Item 8.01. Other Events. On August 19, 2026, Bunge Limited Finance Corp. (“BLFC”), a wholly-owned finance subsidiary of Bunge Global SA (“Bunge”), completed the sale and issuance of $600 million aggregate principal amount of 5.000% Senior Notes due 2031 (the “Senior Notes”), guaranteed by Bunge, pursuant to an underwriting agreement dated August 17, 2026, with Wells Fargo Securities, LLC, BofA Sec…
Filed Aug 19, 2026Accepted Aug 19, 2026, 4:15 PM EDTCIK 1996862Accession 0001104659-26-098782
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Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On August 19, 2026, Bunge Limited Finance Corp.
(“BLFC”), a wholly-owned finance subsidiary of Bunge Global SA (“Bunge”), completed the sale and issuance of $600
million aggregate principal amount of 5.000% Senior Notes due 2031 (the “Senior Notes”), guaranteed by Bunge, pursuant to
an underwriting agreement dated August 17, 2026, with Wells Fargo Securities, LLC, BofA Securities, Inc., Mizuho Securities USA LLC and
Rabo Securities USA, Inc., as representatives of the several underwriters (the “Underwriting Agreement”).
The Senior Notes were issued pursuant to an indenture,
dated September 17, 2024 (the “Base Indenture”), by and among BLFC, Bunge and U.S. Bank Trust Company, National Association,
as trustee (the “Trustee”), as supplemented by the Fifth Supplemental Indenture, dated August 19, 2026 (the “Fifth Supplemental
Indenture”), by and among BLFC, Bunge and the Trustee.
The offering was made pursuant to a shelf registration
statement on Form S-3 dated September 9, 2024 (Registration No 333-282003) filed by Bunge and BLFC with the Securities and Exchange Commission.
The net proceeds of the offering were approximately $593.8 million, after deducting the underwriting discount and the estimated offering
fees and expenses. The net proceeds from the offering are intended to be used for general corporate purposes. General corporate purposes
may include, without limitation, the repayment and refinancing of debt, including certain short-term indebtedness, working capital, capital
expenditures, stock repurchases and investments in subsidiaries.
The Underwriting Agreement, Base Indenture, Fifth
Supplemental Indenture and the opinions relating to the validity of the Senior Notes and the related guarantee have been filed or incorporated
by reference, as applicable, as Exhibit 1.1, Exhibit 4.1, Exhibit 4.2, Exhibit 5.1 and Exhibit 5.2, respectively, to this Current Report
on Form 8-K and each is incorporated herein by reference.
On August 17, 2026, Bunge issued a press release
announcing the pricing of the offering of the Senior Notes. A copy of the press release is attached as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference.
Filed exhibits (2)
EX-4.2 (by filename) tm2623458d1_ex4-2.htm
EX-4.2
3
tm2623458d1_ex4-2.htm
EXHIBIT 4.2
Exhibit 4.2
Execution Version
BUNGE LIMITED FINANCE CORP.,
as Issuer,
BUNGE GLOBAL SA,
as Guarantor,
and
U.S. Bank Trust Company, National Association,
as Trustee
FIFTH SUPPLEMENTAL INDENTURE
Dated as of August 19, 2026
To
INDENTURE
Dated as of September 17, 2024
$600,000,000 5.000% Senior Notes due 2031
Table
of Contents
Page
ARTICLE 1. DEFINITIONS AND INCORPORATION BY REFERENCE 1
Section 1.01 Relationship with Base Indenture 1
Section 1.02 Definitions 2
Section 1.03 Other Definitions 10
ARTICLE 2. THE NOTES 11
Section 2.01 Form and Dating 11
Section 2.02 Transfer and Exchange 11
Section 2.03 Issuance of Additional Notes 16
ARTICLE 3. REDEMPTION AND PREPAYMENT 16
Section 3.01 Notice of Redemp…
Open exhibit ↗EX-99.1 (by filename) tm2623458d1_ex99-1.htm
EX-99.1
6
tm2623458d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Media Bunge
Contact: News Bureau
Bunge
636-359-0797
news@bunge.com
Investor Mark
Contact: Haden
Bunge
mark.haden@bunge.com
Bunge
Global SA Announces Pricing of $600 Million Senior Notes Offering
ST.
LOUIS, MO - Aug. 17, 2026 - Bunge Global SA (NYSE: BG) (the “Company” or “Bunge”) today
announced that Bunge Limited Finance Corp., its wholly owned finance subsidiary, has successfully priced a public offering of $600 million
aggregate principal amount of 5.000% senior unsecured notes due 2031 (the “Senior Notes”).
The
Senior Notes will be fully and unconditionally guaranteed by Bunge Global SA on a senior unsecured basis. The offering was made pursuant
to a registration statement filed with the U.S. Securities and Exchange Commission. The offering is expected to close on Aug. 19,
2026, subject to the satisfaction of customary closing conditions.
The
net proceeds from the offering of the Senior Notes are intended to be used for general corporate purposes. General corporate purposes
may include, witho…