FIRST AMENDED AND RESTATED GUARANTYGuaranty • April 16th, 2024 • Bunge Global SA • Fats & oils • New York
This First Amended and Restated Guaranty (as amended, supplemented or otherwise modified in accordance with the terms hereof and in effect from time to time, this “Guaranty”) is made as of the 12th day of April, 2024 by BUNGE GLOBAL SA, a corporation incorporated under the laws of Switzerland (the "Guarantor") to COÖPERATIEVE RABOBANK U.A., New York Branch (“Rabobank”), in its capacity as the administrative agent (together with its successors and assigns, the “Administrative Agent”) under the First Amended and Restated Revolving Credit Agreement, dated as of April 12, 2024 (as amended, supplemented or otherwise modified from time to time in accordance with the terms thereof, the “Credit Agreement”), among Bunge Limited Finance Corp., a Delaware corporation (“BLFC”), the Administrative Agent and the financial institutions from time to time party thereto (each, a “Lender” and collectively, the “Lenders”), for the benefit of the Lenders.
BUNGE LIMITED FINANCE CORP., as Issuer, BUNGE GLOBAL SA, as Guarantor, and U.S. Bank Trust Company, National Association, as Trustee INDENTURE Dated as of September 17, 2024 Debt Securities CROSS-REFERENCE TABLE*Indenture • September 17th, 2024 • Bunge Global SA • Fats & oils • New York
FIRST AMENDED AND RESTATED GUARANTYGuaranty • March 6th, 2024 • Bunge Global SA • Fats & oils • New York
This First Amended and Restated Guaranty (as amended, supplemented, restated or otherwise modified in accordance with the terms hereof and in effect from time to time, this “Guaranty”) is made as of 1 March 2024 by Bunge Global SA, a corporation incorporated under the laws of Switzerland (the “Guarantor”) to Crédit Agricole Corporate and Investment Bank (“CA-CIB”), in its capacity as the facility agent (together with its successors and assigns, the “Agent”) under the U.S.$1,750,000,000 (to be increased to U.S. $3,500,000,000) Facility Agreement, dated as of 6 October 2023, as amended and restated on 1 March 2024 (as amended, supplemented or otherwise modified from time to time in accordance with the terms thereof, the “Facility Agreement”), among Bunge Finance Europe B.V., a company incorporated under the laws of The Netherlands (“BFE”), BNP Paribas, CA-CIB, ING Bank N.V., Natixis and SMBC Bank International plc, as mandated lead arrangers and bookrunners (collectively, the “Arrangers”
FIRST AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT among BUNGE LIMITED FINANCE CORP., as Borrower, The Several Lenders from Time to Time Parties Hereto, COÖPERATIEVE RABOBANK U.A., NEW YORK BRANCH, as Administrative Agent, SUMITOMO MITSUI BANKING...Revolving Credit Agreement • April 16th, 2024 • Bunge Global SA • Fats & oils • New York
FIRST AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (as amended, supplemented or otherwise modified in accordance with the terms hereof and in effect from time to time, this “Agreement”), dated as of April 12, 2024, among BUNGE LIMITED FINANCE CORP., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), Sumitomo Mitsui Banking Corporation, as syndication agent (the “Syndication Agent”), BNP Paribas, CITIBANK, N.A., Natixis, NEW YORK BRANCH and U.S. BANK NATIONAL ASSOCIATION, each as a documentation agent (each, a “Documentation Agent” and collectively, the “Documentation Agents”), and Coöperatieve Rabobank U.A., New York Branch, as administrative agent.
SECOND SUPPLEMENTAL INDENTURE Dated as of November 1, 2023 BY AND AMONG BUNGE LIMITED FINANCE CORP., as Issuer BUNGE LIMITED, as Existing Guarantor BUNGE GLOBAL SA, as Successor Guarantor AND as TrusteeSecond Supplemental Indenture • November 1st, 2023 • Bunge Global SA • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of November 1, 2023 (this “Supplemental Indenture”), by and among BUNGE LIMITED FINANCE CORP., a Delaware corporation (the “Issuer” or the “Company”), BUNGE GLOBAL SA, a corporation incorporated under the laws of Switzerland (“BGSA”), as successor guarantor (the “Successor Guarantor”), BUNGE LIMITED, a company incorporated under the laws of Bermuda (“BL”), as existing guarantor (the “Existing Guarantor”; prior to the date hereof, the Existing Guarantor, and on and after the date hereof, the Successor Guarantor, shall be referred to herein as the “Guarantor”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as successor in interest to U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”).
GLOBAL RESTRICTED STOCK UNIT AGREEMENTGlobal Restricted Stock Unit Agreement • February 22nd, 2024 • Bunge Global SA • Fats & oils • New York
Repsol and Bunge create a partnership in Spain to boost supply of renewable fuelsPartnership Agreement • March 26th, 2024 • Bunge Global SA • Fats & oils
–Through this strategic agreement, Repsol increases its access to the feedstock needed to reach its goal of producing up to 1.7 million tons of renewable fuels by 2027.
BUNGE 2017 NON-EMPLOYEE DIRECTORS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT ###PARTICIPANT_NAME### ###GRANT_NAME###Restricted Stock Unit Agreement • February 22nd, 2024 • Bunge Global SA • Fats & oils • New York
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • February 22nd, 2024 • Bunge Global SA • Fats & oils • Missouri
This employment agreement by and between Bunge Management Services, Inc. (the “Company”) and John Neppl (“Executive”) (collectively referred to as the “Parties” or individually referred to as a “Party”) memorializes prior arrangements and the terms and conditions of the existing employment arrangements with the Company, dated June 9, 2022, as amended herein and is entered into on December 20, 2023, with effect as of the Effective Date (this “Agreement”).
ContractFirst Amendment and Waiver Agreement • March 6th, 2024 • Bunge Global SA • Fats & oils • New York
FIRST AMENDMENT AND WAIVER AGREEMENTDATED 1 MARCH 2024FORBUNGE FINANCE EUROPE B.V.THE BORROWERWITHCRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANKACTING AS AGENT RELATING TO A FACILITY AGREEMENTDATED 6 OCTOBER 2023
Dated December 3, 2024 (1) BUNGE SECURITIZATION B.V., as Seller(2) KONINKLIJKE BUNGE B.V., as Master Servicer and Subordinated Lender(3) The Conduit Purchasers party hereto(4) The Committed Purchasers party hereto(5) The Purchaser Agents party...Receivables Transfer Agreement • December 5th, 2024 • Bunge Global SA • Fats & oils • New York
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATIONBusiness Combination Agreement • September 9th, 2024 • Bunge Global SA • Fats & oils
On June 13, 2023, Bunge Global SA (“Bunge”), previously referred to as Bunge Limited prior to the completion of the Bermuda Law Scheme of Arrangement on November 1, 2023 that effectively changed the place of incorporation and residence of Bunge from Bermuda to Switzerland (the "Redomestication"), entered into a Business Combination Agreement (the "Business Combination Agreement") with Viterra Limited ("Viterra"), Danelo Limited, a private company incorporated in Jersey, Channel Islands (“Glencore”), CPPIB Monroe Canada, Inc., a company incorporated in Canada (“CPP Investments”), Venus Investment Limited Partnership, a limited partnership formed under the laws of the Province of Manitoba, Canada (“BCI”) and Ocorian Limited (“Ocorian” or the “Trustee”), solely in its capacity as trustee of the Viterra Employee Benefit Trust (the “Trust”) (Glencore, CPP Investments, BCI and the Trust, collectively, the “Sellers”). The Business Combination Agreement provides for, among other things, the ac
Dated May 21, 2024 (1) BUNGE SECURITIZATION B.V., as Seller(2) KONINKLIJKE BUNGE B.V., as Master Servicer and Subordinated Lender(3) The Conduit Purchasers party hereto(4) The Committed Purchasers party hereto(5) The Purchaser Agents party hereto(6)...Receivables Transfer Agreement • August 1st, 2024 • Bunge Global SA • Fats & oils • New York
BUNGE LIMITED FINANCE CORP., as Issuer, BUNGE GLOBAL SA, as Guarantor, and U.S. Bank Trust Company, National Association, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of September 17, 2024 To INDENTURE Dated as of September 17, 2024 $400,000,000...First Supplemental Indenture • September 17th, 2024 • Bunge Global SA • Fats & oils • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of September 17, 2024, by and among Bunge Limited Finance Corp., a Delaware corporation, as issuer (the “Company”), Bunge Global SA, a company organized under the laws of Switzerland and the indirect parent of the Company, as Guarantor (the “Guarantor”), and U.S. Bank Trust Company, National Association, a national banking association organized and existing under the laws of the United States of America, as trustee (the “Trustee”).
BUNGE 2016 EQUITY INCENTIVE PLAN GLOBAL PERFORMANCE UNIT AGREEMENTGlobal Performance Unit Agreement • February 22nd, 2024 • Bunge Global SA • Fats & oils • New York
Dated December 18, 2023 (1) BUNGE SECURITIZATION B.V., as Seller(2) KONINKLIJKE BUNGE B.V., as Master Servicer and Subordinated Lender(3) The Conduit Purchasers party hereto(4) The Committed Purchasers party hereto(5) The Purchaser Agents party...Securitization Agreement • December 20th, 2023 • Bunge Global SA • Fats & oils
ContractRevolving Facility Agreement • March 6th, 2024 • Bunge Global SA • Fats & oils
Exhibit 10.5 CERTAIN INFORMATION CONTAINED IN THIS EXHIBIT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT (I) IS NOT MATERIAL AND (II) IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. CONFORMED THROUGH FIRST AMENDMENT AND WAIVER AGREEMENT, DATED AS OF 1 MARCH 2024 US$1,750,000,000FACILITY AGREEMENTDATED 6 OCTOBER 2023 AS AMENDED AND RESTATED ON 1 MARCH 2024 FORBUNGE FINANCE EUROPE B.V.AS BORROWERARRANGED BYBNP PARIBAS, CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK, ING BANK N.V., NATIXIS AND SMBC BANK INTERNATIONAL PLCWITHBNP PARIBAS AND NATIXIS AS SUSTAINABILITY CO-ORDINATORSWITHCRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANKACTING AS AGENT REVOLVING FACILITY AGREEMENT
Dated September 30, 2024 (1) BUNGE SECURITIZATION B.V., as Seller(2) KONINKLIJKE BUNGE B.V., as Master Servicer and Subordinated Lender(3) The Conduit Purchasers party hereto(4) The Committed Purchasers party hereto(5) The Purchaser Agents party...Receivables Transfer Agreement • October 30th, 2024 • Bunge Global SA • Fats & oils • New York
