk
	Carrying value of hedged debt	$	3,740	$	2,465	$ Notional
	Cumulative adjustment to long-term debt from application of hedge accounting	$	30	$	92	$ Notional
	Interest rate swap	$	3,726	$	2,382	$ Notional

Fair value hedges of currency risk
	Carrying value of hedged debt	$	274	$	297	$ Notional

	Cross currency swap	$	274	$	297	$ Notional




Cash flow hedges of currency risk
	Foreign currency forward	$	12	$	182	$ Notional
	Foreign currency option	$	39	$	90	$ Notional




Net investment hedges
	Foreign currency forward	$	1,355	$	1,875	$ 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 sale 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 its exposure to credit risk and broader macroeconomic risks, respectively. The impact of changes in fair value of these instruments is presented in Cost of goods sold.

The table below summarizes the volume of economic derivatives as of September 30, 2021 and December 31, 2020. For those contracts traded bilaterally through the OTC markets (e.g., forwards, forward rate agreements ("FRA"), swaps, and variable interests rate obligations), the gross position is provided. For exchange traded (e.g., futures, FFAs and options) and cleared positions (e.g., energy swaps), the net position is provided.

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	September 30,				December 31,
	2021				2020				Unit of Measure
(US$ in millions)	Long		(Short)		Long		(Short)
Interest rate
Swaps	$	1,791	$	(1,943)	$	1,989	$	(1,418)	$ Notional
FRAs	$	—	$	—	$	1,216	$	(805)	$ Notional
Currency
Forwards	$	14,033	$	(14,813)	$	11,272	$	(13,171)	$ Notional
Swaps	$	562	$	(510)	$	422	$	(413)	$ Notional
Futures	$	14	$	—	$	—	$	(55)	$ Notional
Options	$	86	$	(75)	$	100	$	(142)	Delta
Agricultural commodities
Forwards	35,140,835		(29,994,625)		38,332,313		(39,743,593)		Metric Tons
Swaps	7,348		(5,896,696)		—		(1,700,972)		Metric Tons
Futures	—		(709,252)		—		(11,422,365)		Metric Tons
Options	137,405		(763,548)		—		(280,240)		Metric Tons
Ocean freight
FFA	16,783		(22,386)		3,055		—		Hire Days
FFA options	567		—		—		—		Hire Days
Natural gas
Swaps	574,408		—		1,040,284		—		MMBtus
Futures	3,000,000		—		7,210,000		—		MMBtus
Energy - other



Swaps	754,301		(532,541)		413,542		—		Metric Tons
Electricity
Swaps	670,973		(256,949)		—		—		Mwh
Other
Swaps and futures	$	—	$	(323)	$	30	$	(30)	$ Notional

The Effect of Derivative Instruments and Hedge Accounting on the Condensed Consolidated Statements of Income

The tables below summarize the net effect of derivative instruments and hedge accounting on the condensed consolidated statements of income for the three and nine months ended September 30, 2021 and 2020.

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		Gain (Loss) Recognized in Income on Derivative Instruments
		Three Months Ended September 30,
(US$ in millions)		2021		2020
Income statement classification	Type of derivative
Net sales
Hedge accounting	Foreign currency	$	1	$	(4)

Cost of goods sold


Economic hedges	Foreign currency	$	(207)	$	(344)
	Commodities	242		(403)
	Other (1)	(84)		51
Total Cost of goods sold		$	(49)	$	(696)




Interest expense
Hedge accounting	Interest rate	$	8	$	6

Total Interest expense		$	8	$	6

Foreign exchange gains (losses)
Hedge accounting	Foreign currency	$	(3)	$	13
Economic hedges	Foreign currency	68		35
Total Foreign exchange gains (losses)		$	65	$	48




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	$	(1)
Gains and losses on derivatives used as cash flow hedges of foreign currency risk included in other comprehensive income (loss) during the period (2)		$	(5)	$	(4)

Gains and losses on derivatives used as net investment hedges included in other comprehensive income (loss) during the period		$	52	$	47
Foreign currency gains and losses on intercompany loans used as net investment hedges included in other comprehensive income (loss) during the period		$	—	$	(40)


Amounts released from accumulated other comprehensive income (loss) during the period


Cash flow hedge of foreign currency risk		$	(1)	$	3

(1) Other includes the results from freight, energy and other derivatives.

(2) Includes $(5) million and $(20) million Bunge share of other comprehensive income (loss) related to cash flow hedges associated with the Company's equity investment in BP Bunge Bioenergia for the three months ended September 30, 2021 and 2020, respectively.

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		Gain (Loss) Recognized in Income on Derivative Instruments
		Nine months ended September 30,
(US$ in millions)		2021		2020
Income statement classification	Type of derivative
Net sales
Hedge accounting	Foreign currency	$	2	$	(10)

Cost of goods sold


Economic hedges	Foreign currency	$	(23)	$	(1,459)
	Commodities	(1,494)		583
	Other (1)	175		9
Total Cost of goods sold		$	(1,342)	$	(867)




Interest expense
Hedge accounting	Interest rate	$	21	$	8

Total Interest expense		$	21	$	8

Foreign exchange gains (losses)
Hedge accounting	Foreign currency	$	(20)	$	23
Economic hedges	Foreign currency	1		(202)
Total Foreign exchange gains (losses)		$	(19)	$	(179)

Other income (expense)
Economic hedges	Interest rate	$	1	$	—
Total Other income/(expense)		$	1	$	—

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)	$	(1)
Gains and losses on derivatives used as cash flow hedges of foreign currency risk included in other comprehensive income (loss) during the period (2)		$	(2)	$	(21)

Gains and losses on derivatives used as net investment hedges included in other comprehensive income (loss) during the period		$	(6)	$	100
Foreign currency gains and losses on intercompany loans used as net investment hedges included in other comprehensive income (loss) during the period		$	—	$	(37)


Amounts released from accumulated other comprehensive income (loss) during the period


Cash flow hedge of foreign currency risk		$	(3)	$	5

(1) Other includes the results from freight, energy and other derivatives.

(2) Includes $(42) million and $(10) million Bunge share of other comprehensive income (loss) related to cash flow hedges associated with the Company's equity investment in BP Bunge Bioenergia for the nine months ended September 30, 2021 and 2020, respectively.

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13. DEBT

Bunge’s commercial paper program is supported by an identical amount of committed back-up bank credit lines (the “Liquidity Facility”) provided by banks that are rated at least A-1 by Standard & Poor’s Financial Services and P-1 by Moody’s Investors Service. The cost of borrowing under the Liquidity Facility would typically be higher than the cost of issuing under Bunge’s commercial paper program. At September 30, 2021, there were no borrowings outstanding under the commercial paper program and no borrowings under the Liquidity Facility, and at December 31, 2020, $549 million of borrowings were outstanding under the commercial paper program and no borrowings were outstanding under the Liquidity Facility. The Liquidity Facility is Bunge's only revolving credit facility that requires lenders to maintain minimum credit ratings. On July 16, 2021, Bunge amended and extended the Liquidity Facility to July 16, 2026.

Bunge's unsecured $1,250 million 364-day Revolving Credit Agreement (the “$1.25 Billion Credit Agreement”) with a group of lenders, comprising a $1,000 million tranche (“Tranche A”) and a $250 million tranche (“Tranche B”), was scheduled to mature on October 21, 2021. On July 16, 2021, Bunge entered into an unsecured $1,000 million 364-day Revolving Credit Agreement (the “$1 Billion Credit Agreement”), with a group of lenders, maturing on July 15, 2022. Bunge may, from time to time, request one or more of the existing or new lenders to increase the total participations under the $1 Billion Credit Agreement by an aggregate amount up to $250 million pursuant to an accordion provision. Borrowings will bear interest at LIBOR plus an applicable margin, as defined in the $1 Billion Credit Agreement. The $1 Billion Credit Agreement replaces the existing $1.25 Billion Credit Agreement. Bunge had no borrowings outstanding at September 30, 2021 under the $1 Billion Credit Agreement.

Bunge's unsecured committed $1,100 million five-year syndicated revolving credit agreement (the “$1.1 Billion Credit Agreement”) with certain lenders party thereto, was scheduled to mature on December 14, 2023. On July 16, 2021, Bunge entered into an unsecured committed $1.35 Billion 5-year Revolving Credit Agreement (the “$1.35 Billion Credit Agreement”) with a group of lenders, maturing July 16, 2026. Bunge may, from time to time, request one or more of the existing or new lenders to increase the total commitments under the $1.35 Billion Credit Agreement by an aggregate amount up to $200 million pursuant to an accordion provision. Borrowings will bear interest at LIBOR plus an applicable margin, as defined in the $1.35 Billion Credit Agreement. The $1.35 Billion Credit Agreement replaces the existing $1.1 Billion Credit Agreement. Bunge had no borrowings outstanding at September 30, 2021 under the $1.35 Billion Credit Agreement.

Bunge had no borrowings outstanding at September 30, 2021 under its $1,750 million unsecured committed syndicated revolving credit facility with certain lenders party thereto maturing December 12, 2022 (the “$1.75 Billion 2022 Facility”). Borrowings under the $1.75 Billion 2022 Facility bear interest at LIBOR plus a margin, which will vary from 0.30% to 1.30% per annum, based on the credit ratings of Bunge's senior long-term unsecured debt. The applicable margin is also subject to certain premiums or discounts tied to criteria determined by certain sustainability targets. Bunge also pays a fee that varies from 0.10% to 0.40% per annum, based on the utilization of the $1.75 Billion 2022 Facility. Bunge may, from time to time, with the consent of the facility agent, request one or more of the existing lenders or new lenders to increase the total commitments under the $1.75 Billion 2022 Facility by up to $250 million pursuant to an accordion provision.

Bunge had no borrowings outstanding at September 30, 2021 under its unsecured $865 million revolving credit facility, maturing September 6, 2022 (the “$865 Million 2022 Facility”). Borrowings under the $865 Million 2022 Facility bear interest at LIBOR plus an applicable margin based on the credit ratings of Bunge's senior long-term unsecured debt, as defined in the $865 Million 2022 Facility.

On February 23, 2021, Bunge entered into an unsecured committed $375 million 364-day Revolving Credit Agreement (the “$375 Million Credit Agreement”) with a lender. The $375 Million Credit Agreement bears interest at LIBOR plus an applicable margin, as defined in the $375 Million Credit Agreement, and was scheduled to mature on February 22, 2022. On July 16, 2021, the Company terminated the $375 Million Credit Agreement.

At September 30, 2021, Bunge had total committed revolving credit facilities of $5,565 million with a number of financial institutions, of which $5,565 million was unused and available. At December 31, 2020, Bunge had total committed revolving credit facilities of $5,565 million with a number of financial institutions, of which $4,072 million was unused and available.

In addition to committed facilities, 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 September 30, 2021 and December 31, 2020 there were no borrowings and $550 million borrowings, respectively, 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 $902 million and $785 million in short-term borrowings outstanding under local bank lines of credit at September 30, 2021 and December 31, 2020, respectively, to support working capital requirements.

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On February 25, 2021, Bunge entered into an unsecured syndicated $250 million 364-day term loan (the “$250 Million Term Loan”) with a group of lenders. The $250 Million Term Loan bears interest at LIBOR plus an applicable margin, as defined in the $250 Million Term Loan. The $250 Million Term Loan matures on February 24, 2022 and was fully drawn as of September 30, 2021.

On February 23, 2021, Bunge entered into an unsecured $125 million 364-day term loan (the “$125 Million Term Loan”) with a lender. The $125 Million Term Loan bears interest at LIBOR plus an applicable margin, as defined in the $125 Million Term Loan. The $125 Million Term Loan was scheduled to mature on February 22, 2022. On July 16, 2021, Bunge prepaid the outstanding balance of the $125 Million Term Loan.

The fair value of Bunge’s long-term debt is based on interest rates currently available on comparable maturities to companies with credit standing similar to that of Bunge. The carrying amounts and fair value of long-term debt are as follows:


	September 30, 2021				December 31, 2020
(US$ in millions)	Carrying Value		Fair Value (Level 2)			Carrying Value		Fair Value (Level 2)
Long-term debt, including current portion	$	5,324	$	5,567		$	4,460	$	4,646

On May 14, 2021, Bunge completed the sale and issuance of $1 billion aggregate principal amount of 2.750% unsecured senior notes (the “2.75% Senior Notes”) due May 14, 2031. The 2.75% Senior Notes are fully and unconditionally guaranteed by Bunge. The offering was made pursuant to a shelf registration statement on Form S-3 (Registration No. 333-231083) filed by the Company and its 100% owned finance subsidiary Bunge Limited Finance Corp. with the U.S. Securities and Exchange Commission. Interest on the 2.75% Senior Notes is payable semi-annually in arrears in November and May of each year, commencing on November 14, 2021. At any time prior to February 14, 2031 (three months before maturity of the 2.75% Senior Notes), the Company may elect to redeem and repay the 2.75% Senior Notes, at any time in whole, or from time to time in part, at a redemption price substantially equal to 100% of the principal amount of the 2.75% Senior Notes being redeemed on the redemption date. The net proceeds of the offering were approximately $990 million after deducting underwriting commissions, the original issue discount and offering fees and expense payable by Bunge. Bunge used the net proceeds from this offering for general corporate purposes, including the repayment of certain short-term debt.

14. RELATED PARTY TRANSACTIONS

Bunge purchases agricultural commodity products from certain of its unconsolidated investees and other related parties. Such related party purchases comprised approximately 6% or less of total Cost of goods sold for the three and nine months ended September 30, 2021 and 2020. Bunge also sells agricultural commodity products to certain of its unconsolidated investees and other related parties. Such related party sales comprised approximately 2% or less of total Net sales for the three and nine months ended September 30, 2021 and 2020.

In addition, Bunge receives services from and provides services to its unconsolidated investees, including tolling, port handling, administrative support, and other services. For the three and nine months ended September 30, 2021 and 2020, such services were not material to the Company's consolidated results.

At September 30, 2021 and December 31, 2020, receivables related to the above related party transactions comprised approximately 3% or less of total Trade accounts receivable. At September 30, 2021 and December 31, 2020, payables related to the above related party transactions comprised approximately 5% or less of total Trade accounts payable.

Bunge believes all transaction values to be similar to those that would be conducted with third parties.

15. COMMITMENTS AND CONTINGENCIES

Bunge is party to claims and lawsuits, primarily non-income tax and labor claims in South America, arising in the normal course of business. Bunge is also involved from time to time in various contract, antitrust, environmental litigation and remediation and other litigation, claims, government investigations and legal proceedings. The ability to predict the ultimate outcome of such matters involves judgments, estimates and inherent uncertainties. Bunge records liabilities related to legal matters when the exposure item becomes probable and can be reasonably estimated. Bunge management does not expect these matters to have a material adverse effect on Bunge’s financial condition, results of operations or liquidity. However, these matters are subject to inherent uncertainties and there exists the remote possibility that a liability arising from these matters could have a material adverse impact in the period the uncertainties are resolved should the liability substantially exceed the amount of provisions included in the condensed consolidated balance sheets. Information regarding the claims appears in Bunge’s Report on Form 10-K for the year ended December 31, 2020. Included in Other non-current liabilities at September 30, 2021 and December 31, 2020 are the following amounts related to these matters:

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(US$ in millions)	September 30, 2021		December 31, 2020
Non-income tax claims	$	17	$	20
Labor claims	71		54
Civil and other claims	95		96
Total	$	183	$	170

Brazil Indirect Taxes

Non-income tax claims - These tax claims relate to ongoing claims against Bunge’s Brazilian subsidiaries, primarily value-added tax claims (ICMS, ISS, IPI and PIS/COFINS).

On October 8, 2020, the Company was notified that the Brazilian Federal Court of Appeal ruled in favor of the Company in a case against Brazilian tax authorities regarding the right to exclude the value of ICMS from the PIS/COFINS tax basis. The ruling allowed the Company the right to recover amounts unduly paid from August 2009 through December 2020. As a result of the favorable decision, Bunge recorded a pre-tax benefit of R$260 million (approximately $49 million) primarily in the fourth quarter of 2020 for the recovery of taxes, recognized in Net sales, consistent with how the expense was originally incurred. Realization of these benefits occurred through income tax credits applied to the Company's second quarter of 2021 Brazil federal tax liability.

As of September 30, 2021, the Brazilian federal and state authorities have concluded examinations of the ICMS and PIS/COFINS tax returns and have issued outstanding claims. The Company continues to evaluate the merits of each of these claims and will recognize them when loss is considered probable. The outstanding claims comprise the following:


(US$ in millions)	Years Examined	September 30, 2021		December 31, 2020
ICMS	1990 to Present	$	201	$	191
PIS/COFINS	2004 through 2016	$	267	$	208

Labor claims — The labor claims are principally against Bunge’s Brazilian subsidiaries. The labor claims primarily relate to dismissals, severance, health and safety, salary adjustments and supplementary retirement benefits.

Civil and other claims — The civil and other claims relate to various disputes with third parties, including suppliers and customers.

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. This proceeding was put on hold due to a court injunction obtained by one of the defendants in a case related to the application of the statute of limitations.

Guarantees — Bunge has issued or was a party to the following guarantees at September 30, 2021:


(US$ in millions)	Maximum Potential Future Payments
Unconsolidated affiliates guarantee (1)	$	262
Residual value guarantee (2)	261
Other guarantees	7
Total	$	530

(1) Bunge has issued financial and performance 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 and have maturity dates through 2034. There are no recourse provisions or collateral that would enable Bunge to recover any amounts paid under these guarantees. Certain Bunge subsidiaries have guaranteed the obligations of certain of their affiliates and in connection therewith have secured their guarantee obligations through a pledge of certain of their affiliate's shares plus loans receivable from the affiliates to the financial institutions in the event that the guaranteed obligations are enforced. Based on amounts drawn under such debt facilities at September 30, 2021, Bunge's potential liability was $218 million, and has recorded a $9 million obligation related to these guarantees, inclusive of expected lifetime credit losses, which are determined based on historical financial information and are not expected to be material.

(2) Bunge has issued guarantees to certain financial institutions that are party to certain operating lease arrangements for railcars, barges, and buildings. These guarantees provide for a minimum residual value to be received by the lessor at

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the conclusion of the lease term. These leases expire at various dates from 2021 through 2028. At September 30, 2021, 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 guarantee to the Director of the Illinois Department of Agriculture as Trustee for Bunge North America, Inc. (“BNA”), an indirect wholly-owned subsidiary, which guarantees all amounts due and owing by BNA to grain producers and/or depositors in the State of Illinois who have delivered commodities to BNA’s Illinois facilities.

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 September 30, 2021, Bunge’s condensed consolidated balance sheet includes debt with a carrying amount of $5,862 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.

16. OTHER NON-CURRENT LIABILITIES


(US$ in millions)	September 30, 2021		December 31, 2020
Labor, legal and other provisions	$	188	$	175
Pension and post-retirement obligations	271		276
Uncertain income tax positions (1)	55		50
Unrealized losses on derivative contracts, at fair value (2)	29		7
Other	114		149
Total	$	657	$	657

(1)See Note 9- Income Taxes.

(2)See Note 11- Fair Value Measurements.

17. REDEEMABLE NONCONTROLLING INTEREST

In connection with the acquisition of a 70% ownership interest in IOI Loders Croklaan ("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 securities are redeemable at the option of the holder. The carrying amount of redeemable noncontrolling interests ("RNCI") 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 via a charge 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.

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18. 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. Under this program, 1,298,384 common shares were repurchased for $100 million during the three and nine month periods ended September 30, 2021. There were no shares repurchased under this program during the three months ended September 30, 2020, and 2,546,000 common shares were repurchased for $100 million during the nine months ended September 30, 2020. Total repurchases under the program from its inception in May 2015 through September 30, 2021 were 8,551,824 shares for $500 million, thereby completing the program.

Effective October 25, 2021, Bunge's Board of Directors approved a new program for the repurchase of up to $500 million of its issued and outstanding common shares. The program has no expiration date.

Accumulated other comprehensive income (loss) attributable to Bunge — The following table summarizes the balances of related after-tax components of Accumulated other comprehensive income (loss) attributable to Bunge:



(US$ in millions)	Foreign Exchange Translation Adjustment		Deferred Gains (Losses) on Hedging Activities		Pension and Other Postretirement Liability Adjustments		Accumulated Other Comprehensive Income (Loss)
Balance, July 1, 2021	$	(5,771)	$	(311)	$	(176)	$	(6,258)
Other comprehensive income (loss) before reclassifications	(222)		43		2		(177)
Amount reclassified from accumulated other comprehensive income (loss)	—		(1)		—		(1)
Balance, September 30, 2021	$	(5,993)	$	(269)	$	(174)	$	(6,436)



(US$ in millions)	Foreign Exchange Translation Adjustment		Deferred Gains (Losses) on Hedging Activities		Pension and Other Postretirement Liability Adjustments		Accumulated Other Comprehensive Income (Loss)
Balance, July 1, 2020	$	(6,209)	$	(117)	$	(189)	$	(6,515)
Other comprehensive income (loss) before reclassifications	26		(17)		—		9
Amount reclassified from accumulated other comprehensive income (loss)	—		3		(1)		2
Balance, September 30, 2020	$	(6,183)	$	(131)	$	(190)	$	(6,504)



(US$ in millions)	Foreign Exchange Translation Adjustment		Deferred Gains (Losses) on Hedging Activities		Pension and Other Postretirement Liability Adjustments		Accumulated Other Comprehensive Income (Loss)
Balance, January 1, 2021	$	(5,857)	$	(215)	$	(174)	$	(6,246)
Other comprehensive income (loss) before reclassifications	(136)		(51)		—		(187)
Amount reclassified from accumulated other comprehensive income (loss)	—		(3)		—		(3)
Balance, September 30, 2021	$	(5,993)	$	(269)	$	(174)	$	(6,436)


(US$ in millions)	Foreign Exchange Translation Adjustment		Deferred Gains (Losses) on Hedging Activities		Pension and Other Postretirement Liability Adjustments		Accumulated Other Comprehensive Income (Loss)
Balance, January 1, 2020	$	(5,263)	$	(170)	$	(191)	$	(5,624)
Other comprehensive income (loss) before reclassifications	(920)		37		—		(883)
Amount reclassified from accumulated other comprehensive income (loss)	—		2		1		3
Balance, September 30, 2020	$	(6,183)	$	(131)	$	(190)	$	(6,504)

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19. EARNINGS PER COMMON SHARE

The following table sets forth the computation of basic and diluted earnings per common share.


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions, except for share data)	2021		2020		2021		2020
Net income (loss)	$	649	$	267	$	1,935	$	596
Net (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	4		(5)		(88)		(2)
Net income (loss) attributable to Bunge	653		262		1,847		594

Convertible preference share dividends	(8)		(8)		(25)		(25)
Adjustment of redeemable noncontrolling interest (1)	—		12		—		2

Net income (loss) available to Bunge common shareholders - Basic	$	645	$	266	1,822		571
Add back convertible preference share dividends	8		8		25		25
Net income (loss) available to Bunge common shareholders - Diluted	$	653	$	274	$	1,847	$	596

Weighted-average number of common shares outstanding:
Basic	141,433,651		139,642,937		141,108,272		141,024,572
Effect of dilutive shares:
—stock options and awards (2)	2,308,535		273,474		2,422,293		217,333
—convertible preference shares	8,796,406		8,633,573		8,796,406		8,633,573
Diluted	152,538,592		148,549,984		152,326,971		149,875,478

Earnings per common share:


Net income (loss) attributable to Bunge common shareholders—basic	$	4.56	$	1.90	$	12.91	$	4.05




Net income (loss) attributable to Bunge common shareholders—diluted	$	4.28	$	1.84	$	12.12	$	3.98

(1) The redemption value adjustment of the Company's redeemable noncontrolling interest is added to or deducted from income (loss) as discussed further in Note 17- Redeemable Noncontrolling Interest.

(2) The weighted-average common shares outstanding-diluted excludes approximately 2 million and 6 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 three months ended September 30, 2021 and 2020, respectively.

The weighted-average common shares outstanding-diluted excludes approximately 2 million and 6 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 nine months ended September 30, 2021 and 2020, respectively.

20. SEGMENT INFORMATION

Effective January 1, 2021, the Company changed its reporting segments to align with its new value chain operational structure. Additionally, effective July 1, 2021, the Company changed its reporting of certain income tax assets and liabilities to report such assets and liabilities within Corporate and Other rather than within the reportable segments in its new value chain operational structure.

Prior period amounts have been reclassified to conform to current presentation for these changes in reporting. See Note 1 - Basis of Presentation, Principles of Consolidation, And Significant Accounting Policies.

The Company's operations are now organized, managed and classified into four reportable segments - Agribusiness, Refined and Specialty Oils, Milling, and Sugar and Bioenergy, based upon their similar economic characteristics, products and

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services offered, production processes, types and classes of customer, and distribution methods. The Company’s remaining operations are not reportable segments, as defined by the applicable accounting standard, and are classified as Corporate and Other.

The Agribusiness reportable segment is characterized by both inputs and outputs being agricultural commodities and thus high volume and low margin. The Refined and Specialty Oils reportable segment involves the processing, production and marketing of products derived from vegetable oils. The Milling reportable segment involves the processing, production and marketing of products derived primarily from wheat and corn. The Sugar and Bioenergy reportable segment primarily comprises the net earnings in the Company’s 50% interest in BP Bunge Bioenergia, a joint venture with BP p.l.c. (“BP”).

Corporate and Other includes salaries and overhead for corporate functions that are not allocated to the Company’s individual reporting segments because the operating performance of each reporting segment is evaluated by the Company's chief operating decision maker exclusive of these items, as well as certain other activities including Bunge Ventures, the Company's captive insurance activities and securitization program, as well as certain income tax assets and liabilities.

Transfers between segments are generally valued at market. Segment revenues generated from these transfers are shown in the following table as “Inter-segment revenues.”


	Three Months Ended September 30, 2021
(US$ in millions)	Agribusiness		Refined and Specialty Oils		Milling		Sugar and Bioenergy		Corporate and Other		Eliminations		Total
Net sales to external customers	$	9,868	$	3,648	$	530	$	69	$	2	$	—	$	14,117
Inter–segment revenues	2,200		86		6		—		—		(2,292)		—
Cost of goods sold	(9,277)		(3,430)		(460)		(67)		(21)		—		(13,255)
Gross profit	591		218		70		2		(19)		—		862
Selling, general and administrative expenses	(118)		(83)		(25)		—		(101)		—		(327)
Foreign exchange gains (losses)	(30)		(1)		(2)		—		(3)		—		(36)
EBIT attributable to noncontrolling interests (1)	5		(2)		—		—		2		—		5
Other income (expense) - net	181		(2)		—		—		41		—		220
Income (loss) from affiliates	10		—		—		51		(1)		—		60
Total Segment EBIT (2)	639		130		43		53		(81)		—		784
Depreciation, depletion and amortization	52		36		10		—		7		—		105
Total assets	16,177		4,091		1,352		207		2,282		—		24,109


	Three Months Ended September 30, 2020
(US$ in millions)	Agribusiness		Refined and Specialty Oils		Milling		Sugar and Bioenergy		Corporate and Other		Eliminations		Total
Net sales to external customers	$	7,290	$	2,432	$	388	$	49	$	—	$	—	$	10,159
Inter–segment revenues	1,279		90		227		1		—		(1,597)		—
Cost of goods sold	(6,917)		(2,254)		(338)		(44)		(4)		—		(9,557)
Gross profit	373		178		50		5		(4)		—		602
Selling, general and administrative expenses	(145)		(96)		(24)		—		(87)		—		(352)
Foreign exchange gains (losses)	59		(2)		1		—		(4)		—		54
EBIT attributable to noncontrolling interests (1)	(2)		(3)		—		—		—		—		(5)
Other income (expense) - net	15		(1)		—		—		3		—		17
Income (loss) from affiliates	17		—		(1)		19		—		—		35
Total Segment EBIT (2)	317		76		26		24		(92)		—		351
Depreciation, depletion and amortization	51		38		11		—		6		—		106
Total assets	14,833		3,401		1,184		144		1,199		—		20,761

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	Nine Months Ended September 30, 2021
(US$ in millions)	Agribusiness		Refined and Specialty Oils		Milling		Sugar and Bioenergy		Corporate and Other		Eliminations		Total
Net sales to external customers	$	31,312	$	9,572	$	1,392	$	190	$	3	$	—	$	42,469
Inter–segment revenues	$	5,711	$	313	$	114	$	—	$	—	$	(6,138)	$	—
Cost of goods sold	(29,425)		(8,924)		(1,231)		(187)		(28)		—		(39,795)
Gross profit	1,887		648		161		3		(25)		—		2,674
Selling, general and administrative expenses	(313)		(259)		(73)		(1)		(250)		—		(896)
Foreign exchange gains (losses)	(1)		1		(2)		—		(9)		—		(11)
EBIT attributable to noncontrolling interests (1)	(6)		(85)		(1)		—		2		—		(90)
Other income (expense) - net	227		236		—		1		55		—		519
Income (loss) from affiliates	44		—		—		89		—		—		133
Total Segment EBIT (2)	1,838		541		85		92		(227)		—		2,329
Depreciation, depletion and amortization	154		111		31		—		21		—		317
Total assets	16,177		4,091		1,352		207		2,282		—		24,109


	Nine Months Ended September 30, 2020
(US$ in millions)	Agribusiness		Edible Oil Products		Milling Products		Sugar and Bioenergy		Corporate and Other		Eliminations		Total
Net sales to external customers	$	20,597	$	6,887	$	1,185	$	125	$	—	$	—	$	28,794
Inter–segment revenues	3,748		183		232		1		—		(4,164)		—
Cost of goods sold	(19,319)		(6,434)		(1,036)		(118)		(6)		—		(26,913)
Gross profit	1,278		453		149		7		(6)		—		1,881
Selling, general and administrative expenses	(365)		(279)		(77)		—		(272)		—		(993)
Foreign exchange gains (losses)	78		—		—		—		(3)		—		75
EBIT attributable to noncontrolling interests (1)	(7)		3		(1)		—		—		—		(5)
Other income (expense) - net	39		(3)		(1)		—		2		—		37
Income (loss) from affiliates	46		—		(1)		(121)		—		—		(76)
Total Segment EBIT (2)	1,069		174		69		(114)		(279)		—		919
Depreciation, depletion and amortization	158		112		34		—		19		—		323
Total assets	14,833		3,401		1,184		144		1,199		—		20,761

(1) Include noncontrolling interests' share of interest and tax with EBIT attributable to noncontrolling interests in order to reconcile to consolidated Noncontrolling interests.

(2) Total segment earnings before interest and taxes (“EBIT”) is an operating performance measure used by Bunge’s management to evaluate segment operating activities. Bunge’s management believes Total Segment EBIT is a useful measure of operating profitability, since the measure allows for an evaluation of the performance of its segments without regard to its financing methods or capital structure. In addition, Total Segment EBIT is a financial measure that is widely used by analysts and investors in Bunge’s industry. However, Total Segment EBIT is a non-GAAP financial measure and is not intended to replace Net income (loss) attributable to Bunge, the most directly comparable U.S. GAAP financial measure. Further, Total Segment EBIT is not a measure of consolidated operating results under U.S. GAAP and should not be considered as an alternative to Net income (loss) or any other measure of consolidated operating results under U.S. GAAP. See the reconciliation of Total Segment EBIT to Net income (loss) attributable to Bunge in the table below.

A reconciliation of Net income (loss) attributable to Bunge to Total Segment EBIT follows:

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	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions)	2021		2020		2021		2020
Net income (loss) attributable to Bunge	$	653	$	262	$	1,847	$	594
Interest income	(19)		(5)		(34)		(18)
Interest expense	57		56		184		195
Income tax expense (benefit)	92		38		334		151

Noncontrolling interests' share of interest and tax	1		—		(2)		(3)
Total Segment EBIT from continuing operations	$	784	$	351	$	2,329	$	919

The Company’s Net sales comprise 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:


	Three Months Ended September 30, 2021
(US$ in millions)	Agribusiness		Refined and Specialty Oils		Milling		Sugar and Bioenergy		Corporate and Other		Total
Sales from other arrangements	$	9,081	$	296	$	—	$	67	$	—	$	9,444
Sales from contracts with customers	787		3,352		530		2		2		4,673
Net sales to external customers	$	9,868	$	3,648	$	530	$	69	$	2	$	14,117


	Three Months Ended September 30, 2020
(US$ in millions)	Agribusiness		Refined and Specialty Oils		Milling		Sugar and Bioenergy		Corporate and Other		Total
Sales from other arrangements	$	6,888	$	561	$	(9)	$	47	$	—	$	7,487
Sales from contracts with customers	402		1,871		397		2		—		2,672
Net sales to external customers	$	7,290	$	2,432	$	388	$	49	$	—	$	10,159


	Nine Months Ended September 30, 2021
(US$ in millions)	Agribusiness		Refined and Specialty Oils		Milling		Sugar and Bioenergy		Corporate and Other		Total
Sales from other arrangements	$	29,568	$	725	$	—	$	186	$	—	$	30,479
Sales from contracts with customers	1,744		8,847		1,392		4		3		11,990
Net sales to external customers	$	31,312	$	9,572	$	1,392	$	190	$	3	$	42,469


	Nine Months Ended September 30, 2020
(US$ in millions)	Agribusiness		Refined and Specialty Oils		Milling		Sugar and Bioenergy		Corporate and Other		Total
Sales from other arrangements	$	19,583	$	1,550	$	21	$	117	$	—	$	21,271
Sales from contracts with customers	1,014		5,337		1,164		8		—		7,523
Net sales to external customers	$	20,597	$	6,887	$	1,185	$	125	$	—	$	28,794

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Cautionary Statement Regarding Forward Looking Statements

This report contains both historical and forward looking statements. All statements, other than statements of historical fact are, or may be deemed to be, forward looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (Exchange Act). These forward looking statements are not based on historical facts, but rather reflect our current expectations and projections about our future results, performance, prospects and opportunities. 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 described in our Form 10-K, Form 10-Q, and Form 8-K reports (including all amendments to those reports) and include: the impacts of the COVID-19 pandemic and other pandemic outbreaks; the effect of weather conditions and the impact of crop and animal disease on our business; the impact of global and regional economic, agricultural, financial and commodities market, political, social and health conditions; changes in governmental policies and laws affecting our business, including agricultural and trade policies, financial markets regulation and environmental, tax and biofuels regulation; the impact of seasonality; the impact of government policies and regulations; the outcome of pending regulatory and legal proceedings; our ability to complete, integrate and benefit from acquisitions, divestitures, joint ventures and strategic alliances; the impact of industry conditions, including fluctuations in supply, demand and prices for agricultural commodities and other raw materials and products that we sell and use in our business, fluctuations in energy and freight costs and competitive developments in our industries; the effectiveness of our capital allocation plans, funding needs and financing sources; the effectiveness of our risk management strategies; operational risks, including industrial accidents, natural disasters and cybersecurity incidents; changes in foreign exchange policy or rates; and other factors affecting our business generally.

The forward looking statements included in this report are made only as of the date of this report, and except as otherwise required by federal securities law, we do not have any obligation to publicly update or revise any forward looking statements to reflect subsequent events or circumstances.

You should refer to “Item 1A. Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the SEC on February 19, 2021, and “Part II — Item 1A. Risk Factors” in this Quarterly Report on Form 10-Q for a more detailed discussion of these factors.

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ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Third Quarter 2021 Overview

You should refer to “Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations - Factors Affecting Operating Results" in our Annual Report on Form 10-K for the year ended December 31, 2020 for a discussion of key factors affecting operating results in each of our business segments. In addition, you should refer to “Item 9A, Controls and Procedures” in our Annual Report on Form 10-K for the year ended December 31, 2020 and to “Item 4, Controls and Procedures” in this Quarterly Report on Form 10-Q for the period ended September 30, 2021 for a discussion of our internal controls over financial reporting.

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 also uses Core Segment EBIT, Non-core Segment EBIT and Total Segment EBIT to evaluate the operating performance of Bunge’s Core reportable segments, Non-core reportable segments, and Total reportable segments together with our Corporate and Other activities. Core Segment EBIT is the aggregate of the earnings before interest and taxes of each of Bunge’s Agribusiness, Refined and Specialty Oils, and Milling segments. Non-core Segment EBIT is the earnings before interest and taxes of Bunge’s Sugar & Bioenergy segment. Total Segment EBIT is the aggregate of the earnings before interest and taxes of Bunge’s Core and Non-core reportable segments, together with its corporate and other activities. Bunge’s management believes Core Segment EBIT, Non-core Segment EBIT and Total Segment EBIT are useful measures of operating profitability since the measures allow for an evaluation of the performance of its segments without regard to financing methods or capital structure. In addition, EBIT is a financial measure that is widely used by analysts and investors in Bunge’s industry. Total Segment EBIT is a non-U.S. GAAP financial measure and is not intended to replace Net income (loss) attributable to Bunge, the most directly comparable U.S. GAAP financial measure. Further, Total Segment EBIT 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 (loss) or any other measure of consolidated operating results under U.S. GAAP. See the reconciliation of Net income (loss) attributable to Bunge to Total Segment EBIT below.

Cash provided by (used for) operating activities, adjusted is calculated by including the Proceeds from beneficial interests in securitized trade receivables with Cash provided by (used for) operating activities. Cash provided by (used for) operating activities, adjusted is a non-GAAP financial measure and is not intended to replace Cash provided by (used for) operating activities, the most directly comparable U.S. GAAP financial measure. Our management believes presentation of this measure allows investors to view our cash generating performance using the same measure that management uses in evaluating financial and business performance and trends.

Executive Summary

Net Income (Loss) Attributable to Bunge - For the three months ended September 30, 2021, Net income attributable to Bunge was $653 million, an increase of $391 million compared to $262 million for the three months ended September 30, 2020. For the nine months ended September 30, 2021, Net income attributable to Bunge was $1,847 million, an increase of $1,253 million, compared to Net income attributable to Bunge of $594 million for the nine months ended September 30, 2020. The increase for the three and nine months ended September 30, 2021 was due to higher Segment EBIT in our Core and Non-core segments, which are further discussed in the Segment Overview & Results of Operations section below.

Earnings Per Common Share - Diluted - For the three months ended September 30, 2021, Net income attributable to Bunge common shareholders, diluted, was $4.28 per share, an increase of $2.44 per share, compared to income of $1.84 per share for the three months ended September 30, 2020. For the nine months ended September 30, 2021, Net income attributable to Bunge common shareholders, diluted, was $12.12 per share, an increase of $8.14 per share, compared to income of $3.98 per share for the nine months ended September 30, 2020.

EBIT - For the three months ended September 30, 2021, Total Segment EBIT was $784 million, an increase of $433 million compared to Total Segment EBIT of $351 million for the three months ended September 30, 2020. For the nine months ended September 30, 2021, Total Segment EBIT was $2,329 million, an increase of $1,410 million, compared to Total Segment EBIT of $919 million for the nine months ended September 30, 2020. The increase in Total Segment EBIT for the three and nine months ended September 30, 2021 was due to higher Segment EBIT in our Core and Non-core segments, which are further discussed in the Segment Overview & Results of Operations section below.

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Income Tax (Expense) Benefit - Income tax expense was $92 million for the three months ended September 30, 2021 compared to income tax expense of $38 million for the three months ended September 30, 2020. Income tax expense was $334 million for the nine months ended September 30, 2021 compared to income tax expense of $151 million for the nine months ended September 30, 2020. The increase in income tax expense for the three and nine months ended September 30, 2021 was primarily due to higher pretax income, partially offset by a lower estimated effective tax rate for 2021.

Liquidity and Capital Resources – At September 30, 2021, working capital, which equals Total current assets less Total current liabilities, was $6,775 million, an increase of $2,206 million, compared to working capital of $4,569 million at September 30, 2020, and an increase of $1,579 million, compared to working capital of $5,196 million at December 31, 2020. The increases in working capital are primarily due to higher commodity prices on readily marketable inventory ("RMI") as well as a decrease in Short-term debt at September 30, 2021.

Segment Overview & Results of Operations

Effective January 1, 2021, we changed our reporting segments to align with our new value chain operational structure, as discussed in Note 20- Segment Information. Certain reclassifications of prior period amounts within the reporting segments have been made to conform to current presentation.

Our operations are now organized, managed and classified into four reportable segments based upon their similar economic characteristics, nature of products and services offered, production processes, types and classes of customer, and distribution methods. We further organize these reportable segments into Core operations and Non-core operations. Core operations comprise our Agribusiness, Refined and Specialty Oils, and Milling segments. Non-core operations comprise our Sugar & Bioenergy segment, which itself primarily comprises the Company’s 50% interest in the net earnings of BP Bunge Bioenergia, a joint venture with BP p.l.c. (“BP”).

Our remaining operations are not reportable segments, as defined by the applicable accounting standard, and are classified as Corporate and Other. Corporate and Other includes salaries and overhead for corporate functions that are not allocated to our individual reporting segments because the operating performance of each reporting segment is evaluated by the Company's chief operating decision maker exclusive of these items, as well as certain other activities including Bunge Ventures, the Company's captive insurance activities and securitization program, as well as certain income tax assets and liabilities.

A reconciliation of Net income (loss) attributable to Bunge to Total Segment EBIT follows:


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions)	2021		2020		2021		2020
Net income (loss) attributable to Bunge	$	653	$	262	$	1,847	$	594
Interest income	(19)		(5)		(34)		(18)
Interest expense	57		56		184		195
Income tax expense (benefit)	92		38		334		151

Noncontrolling interests' share of interest and tax	1		—		(2)		(3)
Total Segment EBIT	$	784	$	351	$	2,329	$	919
Agribusiness Segment EBIT	639		317		1,838		1,069
Refined and Specialty Oils Segment EBIT	130		76		541		174
Milling Segment EBIT	43		26		85		69
Core Segment EBIT	812		419		2,464		1,312
Corporate and Other EBIT	(81)		(92)		(227)		(279)
Sugar and Bioenergy Segment EBIT	53		24		92		(114)
Non Core Segment EBIT	53		24		92		(114)
Total Segment EBIT	$	784	$	351	$	2,329	$	919

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Core Segments

Agribusiness Segment


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions, except volumes)	2021		2020		2021		2020
Volumes (in thousand metric tons)	30,486		36,319		106,375		107,269
Net sales	$	9,868	$	7,290	$	31,312	$	20,597
Cost of goods sold	(9,277)		(6,917)		(29,425)		(19,319)
Gross profit	591		373		1,887		1,278
Selling, general and administrative expense	(118)		(145)		(313)		(365)
Foreign exchange gains (losses)	(30)		59		(1)		78
EBIT attributable to noncontrolling interests	5		(2)		(6)		(7)
Other income (expense) – net	181		15		227		39
Income (loss) from affiliates	10		17		44		46
Total Agribusiness Segment EBIT	$	639	$	317	$	1,838	$	1,069

Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020

Agribusiness segment Net sales increased by $2,578 million, or 35%, to $9,868 million for the three months ended September 30, 2021, compared to $7,290 million for the three months ended September 30, 2020. The increase was primarily due to the following:

•In Processing, Net sales increased $1,305 million primarily due to significantly higher average sales prices in our soybean processing businesses in all regions, driven by higher commodity prices, and significantly higher average sales prices in our European softseed processing businesses. The above increases were partially offset by lower sales volumes, primarily in North America due to lower available soybean and canola supplies, as well as in South America due to lower levels of farmer selling in the current year.

•In Merchandising, Net sales increased $1,273 million due to significantly higher average sales prices in our global corn, wheat and oil business due to higher commodity prices, and strong execution in our ocean freight business. The above increases were partially offset by lower volumes, primarily in our global corn business due to decreased farmer selling in South America, as well as the completion of the sale of a portfolio of interior United States grain elevators early in the current quarter.

Cost of goods sold increased by $2,360 million, or 34%, to $9,277 million for the three months ended September 30, 2021 compared to $6,917 million for the three months ended September 30, 2020. The net increase was primarily due to the following:

•In Processing, Cost of goods sold increased by $1,222 million due to the higher sales activity and related commodity prices noted above, including unfavorable mark-to-market results in our processing businesses in all regions in the current year period.

•In Merchandising, Cost of goods sold increased by $1,138 million due to the higher sales activity and related commodity prices noted above, partially offset by favorable mark-to-market results, primarily in our ocean freight and global oils businesses.

Gross profit increased by $218 million, or 58%, to $591 million for the three months ended September 30, 2021, compared to $373 million for the three months ended September 30, 2020. The net increase was primarily due to the following:

•In Processing, an increase of $83 million was due to higher Net sales in excess of higher Cost of goods sold, as described above.

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•In Merchandising, an increase of $135 million was due to higher Net sales in excess of higher Cost of goods sold, as described above.

Selling, general and administrative ("SG&A") expenses decreased by $27 million, or 19%, to $118 million for the three months ended September 30, 2021, compared to $145 million for the three months ended September 30, 2020. The decrease is driven by favorable currency movements, primarily from the weakening of the Brazilian real, along with the allocation of a higher portion of variable incentive costs to Corporate and Other activities in the current year.

Other income (expense) - net increased $166 million, to income of $181 million for the three months ended September 30, 2021, compared to income of $15 million for the three months ended September 30, 2020. The increase is primarily due to a $158 million gain resulting from the sale of the interior grain elevators located in the United States in the current quarter.

Income (loss) from affiliates decreased $7 million, to income of $10 million for the three months ended September 30, 2021, compared to income of $17 million for the three months ended September 30, 2020. The decrease is primarily due to lower results from our investment in Terminal 6 S.A. and Terminal 6 Industrial S.A., a port facility in Argentina, and in our investment in Vietnam Agribusiness Holdings, an oilseed processing business in Vietnam, primarily driven by unfavorable mark-to-market results.

Segment EBIT increased $322 million, or 102%, to $639 million for the three months ended September 30, 2021, compared to $317 million for the three months ended September 30, 2020. The net increase was primarily due to the following:

•In Processing, an increase of $63 million was primarily due to higher Gross profit, lower SG&A and higher Other income (expense) - net, as described above.

•In Merchandising, an increase of $259 million was primarily due to higher Gross profit, lower SG&A and higher Other income (expense) - net, as described above.

Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020

Agribusiness segment Net sales increased by $10,715 million, or 52%, to $31,312 million for the nine months ended September 30, 2021, compared to $20,597 million for the nine months ended September 30, 2020. The increase was primarily due to the following:

•In Processing, Net sales increased $5,502 million primarily due to significantly higher average sales prices in our soybean processing businesses in all regions due to higher commodity prices, and significantly higher average sales prices in our European softseed processing business. The above increases were partially offset by slightly lower volumes in most key regions.

•In Merchandising, Net sales increased $5,213 million due to significantly higher average sales prices, primarily in our global corn and global oil businesses, due to higher commodity prices, as well higher sales volumes in our global wheat and global oil businesses due to high export demand.

Cost of goods sold increased by $10,106 million, or 52%, to $29,425 million for the nine months ended September 30, 2021 compared to $19,319 million for the nine months ended September 30, 2020. The net increase was primarily due to the following:

•In Processing, Cost of goods sold increased by $4,955 million due to the higher sales activity and related commodity prices noted above, partially offset by favorable mark-to-market results in our global soybean processing businesses.

•In Merchandising, Cost of goods sold increased by $5,151 million due to the higher sales and related commodity prices activity noted above, as well as unfavorable mark-to-market results, primarily in our ocean freight business.

Gross profit increased by $609 million, or 48%, to $1,887 million for the nine months ended September 30, 2021, compared to $1,278 million for the nine months ended September 30, 2020. The net increase was primarily due to the following:

•In Processing, an increase of $547 million was due to higher Net sales in excess of higher Cost of goods sold, as described above.

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•In Merchandising, an increase of $62 million was due to higher Net sales in excess of higher Cost of goods sold, as described above.

SG&A expenses decreased $52 million, or 14%, to $313 million for the nine months ended September 30, 2021, compared to $365 million for the nine months ended September 30, 2020. The decrease was primarily due to a higher portion of variable incentive costs being allocated to Corporate and Other activities in the current year.

Other income (expense) - net increased $188 million, to income of $227 million for the nine months ended September 30, 2021, compared to income of $39 million for the nine months ended September 30, 2020. The increase is primarily due to a $158 million gain resulting on the sale of the interior grain elevators located in the United States.

Segment EBIT increased $769 million, or 72%, to $1,838 million for the nine months ended September 30, 2021, compared to $1,069 million for the nine months ended September 30, 2020. The net increase was primarily due to the following:

•In Processing, an increase of $536 million was primarily due to higher Gross profit, lower SG&A and higher Other income (expense) - net, as described above.

•In Merchandising, an increase of $233 million was primarily due to higher Gross profit, lower SG&A and higher Other income (expense) - net, as described above.

Refined and Specialty Oils Segment


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions, except volumes)	2021		2020		2021		2020
Volumes (in thousand metric tons)	2,390		2,475		6,841		7,115
Net sales	$	3,648	$	2,432	$	9,572	$	6,887
Cost of goods sold	(3,430)		(2,254)		(8,924)		(6,434)
Gross profit	218		178		648		453
Selling, general and administrative expense	(83)		(96)		(259)		(279)
Foreign exchange gains (losses)	(1)		(2)		1		—
EBIT attributable to noncontrolling interests	(2)		(3)		(85)		3
Other income (expense) – net	(2)		(1)		236		(3)
Income (loss) from affiliates	—		—		—		—
Total Refined and Specialty Oils Segment EBIT	$	130	$	76	$	541	$	174

Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020

Refined and Specialty Oils segment Net sales increased $1,216 million, or 50%, to $3,648 million for the three months ended September 30, 2021, compared to $2,432 million for the three months ended September 30, 2020, primarily due to significantly higher average selling prices in all regions, driven by higher commodity prices due to strong demand from renewable diesel in North America, as well as food services across all regions.

Cost of goods sold increased $1,176 million, or 52%, to $3,430 million for the three months ended September 30, 2021, compared to $2,254 million for the three months ended September 30, 2020. The increase in Cost of goods sold was in line with the increase in Net sales and related to higher raw material commodity prices in the current year, in addition to unfavorable mark-to-market results, partially offset by slightly lower overall volumes.

Gross profit for the three months ended September 30, 2021 increased $40 million, or 22%, to $218 million, compared to $178 million for the three months ended September 30, 2020. The increase was due to the increase in Net sales in excess of the increase in Cost of goods sold, as described above.

SG&A expenses decreased $13 million, or 14%, to $83 million for the three months ended September 30, 2021, compared to $96 million the three months ended September 30, 2020. The decrease is driven by favorable currency

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movements, primarily from the weakening of the Brazilian real along with the allocation of a higher portion of variable incentive costs to Corporate and Other activities in the current year.

Segment EBIT increased $54 million, or 71%, to $130 million for the three months ended September 30, 2021, compared to $76 million for the three months ended September 30, 2020. The increase was primarily due to higher Gross profit and by lower SG&A, as described above.

Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020

Refined and Specialty Oils segment Net sales increased $2,685 million, or 39%, to $9,572 million for the nine months ended September 30, 2021, compared to $6,887 million for the nine months ended September 30, 2020, primarily due to significantly higher average selling prices in North America and Europe, driven by strong demand for renewable diesel and food services. The above increases were partially offset by lower overall volumes, primarily in our South American operations due to stay-at-home orders associated with COVID-19 earlier in the current year, as well as the sale of our Brazilian margarine and mayonnaise assets in the fourth quarter of 2020.

Cost of goods sold increased $2,490 million, or 39%, to $8,924 million for the nine months ended September 30, 2021, compared to $6,434 million for the nine months ended September 30, 2020. The increase in Cost of goods sold was due to higher raw material commodity prices in the current year and unfavorable mark-to-market results, partially offset by lower overall volumes as described under Net sales above.

Gross profit for the nine months ended September 30, 2021 increased $195 million, or 43%, to $648 million, compared to $453 million for the nine months ended September 30, 2020. The increase was due to the increase in Net sales in excess of the increase in Cost of goods sold, as described above.

SG&A expenses decreased $20 million, or 7%, to $259 million for the nine months ended September 30, 2021, compared to $279 million for the nine months ended September 30, 2020, primarily due to higher bad debt expense recorded in the prior year, favorable currency movements, primarily from the weakening of the Brazilian real, and the allocation of a higher portion of variable incentive costs to Corporate and Other activities in the current year.

EBIT attributable to noncontrolling interests, an expense when subsidiaries with noncontrolling interests generate earnings before interest and tax, versus income when subsidiaries with noncontrolling interests generate loss before interest and tax, decreased by $88 million to an expense of $85 million for the nine months ended September 30, 2021, compared to income of $3 million for the nine months ended September 30, 2020. The expense for the current year is primarily due to improved results in Bunge Loders Croklaan, including the noncontrolling interest share of the gain on sale of our Rotterdam oils refinery.

Other income (expense), net was income of $236 million for the nine months ended September 30, 2021, compared to expense of $3 million for the nine months ended September 30, 2020. Current period income was primarily due to a $219 million gain, which includes the amount attributable to noncontrolling interest, resulting on the sale of our Rotterdam oils refinery, as well as a $19 million gain on the sale of a Mexican oils packaging facility.

Segment EBIT increased $367 million, or 211%, to $541 million for the nine months ended September 30, 2021, compared to $174 million for the nine months ended September 30, 2020. The increase was due to higher Gross profit and Other income (expense), net, and lower SG&A, partially offset by EBIT attributable to noncontrolling interests, as described above.

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Milling Segment


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions, except volumes)	2021		2020		2021		2020
Volumes (in thousand metric tons)	1,542		1,231		4,789		4,430
Net sales	$	530	$	388	$	1,392	$	1,185
Cost of goods sold	(460)		(338)		(1,231)		(1,036)
Gross profit	70		50		161		149
Selling, general and administrative expense	(25)		(24)		(73)		(77)
Foreign exchange gains (losses)	(2)		1		(2)		—
EBIT attributable to noncontrolling interests	—		—		(1)		(1)
Other income (expense) – net	—		—		—		(1)
Income (loss) from affiliates	—		(1)		—		(1)
Total Milling Segment EBIT	$	43	$	26	$	85	$	69

Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020

Milling segment Net sales increased $142 million, or 37%, to $530 million for the three months ended September 30, 2021, compared to $388 million for the three months ended September 30, 2020. The increase was primarily due to higher volumes and prices in our South American wheat milling business and higher prices in our North American corn milling and Mexican wheat milling businesses, partially offset by lower volumes in North America due to lower domestic demand and the sale of our rice business in the prior year.

Cost of goods sold increased $122 million, or 36%, to $460 million for the three months ended September 30, 2021, compared to $338 million for the three months ended September 30, 2020. The increase was in line with the increase in Net sales described above, partially offset by favorable mark-to-market results.

Gross profit increased $20 million, or 40%, to $70 million for the three months ended September 30, 2021, compared to $50 million for the three months ended September 30, 2020. The increase was due to higher volumes in our South American wheat milling business and higher prices in our Mexican wheat milling and North American corn milling businesses.

SG&A expenses increased $1 million, or 4%, to $25 million for the three months ended September 30, 2021, compared to $24 million for the three months ended September 30, 2020. Although there was a decrease due to a higher portion of variable incentive costs being allocated to Corporate and Other, there were multiple offsetting SG&A expenses which resulted in an overall increase.

Segment EBIT increased $17 million, or 65%, to $43 million for the three months ended September 30, 2021, compared to $26 million for the three months ended September 30, 2020. The increase was primarily due to higher gross profit as described above.

Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020

Milling segment Net sales increased $207 million, or 17%, to $1,392 million for the nine months ended September 30, 2021, compared to $1,185 million for the nine months ended September 30, 2020. The increase was primarily due to higher average sales prices and volumes in our South American and Mexican wheat milling businesses, partially offset by lower volumes in North America due to the sale of our rice milling business in the prior year.

Cost of goods sold increased $195 million, or 19%, to $1,231 million for the nine months ended September 30, 2021, compared to $1,036 million for the nine months ended September 30, 2020. The increase was primarily driven by the volume increases in our South American and Mexican wheat milling businesses noted above, in addition to higher raw material wheat prices in South America and Mexico, and higher corn prices in North America, partially offset by lower volumes in North America resulting from the prior year sale of our rice business and favorable mark-to-market results.

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Gross profit increased $12 million, or 8%, to $161 million for the nine months ended September 30, 2021, compared to $149 million for the nine months ended September 30, 2020. The increase was primarily due to the increase in Net sales in excess of the increase in Cost of goods sold, as described above.

SG&A expenses decreased $4 million, or 5%, to $73 million for the nine months ended September 30, 2021, compared to $77 million for the nine months ended September 30, 2020. The decrease was primarily due to a higher portion of variable incentive costs being allocated to Corporate and Other.

Segment EBIT increased $16 million, or 23%, to $85 million for the nine months ended September 30, 2021, compared to $69 million for the nine months ended September 30, 2020. The increase was due to higher gross profit and lower SG&A, as described above.

Corporate and Other


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions, except volumes)	2021		2020		2021		2020

Net sales	$	2	$	—	$	3	$	—
Cost of goods sold	(21)		(4)		(28)		(6)
Gross profit	(19)		(4)		(25)		(6)
Selling, general and administrative expense	(101)		(87)		(250)		(272)
Foreign exchange gains (losses)	(3)		(4)		(9)		(3)
EBIT attributable to noncontrolling interests	2		—		2		—
Other income (expense) – net	41		3		55		2
Income (loss) from affiliates	(1)		—		—		—
Total Corporate and Other	$	(81)	$	(92)	$	(227)	$	(279)

Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020

Segment EBIT increased $11 million, or 12%, to a loss of $81 million for the three months ended September 30, 2021, compared to a loss of $92 million for the three months ended September 30, 2020. The improved result is primarily due to our corporate venture capital unit's activities, which benefited from a mark-to-market gain on the initial public offering of one of its investments during the period, partially offset by higher variable incentive costs in the current year period.

Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020

Segment EBIT increased $52 million, or 19%, to a loss of $227 million for the nine months ended September 30, 2021, compared to a loss of $279 million for the nine months ended September 30, 2020. The improved result is primarily due to our corporate venture capital unit's activities, which benefited from a mark-to-market gain on the initial public offering of one of its investments during the period, as well as a bad debt reserve and related legal provision in relation to a disputed account receivable balance deemed uncollectible in the prior year, partially offset by higher variable incentive costs in the current year.

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Non-core Segment

Sugar and Bioenergy Segment


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions, except volumes)	2021		2020		2021		2020
Volumes (in thousand metric tons)	91		95		291		244
Net sales	$	69	$	49	$	190	$	125
Cost of goods sold	(67)		(44)		(187)		(118)
Gross profit	2		5		3		7
Selling, general and administrative expense	—		—		(1)		—
Foreign exchange gains (losses)	—		—		—		—
EBIT attributable to noncontrolling interests	—		—		—		—
Other income (expense) – net	—		—		1		—
Income (loss) from affiliates	51		19		89		(121)
Total Sugar and Bioenergy Segment EBIT	$	53	$	24	$	92	$	(114)

Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020

Segment EBIT increased $29 million, or 121%, to $53 million for the three months ended September 30, 2021, compared to $24 million for the three months ended September 30, 2020. The increase is due to more favorable results from our investment in BP Bunge Bioenergia, driven by higher ethanol volumes and higher average sales prices in the current period.

Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020

Segment EBIT increased $206 million, or 181%, to income of $92 million for the nine months ended September 30, 2021, compared to a loss of $114 million for the nine months ended September 30, 2020. The increase is due to more favorable results from our investment in BP Bunge Bioenergia, driven by higher sugar and ethanol volumes and higher average sugar and ethanol sales prices in the current period, as well as a significant foreign exchange loss on U.S. dollar denominated debt due to a large depreciation in the Brazilian real in the prior year period.

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


	Three Months Ended September 30,				Nine Months Ended September 30,
(US$ in millions)	2021		2020		2021		2020
Interest income	$	19	$	5	$	34	$	18
Interest expense	(57)		(56)		(184)		(195)

Interest income was $19 million for the three months ended September 30, 2021, compared to $5 million for the three months ended September 30, 2020. Interest expense increased by $1 million, to $57 million for the three months ended September 30, 2021, compared to $56 million for the three months ended September 30, 2020. The decrease in net interest expense was due to increased Interest income for the three months ended September 30, 2021, primarily driven by the resolution of an historical value added tax matter.

Interest income was $34 million for the nine months ended September 30, 2021, compared to $18 million for the nine months ended September 30, 2020. Interest expense decreased by $11 million, to $184 million for the nine months ended September 30, 2021, compared to $195 million for the nine months ended September 30, 2020. The decrease in net interest expense was due to was due to lower variable interest rates in the nine months ended September 30, 2021 as well as increased Interest income for the nine months ended September 30, 2021, primarily driven by the resolution of an historical value added tax matter.

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Liquidity and Capital Resources

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, issuances 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.

Working Capital


	As of
US$ in millions, except current ratio	September 30, 2021		September 30, 2020		December 31, 2020
Cash and cash equivalents	$	1,033	$	291	$	352
Trade accounts receivable, net	2,431		1,623		1,717
Inventories	8,014		6,463		7,172
Other current assets(1)	5,056		5,124		6,940
Total current assets	$	16,534	$	13,501	$	16,181
Short-term debt	$	1,151	$	1,610	$	2,828
Current portion of long-term debt	510		509		8
Trade accounts payable	3,944		2,708		2,636
Current operating lease obligations	332		233		235
Other current liabilities(2)	3,822		3,872		5,278
Total current liabilities	$	9,759	$	8,932	$	10,985
Working capital(3)	$	6,775	$	4,569	$	5,196
Current ratio(4)	1.69		1.51		1.47

(1) Comprises Assets held for sale and Other current assets.

(2) Comprises Liabilities held for sale and Other current liabilities.

(3) Working capital is Total current assets less Total current liabilities.

(4) Current ratio represents Total current assets divided by Total current liabilities.

Working capital was $6,775 million at September 30, 2021, an increase of $1,579 million, or 30%, from working capital of $5,196 million at December 31, 2020, and an increase of $2,206 million, or 48% from working capital of $4,569 million at September 30, 2020.

Cash and Cash Equivalents - Cash and cash equivalents were $1,033 million at September 30, 2021, an increase of $681 million from $352 million at December 31, 2020 and an increase of $742 million from $291 million at September 30, 2020. 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 typically invested in short-term deposits with highly-rated financial institutions and in U.S. government securities.

Trade accounts receivable, net - Trade accounts receivable, net were $2,431 million at September 30, 2021, an increase of $714 million from $1,717 million at December 31, 2020 and an increase of $808 million from $1,623 million at September 30, 2020. The increases from December 31, 2020 and September 30, 2020 were primarily due to increased Net sales in the current period driven by factors described in the Segment Overview & Results of Operations above.

Inventories - Inventories were $8,014 million at September 30, 2021, an increase of $842 million from $7,172 million at December 31, 2020 and an increase of $1,551 million from $6,463 million at September 30, 2020. The increases from both comparative periods were primarily related to higher average commodity prices at the end of the current period.

RMI comprises 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 was $6,505 million, $5,961 million and $5,354 at September 30, 2021,

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December 31, 2020 and September 30, 2020, respectively (see Note 6- Inventories, to our condensed consolidated financial statements).

Other current assets - Other current assets were $5,056 million at September 30, 2021, a decrease of $1,884 million from $6,940 million at December 31, 2020 and a decrease of $68 million from $5,124 million at September 30, 2020. The decrease from December 31, 2020 was primarily due to lower unrealized gains on derivative contracts, lower margin deposits, as well as the sales of our Rotterdam oils facility and our United States interior grain elevators during the nine month period ended September 30, 2021, which were classified as held for sale at December 31, 2020. The decrease from September 30, 2020 was primarily due to lower unrealized gains on derivative contracts and a decrease in Assets held for sale related to the completion of the sale of our United States interior grain elevators, partially offset by an increase in the deferred purchase price receivable balance related to increased sales into our trade receivables securitization program.

Short-term debt - Short-term debt, including the current portion of long-term debt, was $1,661 million at September 30, 2021, a decrease of $1,175 million from $2,836 million at December 31, 2020 and a decrease of $458 million from $2,119 million at September 30, 2020. The lower short-term debt levels at September 30, 2021 compared to December 31, 2020 and September 30, 2020 were driven by a $1 billion long-term bond issuance in the second quarter of 2021, as discussed below, from which a portion of the proceeds were used to pay down short-term debt.

Trade accounts payable - Trade accounts payable were $3,944 million at September 30, 2021, an increase of $1,308 million from $2,636 million at December 31, 2020 and an increase of $1,236 million from $2,708 million at September 30, 2020. The increases in Trade accounts payable from December 31, 2020 and September 30, 2020 were primarily due to higher average inventory purchase volumes and prices during the current period.

Other current liabilities - Other current liabilities were $3,822 million at September 30, 2021, a decrease of $1,456 million from $5,278 million at December 31, 2020 and a decrease of $50 million from $3,872 million at September 30, 2020. The decrease from December 31, 2020 was primarily due to lower unrealized losses on derivative contracts, as well as the sale of our United States interior grain elevators, which was classified as held for sale, and a payment to acquire the noncontrolling equity interests in our Z.T. Kruszwica S.A. subsidiary in Europe during the nine months ended September 30, 2021 (see Note 10- Other Current Liabilities to our condensed consolidated financial statements). The decrease from September 30, 2020 was primarily due to the sale of our United States interior grain elevators and a payment to acquire the noncontrolling equity interests in our Z.T. Kruszwica S.A. subsidiary, partially offset by higher unrealized losses on derivative contracts.

Debt

Financing Arrangements and Outstanding Indebtedness - We conduct most of our financing activities through a centralized financing structure that provides the Company with 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, including Bunge 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 September 30, 2021, we had $5,565 million of aggregate committed borrowing capacity under our commercial paper program and various revolving bilateral and syndicated credit facilities, of which $5,565 million was unused and available. The following table summarizes these facilities as of the periods presented:


(US$ in millions)		Total Committed Capacity		Borrowings Outstanding
Commercial Paper Program and Revolving Credit Facilities	Maturities	September 30, 2021		September 30, 2021		December 31, 2020
Commercial paper	2026	$	600	$	—	$	549
Revolving credit facilities	2022 - 2026	4,965		—		944
Total		$	5,565	$	—	$	1,493

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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 financial 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 September 30, 2021, 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. On July 16, 2021, we amended and extended the Liquidity Facility to July 16, 2026.

Our unsecured $1,250 million 364-day Revolving Credit Agreement (the “$1.25 Billion Credit Agreement”) with a group of lenders, comprising a $1,000 million tranche (“Tranche A”) and a $250 million tranche (“Tranche B”), was scheduled to mature on October 21, 2021. On July 16, 2021, we entered into an unsecured $1 billion 364-day Revolving Credit Agreement (the “$1 Billion Credit Agreement”), with a group of lenders scheduled to mature on July 15, 2022. Bunge may, from time to time, request one or more of the existing or new lenders to increase the total participations under the $1 Billion Credit Agreement by an aggregate amount up to $250 million pursuant to an accordion provision. Borrowings will bear interest at LIBOR plus an applicable margin, as defined in the $1 Billion Credit Agreement. The $1 Billion Credit Agreement replaces the existing $1.25 Billion Credit Agreement. We had no borrowings outstanding at September 30, 2021 under the $1 Billion Credit Agreement.

Our unsecured committed $1,100 million five-year syndicated revolving credit agreement (the “$1.1 Billion Credit Agreement”) with certain lenders party thereto, was scheduled to mature on December 14, 2023. On July 16, 2021, we entered into an unsecured committed $1.35 billion 5-year Revolving Credit Agreement (“$1.35 Billion Credit Agreement”) maturing on July 16, 2026. We may, from time to time, request one or more of the existing lenders or new lenders to increase the total commitments under the $1.35 Billion Credit Agreement by up to $200 million pursuant to an accordion provision. Borrowings will bear interest at LIBOR plus an applicable margin, as defined in the $1.35 Billion Credit Agreement. The $1.35 Billion Credit Agreement replaces the existing $1.1 Billion Credit Agreement. We had no borrowings outstanding at September 30, 2021 under the $1.35 Billion Credit Agreement.

We had no borrowings outstanding at September 30, 2021 under our $1,750 million unsecured committed syndicated revolving credit facility with certain lenders party thereto maturing December 12, 2022 (the “$1.75 Billion 2022 Facility”). Borrowings under the $1.75 Billion 2022 Facility bear interest at LIBOR plus a margin, which will vary from 0.30% to 1.30% per annum, based on the credit ratings of our senior long-term unsecured debt. The applicable margin is also subject to certain premiums or discounts tied to criteria determined by certain sustainability targets. We also pay a fee that varies from 0.10% to 0.40% per annum, based on the utilization of the $1.75 Billion 2022 Facility. We may, from time to time, with the consent of the facility agent, request one or more of the existing lenders or new lenders to increase the total commitments under the $1.75 Billion 2022 Facility by up to $250 million pursuant to an accordion provision.

We had no borrowings outstanding at September 30, 2021 under our unsecured committed $865 million revolving credit facility, maturing September 6, 2022 (the “$865 Million 2022 Facility”). Borrowings under the $865 Million 2022 Facility bear interest at LIBOR plus an applicable margin based on the credit ratings of our senior long-term unsecured debt.

On February 23, 2021, we entered into an unsecured committed $375 million 364-day Revolving Credit Agreement (the “$375 Million Credit Agreement”) with a lender. The $375 Million Credit Agreement will bear interest at LIBOR plus an applicable margin, as defined in the $375 Million Credit Agreement. The $375 Million Credit Agreement was scheduled to mature on February 22, 2022. On July 16, 2021, we terminated the $375 Million Credit Agreement.

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 September 30, 2021, 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 $813 million, or 11.2%, to $6,475 million at September 30, 2021, from $7,288 million at December 31, 2020, primarily due to increased cash generated from operations, excluding beneficial interests in securitized trade receivables. For the nine months ended September 30, 2021, our average short and long-term debt outstanding was approximately $7,455 million, compared to approximately $5,715 million for the nine months ended September 30, 2020. Our long-term debt balance, including the current portion of long-term debt, was $5,324 million at September 30, 2021, compared to $4,460 million at December 31, 2020, an increase of $864 million, or 19.4%.

On May 14, 2021, we completed the sale and issuance of $1 billion aggregate principal amount of 2.750% unsecured senior notes (the “2.75% Senior Notes”) due May 14, 2031. The 2.75% Senior Notes are fully and unconditionally guaranteed by us. The offering was made pursuant to a shelf registration statement on Form S-3 (Registration No.

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333-231083) filed by us and our 100% owned finance subsidiary Bunge Limited Finance Corp. with the U.S. Securities and Exchange Commission. Interest on the 2.75% Senior Notes is payable semi-annually in arrears in November and May of each year, commencing on November 14, 2021. At any time prior to February 14, 2031 (three months before maturity of the 2.75% Senior Notes), we may elect to redeem and repay the 2.75% Senior Notes, at any time in whole, or from time to time in part, at a redemption price substantially equal to 100% of the principal amount of the 2.75% Senior Notes being redeemed on the redemption date. The net proceeds of the offering were approximately $990 million after deducting underwriting commissions, the original issue discount and offering fees and expense payable by us. We used the net proceeds from this offering for general corporate purposes, including the repayment of certain short-term debt.

On February 25, 2021, we entered into an unsecured syndicated $250 million 364-day term loan (the “$250 Million Term Loan”) with a group of lenders. The $250 Million Term Loan bears interest at LIBOR plus an applicable margin, as defined in the $250 Million Term Loan agreement. The $250 Million Term Loan matures on February 24, 2022 and was fully drawn as of September 30, 2021.

On February 23, 2021, we entered into an unsecured $125 million 364-day term loan (the “$125 Million Term Loan”) with a lender. The $125 Million Term Loan bears interest at LIBOR plus an applicable margin, as defined in the $125 Million Term Loan agreement. The $125 Million Term Loan was scheduled to mature on February 22, 2022. On July 16, 2021, we prepaid the outstanding balance of the $125 Million Term Loan.

The following table summarizes our short-term debt at September 30, 2021.


(US$ in millions)	Outstanding Balance at September 30, 2021		Weighted Average Interest Rate at September 30, 2021		Highest Balance Outstanding During Quarter Ended September 30, 2021		Average Balance During Quarter Ended September 30, 2021		Weighted Average Interest Rate During Quarter Ended September 30, 2021
Bank borrowings (1)	$	1,151	4.58	%	$	1,826	$	1,474	3.39	%
Commercial paper	—		—	%	—		—		—	%
Total	$	1,151			$	1,826	$	1,474

(1) Includes $401 million of local currency bank borrowings in certain Central and Eastern European, South American and Asia-Pacific countries at a weighted average interest rate of 11.02% as of September 30, 2021.

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


(US$ in millions)	September 30, 2021		December 31, 2020
Short-term debt: (1)
Short-term debt (2)	$	1,151	$	2,828
Current portion of long-term debt	510		8
Total short-term debt	1,661		2,836

Long-term debt (3):


Term loan due 2024 - three-month Yen LIBOR plus 0.75% (Tranche A)	274		297
Term loan due 2024 - three-month LIBOR plus 1.30% (Tranche B)	89		89
3.00% Senior Notes due 2022	400		399
1.85% Senior Notes due 2023 - Euro	926		982
4.35% Senior Notes due 2024	597		597
1.63% Senior Notes due 2025	596		595
3.25% Senior Notes due 2026	697		696
3.75% Senior Notes due 2027	596		595
2.75% Senior Notes due 2031	989		—
Other	160		210
Subtotal	5,324		4,460
Less: Current portion of long-term debt	(510)		(8)
Total long-term debt	4,814		4,452
Total debt	$	6,475	$	7,288

(1) Includes secured debt of $17 million and $1 million at September 30, 2021 and December 31, 2020, respectively.

(2) Includes $401 million and $558 million of local currency bank borrowings in certain Central and Eastern European, South American and Asia-Pacific countries at a weighted average interest rate of 11.02% and 24.54% as of September 30, 2021 and December 31, 2020, respectively.

(3) Includes secured debt of $21 million and $5 million at September 30, 2021 and December 31, 2020, respectively.

Credit Ratings — Bunge’s debt ratings and outlook by major credit rating agencies at September 30, 2021 were as follows:

Short-term

Debt (1)

Long-term
Debt

Outlook

Standard & Poor’s

A-1

BBB

Stable

Moody’s

P-1

Baa2

Stable

Fitch (2)

BBB-

Stable

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

(2) On October 8, 2021, Fitch upgraded Bunge's Long-term debt rating to BBB.

Our debt agreements do not have any credit rating downgrade triggers that would accelerate maturity of our debt. However, credit rating downgrades would increase our borrowing costs under our syndicated 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

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terms. A significant increase in our borrowing costs could 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 September 30, 2021.

Equity

Total equity is set forth in the following table:


(US$ in millions)	September 30, 2021		December 31, 2020
Equity:
Convertible perpetual preference shares	$	690	$	690
Common shares	1		1
Additional paid-in capital	5,530		5,408
Retained earnings	8,830		7,236
Accumulated other comprehensive income (loss)	(6,436)		(6,246)
Treasury shares, at cost - 2021 - 16,726,697 shares, and 2020 - 15,428,313 shares	(1,120)		(1,020)
Total Bunge shareholders’ equity	7,495		6,069
Noncontrolling interest	136		136
Total equity	$	7,631	$	6,205

Total Bunge shareholders’ equity was $7,495 million at September 30, 2021, compared to $6,069 million at December 31, 2020, an increase of $1,426 million. The increase during the nine months ended September 30, 2021 was primarily due to $1,847 million of Net income attributable to Bunge and $76 million from the issuance of common shares under our share based compensation programs, partially offset by $190 million of translation losses, and $221 million and $25 million of declared dividends to common and preferred shareholders, respectively.

As of September 30, 2021, we had 6,899,683 of 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 1.2749 Bunge Limited common shares, based on the conversion price of $78.4346 per share, subject to certain additional anti-dilution adjustments (which represents 8,796,406 Bunge Limited common shares at September 30, 2021). 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.

Share repurchase program - In May 2015, we established a program for the repurchase of up to $500 million of our issued and outstanding common shares. Under this program, 1,298,384 common shares were repurchased for $100 million during the three and nine month periods ended September 30, 2021. There were no shares repurchased under this program during the three months ended September 30, 2020, and 2,546,000 common shares were repurchased for $100 million during the nine months ended September 30, 2020. Total repurchases under the program from its inception in May 2015 through September 30, 2021 were 8,551,824 shares for $500 million, thereby completing the program.

Effective October 25, 2021, our Board of Directors approved a new program for the repurchase of up to $500 million of our issued and outstanding common shares. The program has no expiration date.

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Cash Flows


	Nine months ended
US$ in millions	September 30, 2021		September 30, 2020
Cash provided by (used for) operating activities	$	(1,642)	$	(2,128)
Cash provided by (used for) investing activities	3,562		980
Cash provided by (used for) financing activities	(1,166)		1,129
Effect of exchange rate changes on cash and cash equivalents and restricted cash	(79)		5
Net increase (decrease) in cash and cash equivalents and restricted cash	$	675	$	(14)

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.

For the nine months ended September 30, 2021, our cash and cash equivalents and restricted cash increased by $675 million, compared to a decrease of $14 million for the nine months ended September 30, 2020.

Operating: Cash used for operating activities was $1,642 million for the nine months ended September 30, 2021, a decrease of $486 million, compared to $2,128 million for the nine months ended September 30, 2020. The decrease in cash used was primarily due to higher Net income, partially offset by higher working capital funding requirements and increased beneficial interest in securitized trade receivables driven by higher commodity prices during the nine months ended September 30, 2021.


	Nine months ended
US$ in millions	September 30, 2021		September 30, 2020
Cash provided by (used for) operating activities	$	(1,642)	$	(2,128)
Net proceeds from beneficial interest in securitized trade receivables	3,255		1,164
Cash provided by (used for) operating activities, adjusted	$	1,613	$	(964)

Cash provided by (used for) operating activities, adjusted for net proceeds from beneficial interests in securitized trade receivables was cash provided of $1,613 million for the nine months ended September 30, 2021, compared to cash used of $964 million for the nine months ended September 30, 2020. The change was primarily due to higher Net income in addition to higher Proceeds from beneficial interests in securitized trade receivables, partially offset by higher working capital funding requirements during the nine months ended September 30, 2021.

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. dollars. 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 condensed consolidated statements of income as foreign exchange gains or losses. For the nine months ended September 30, 2021, we recorded a foreign currency loss on our debt of $7 million, and for the nine months ended September 30, 2020, we recorded a foreign currency gain on our debt of $126 million, which were included as adjustments to reconcile Net income to cash used for operating activities in the line item “Foreign exchange (gains) loss on net debt” in our condensed consolidated statements of cash flows. These adjustments are required as the gains and losses are non-cash items that arise from financing activities and therefore will have no impact on cash flows from operations.

Investing: Cash provided by investing activities was $3,562 million for the nine months ended September 30, 2021, an increase of $2,582 million, compared to cash provided by investing activities of $980 million for the nine months ended September 30, 2020. The increase was due to higher net Proceeds from beneficial interests in securitized trade receivables

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and proceeds from the sales of our United States interior grain elevators and our oils facilities in Rotterdam and in Mexico, partially offset by increased net payments for investments, during the nine months ended September 30, 2021.

Financing: Cash used for financing activities was $1,166 million for the nine months ended September 30, 2021, a $2,295 million change compared to cash provided by financing activities of $1,129 million for the nine months ended September 30, 2020. During the nine months ended September 30, 2021, we had net cash repayments of short and long-term debt of $643 million, primarily driven by repayments of Short-term debt. Short-term debt is primarily used to fund seasonal working capital requirements, mostly comprising RMI, which can fluctuate based on funding requirements. Additionally, we paid $147 million to acquire the noncontrolling equity interest of our Polish subsidiary, Z.T. Kruszwica S.A. (see Note 10- Other Current Liabilities to our condensed consolidated financial statements), paid dividends of $240 million to our common and preferred shareholders, paid $75 million for the minority shareholder's 30% share of the dividend from Loders and repurchased $100 million of common shares. This was partially offset by proceeds from the exercise of options for common shares. In the nine months ended September 30, 2020, we had net cash proceeds from short and long-term debt of $1,479 million, which was primarily used to fund seasonal working capital requirements, mostly comprising RMI in South America. We also paid dividends of $237 million to our common and preferred shareholders and repurchased $100 million of common shares.

Off-Balance Sheet Arrangements

Please refer to Note 15- Commitments and Contingencies to our condensed consolidated financial statements for details concerning our off-balance sheet arrangements that have or are reasonably likely to have a material current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources.

Dividends

We paid a regular quarterly cash dividend of $0.525 per share on September 2, 2021 to common shareholders of record on August 19, 2021. In addition, we paid a quarterly dividend of $1.21875 per share on our cumulative convertible perpetual preference shares on September 1, 2021 to shareholders of record on August 15, 2021. On August 5, 2021, we announced that our Board of Directors had approved a regular quarterly cash dividend of $0.525 per common share. The dividend will be payable on December 2, 2021 to common shareholders of record on November 18, 2021. We also announced on August 5, 2021 that on December 1, 2021 we will pay a quarterly cash dividend of $1.21875 per share on our cumulative convertible perpetual preference shares to shareholders of record on November 15, 2021.

Critical Accounting Policies and Estimates

Critical accounting policies are defined as those policies that are significant to our financial condition and results of operations and require management to exercise significant judgment. For a complete discussion of our accounting policies, see Note 1 to our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the Securities and Exchange Commission on February 19, 2021. Following is a material change to our critical accounting policies during the nine months ended September 30, 2021. For recent accounting pronouncements refer to Note 2 - Accounting Pronouncements, to the condensed consolidated financial statements in this Quarterly Report on Form 10-Q.

Effective July 1, 2021, we changed our reporting of certain income tax assets and liabilities to report such assets and liabilities within Corporate and Other rather than within our reportable segments, as further discussed in Note 20- Segment Information. Certain reclassifications of prior period amounts have been made to conform to current period presentation.

Effective January 1, 2021, we changed our reporting segments to align with our new value chain structure, as discussed in Note 20- Segment Information. Certain reclassifications of prior period amounts have been made to conform to current presentation.

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ITEM 3. 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 directly or indirectly 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' Enterprise Risk Management Committee oversees 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, and energy costs, and for positioning our overall portfolio relative to expected market movements in accordance with established policies, limits and procedures. We enter into derivative instruments primarily with commodity exchanges in the case of commodity futures and options, major financial institutions in the case of foreign currency and interest rate derivatives, 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 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 12- Derivative Instruments And Hedging Activities to the condensed consolidated financial statements in this Quarterly Report on Form 10-Q 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 normal 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 and unrealized gains from forward cash contracts, as well as OTC derivative instruments. Credit and counterparty risk also includes sovereign credit risk. We actively monitor credit and counterparty risk through regular reviews of exposures and credit analysis by regional credit teams, as well as reviews by our Management Credit Committee that monitors counterparty exposures. 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, low levels of available (funding) liquidity 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. In addition, we have limited exposures and limits in certain cases and reduced 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 and other specialty 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. In addition, we produce bioenergy products as a consequence of our production of soybean oil and other oil feedstocks. Agricultural and energy 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 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 significant movements in commodity and energy 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 and energy 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 and value-at-risk (VaR) limits. We measure and review our net commodities position on a daily basis. We also employ stress testing techniques, including stressed VaR techniques in order to quantify our exposures to price and liquidity risks under non-normal or event driven market conditions.

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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 calculated for each agricultural commodity by valuing all of our commodity positions at quoted market prices for the period, where available, or using a close proxy. VaR is calculated on the net position and monitored at the 95% confidence interval. In addition, scenario analyses and custom stress testing are regularly 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:


	Nine Months Ended September 30, 2021				Year Ended December 31, 2020
(US$ in millions)	Value		Market Risk		Value		Market Risk
Highest daily aggregated position value	$	1,706	$	(171)	$	1,374	$	(137)
Lowest daily aggregated position value	$	(3)	$	—	$	54	$	(5)

Ocean Freight Risk

Ocean freight and bunker fuel represent a significant portion of our operating costs. Market prices for ocean freight and bunker fuel vary depending on the supply and demand for ocean vessels, global economic conditions, the price of crude petroleum oil 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 to hedge portions of our ocean freight costs (generally freight forward agreements) and bunker fuel costs. The ocean freight derivatives are included in Other current assets and Other current liabilities on the condensed consolidated balance sheets at fair value.

Energy Risk

We purchase various energy commodities such as electricity, natural gas and bunker fuel, that are used to operate our manufacturing facilities and ocean freight vessels. We also refine and produce biofuels. The 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 condensed 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 September 30, 2021 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 neither planned nor 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 (loss) and recorded as a component of Accumulated other comprehensive income (loss) in the condensed consolidated balance sheets. Included in Other comprehensive income (loss) are foreign exchange losses of $49 million for the nine months ended September 30, 2021 and foreign exchange losses of $140 million for the year ended December 31, 2020 related to permanently invested intercompany loans.

Interest Rate Risk

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 September 30, 2021, was $6,726 million with a carrying value of $6,475 million. There was no significant change in our interest rate risk as of September 30, 2021.

A hypothetical 100 basis point increase in the interest yields on our senior note debt at September 30, 2021 would result in a decrease of approximately $69 million in the fair value of our debt. Similarly, a decrease of 100 basis points in the

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interest yields on our debt at September 30, 2021 would cause an increase of approximately $62 million in the fair value of our debt.

A hypothetical 100 basis point change in LIBOR would result in a change of approximately $54 million in our interest expense on our variable rate debt at September 30, 2021. Some of our variable rate debt is denominated in currencies other than in U.S. dollars and is indexed to non-U.S. dollar-based interest rate indices, such as EURIBOR and TJLP and certain benchmark rates in local bank markets. As such, the hypothetical 100 basis point change in interest rate ignores the potential impact of any currency movements.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures - Disclosure controls and procedures are the controls and other procedures that are designed to provide reasonable assurance that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including the principal executive and principal financial officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.

As of September 30, 2021, 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 Exchange Act Rules 13a-15(e) and 15d-15(e), as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of the end of the period covered by this Quarterly Report on Form 10-Q.

Internal Control Over Financial Reporting - There have been no changes in the Company’s internal control over financial reporting during the third quarter ended September 30, 2021, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. However, we continue to migrate certain processes to shared business service models from across our operations in order to consolidate back office functions while standardizing our processes and financial systems globally. In connection with these initiatives, we have and will continue to align and streamline the design and operation of our internal controls over financial reporting. These initiatives are not in response to any identified deficiency or weakness in our internal controls over financial reporting but are expected over time to result in changes to such internal controls over financial reporting.

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PART II.

INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, we are involved in litigation and other claims, investigations and proceedings incidental to our business. While the outcome of these matters cannot be predicted with certainty, we believe the outcome of these proceedings, net of established reserves, will not have a material adverse effect on our consolidated financial position, results of operations or liquidity.

For a discussion of certain legal and tax matters, see Note 15- Commitments and Contingencies, to our condensed consolidated financial statements included as part of this Quarterly Report on Form 10-Q. Additionally, we are a party to a large number of labor and civil and other claims, primarily relating to our Brazilian operations. We have reserved an aggregate of $37 million and $67 million, for labor and civil claims, respectively, as of September 30, 2021. The labor claims primarily relate to dismissals, severance, health and safety, salary adjustments and supplementary retirement benefits. The civil claims relate to various legal proceedings and disputes, including disputes with suppliers and customers and include approximately 158 million Brazilian reais (approximately $29 million as of September 30, 2021) related to legacy environmental claims in Brazil.

ITEM 1A. RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, “Item 1A. Risk Factors” in our 2020 Annual Report on Form 10-K, which could materially affect our business, financial condition or future results. The risks described in our Annual Report on Form 10-K are not the only risks facing our Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Issuer Purchases of Equity Securities

The following table is a summary of any purchases of equity securities during the third quarter of 2021 by Bunge and any affiliated purchasers, pursuant to SEC rules.


Period	Total Number of Shares (or Units) Purchased	Average Price Paid per Share (or Unit)		Total Number of Shares (or Units) Purchased as Part of Publicly Announced Plans or Programs (1)	Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (1) (2)
July 1, 2021 - July 31, 2021	—	$	—	—	$	100,001,230
August 1, 2021 - August 31, 2021	—	$	—	—	$	100,001,230
September 1, 2021 - September 30, 2021	1,298,384	$	77.02	1,298,384	$	—
Total	1,298,384	$	77.02	1,298,384

(1) Program established in May 2015 for the repurchase of up to $500 million issued and outstanding common shares. The program had no expiration date. Total repurchases under the program from inception in through September 30, 2021 were 8,551,824 shares for $500 million, thereby completing the program.

(2) A new program was approved by Bunge's Board of Directors effective October 25, 2021, for the repurchase of up to $500 million issued and outstanding common shares. The program has no expiration date.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

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ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

None.

ITEM 6. EXHIBITS

(a) The exhibits in the accompanying Exhibit Index on page E-1 are filed or furnished as part of this Quarterly Report.

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EXHIBIT INDEX


10.1		JPM Credit Agreement, dated July 16, 2021 (incorporated by reference from the Registrant's Form 8-K filed July 19, 2021)

10.2		Guaranty by Bunge Limited pursuant to the JPM Credit Agreement, dated July 16, 2021 (incorporated by reference from the Registrant's Form 8-K filed July 19, 2021)

10.3		Rabobank Credit Agreement, dated July 16, 2021 (incorporated by reference from the Registrant's Form 8-K filed July 19, 2021)

10.4		Guaranty by Bunge Limited pursuant to the Rabobank Credit Agreement, dated July 16, 2021 (incorporated by reference from the Registrant's Form 8-K filed July 19, 2021)

10.5		Fourteenth Amended and Restated Liquidity Agreement, dated July 16, 2021 (incorporated by reference from the Registrant's Form 8-K filed July 19, 2021)

10.6		Tenth Amended and Restated Guaranty by Bunge Limited pursuant to the Fourteenth Amended and Restated Liquidity Agreement, dated July 16, 2021 (incorporated by reference from the Registrant's Form 8-K filed July 19, 2021)

10.7		Annex X, dated as of July 16, 2021, including definitions of certain terms contained in Exhibits 10.1, 10.2, 10.3, 10.4, 10.5 and 10.6 to the Registrant's Form 8-K filed July 19, 2021 (incorporated by reference from the Registrant's Form 8-K filed July 19, 2021)

10.8	*	Twentieth Amendment to and Restatement of Receivables Transfer Agreement, dated October 6, 2021

10.9	*	Fifth Amended and Restated Receivables Transfer Agreement, dated October 6, 2021

10.10	+	Bunge Limited 2017 Non-Employee Director Equity Incentive Plan, as Amended and Restated (previously filed as Appendix B to the proxy statement on Schedule 14A, filed on March 23, 2021, and incorporated herein by reference)

22.1	*	Subsidiary Issuers of Guaranteed Securities

31.1	*	Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002

31.2	*	Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes Oxley Act of 2002

32.1	**	Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002

32.2	**	Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes Oxley Act of 2002

101 SCH		XBRL Taxonomy Extension Schema Document
101 CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101 LAB		XBRL Taxonomy Extension Labels Linkbase Document
101 PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101 DEF		XBRL Taxonomy Extension Definition Linkbase Document
101 INS		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.

** Furnished herewith.

+ Denotes a management contract or compensatory plan or arrangement.

E-1

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SIGNATURES

Pursuant to the requirements 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


Date: October 27, 2021	By:	/s/ John W. Neppl
		John W. Neppl
		Executive Vice President, Chief Financial Officer


		/s/ J. Matt Simmons, Jr.
		J. Matt Simmons, Jr.
		Controller and Principal Accounting Officer