UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

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



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

For the quarterly period ended ~~September 30, 2017~~March 31, 2020

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



☐	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.)

~~50 Main Street, White Plains, New York~~1391 Timberlake Manor Parkway		~~10606~~
St. Louis
Missouri		63017
(Address of principal executive offices)		(Zip Code)

~~(914) 684-2800~~(314) 292-2000

(Registrant’s telephone number, including area code)

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. Yesý No o

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yesý 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. (Check one):



Large accelerated filerý	ý	Accelerated filer	☐	~~Accelerated filer~~ ¨	Non-accelerated filer¨ (Do not check if a smaller reporting company)	☐	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 Securities Exchange Act of 1934). Yes No

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes ¨☐ No ý

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	BG	New York Stock Exchange

As of ~~October 25, 2017~~May 1, 2020, the number of shares issued of the registrant was:

Common shares, par value $.01 per share: ~~140,625,046~~142,150,879

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, 2017~~March 31, 2020 and ~~2016~~2019	3

	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three ~~and Nine~~ Months Ended ~~September 30, 2017~~March 31, 2020 and ~~2016~~2019	4

	Condensed Consolidated Balance Sheets at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016~~2019	5

	Condensed Consolidated Statements of Cash Flows for the ~~Nine~~Three Months Ended ~~September 30, 2017~~March 31, 2020 and ~~2016~~2019	6

	Condensed Consolidated Statements of Changes in Equity and Redeemable Noncontrolling Interests for the ~~Nine~~Three Months Ended ~~September 30, 2017~~March 31, 2020 and ~~2016~~2019	7

	Notes to the Condensed Consolidated Financial Statements	89

	Cautionary Statement Regarding Forward-Looking Statements	3229

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3330

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	5042

Item 4.	Controls and Procedures	5244

PART II — INFORMATION

Item 1.	Legal Proceedings	5345

Item 1A.	Risk Factors	5345

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	5345

Item 3.	Defaults Upon Senior Securities	5346

Item 4.	Mine Safety Disclosures	5346

Item 5.	Other Information	5346

Item 6.	Exhibits	5346

Signatures		5447

Exhibit Index		5547

PART I—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,
2017 2016 2017 2016
Net sales $ 11,423
$ 11,423
$ 34,189
$ 30,880
Cost of goods sold (10,933 ) (10,867 ) (32,884 ) (29,174 )
Gross profit 490
556
1,305
1,706
Selling, general and administrative expenses (340 ) (324 ) (1,046 ) (941 )
Interest income 9
13
29
37
Interest expense (64 ) (73 ) (191 ) (189 )
Foreign exchange gains (losses) 1
(6 ) 108
9
Other income (expense) – net 25
4
24
(14 )
Income (loss) from continuing operations before income tax 121
170
229
608
Income tax (expense) benefit (29 ) (45 ) (2 ) (118 )
Income (loss) from continuing operations 92
125
227
490
Income (loss) from discontinued operations, net of tax —
5
—
(8 )
Net income (loss) 92
130
227
482
Net (income) loss attributable to noncontrolling interests —

(12 )
(7 )
(8 )
Net income (loss) attributable to Bunge 92
118
220
474
Convertible preference share dividends and other obligations (8 ) (2 ) (25 ) (27 )
Net income (loss) available to Bunge common shareholders $ 84
$ 116
$ 195
$ 447

Earnings per common share—basic (Note 17)

Net income (loss) from continuing operations $ 0.59
$ 0.80
$ 1.39
$ 3.25
Net income (loss) from discontinued operations —
0.03
(0.01 ) (0.06 )

Net income (loss) attributable to Bunge common shareholders $ 0.59
$ 0.83
$ 1.38
$ 3.19

Earnings per common share—diluted (Note 17)

Net income (loss) from continuing operations $ 0.59
$ 0.79
$ 1.38
$ 3.24
Net income (loss) from discontinued operations —
0.04
(0.01 ) (0.05 )

Net income (loss) attributable to Bunge common shareholders $ 0.59
$ 0.83
$ 1.37
$ 3.19

Dividends declared per common share $ 0.46
$ 0.42
$ 1.34
$ 1.22



	Three Months Ended March 31,
	2020			2019
Net sales	$	9,173		$	9,938
Cost of goods sold	(8,999		)	(9,501		)
Gross profit	174			437
Selling, general and administrative expenses	(295		)	(305		)
Interest income	7			7
Interest expense	(77		)	(75		)
Foreign exchange gains (losses)	(6		)	(7		)
Other income (expense) – net	(51		)	31
Income (loss) before income tax	(248		)	88
Income tax (expense) benefit	55			(38		)
Net income (loss)	(193		)	50
Net (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	9			(5		)
Net income (loss) attributable to Bunge	(184		)	45
Convertible preference share dividends	(8		)	(8		)
Adjustment of redeemable noncontrolling interest	(15		)	—
Net income (loss) available to Bunge common shareholders	$	(207	)	$	37

Earnings per common share (Note 19)
Net income (loss) attributable to Bunge common shareholders - basic	$	(1.46	)	$	0.26
Net income (loss) attributable to Bunge common shareholders - diluted	$	(1.46	)	$	0.26

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

BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited)

(U.S. dollars in millions)



	Three Months Ended March 31,
	2020			2019
Net income (loss)	$	(193	)	$	50
Other comprehensive income (loss):
Foreign exchange translation adjustment	(852		)	(29		)
Unrealized gains (losses) on designated hedges, net of tax (expense) benefit of $(5) in 2020 and nil in 2019	51			(23		)
Reclassification of realized net (gains) losses to net income, net of tax (benefit) expense of $2 in 2020 and nil in 2019	(3		)	(1		)
Total other comprehensive income (loss)	(804		)	(53		)
Total comprehensive income (loss)	(997		)	(3		)
Less: comprehensive (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	25			4
Total comprehensive income (loss) attributable to Bunge	$	(972	)	$	1

Three Months Ended
September 30, Nine Months Ended
September 30,
2017 2016 2017 2016
Net income (loss) $ 92
$ 130
$ 227
$ 482
Other comprehensive income (loss):

Foreign exchange translation adjustment 332
(87 ) 458
898
Unrealized gains (losses) on designated cash flow and net investment hedges, net of tax (expense) benefit of nil and nil in 2017 and nil and $(1) in 2016 (37 ) —
(108 ) (339 )
Unrealized gains (losses) on investments, net of tax (expense) benefit of nil and $(1) in 2017, nil and nil in 2016 —
—
1
—
Reclassification of realized net losses (gains) to net income, net of tax expense (benefit) of $2 and $1 in 2017, nil and nil in 2016 (12 ) (13 ) (31 ) (13 )
Pension adjustment, net of tax (expense) benefit of $(5) and $(1) in 2017, nil and nil in 2016 9
1
9
1
Total other comprehensive income (loss) 292
(99 ) 329
547
Total comprehensive income (loss) 384
31
556
1,029
Less: comprehensive (income) loss attributable to noncontrolling interests (3 ) (20 ) (20 ) (20 )
Total comprehensive income (loss) attributable to Bunge $ 381
$ 11
$ 536
$ 1,009

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

BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

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


	September 30, 2017			December 31, 2016			March 31, 2020			December 31, 2019
ASSETS
Current assets:
Cash and cash equivalents	$	389		$	934		$	193		$	320
Time deposits under trade structured finance program (Note 5)	—			64
Trade accounts receivable (less allowances of $104 and $122) (Note 13)	1,867			1,676
Inventories (Note 6)	5,848			4,773
Other current assets (Note 7)	3,881			3,645
Trade accounts receivable (less allowances of $117 and $108) (Note 6)							1,616			1,705
Inventories (Note 7)							5,451			5,038
Assets held for sale (Note 3)							51			72
Other current assets (Note 8)							3,789			3,113
Total current assets	11,985			11,092			11,100			10,248
Property, plant and equipment, net	5,420			5,099			3,830			4,132
Operating lease assets (Note 4)							756			796
Goodwill	515			373			553			611
Other intangible assets, net	338			336			533			583
Investments in affiliates	418			373			686			827
Deferred income taxes	548			524			416			442
Time deposits under trade structured finance program (Note 5)	313			464
Other non-current assets (Note 8)	1,015			927
Other non-current assets (Note 9)							722			678
Total assets	$	20,552		$	19,188		$	18,596		$	18,317
LIABILITIES AND EQUITY
Current liabilities:
Short-term debt	$	1,021		$	257
Current portion of long-term debt (Note 12)	287			938
Letter of credit obligations under trade structured finance program (Note 5)	313			528
Trade accounts payable (includes $925 and $522 carried at fair value)	3,650			3,485
Other current liabilities (Note 10)	2,197			2,476
Short-term debt (Note 14)							$	736		$	771
Current portion of long-term debt (Note 14)							509			507
Trade accounts payable (includes $644 and $378 carried at fair value)							3,368			2,842
Current operating lease obligations (Note 4)							217			216
Liabilities held for sale (Note 3)							3			4
Other current liabilities (Note 11)							3,189			2,255
Total current liabilities	7,468			7,684			8,022			6,595
Long-term debt (Note 12)	4,246			3,069
Long-term debt (Note 14)							3,753			3,716
Deferred income taxes	246			239			294			329
Non-current operating lease obligations (Note 4)							494			539
Other non-current liabilities	842			853			667			711
Commitments and contingencies (Note 15)
Equity (Note 16):
Convertible perpetual preference shares, par value $.01; authorized, issued and outstanding: 2017 - 6,899,700 and 2016 – 6,900,000 shares (liquidation preference $100 per share)	690			690
Common shares, par value $.01; authorized – 400,000,000 shares; issued and outstanding: 2017 – 140,608,657 shares, 2016 – 139,500,862 shares	1			1
Commitments and contingencies (Note 16)
Redeemable noncontrolling interest (Note 17)							394			397
Equity (Note 18):
Convertible perpetual preference shares, par value $.01; authorized – 21,000,000 shares, issued and outstanding: 2020 and 2019 - 6,899,683 shares (liquidation preference $100 per share)							690			690
Common shares, par value $.01; authorized – 400,000,000 shares; issued and outstanding: 2020 – 142,146,260 shares, 2019 – 141,813,142 shares							1			1
Additional paid-in capital	5,223			5,143			5,344			5,329
Retained earnings	8,214			8,208			6,158			6,437
Accumulated other comprehensive income (loss) (Note 16)	(5,662		)	(5,978		)
Treasury shares, at cost - 2017 and 2016 - 12,882,313 shares, respectively	(920		)	(920		)
Accumulated other comprehensive income (loss) (Note 18)							(6,411		)	(5,624		)
Treasury shares, at cost - 2020 and 2019 - 12,882,313 shares							(920		)	(920		)
Total Bunge shareholders’ equity	7,546			7,144			4,862			5,913
Noncontrolling interests	204			199			110			117
Total equity	7,750			7,343			4,972			6,030
Total liabilities and equity	$	20,552		$	19,188
Total liabilities, redeemable noncontrolling interest and equity							$	18,596		$	18,317

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

BUNGE LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(U.S. dollars in millions)


	Nine Months Ended September 30,						Three Months Ended March 31,
	2017			2016			2020			2019
OPERATING ACTIVITIES
Net income (loss)	$	227		$	482		$	(193	)	$	50
Adjustments to reconcile net income (loss) to cash provided by (used for) operating activities:
Impairment charges	26			17			1			9
Foreign exchange (gain) loss on net debt	28			115			(86		)	37
Bad debt expense	8			16			13			7
Depreciation, depletion and amortization	448			402			113			139
Share-based compensation expense	27			31			15			4
Deferred income tax	(8		)	105
Deferred income tax benefit							(68		)	(3		)
Other, net	14			1			44			12
Changes in operating assets and liabilities, excluding the effects of acquisitions:
Changes in operating assets and liabilities, excluding the effects of acquisitions and dispositions:
Trade accounts receivable	(200		)	28			(94		)	(128		)
Inventories	(837		)	(487		)	(751		)	(94		)
Secured advances to suppliers	101			205			(105		)	(31		)
Trade accounts payable and accrued liabilities	265			233
Trade accounts payable							722			248
Advances on sales	(200		)	(157		)	(81		)	(97		)
Net unrealized gain (loss) on derivative contracts	153			(157		)
Net unrealized (gains) losses on derivative contracts							589			(370		)
Margin deposits	(26		)	(44		)	(204		)	102
Marketable securities	(147		)	—			121			(36		)
Beneficial interest in securitized trade receivables							(430		)	(244		)
Other, net	(181		)	(155		)	(45		)	(7		)
Cash provided by (used for) operating activities	(302		)	635			(439		)	(402		)
INVESTING ACTIVITIES
Payments made for capital expenditures	(485		)	(488		)	(55		)	(119		)
Acquisitions of businesses (net of cash acquired)	(369		)	—
Proceeds from investments	398			584			80			37
Payments for investments	(686		)	(515		)	(104		)	(193		)
Settlement of net investment hedges	(23		)	(210		)
Settlements of net investment hedges							—			(51		)
Proceeds from beneficial interest in securitized trade receivables							423			275
Payments for investments in affiliates	(77		)	(24		)	(1		)	(4		)
Other, net	8			(14		)	51			14
Cash provided by (used for) investing activities	(1,234		)	(667		)	394			(41		)
FINANCING ACTIVITIES
Net change in short-term debt with maturities of 90 days or less	596			(128		)	(54		)	1,193
Proceeds from short-term debt with maturities greater than 90 days	360			273			66			9
Repayments of short-term debt with maturities greater than 90 days	(206		)	(292		)	(7		)	(214		)
Proceeds from long-term debt	6,502			7,933			78			978
Repayments of long-term debt	(6,100		)	(7,430		)	(81		)	(1,376		)
Proceeds from the exercise of options for common shares	58			—			2			5
Repurchases of common shares	—			(200		)
Dividends paid	(207		)	(191		)
Acquisition of noncontrolling interest	—			(39		)
Dividends paid to common and preference shareholders							(79		)	(79		)
Other, net	(34		)	(28		)	(9		)	(3		)
Cash provided by (used for) financing activities	969			(102		)	(84		)	513
Effect of exchange rate changes on cash and cash equivalents	22			20
Net increase (decrease) in cash and cash equivalents	(545		)	(114		)
Cash and cash equivalents, beginning of period	934			411
Cash and cash equivalents, end of period	$	389		$	297
Effect of exchange rate changes on cash and cash equivalents and restricted cash							2			6
Net increase (decrease) in cash and cash equivalents and restricted cash							(127		)	76
Cash and cash equivalents and restricted cash - beginning of period							322			393
Cash and cash equivalents and restricted cash - end of period							$	195		$	469

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

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, January 1, 2017 $ —
6,900,000
$ 690
139,500,862
$ 1
$ 5,143
$ 8,208
$ (5,978 ) $ (920 ) $ 199
$ 7,343
Net income (loss) —
—
—
—
—
—
220
—
—
7
227
Other comprehensive income (loss) —
—
—
—
—
—
—
316
—
13
329
Dividends on common shares —
—
—
—
—
—
(189 ) —
—
—
(189 )
Dividends on preference shares —
—
—
—
—
—
(25 ) —
—
—
(25 )
Dividends to noncontrolling interests on subsidiary common stock —
—
—
—
—
—
—
—
—
(10 ) (10 )
Noncontrolling decrease from redemption —
—
—
—
—
—
—
—
—
(5 ) (5 )
Share-based compensation expense —
—
—
—
—
27
—
—
—
—
27
Issuance of common shares —
(300 ) —
1,107,795
—
53
—
—
—
—
53
Balance, September 30, 2017 $ —
6,899,700
$ 690
140,608,657
$ 1
$ 5,223
$ 8,214
$ (5,662 ) $ (920 ) $ 204
$ 7,750

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, 2016 $ 37
6,900,000
$ 690
142,483,467
$ 1
$ 5,105
$ 7,725
$ (6,360 ) $ (720 ) $ 211
$ 6,652
Net income (loss) 1
—
—
—
—
—
474
—
—
8
482
Accretion of noncontrolling interest 2
—
—
—
—
(2 ) —
—
—
—
(2 )
Other comprehensive income (loss) (1 ) —
—
—
—
—
—
535
—
12
547
Dividends on common shares —
—
—
—
—
—
(170 ) —
—
—
(170 )
Dividends on preference shares —
—
—
—
—
—
(25 ) —
—
—
(25 )
Dividends to noncontrolling interests on subsidiary common stock —
—
—
—
—
—
—
—
—
(7 ) (7 )
Noncontrolling decrease from redemption —
—
—
—
—
1
—
—
—
(8 ) (7 )
Deconsolidation of a subsidiary —
—
—
—
—
—
—
—
—
(22 ) (22 )
Acquisition of noncontrolling interest (39 ) —
—
—
—
—
—
—
—
—
—
Share-based compensation expense —
—
—
—
—
31
—
—
—
—
31
Repurchase of common shares —
—
—
(3,296,230 ) —
—
—
—
(200 ) —
(200 )
Issuance of common shares —
—
—
265,539
—
(2 ) —
—
—
—
(2 )
Balance, September 30, 2016 $ —
6,900,000
$ 690
139,452,776
$ 1
$ 5,133
$ 8,004
$ (5,825 ) $ (920 ) $ 194
$ 7,277



				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		)	—	—		—	—		—		(184		)	—			—			(1		)	(185		)
Other comprehensive income (loss)	(10		)	—	—		—	—		—		—			(787		)	—			(7		)	(794		)
Redemption value adjustment	15			—	—		—	—		—		(15		)	—			—			—			(15		)
Dividends on common shares, $0.50 per share	—			—	—		—	—		—		(71		)	—			—			—			(71		)
Dividends on preference shares, $1.21875 per share	—			—	—		—	—		—		(8		)	—			—			—			(8		)
Dividends to noncontrolling interests on subsidiary common stock	—			—	—		—	—		—		—			—			—			(4		)	(4		)
Acquisition of noncontrolling interest	—			—	—		—	—		—		1			—			—			5			6
Share-based compensation expense	—			—	—		—	—		15		—			—			—			—			15
Issuance of common shares, including stock dividends	—			—	—		333,118	—		—		(2		)	—			—			—			(2		)
Balance, March 31, 2020	$	394		6,899,683	$	690	142,146,260	$	1	$	5,344	$	6,158		$	(6,411	)	$	(920	)	$	110		$	4,972



				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, 2019	$	424		6,899,683	$	690	141,111,081	$	1	$	5,278	$	8,059		$	(6,935	)	$	(920	)	$	205		$	6,378
Net income (loss)	5			—	—		—	—		—		45			—			—			—			45
Other comprehensive income (loss)	(8		)	—	—		—	—		—		—			(44		)	—			(1		)	(45		)
Dividends on common shares, $0.50 per share	—			—	—		—	—		—		(71		)	—			—			—			(71		)
Dividends on preference shares, $1.21875 per share	—			—	—		—	—		—		(8		)	—			—			—			(8		)
Dividends to noncontrolling interests on subsidiary common stock	—			—	—		—	—		—		—			—			—			(1		)	(1		)
Contribution from noncontrolling interest	—			—	—		—	—		—		—			—			—			1			1
Share-based compensation expense	—			—	—		—	—		4		—			—			—			—			4
Impact of adoption of new accounting standards	—			—	—		—	—		—		21			(21		)	—			—			—
Issuance of common shares, including stock dividends	—			—	—		357,980	—		2		(1		)	—			—			—			1
Balance, March 31, 2019	$	421		6,899,683	$	690	141,469,061	$	1	$	5,284	$	8,045		$	(7,000	)	$	(920	)	$	204		$	6,304

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

BUNGE LIMITED AND SUBSIDIARIES

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)


1.	BASIS OF PRESENTATION, ~~AND~~ 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, ~~2016~~2019 has been derived from Bunge’s audited consolidated financial statements at that date. Operating results for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, ~~2017.~~2020. The financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, ~~2016,~~2019, forming part of Bunge’s ~~2016~~2019 Annual Report on Form 10-K filed with the SEC on February ~~28, 2017.~~21, 2020.

Effective January 1, 2020, the Company changed its segment reporting to separately disclose Corporate and Other activities from its reporting segments, as further described in Note 20 - Segment Information. Certain reclassifications of prior period amounts within the reporting segments have been made to conform to current presentation.

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, cash equivalents, and restricted cash reported within the condensed consolidated balance sheet that sums to the total of the same such amounts shown in the condensed consolidated statements of cash flows.



(US$ in millions)	March 31, 2020		March 31, 2019
Cash and cash equivalents	$	193	$	464
Restricted cash included in other current assets	2		5
Total	$	195	$	469


2.	ACCOUNTING PRONOUNCEMENTS

The below outlines new accounting pronouncements issued in ~~2017,~~2020, as well as updates on certain previously disclosed Accounting ~~Standard~~Standards Updates ~~(“ASU”~~("ASUs") ~~not yet adopted.~~.

New Accounting Pronouncements —

In ~~August 2017,~~March 2020, the Financial Accounting Standards Board ~~(“FASB”~~("FASB") issued ASU ~~2017-12,~~ ~~Derivatives~~2020-04, Reference Rate Reform (Topic 848)- Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides temporary optional expedients and ~~Hedging (Topic 815): Targeted Improvement~~exceptions to ~~Accounting for Hedging Activities, which better aligns~~the U.S. GAAP guidance on contract modifications and hedge accounting ~~with an organization’s risk management activities in its~~to ease the financial ~~statements. In addition,~~reporting burden related to the ~~ASU simplifies~~expected market transition from the ~~application of hedge accounting~~London Interbank Offered Rate (LIBOR) and other interbank offered rates to alternative reference rates. The guidance ~~in areas where practice issues exist. The ASU~~ is effective ~~for fiscal years~~upon issuance and to be applied prospectively from any date beginning ~~after~~March 12, 2020 through December ~~15, 2018, and interim periods within those fiscal years. Early adoption~~31, 2022. The Company is ~~permitted, including interim periods within those years. Bunge is assessing~~evaluating the impact of this standard on its consolidated financial statements.

In ~~May 2017, the FASB��issued ASU 2017-10,~~ ~~Service Concession Arrangements (Topic 853): Determining the Customer of the Operation Services.~~ ~~Topic 853 provides guidance for operating entities when they enter into a service concession arrangement with a public-sector grantor who both:~~

~~Controls or has the ability to modify or approve the services to be provided with the infrastructure and the related price~~

~~Controls, through ownership, beneficial entitlement, or otherwise, any residual interest in the infrastructure at the end of the term of the arrangement.~~

In a service concession arrangement within the scope of Topic 853, the operating entity should not account for the infrastructure as a lease or as property, plant, and equipment. An operating entity should refer to other Topics to account for various aspects of a service concession arrangement. For example, an operating entity should account for revenue relating to construction, upgrade, or operation services in accordance with Topic 606, ~~Revenue from Contracts with Customers~~.

The amendments in this ASU apply to the accounting by operating entities for service concession arrangements within the scope of Topic 853. These updates will be effective when Bunge adopts the updates to Topic 606 on January 1, 2018. The adoption of this standard is not expected to have a material impact on Bunge's consolidated financial statements.

~~In May 2017,~~December 2019, the FASB issued ASU ~~2017-09,~~ ~~Compensation~~ 2019-12, Income Taxes (Topic 740)- ~~Stock Compensation (Topic 718)~~: ~~Scope of Modification~~Simplifying the Accounting~~. The new guidance requires an entity~~ for Income Taxes, which reduces complexity in the accounting for income taxes by removing certain exceptions to ~~apply modification accounting to share-based payment awards only if~~ the ~~fair value, vesting conditions, or classification of the award as equity or liability changes as a result of a change~~general principles in ~~terms or conditions of the award.~~Topic 740. The amendments ~~in this ASU~~also improve consistent application of and simplify U.S. GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The amendments are effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted. The amendments in the ASU should be applied prospectively to an award modified on or after the adoption date. The adoption of this standard is not expected to have a material impact on Bunge's consolidated financial statements.

~~In March 2017, the FASB issued ASU 2017-07,~~ ~~Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost~~, which changes the presentation of net periodic benefit cost related to employer sponsored defined benefit plans and other postretirement benefits. Service cost should be included in the same income statement line item as other compensation costs arising from services rendered during the period, while other components of net periodic benefit pension cost should be presented separately outside of operating income. Additionally, only service costs may be capitalized in assets. The standard is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted. Entities should apply the guidance on the presentation of the components of net periodic benefit cost in the income statement retrospectively. The guidance limiting the capitalization of net periodic benefit cost in assets to the service cost component should be applied prospectively. The adoption of this standard is not expected to have a material impact on Bunge’s consolidated financial statements.

~~In February 2017, the FASB issued ASU 2017-05,~~ Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance and Accounting for Partial Sales of Nonfinancial Assets. The new guidance clarifies the scope of Subtopic 610-20 on the sale or transfer of nonfinancial assets to noncustomers, including partial sales. The standard is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted. The new requirements may be implemented either retrospectively to each period presented in the financial statements, or retrospectively with a cumulative-effect adjustment to retained earnings at the date of initial application. The adoption of this standard is not expected to have a material impact on Bunge’s consolidated financial statements.

~~In January 2017, the FASB issued ASU 2017-04,~~ ~~Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment~~. The new guidance eliminates Step 2 from the goodwill impairment test. Instead an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The standard is effective for annual or interim impairment tests in fiscal years beginning after December 15, ~~2019.~~2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted. The Company is evaluating the impact of this standard on its consolidated financial statements.

Recently Adopted Accounting Pronouncements

On January 1, 2020 the Company adopted ASU 2016-13, Financial Instruments-Credit Losses (Topic 326), which introduces a new accounting model, referred to as the current expected credit losses ("CECL") model, for estimating credit losses on certain financial instruments and expands the disclosure requirements ~~should be implemented on~~for estimating such credit losses. Under the new model, an entity is required to estimate the credit losses expected over the life of an exposure (or pool of exposures). The guidance also amends the current impairment model for debt securities classified as available-for-sale securities. The Company adopted the guidance under a ~~prospective basis.~~modified-retrospective approach with a cumulative effect adjustment to opening retained earnings. The adoption of this standard ~~is not expected to have a material impact on Bunge’s consolidated financial statements.~~

~~In January 2017, the FASB issued ASU 2017-01,~~ ~~Business Combinations (Topic 805): Clarifying the Definition of a Business.~~ The amendments provide that when substantially all of the fair value of the gross assets acquired (or disposed of) is concentrated in a single identifiable asset or a group of similar identifiable assets, the set is not a business. Otherwise, to be considered a business, a set must include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create output. The standard is effective for annual periods beginning after December 15, 2017, including interim periods within those annual periods. Early adoption is permitted. The new requirements should be implemented on a prospective basis. The adoption of this standard is not expected to have a material impact on Bunge’s consolidated financial statements.

~~In May 2014, the FASB amended ASC (Topic 605)~~ ~~Revenue Recognition~~ ~~and created ASC (Topic 606):~~ ~~Revenue from Contracts with Customers~~. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. During 2016, the FASB issued additional implementation guidance and practical expedients in ASU 2016-08, ~~Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net), ASU 2016-10,~~ ~~Revenue from Contracts with Customers(Topic 606),Identifying Performance Obligations and Licensing, ASU 2016-12,~~ ~~Revenue from Contracts with Customers(Topic 606)~~: ~~Narrow-Scope Improvements and Practical Expedients, and ASU 2016-20,~~ ~~Technical Corrections and Improvements to Topic 606,Revenue from Contracts with Customers~~, to improve the guidance. The changes will be effective with respect to Bunge as of January 1, 2018 and it is expected that the modified retrospective approach will be applied with a cumulative-effect adjustment to opening retained earnings. Management has completed its adoption assessment and does not expect a material impact on Bunge's results of operations, financial position or cash flows. This is due to the fact that the majority of Bunge's revenue streams apply fair value accounting and are not within the scope of this guidance and for revenue streams within the scope of this guidance, the current timing and measurement of revenue recognition is not expected to change significantly. Topic 606 also requires expanded disclosure, particularly as it relates to the disclosure of segment revenues.

~~Recently Adopted Accounting Pronouncements -~~ ~~In October 2016, the FASB issued ASU 2016-17:~~ ~~Consolidation (Topic 810): Interests Held through Related Parties That Are under Common Control,~~ which provides that a single decision maker is not required to consider indirect interests held through related parties that are under common control with the decision maker to be equivalents of direct interests in their entity. Bunge adopted this ASU upon its effective date of January 1, 2017 and the adoption did not have a material impact on Bunge's consolidated financial statements.

~~In March 2016, the FASB issued ASU 2016-09,~~ ~~Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting~~. This update identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. Bunge adopted this ASU upon its effective date of January 1, 2017 and the adoption did not have a material impact on Bunge's consolidated financial statements.

~~In July 2015, the FASB issued ASU 2015-11,~~ ~~Inventory (Topic 330): Simplifying the Measurement of Inventory,~~ which requires entities that measure inventory using the first-in, first-out or average cost methods to measure inventory at the lower of cost or net realizable value. Net realizable value is defined as estimated selling price in the ordinary course of business less reasonably predictable costs of completion, disposal and transportation. Bunge adopted this ASU upon its effective date of January 1, 2017 and the adoption did not have a material impact on Bunge's consolidated financial statements.

3. ~~GLOBAL COMPETITIVENESS PROGRAM~~

In July 2017, Bunge announced a global competitiveness program (“GCP”) to improve its cost position and deliver increased value to shareholders. The GCP will, among other things, rationalize Bunge’s cost structure and reengineer the way the company operates in order to reduce overhead costs. One of the GCP’s key objectives will be to streamline processes and consolidate back office functions to improve efficiency and scalability.

The GCP will comprise restructuring initiatives that may include the sale or disposal of long-lived assets, reduction of workforce and rationalization of certain investments. As Bunge continues to review its opportunities, certain charges may be recorded in earnings, including severance and other employee benefit costs, other costs related to the disposal of assets or investments and costs related to professional services.

~~The table below sets forth, by segment, the types of costs recorded for the GCP during the three and nine months ended September 30, 2017.~~

Severance and Other Disposal of Assets Professional Total
(US$ in millions) Employee Benefit Costs or Investments Services Charges
Agribusiness Segment $ 4
$ 17
$ 3
$ 24
Edible Oils Segment 2
1
1
4
Milling Segment 1
1
1
3
Sugar and Bioenergy Segment —
1
1
2
Total $ 7
$ 20
$ 6
$ 33

For the costs recorded above, $2 million were recorded in Cost of goods sold, $18 million were recorded in Selling, general and administrative expenses, and $13 million were recorded in Other income (expense) - net.

On September 27, 2017, as part of the GCP, Bunge offered a voluntary early retirement program to certain U.S. based salaried employees. Those employees had until October 31, 2017 to accept or decline the offer. For those employees who accepted, Bunge will recognize severance and other employee benefit costs of approximately $36 million in the fourth quarter of 2017.


4.3.	~~BUSINESS ACQUISITIONS~~PORTFOLIO RATIONALIZATION INITIATIVES

Business Dispositions

On ~~September 12, 2017,~~December 20, 2019, Bunge announced that it has entered into ~~a definitive~~an agreement to ~~acquire a 70% ownership interest~~sell its margarine and mayonnaise assets in ~~IOI Loders Croklaan ("Loders") from IOI Corporation Berhad ("IOI") for approximately $946 million, comprising €297 million and $595 million in cash.~~Brazil. The transaction ~~expands Bunge's value-added capabilities, reach,~~includes 3 production plants and ~~scale across core geographies~~brands used for these 2 products. The completion of the sale is subject to ~~establish Bunge as a global leader in B2B oil solutions. Loders' portfolio includes a full range of palm~~regulatory approval and tropical oil-derived products with strength in confectionery, bakery and infant nutrition applications. Loders serves global food industry customers in more than 100 countries around the world. The transaction is expected to close in the ~~first~~second half of ~~2018,~~2020. In connection with this agreement, the Company has classified the assets and liabilities to be sold as held for sale in its consolidated financial statements as of March 31, 2020 and December 31, 2019. The following table presents the major classes of assets and liabilities included in Assets held for sale and Liabilities held for sale, respectively, on the Condensed Consolidated Balance Sheets at March 31, 2020 and December 31, 2019:



(US$ in millions)	March 31, 2020		December 31, 2019
Inventories	$	15	$	19
Property, plant, and equipment, net	33		49
Other intangible assets, net	3		4
Assets held for sale	$	51	$	72

Other current liabilities	$	3	$	4
Liabilities held for sale	$	3	$	4

4. LEASES

The Company routinely leases storage facilities, transportation equipment, land, and office facilities that are typically classified as operating leases. The accounting for some of the Company's leases may require significant judgment when determining whether a contract is or contains a lease, the lease term, and the likelihood of renewal or termination options. Leases with an initial term of more than 12 months are recognized on the balance sheet as right-of-use assets (Operating lease assets) and lease liabilities for the obligation to make payments under such leases (Current operating lease obligations and Non-current operating lease obligations). As of the lease commencement date, the lease liability is initially measured as the present value of lease payments not yet paid. The lease asset is initially measured equal to the lease liability and adjusted for lease payments made at or before lease commencement (e.g., prepaid rent), lease incentives, and any initial direct costs. Over time, the lease liability is reduced for lease payments made and the lease asset is reduced through expense, classified as either Cost of goods sold or Selling, general and administrative expense, depending upon the nature of the lease. Lease assets are subject to ~~customary closing conditions, including receipt~~review for impairment in a manner consistent with Property, plant and equipment. Leases with an initial term of ~~required regulatory approvals~~12 months or less (“short-term leases”) are not recorded on the balance sheet, and lease expense for these short-term leases is recognized on a straight-line basis over the lease term.

The Company’s leases range in length of term, with an average remaining lease term of 5.1 years, but with certain land leases continuing for up to 92 years. Additionally, certain leases contain renewal options that can extend the lease term up to an additional 5 years. Renewal options are generally exercisable solely at the Company’s discretion. When a renewal option is reasonably certain to be exercised, such additional terms are considered when calculating the associated operating lease asset and liability. When determining the lease liability at commencement of the lease, the present value of lease payments is based on the Company’s incremental borrowing rate determined using a portfolio approach and the ~~approval~~Company’s incremental cost of ~~a majority of IOI shareholders.~~

~~On February 28, 2017, Bunge acquired two oilseed processing plants and related operations~~debt, adjusted to arrive to the rate in the ~~Netherlands~~applicable country and ~~France pursuant~~for the applicable term of the lease, as the rate implicit in the lease is generally not readily determinable. As of March 31, 2020, this weighted average discount rate was 4.5%.

Certain of the Company’s freight supply agreements for ocean freight vessels and rail cars may include rental payments that are variable in nature. Variable payments on time charter agreements for ocean freight vessels under freight supply agreements are dependent on then-current market daily hire rates. Variable payments for certain rail cars can be based on volumes, and in some cases, benchmark interest rates. All such variable payments are not included in the calculation of the associated operating lease asset or liability subsequent to ~~an agreement with Cargill, Inc. Bunge paid a total purchase price~~the inception date of ~~approximately $322 million.~~ the associated lease and are recorded as expense in the period in which the adjustment to the variable payment obligation is incurred. Certain of the Company’s lease agreements related to railcars and barges contain residual value guarantees (see Note 16 - Commitments And Contingencies). None of the Company’s lease agreements contain material restrictive covenants.

The ~~purchase price allocation resulted in $109 million allocated~~components of lease expense were as follows:



	Three Months Ended March 31,
(US$ in millions)	2020			2019
Operating lease cost	$	64		$	80
Short-term lease cost	149			152
Variable lease cost	4			3
Sublease income	(14		)	(30		)
Total lease cost	$	203		$	205

Supplemental cash flow information related to ~~property, plant and equipment, $103 million to other net assets~~leases was as follows:



	Three Months Ended March 31,
(US$ in millions)	2020		2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating lease liability principal payments	$	65	$	79
Supplemental non-cash information:
Right-of-use assets obtained in exchange for new lease obligations	$	29	$	70

~~and~~Maturities of lease liabilities ~~and $7 million to finite-lived intangible assets. The transaction also resulted in $103 million~~for operating leases as of ~~goodwill allocated to Bunge’s agribusiness operations.~~March 31, 2020, are as follows:



(US$ in millions)
Remaining in 2020	$	183
2021	203
2022	152
2023	110
2024	55
Thereafter	99
Total lease payments ⁽¹⁾	802
Less imputed interest	91
Present value of lease liabilities, as separately presented on the condensed consolidated balance sheet	$	711

5.(1)

~~TRADE STRUCTURED FINANCE PROGRAM~~Minimum lease payments have not been reduced by minimum sublease income receipts of $24 million due in future periods under non-cancelable subleases. Non-cancelable subleases primarily relate to agreements with third parties for the use of portions of certain facilities with remaining sublease terms of approximately 5 years, as well as an agreement in which the Company subleases rail cars with remaining sublease terms of approximately three to four

~~Bunge~~

years. Additionally, the Company may enter into re-let agreements to sell the right to use ocean freight vessels under time charter agreements when excess capacity is available.

As of March 31, 2020, the Company has additional operating leases for freight supply agreements on ocean freight vessels, that have not yet commenced, of $182 million. These operating leases will commence in 2020 with lease terms of up to eight years.

5. TRADE STRUCTURED FINANCE PROGRAM

The Company engages in various trade structured finance activities to leverage the value of its global trade flows across its operating regions. For the nine months ended September 30, 2017 and 2016, the net returns from these activities were $27 million and $45 million, respectively, and were included as a reduction of cost of goods sold in the accompanying condensed consolidated statements of income.flows. These activities include programs under which ~~Bunge~~the Company generally obtains U.S. dollar-denominated letters of credit (“LCs”) ~~(each~~, each based on an underlying commodity trade ~~flow)~~flow, from financial institutions and time deposits denominated in either the local currency of the financial institutions' counterparties or in U.S. dollars, as well as foreign exchange forward contracts, and other programs in which trade related payables are set-off against receivables, all of which are subject to legally enforceable set-off agreements.

~~The table below summarizes the assets and liabilities included in the condensed consolidated balance sheets and the associated fair value amounts at September 30, 2017~~As of March 31, 2020 and December 31, ~~2016, related to the program. The fair values approximated the carrying amount of the related financial instruments.~~

(US$ in millions) September 30,
2017 December 31,
2016
Current assets:

Carrying value of time deposits $ —
$ 64
Fair value (Level 2 measurement) of time deposits $ —
$ 64

Non-current assets:
Carrying value of time deposits $ 313
$ 464
Fair value (Level 2 measurement) of time deposits $ 313
$ 464

Current liabilities:
Carrying value of letters of credit obligations $ 313
$ 528
Fair value (Level 2 measurement) of letters of credit obligations $ 313
$ 528

~~As of September 30, 2017 and December 31, 2016,~~2019, time deposits and LCs of ~~$6,766~~$3,847 million and ~~$5,732~~$3,409 million, respectively, were presented net on the condensed consolidated balance sheets as the criteria of ASC 210-20, Offsetting, had been met. ~~Additionally,~~The net losses and gains related to such activities are included as an adjustment to Cost of ~~September 30, 2017~~goods sold in the accompanying condensed consolidated statements of income. At March 31, 2020 and December 31, ~~2016, receivables and trade payables of $896 million and nil, respectively, were presented net on the condensed consolidated balance sheets as the criteria of ASC 210-20,~~ ~~Offsetting, had been met. At September 30, 2017 and December 31, 2016,~~2019, time deposits, including those presented on a net basis, carried weighted-average interest rates of ~~2.84%~~2.59% and ~~2.36%~~3.10%, respectively. During the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 and ~~2016,~~2019, total net proceeds from issuances of LCs were ~~$5,889~~$1,490 million and ~~$5,165~~$1,117 million, respectively. These cash inflows are offset by the related cash outflows resulting from placement of the time deposits and repayment of the LCs. All cash flows related to the programs are included in operating activities in the condensed consolidated statements of cash flows.


6.	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 risks 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 March 31, 2020, 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 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 account receivables are as follows:



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	13			—			13
Write-offs charged against the allowance	(1		)	—			(1		)
Foreign exchange translation differences	(3		)	(10		)	(13		)
Allowance as of March 31, 2020	$	117		$	55		$	172


(1)	Long-term portion of the allowance for credit losses included in Other non-current assets as of March 31, 2020.

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 receivables sold into the Program. On February 19, 2019, Bunge exercised a portion of the $300 million accordion feature under the Program to increase the aggregate size of the facility by $100 million from $700 million to an aggregate of $800 million.



(US$ in millions)	March 31, 2020		December 31, 2019
Receivables sold which were derecognized from Bunge's balance sheet	$	818	$	801
Deferred purchase price included in other current assets	$	112	$	105

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.



	Three Months Ended March 31,
(US$ in millions)	2020		2019
Gross receivables sold	$	2,634	$	2,258
Proceeds received in cash related to transfer of receivables	$	2,485	$	2,101
Cash collections from customers on receivables previously sold	$	2,341	$	1,875
Discounts related to gross receivables sold included in SG&A	$	3	$	4

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.


7.	INVENTORIES

Inventories by segment are presented below. Readily marketable inventories (“RMI”) are agricultural commodity inventories, such as soybeans, soybean meal, soybean oil, corn, and wheat carried at fair value because of their commodity characteristics, widely available markets, and international pricing mechanisms. The Company engages in trading and 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,
2017 December 31,
2016
Agribusiness ⁽¹⁾
$ 4,536
$ 3,741
Edible Oil Products ⁽²⁾
442
404
Milling Products 187
167
Sugar and Bioenergy ⁽³⁾
583
406
Fertilizer 100
55
Total $ 5,848
$ 4,773



(US$ in millions)	March 31, 2020		December 31, 2019
Agribusiness ⁽¹⁾	$	4,411	$	4,002
Edible Oil Products ⁽²⁾	735		770
Milling Products	209		194
Sugar and Bioenergy ⁽³⁾	7		6
Fertilizer	89		66
Total	$	5,451	$	5,038


(1)	Includes RMI of ~~$4,398~~$4,170 million and ~~$3,593~~$3,796 million at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively. Of these amounts, ~~$3,351~~$3,083 million and ~~$2,523~~$2,589 million can be attributable to merchandising activities at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.


(2)	Includes RMI of ~~bulk soybean and canola oil in the aggregate amount of $109~~$103 million and ~~$123~~$133 million at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.


(3)	Includes ~~sugar~~ RMI of ~~$195~~$6 million and ~~$139~~$5 million at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016, respectively. Of these amounts, $189 million and $139 million can be attributable to merchandising activities at September 30, 2017 and December 31, 2016,~~2019, respectively.


7.8.	OTHER CURRENT ASSETS

Other current assets consist of the following:

(US$ in millions) September 30,
2017 December 31,
2016
Unrealized gains on derivative contracts, at fair value $ 1,024
$ 1,327
Prepaid commodity purchase contracts ⁽¹⁾
418
273
Secured advances to suppliers, net ⁽²⁾
377
601
Recoverable taxes, net 459
467
Margin deposits 277
251
Marketable securities, at fair value and other short-term investments 544
94
Deferred purchase price receivable, at fair value ⁽³⁾
123
87
Income taxes receivable 235
181
Prepaid expenses 147
148
Other 277
216
Total $ 3,881
$ 3,645



(US$ in millions)	March 31, 2020		December 31, 2019
Unrealized gains on derivative contracts, at fair value	$	1,639	$	927
Prepaid commodity purchase contracts ⁽¹⁾	198		153
Secured advances to suppliers, net ⁽²⁾	299		346
Recoverable taxes, net	339		476
Margin deposits	486		285
Marketable securities, at fair value, and other short-term investments	284		393
Deferred purchase price receivable⁽³⁾	112		105
Income taxes receivable	24		37
Prepaid expenses	221		221
Other	187		170
Total	$	3,789	$	3,113


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

(2)

~~Bunge~~The Company provides cash advances to suppliers, primarily Brazilian farmers of soybeans, ~~and sugarcane,~~ to finance a portion of the suppliers’ production costs. ~~Bunge~~The Company does not bear any of the costs or operational risks associated with the related growing crops. The advances are largely collateralized by future crops and physical assets of the suppliers, carry a local market interest rate, and settle when the ~~farmer’s crop is~~farmers' crops are harvested and sold. The secured advances to farmers are reported net of allowances of $1 million at ~~September 30, 2017~~March 31, 2020 and $1 million at December 31, ~~2016. There were no significant changes in the allowance at September 30, 2017 and December 31, 2016, respectively.~~2019.

Interest earned on secured advances to suppliers of $7$12 million and $7 million for the three months ended ~~September 30, 2017~~March 31, 2020 and ~~2016, respectively, and $34 million and $25 million for the nine months ended September 30, 2017 and 2016,~~2019, 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 ~~Bunge’s accounts~~the Company’s trade receivables ~~sales~~securitization program (see Note ~~13)~~6 - Trade Accounts Receivable and Trade Receivable Securitization Program).

Marketable Securities and Other Short-Term Investments - ~~Bunge~~The Company invests in foreign government securities, corporate debt securities, deposits, equity securities, and other securities. The following is a summary of amounts recorded onin the Company's condensed consolidated balance sheets ~~for~~as marketable securities and other short-term investments.



(US$ in millions)	March 31, 2020		December 31, 2019
Foreign government securities	$	145	$	212
Corporate debt securities	124		161
Equity securities	9		14
Other	6		6
Total	$	284	$	393

(US$ in millions) September 30,
2017 December 31,
2016
Foreign government securities $ 521
$ 28
Corporate debt securities 21
57
Certificate of deposits/time deposits —
7
Other 2
2
Total marketable securities and other short-term investments $ 544
$ 94

As of ~~September 30, 2017, total~~March 31, 2020 and December 31, 2019, $278 million and $387 million, respectively, of marketable securities and other short-term investments ~~includes $1 million of assets classified as available for sale, $541 million as trading~~are recorded at fair value. All other investments are recorded at cost, and $2 million as other short-term investments. As of December 31, 2016, total marketable securities and other short-term investments includes $22 million of assets classified as available for sale, $63 million as trading and $9 million as other short-term investments. Held-to-maturity foreign government and corporate debt securities and certificate of deposits/time deposits are expected to be converted to cash within a twelve month period and are therefore classified as current. Duedue to the ~~short term~~short-term nature of these investments, their carrying ~~value approximates~~values approximate fair ~~value.~~values. For the three months ended March 31, 2020, unrealized losses of $16 million have been recorded for investments still held at March 31, 2020.


8.	~~OTHER NON-CURRENT ASSETS~~

9.OTHER NON-CURRENT ASSETS

Other non-current assets consist of the following:

(US$ in millions) September 30,
2017 December 31,
2016
Recoverable taxes, net ⁽¹⁾
$ 142
$ 139
Judicial deposits⁽¹⁾
143
129
Other long-term receivables 13
23
Income taxes receivable⁽¹⁾
294
261
Long-term investments 63
54
Affiliate loans receivable 26
25
Long-term receivables from farmers in Brazil, net ⁽¹⁾
148
133
Other 186
163
Total $ 1,015
$ 927



(US$ in millions)	March 31, 2020		December 31, 2019
Recoverable taxes, net ⁽¹⁾	$	68	$	48
Judicial deposits⁽¹⁾	85		106
Other long-term receivables	4		6
Income taxes receivable	187		208
Long-term investments	88		83
Affiliate loans receivable	18		29
Long-term receivables from farmers in Brazil, net ⁽¹⁾	87		69
Other	185		129
Total	$	722	$	678


(1)	These non-current assets arise primarily from ~~Bunge’s~~the Company’s Brazilian operations and their realization could take several years.

Recoverable taxes, net - Recoverable taxes are reported net of allowances of ~~$29~~$31 million and ~~$32~~$41 million at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.

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

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

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

Long-term receivables from farmers in Brazil, net ~~of reserves~~ - ~~Bunge~~ 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 8 - Other Current Assets) and reclassified to other non-current assets when collection issues with farmers 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~~three months ended ~~September 30, 2017~~March 31, 2020 and the year ended December 31, ~~2016~~2019 was ~~$263~~$168 million and ~~$235~~$186 million, respectively. The table below summarizes ~~Bunge’s~~the Company’s recorded investment in long-term receivables from farmers in Brazil and the related allowance amounts.



	March 31, 2020				December 31, 2019
(US$ in millions)	Recorded Investment		Allowance		Recorded Investment		Allowance
For which an allowance has been provided:
Legal collection process ⁽¹⁾	$	71	$	60	$	95	$	85
Renegotiated amounts	8		8		11		11
For which no allowance has been provided:
Legal collection process⁽¹⁾	37		—		50		—
Renegotiated amounts⁽²⁾	4		—		5		—
Other long-term receivables	35		—		4		—
Total	$	155	$	68	$	165	$	96

September 30, 2017 December 31, 2016
(US$ in millions)
Recorded
Investment
Allowance
Recorded
Investment
Allowance
For which an allowance has been provided:

Legal collection process ⁽¹⁾
$ 102
$ 87
$ 84
$ 78
Renegotiated amounts ⁽²⁾
27
24
36
31
For which no allowance has been provided:

Legal collection process⁽¹⁾
77
—
60
—
Renegotiated amounts⁽²⁾
21
—
16
—
Other long-term receivables 32
—
46
—
Total $ 259
$ 111
$ 242
$ 109


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


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

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



	Three Months Ended March 31,
(US$ in millions)	2020			2019
Beginning balance	$	96		$	106
Bad debt provisions	2			1
Recoveries	(8		)	(1		)
Foreign exchange translation	(22		)	(1		)
Ending balance	$	68		$	105

Three Months Ended
September 30, Nine Months Ended
September 30,
(US$ in millions) 2017 2016 2017 2016
Beginning balance $ 109
$ 111
$ 109
$ 100
Bad debt provisions —
—
10
1
Recoveries (3 ) (2 ) (11 ) (11 )
Transfers —
1
—
1
Foreign exchange translation 5
(1 ) 3
18
Ending balance $ 111
$ 109
$ 111
$ 109


9.10.	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 ~~with~~projecting a ~~projected~~ loss for the year ~~or a year-to-date loss~~ where no tax benefit can be recognized are ~~excluded from~~treated discretely in the ~~estimated annual effective tax rate.~~interim period in which they occur. The effective tax rate is highly dependent on the geographic distribution of ~~Bunge’s~~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 ~~results in~~within a taxing jurisdiction could result in a determination that additional valuation allowance adjustments may be warranted. ~~While management does not currently believe any future valuation allowance adjustments will be significant,~~

Income tax benefit related to continuing operations for the ~~actual results may be different and the impact of such amounts will be recorded in the period in which management's assessment changes.~~

~~For the nine~~three months ended ~~September 30, 2017~~March 31, 2020 was $55 million, and ~~2016,~~ income tax expense related to continuing operations for the three months ended March 31, 2019 was ~~$2 million and $118 million, respectively, resulting in effective~~$38 million. The tax ~~rates of 1% and 19%. The year-to-date effective tax rate of 1% in 2017 was~~benefit for the three months ended March 31, 2020 is primarily due to ~~certain discrete items, including~~ an ~~income tax benefit of $32 million for a favorable resolution of income tax matters in Asia and an income tax benefit of $17 million related to a tax election in South America.~~overall pretax loss. The 2016 year-to-date effective tax rate of 19% was driven primarily by discrete items, including an income tax benefit of $60 million recorded for a change in estimate resulting from a tax election for North America and an income tax benefit of $11 million recorded for income tax refund claims in Europe, partially offset by an income tax charge of $(32) million recorded for an uncertain tax position related to Asia. Excluding the effect of these discrete items noted above, Bunge's effective tax rate for the ~~nine~~three months ended ~~September 30, 2017 and 2016, was 22% and 26%, respectively.~~March 31, 2020 is materially consistent with the U.S. statutory rate of 21%. The ~~reduction in the~~ effective tax rate

~~from 2016~~ for the three months ended March 31, 2019 was higher than the U.S. statutory rate of 21% primarily due to ~~2017, taking into account~~ an ~~exclusion of the discrete tax items noted above, is primarily attributable to favorable~~unfavorable earnings mix ~~and increased tax exempt income.~~

Bunge believes that it is reasonably possible that approximately $25 million of its unrecognized tax benefits may be recognized within the next twelve months as a result of the lapse of statute of limitations, or settlementassociated with ~~the tax authorities.~~pretax losses in certain jurisdictions.

As a global enterprise, ~~Bunge~~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 ~~final~~ 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.~~11.	OTHER CURRENT LIABILITIES

Other current liabilities consist of the following:



(US$ in millions)	March 31, 2020		December 31, 2019
Unrealized losses on derivative contracts, at fair value	$	1,961	$	766
Accrued liabilities	400		602
Advances on sales	325		411
Other	503		476
Total	$	3,189	$	2,255

(US$ in millions) September 30,
2017 December 31,
2016
Unrealized losses on derivative contracts, at fair value $ 1,054
$ 1,203
Accrued liabilities 663
548
Advances on sales 196
395
Other 284
330
Total $ 2,197
$ 2,476


~~11.~~12.	~~FINANCIAL INSTRUMENTS AND~~ FAIR VALUE MEASUREMENTS

~~Bunge’s~~Bunge's various financial instruments include certain components of working capital such as ~~cash and cash equivalents,~~ trade accounts receivable and trade accounts payable. Additionally, Bunge uses short and long-term debt to fund operating requirements. ~~Cash and cash equivalents, trade~~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 135 - Trade Structured Finance Program for ~~deferred purchase price receivable (“DPP”) related to sales of~~ trade ~~receivables,~~ structured finance program, Note 89 - Other Non-Current Assets for long-term receivables from farmers in Brazil, net and other long-term investments, and Note 1214 - Debt for long-term debt. ~~Bunge’s~~Bunge's financial instruments also include derivative instruments and marketable securities, which are stated at fair value.

The ~~majority~~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 market). Readily marketable inventories. Over-the-counter (‘‘OTC’’) commodity purchase and sale contracts. OTC derivatives whose value is determined using pricing models with inputs that are generally based on exchange traded prices, adjusted for location specific inputs that are primarily observable in the market or can be derived principally from or corroborated by observable market data. Marketable securities in less active markets.
Level 3	Unobservable inputs that are supported by little or no market activity and that are a significant component of the fair value of the assets or liabilities.	Assets and liabilities whose value is determined using proprietary pricing models, discounted cash flow methodologies or similar techniques. Assets and liabilities for which the determination of fair value requires significant management judgment or estimation.

In many cases, a valuation technique used to measure fair value includes inputs from multiple levels of ~~Bunge’s exchange traded agricultural commodity futures are settled daily, generally through its clearing subsidiary and therefore, such futures are not included in~~ the ~~table below. Assets and liabilities are classified in their entirety based on the~~fair value hierarchy. The lowest level of input that is a significant component of the fair value ~~measurement.~~measurement determines the placement of the entire fair value measurement in the hierarchy. The ~~lowest level~~Company’s assessment of the significance of a particular input ~~is considered Level 3.~~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 2019 Annual Report on Form 10-K.

The following table sets forth, by level, ~~Bunge’s~~the Company’s assets and liabilities that were accounted for at fair value on a recurring basis.


	Fair Value Measurements at Reporting Date																Fair Value Measurements at Reporting Date
	September 30, 2017								December 31, 2016								March 31, 2020								December 31, 2019
(US$ in millions)	Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total
Assets:
Readily marketable inventories (Note 6)	$	—	$	4,133	$	569	$	4,702	$	—	$	3,618	$	237	$	3,855
Readily marketable inventories (Note 7)																	$	—	$	3,660	$	619	$	4,279	$	—	$	3,703	$	231	$	3,934
Trade accounts receivable ⁽¹⁾	—		6		—		6		—		6		—		6		—		19		—		19		—		—		—		—
Unrealized gain on designated derivative contracts⁽²⁾:
Interest rate	—		—		—		—		—		1		—		1
Foreign exchange	—		25		—		25		—		29		—		29
Unrealized gain on undesignated derivative contracts ^(2):
Unrealized gain on derivative contracts ⁽²⁾:																			1
Interest rate	—		—		—		—		—		1		—		1		—		103		—		103		—		45		—		45
Foreign exchange	—		416		—		416		—		312		—		312		—		494		—		494		—		331		—		331
Commodities	107		406		19		532		421		431		96		948		36		1,019		18		1,073		34		481		9		524
Freight	25		—		6		31		16		—		—		16		21		—		1		22		10		—		—		10
Energy	20		—		—		20		23		1		—		24		47		—		—		47		56		—		—		56
Deferred purchase price receivable (Note 13 )	—		123		—		123		—		87		—		87
Other ⁽³⁾	14		684		—		698		18		108		—		126		51		244		—		295		47		370		—		417
Total assets	$	166	$	5,793	$	594	$	6,553	$	478	$	4,594	$	333	$	5,405	$	155	$	5,539	$	638	$	6,332	$	147	$	4,930	$	240	$	5,317
Liabilities:
Trade accounts payable ⁽¹⁾	$	—	$	676	$	249	$	925	$	—	$	478	$	44	$	522
Unrealized loss on designated derivative contracts ^(4):
Interest rate	—		20		—		20		—		18		—		18
Unrealized loss on undesignated derivative contracts ^(4):
Trade accounts payable ⁽⁴⁾																	$	—	$	384	$	261	$	645	$	—	$	347	$	31	$	378
Unrealized loss on derivative contracts ⁽⁵⁾:
Interest rate	—		1		—		1		—		—		—		—		—		17		—		17		—		4		—		4
Foreign exchange	—		419		—		419		—		233		—		233		—		1,162		—		1,162		—		257		—		257
Commodities	141		432		20		593		356		444		144		944		57		590		33		680		49		388		31		468
Freight	19		—		5		24		14		—		1		15		21		—		2		23		10		—		—		10
Energy	14		—		3		17		9		—		2		11		89		1		—		90		26		—		2		28
Equity																	—		—		—		—		—		—		—		—
Total liabilities	$	174	$	1,548	$	277	$	1,999	$	379	$	1,173	$	191	$	1,743	$	167	$	2,154	$	296	$	2,617	$	85	$	996	$	64	$	1,145

(1)

Trade accounts receivable and payable are generally stated at historical amounts, net of write-offs and allowances, with the exception of $6 million and $925 million, respectively, at September 30, 2017 and $6 million and $522 million, respectively, at December 31, 2016, related to certain delivered inventory for which the receivable and payable fluctuate based on changes in commodity prices. These receivables ~~and payables~~ are ~~hybrid~~ financial instruments for which Bunge has elected the fair value option.


(2)	Unrealized gains on ~~designated and undesignated~~ derivative contracts are generally included in other current assets. There ~~are nil~~were $100 million and $5$39 million included in other non-current assets at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.


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


(4)	These payables are hybrid financial instruments for which the Company has elected the fair value option.


(5)	Unrealized losses on ~~designated and undesignated~~ derivative contracts are generally included in other current liabilities. There are ~~$20~~$12 million and ~~$18~~$1 million included in other non-current liabilities at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, 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.

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

Derivatives— ~~Exchange~~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. ~~Bunge’s~~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. ~~Bunge~~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 ~~valued at~~generally fair ~~value generally determined~~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. ~~When unobservable inputs have a significant impact on the measurement of fair value, the~~

Level 3 Measurements

The following relates to Level 3 measurements. An instrument ~~is categorized in Level 3.~~

Exchange traded or cleared derivative contracts are classified in Level 1. Transfers of assets and liabilities into and/or out of Level 1 occur infrequently. Transfers into Level 1 would generally only be expected to occur when an exchange cleared derivative contract historically valued using a valuation model as the result of a lack of observable inputs becomes sufficiently observable, resulting in the valuation price being essentially the exchange traded price. There were no significant transfersmay transfer into or out of Level ~~1 during the periods presented.~~3 due to inputs becoming either observable or unobservable.

~~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 Bunge’s inventories are located. In such cases, the inventory is classified within Level 2. Certain inventories may utilize significant unobservable data related to local market adjustments to determine fair value. In such cases, the inventory is classified as Level 3.

If Bunge 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.

~~Level 3 Measurements~~ — Transfers in and/or out of Level 3 represent existing assets or liabilities that were either previously categorized as a higher level for which the inputs to the model became unobservable or assets and liabilities that were previously classified as Level 3 for which the lowest significant input became observable during the period. Bunge’s policy regarding the timing of transfers between levels is to record the transfers at the beginning of the reporting period.

~~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. In addition, with the exception of the exchange cleared instruments, Bunge is exposed to loss in the event of the non-performance by counterparties on OTC derivative instruments and forward purchase and sale contracts. Adjustments are made to fair values on occasions when non-performance risk is determined to represent a significant input in Bunge’s fair value determination. These adjustments are based on Bunge’s estimate of the potential loss in the event of counterparty non-performance. Bunge did not have significant adjustments related to non-performance by derivative counterparties at September 30, 2017 and December 31, 2016, respectively.

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 ~~receivable and~~ payable, ~~net,~~ 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, ~~Bunge~~the Company uses proprietary information such as purchase and sale contracts and contracted prices ~~for~~

to value freight, premiums and discounts ~~to value~~in its contracts. Movements in the price of these unobservable inputs alone would not have a material effect on ~~Bunge’s~~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, 2017~~March 31, 2020 and ~~2016.~~2019. 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, 2017												Three Months Ended March 31, 2020
(US$ in millions)	Derivatives, Net			Readily Marketable Inventories			Trade Accounts Receivable/ Payable, Net			Total			Readily Marketable Inventories			Derivatives, Net			Trade Accounts Payable			Total
Balance, July 1, 2017	$	—		$	623		$	(453	)	$	170
Total gains and (losses), realized/unrealized included in cost of goods sold	(4		)	23			(2		)	17
Balance, January 1, 2020													$	231		$	(24	)	$	(31	)	$	176
Total gains and losses (realized/unrealized) included in cost of goods sold ⁽¹⁾													164			14			4			182
Purchases	3			233			(5		)	231			678			1			(236		)	443
Sales	—			(443		)	—			(443		)	(627		)	—			—			(627		)
Issuances	(3		)	—			—			(3		)	—			(2		)	—			(2		)
Settlements	(1		)	—			214			213			—			(18		)	61			43
Transfers into Level 3	(1		)	162			(4		)	157			271			3			(59		)	215
Transfers out of Level 3	3			(29		)	1			(25		)	(98		)	10			—			(88		)
Balance, September 30, 2017	$	(3	)	$	569		$	(249	)	$	317
Balance, March 31, 2020													$	619		$	(16	)	$	(261	)	$	342

Three Months Ended September 30, 2016
(US$ in millions)
Derivatives,
Net

Readily
Marketable
Inventories

Trade
Accounts
Receivable/
Payable, Net
Total
Balance, July 1, 2016 $ 127
$ 917
$ (188 ) $ 856
Total gains and (losses), realized/unrealized included in cost of goods sold (120 ) 12
7
(101 )
Purchases —
171
(8 ) 163
Sales —
(517 ) —
(517 )
Issuances —
—
—
—
Settlements (37 ) —
95
58
Transfers into Level 3 (5 ) 208
—
203
Transfers out of Level 3 (1 ) (499 ) 51
(449 )
Balance, September 30, 2016 $ (36 ) $ 292
$ (43 ) $ 213

Nine Months Ended September 30, 2017
(US$ in millions)
Derivatives,
Net

Readily
Marketable
Inventories

Trade Accounts
Receivable/
Payable, Net
Total
Balance, January 1, 2017 $ (51 ) $ 237
$ (44 ) $ 142
Total gains and losses (realized/unrealized) included in cost of goods sold (36 ) 95
9
68
Purchases 8
1,376
(460 ) 924
Sales —
(1,472 ) —
(1,472 )
Issuances (8 ) —
—
(8 )
Settlements 70
—
305
375
Transfers into Level 3 (8 ) 503
(59 ) 436
Transfers out of Level 3 22
(170 ) —
(148 )
Balance, September 30, 2017 $ (3 ) $ 569
$ (249 ) $ 317

Nine Months Ended September 30, 2016
(US$ in millions)
Derivatives,
Net

Readily
Marketable
Inventories

Trade Accounts
Receivable/
Payable, Net
Total
Balance, January 1, 2016 $ 167
$ 245
$ (44 ) $ 368
Total gains and losses (realized/unrealized) included in cost of goods sold (87 ) 143
15
71
Purchases —
904
(220 ) 684
Sales —
(1,022 ) —
(1,022 )
Issuances (1 ) —
—
(1 )
Settlements (110 ) —
195
85
Transfers into Level 3 (7 ) 569
(59 ) 503
Transfers out of Level 3 2
(547 ) 70
(475 )
Balance, September 30, 2016 $ (36 ) $ 292
$ (43 ) $ 213

~~The tables below summarize changes~~(1) Readily marketable inventories, derivatives, net and trade accounts payable, include gains/(losses) of $73 million, $13 million and $5 million, respectively, that are attributable to the change in unrealized ~~gains or~~ gains/(losses) ~~recorded in earnings during the three and nine months ended September 30, 2017 and 2016 for~~relating to Level 3 assets and liabilities ~~that were~~still held at ~~September 30, 2017 and 2016.~~

March 31, 2020.

Three Months Ended
(US$ in millions)
Derivatives,
Net

Readily
Marketable
Inventories

Trade Accounts
Receivable and
Payable, Net
Total
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2017

Cost of goods sold $ (2 ) $ 11
$ (3 ) $ 6
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2016

Cost of goods sold $ (127 ) $ (12 ) $ 2
$ (137 )



	Three Months Ended March 31, 2019
(US$ in millions)	Readily Marketable Inventories			Derivatives, Net			Trade Accounts Payable			Total
Balance, January 1, 2019	$	246		$	(6	)	$	(47	)	$	193
Total gains and losses (realized/unrealized) included in cost of goods sold ⁽¹⁾	37			2			5			44
Purchases	699			—			(361		)	338
Sales	(570		)	—			—			(570		)
Settlements	—			1			(21		)	(20		)
Transfers into Level 3	276			1			27			304
Transfers out of Level 3	(55		)	—			—			(55		)
Balance, March 31, 2019	$	633		$	(2	)	$	(397	)	$	234


(1)	Readily marketable inventories, derivatives, net and trade accounts payable, includes gains/(losses) of $37 million, $6 million and $5 million, respectively, that are attributable to the change in unrealized gains/(losses) relating to Level 3 assets and liabilities still held at March 31, 2019.

Nine Months Ended
(US$ in millions)
Derivatives,
Net

Readily
Marketable
Inventories

Trade Accounts
Receivable and
Payable, Net
Total
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2017

Cost of goods sold $ (6 ) $ (19 ) $ 3
$ (22 )
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2016

Cost of goods sold $ 9
$ (26 ) $ 1
$ (16 )


13.	DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

~~Derivative Instruments~~

~~Interest rate derivatives~~ ~~— Bunge may use various~~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 ~~for~~impact the ~~purpose of managing~~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, ~~exposures.~~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 ~~used by Bunge as hedging instruments have been recorded at fair value~~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 ~~condensed consolidated~~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 2020. Of the amount currently in Accumulated other comprehensive income (loss), $9 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 ~~sheets with~~sheet values of hedged items and the notional amount of derivatives used in hedging strategies. The notional amount of the derivative is the number of units of the underlying (for example, the notional principal amount of the debt in an interest rate swap). The notional amount is used to compute interest or

other payment streams to be made under the contract and is a measure of the Company’s level of activity. The Company discloses derivative notional amounts on a gross basis.



(US$ in millions)		March 31, 2020		December 31, 2019		Unit of Measure
Hedging instrument type:
Fair value hedges of interest rate risk
	Carrying value of hedged debt	$	2,322	$	2,279	$ Notional
	Cumulative adjustment to long-term debt from application of hedge accounting	$	102	$	37	$ Notional
	Interest rate swap - notional amount	$	2,226	$	2,249	$ Notional

Fair value hedges of currency risk
	Carrying value of hedged debt	$	283	$	281	$ Notional
	Cross currency swap - notional amount	$	283	$	281	$ Notional

Cash flow hedges of currency risk
	Foreign currency forward - notional amount	$	—	$	99	$ Notional
	Foreign currency option - notional amount	$	75	$	75	$ Notional

Net investment hedges
	Foreign currency forward - notional amount	$	938	$	928	$ Notional
	Carrying value of non-derivative hedging instrument	$	873	$	895	$ 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 ~~recorded~~of these instruments is primarily presented in ~~earnings. Additionally,~~Interest expense.

Currency derivatives are used to hedge the ~~carrying amount~~balance sheet and commercial exposures that arise from the Company's global operations. The impact of the associated hedged debt is adjusted through earnings for changes in the fair value arising from changes in benchmark interest rates. No ineffectiveness is recognized on the hedging relationships, as they have been determined to be perfectly effective.

As of September 30, 2017, Bunge had several fixed-to-variable interest rate swap agreements that were designated as fair value hedges. Below is a summary of Bunge’s current interest rate swap agreements designated as fair value hedging instruments as of September 30, 2017.

Notional
Amount of
Hedged Obligation
Notional
Amount of
Derivative
Maturity Date
Payment
Weighted Average
Rate Payable
Fixed Rate
Receivable
$ 500
$ 500
November 24, 2020 3 month LIBOR plus 1.91% 3.50 %
€ 800
€ 800
June 16, 2023 6 month EURIBOR plus 1.64% 1.85 %
$ 550
$ 550
August 15, 2026 3 month LIBOR plus 1.12% 3.25 %

Bunge may also enter into various interest rate derivatives that do not qualify for hedge accounting and, therefore, Bunge has not designated these as hedging instruments for accounting purposes. These interest rate derivatives have been recorded at fair value in the condensed consolidated balance sheets with changes in fair value ~~recorded~~of these instruments is presented in ~~earnings. Below is a summary~~Cost of ~~Bunge's outstanding interest rate derivatives that do not qualify for hedge accounting.~~



	~~September 30, 2017~~
	~~Exchange Traded~~
	~~Net (Short)~~	~~Non-exchange Traded~~			~~Unit of~~
~~(US$ in millions)~~	~~& Long~~	~~(Short)~~		~~Long~~	~~Measure~~
~~Interest Rate~~
~~Swaps~~	—	~~(1,574~~	)	—	~~Notional~~
~~Forward Rate Agreements~~	—	~~(800~~	)	—	~~Notional~~

goods sold when hedging commercial exposures and Foreign exchange ~~derivatives and~~gains (losses) when hedging ~~activities~~ ~~- Bunge may use a combination of various foreign exchange~~monetary exposures.

Agricultural commodity derivatives to mitigate the risk from exchange rate fluctuations in connection with certain commercial and balance sheet exposures. The foreign exchange forward and option contracts may be designated as cash flow hedges. Bunge may also use net investment hedges to partially offset the translation adjustments arising from the remeasurement of its investments in certain of its foreign subsidiaries.

~~Foreign exchange risk is also managed through the use of foreign currency debt. Bunge has 800 million~~ ~~euro~~ ~~senior unsecured~~ ~~euro-denominated notes of which 697 million~~ ~~euro~~ ~~is designated and is effective as a net investment hedge of~~ ~~euro-denominated assets. Accordingly, foreign currency transaction gains or losses due to spot rate fluctuations on the~~ ~~euro-denominated debt instruments are included in foreign currency translation adjustment within other comprehensive income (loss) ("OCI").~~

~~Bunge assesses, both at the inception of the hedge relationship and on an ongoing basis, whether the derivatives that~~ are used ~~in hedge transactions are highly effective in offsetting changes in the hedged items. No ineffectiveness is recognized on the hedging relationships that have been determined to be perfectly effective.~~

~~The table below summarizes the notional amounts of open foreign exchange positions.~~

September 30, 2017
Exchange Traded
Net (Short) Non-exchange Traded Unit of
(US$ in millions) & Long (Short) Long Measure
Foreign Exchange

Options $ —
$ (368 ) $ 430
Delta
Forwards —
(10,824 ) 10,548
Notional
Futures (10 )

Notional
Swaps —
(552 ) 593
Notional

~~Commodity derivatives -~~ ~~Bunge uses various commodity derivative instruments~~primarily to manage ~~its exposure to movements associated with agricultural commodity prices. Bunge generally uses exchange traded futures and options contracts to minimize~~ the ~~effects of changes in the prices of agricultural commodities on its agricultural commodity inventories~~Company's inventory and forward purchase and sale contracts, but may also enter into OTC commodity transactions, including swaps, which are settled in cash at maturity or termination based on exchange-quoted futures prices. Forward purchase and sale contracts are primarily settled through delivery of agricultural commodities. While Bunge considers these exchange traded futures and forward purchase and sale

contracts to be effective economic hedges, Bunge does not designate or account for its commodity contracts as accounting hedges. The forward contracts require performance of both Bunge and the contract counterparty in future periods.sales contracts. Contracts to purchase agricultural commodities generally relate to current or future crop years for delivery periods quoted by regulated commodity exchanges. Contracts for the sale of agricultural commodities generally do not extend beyond one future crop cycle. The impact of changes in fair value of these instruments is presented in Cost of goods sold.

The ~~table below summarizes the volumes of open agricultural commodity derivative contracts.~~

September 30, 2017
Exchange Traded
Net (Short) Non-exchange Traded Unit of
& Long (Short) Long Measure
Agricultural Commodities

Futures 2,244,228
—
—
Metric Tons
Options 63,027
—
—
Metric Tons
Forwards —
(31,604,107 ) 22,381,787
Metric Tons
Swaps —
(6,483,877 ) 300,458
Metric Tons

~~Ocean freight derivatives~~ ~~— Bunge may use~~Company uses derivative instruments referred to as forward freight ~~forward~~ agreements ("FFA") and FFA options to hedge portions of its current and anticipated ocean freight costs. ~~Changes~~The impact of changes in ~~the~~ fair ~~values~~value of ~~ocean freight derivatives that are not designated as hedges are recorded~~these instruments is presented in ~~earnings. There were no designated accounting hedges at September 30, 2017 and December 31, 2016.~~Cost of goods sold.

The ~~table below summarizes the open ocean freight positions.~~



	~~September 30, 2017~~
	~~Exchange Cleared~~
	~~Net (Short)~~		~~Non-exchange Cleared~~		~~Unit of~~
	~~& Long~~		~~(Short)~~	~~Long~~	~~Measure~~
~~Ocean Freight~~
~~FFA~~	~~(2,098~~	)	—	—	~~Hire Days~~
~~FFA Options~~	~~315~~		—	—	~~Hire Days~~

~~Energy derivatives~~ ~~— Bunge may use various~~Company uses energy derivative instruments to manage its exposure to volatility in energy costs. ~~Energy costs incurred in Bunge's operations include electricity,~~Hedges may be entered into for natural gas, electricity, coal and fuel oil, including bunker fuel. The impact of changes in fair value of these instruments is presented in Cost of goods sold.

The Company may also enter into other derivatives, including credit default swaps and equity derivatives to manage exposure to credit risk and broader macroeconomic risks, respectively. The impact of changes in fair value of these instruments is presented in Cost of goods sold.

The table below summarizes the ~~open~~volume of economic derivatives as of March 31, 2020 and December 31, 2019. For those contracts traded bilaterally through the OTC markets (e.g., forwards, forward rate agreements ("FRA") and swaps), the gross position is provided. For exchange traded (e.g., futures, FFAs and options) and cleared positions (e.g., energy ~~positions.~~swaps), the net position is provided.



	~~September 30, 2017~~
	~~Exchange Traded / Cleared~~
	~~Net (Short)~~	~~Non-exchange Traded~~		~~Unit of~~
	~~& Long~~	~~(Short)~~	~~Long~~	~~Measure~~ ~~(1)~~
~~Natural Gas~~
~~Futures~~	~~4,553,161~~	—	—	~~MMBtus~~
~~Swaps~~	—	—	~~635,687~~	~~MMBtus~~
~~Energy—Other~~
~~Futures~~	~~351,786~~	—	—	~~Metric Tons~~
~~Forwards~~	—	—	~~6,048,869~~	~~Metric Tons~~
~~Swaps~~	~~227,600~~	—	—	~~Metric Tons~~



	March 31,					December 31,
	2020					2019					Unit of Measure
	Long		(Short)			Long		(Short)			Unit of Measure
Interest rate
Swaps	$	3,286	$	(164	)	$	4,062	$	(39	)	$ Notional
FRAs	$	169	$	(169	)	$	213	$	(418	)	$ Notional
Currency
Forwards	$	10,187	$	(14,926	)	$	7,164	$	(9,983	)	$ Notional
Swaps	$	299	$	(317	)	$	191	$	(170	)	$ Notional
Futures	$	1	$	—		$	—	$	(16	)	$ Notional
Options	$	124	$	(165	)	$	132	$	(157	)	Delta
Agricultural commodities
Forwards	35,030,369		(32,400,559		)	27,914,141		(25,321,595		)	Metric Tons
Swaps	193,287		(543,493		)	—		(1,114,704		)	Metric Tons
Futures	—		(9,857,392		)	—		(1,960,051		)	Metric Tons
Options	110,536		—			—		(115,232		)	Metric Tons
Ocean freight
FFA	5,033		—			—		(133		)	Hire Days
FFA options	397		—			42		—			Hire Days
Natural gas
Swaps	811,374		—			215,640		—			MMBtus
Futures	9,740,000		—			2,802,500		—			MMBtus
Energy - other
Forwards	5,534,290		—			5,534,290		—			Metric Tons
Swaps	370,979		—			239,836		—			Metric Tons
Other
Swaps and futures	$	10	$	—		$	50	$	(14	)	$ Notional


~~(1)~~	~~Million British Thermal Units ("MMBtus") are standard units of measurement used to denote an amount of natural gas.~~

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

The ~~table~~tables below ~~summarizes~~summarize the net effect of derivative instruments ~~that are designated as fair value hedges~~ and ~~the related hedged items, and also derivative instruments that are undesignated~~hedge accounting on the condensed consolidated statements of income for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 and ~~2016.~~2019.

Gain or (Loss) Recognized in
Income on Derivative Instruments
Nine Months Ended September 30,
(US$ in millions) Location 2017 2016
Designated Derivative Contracts:

Interest Rate Interest expense $ 11
$ 3
Total $ 11
$ 3
Undesignated Derivative Contracts:

Interest Rate Interest income (expense) $ —
$ (4 )
Foreign Exchange Foreign exchange gains (losses) 82
262
Foreign Exchange Cost of goods sold 62
646
Commodities Cost of goods sold 514
(531 )
Freight Cost of goods sold 4
(1 )
Energy Cost of goods sold (6 ) 12
Total $ 656
$ 384

The table below summarizes the effect of derivative instruments that are designated and qualify as cash flow and net investment hedges on the condensed consolidated statement of income for the nine months ended September 30, 2017.

Nine Months Ended September 30, 2017
Notional
Gain or
(Loss)
Recognized in
Accumulated

Gain or (Loss)
Reclassified from
Accumulated OCI into
Income (1)

Gain or (Loss) Recognized
in Income on Derivatives
(US$ in millions) Amount
OCI (1)
Location Amount Location
Amount (2)
Cash Flow Hedge:

Foreign exchange ⁽³⁾
$ 339
$ 15
Foreign exchange gains (losses) $ 27
Foreign exchange gains (losses) $ —
Total $ 339
$ 15
$ 27
$ —

Net Investment Hedge:

Foreign currency denominated debt (4)
$ 786
$ (101 ) Foreign currency denominated debt $ —
Foreign currency denominated debt $ —
Foreign exchange ⁽³⁾
516
(21 ) Foreign exchange gains (losses) —
Foreign exchange gains (losses) —
Total $ 1,302
$ (122 ) $ —
$ —



		Gain (Loss) Recognized in Income on Derivative Instruments
		Three Months Ended March 31,
(US$ in millions)		2020			2019
Income statement classification	Type of derivative
Net sales
Hedge accounting	Foreign currency	$	—		$	1

Cost of goods sold
Economic hedges	Foreign currency	(917		)	75
	Commodities	721			138
	Other ⁽¹⁾	(81		)	28
Total Cost of goods sold		$	(277	)	$	241

Interest expense
Hedge accounting	Interest rate	$	—		$	(3	)
Economic hedges	Interest rate	—			(3		)
Total Interest expense		$	—		$	(6	)

Foreign exchange gains (losses)
Hedge accounting	Foreign currency	$	7		$	(1	)
Economic hedges	Foreign currency	(184		)	38
Total Foreign exchange gains (losses)		$	(177	)	$	37

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		$	3		$	(2	)
Gains and losses on derivatives used as cash flow hedges of foreign currency risk included in other comprehensive income (loss) during the period		$	(14	)	$	—
Gains and losses on derivatives used as net investment hedges included in other comprehensive income (loss) during the period		$	46		$	(38	)
Foreign currency gains and losses on intercompany loans used as net investment hedges included in other comprehensive income (loss) during the period		$	22		$	17

Amounts released from accumulated other comprehensive income (loss) during the period
Cash flow hedge of foreign currency risk		$	(6	)	$	1


⁽¹⁾	~~The gain (loss) recognized in OCI relates to~~Other includes the effective portion of the hedging relationship. At September 30, 2017, Bunge expects to reclassify into income in the next 12 months the full $15 million of after-tax gain (loss) related to its foreign exchange cash flow hedgesresults from freight, energy and ~~nil for net investment hedges.~~


~~(2)~~	~~There was no gain or loss recognized in income relating to the ineffective portion of the hedging relationships or relating to amounts excluded from the assessment of hedge effectiveness.~~


~~(3)~~	~~The foreign exchange contracts mature at various dates through June 2018.~~


~~(4)~~	~~The~~ ~~euro-denominated loans mature in 2023.~~ other derivatives.

Nine Months Ended September 30, 2016
Notional Gain or
(Loss)
Recognized in
Accumulated
Gain or (Loss)
Reclassified from
Accumulated OCI into
Income (1)

Gain or (Loss) Recognized
in Income on Derivatives
(US$ in millions) Amount
OCI (1)
Location Amount Location
Amount (2)
Cash Flow Hedge:

Foreign exchange (3)
$ 166
$ 43
Foreign exchange gains (losses) $ 13
Foreign exchange gains (losses) $ —
Total $ 166
$ 43
$ 13
$ —

Net Investment Hedge:

Foreign currency denominated debt (4)
$ 663
$ 1
Foreign currency denominated debt $ —
Foreign currency denominated debt $ —
Foreign exchange (3)
653
(384 ) Foreign exchange gains (losses) —
Foreign exchange gains (losses) —
Total $ 1,316
$ (383 ) $ —
$ —


~~(1)~~	The gain or (loss) recognized in OCI relates to the effective portion of the hedging relationship. At September 30, 2016, Bunge expected to reclassify into income in the next 12 months approximately $31 million of after-tax gains (losses) related to its foreign exchange cash flow hedges and nil for net investment hedges.


~~(2)~~	~~There was no gain or loss recognized in income relating to the ineffective portion of the hedging relationships or relating to amounts excluded from the assessment of hedge effectiveness.~~


~~(3)~~	~~The foreign exchange contracts mature at various dates through 2018.~~


~~(4)~~	~~The~~ ~~euro-denominated loans mature in 2023.~~


~~12.~~14.	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, 2017,~~March 31, 2020, there were no0 borrowings outstanding under the commercial paper program and no0 borrowings under the Liquidity Facility.

In connection with Bunge entering into a definitive agreement to acquire a 70% ownership interest in IOI Loders Croklaan from IOI Corporation Berhad (the “Loders Acquisition”), on September 12, 2017, Bunge entered into an unsecured $900 million term loan agreement. Following the completion of the offering of senior notes described below, on and effective as of September 25, 2017, Bunge terminated the loan agreement. No funds had been drawn under the loan agreement as of the date of termination.

September 25, 2017, Bunge completed the sale and issuance of $400 million aggregate principal amount of 3.00% unsecured senior notes due September 25, 2022, and $600 million aggregate principal amount of 3.75% unsecured senior notes due September 25, 2027. The senior notes are fully and unconditionally guaranteed by Bunge Limited. The offering was made pursuant to a registration statement filed with the U.S. Securities and Exchange Commission. Interest on the senior notes is payable semi-annually in arrears in March and September of each year, commencing on March 25, 2018. The net proceeds of the offering were approximately $989 million after deducting underwriting commissions and offering expenses. Bunge intends to use the net proceeds from this offering to fund the purchase price for the Loders Acquisition. Pending the closing of the Loders Acquisition, the net proceeds from the offering were used to repay outstanding indebtedness of Bunge.

On September 6, 2017, Bunge entered into an amendment agreement to its unsecured $865 million Amended and Restated Credit Agreement, dated as of June 17, 2014 (the “Credit Agreement”). The amendment agreement extends the maturity date of the Credit Agreement to September 6, 2022. The amendment agreement also lowers the range of margin

~~applicable~~In addition to ~~Bunge’s borrowings under the Credit Agreement. Borrowings under the Credit Agreement will bear interest at LIBOR plus a margin, which will vary~~committed facilities, from ~~1.00%~~time to ~~1.75% per annum,~~time, Bunge Limited and/or its financing subsidiaries enter into uncommitted bilateral short-term credit lines as necessary based on its financing requirements. At March 31, 2020, there were 0 borrowings outstanding under these bilateral short-term credit lines. Loans under such credit lines are non-callable by the respective lenders. In addition, Bunge's operating companies had $736 million in short-term borrowings outstanding under local bank lines of credit ~~ratings of Bunge's senior long-term unsecured debt. Amounts under the Credit Agreement that remain undrawn are subject~~at March 31, 2020 to a commitment fee payable quarterly based on the average undrawn portion of the Credit Agreement at rates ranging from 0.125% to 0.275%, based on the credit ratings of Bunge’s senior long-term unsecured debt.support working capital requirements.

At March 31, 2020, Bunge had ~~$75 million of borrowings outstanding at September 30, 2017 under the Credit Agreement.~~

~~At September 30, 2017, Bunge had $4,740~~$4,315 million of unused and available borrowing capacity under its committed credit facilities totaling ~~$5,015~~$4,315 million with a number of lending institutions.

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:



	March 31, 2020				December 31, 2019
(US$ in millions)	Carrying Value		Fair Value (Level 2)		Carrying Value		Fair Value (Level 2)
Long-term debt, including current portion	$	4,262	$	4,201	$	4,223	$	4,319

September 30, 2017 December 31, 2016
(US$ in millions)
Carrying
Value

Fair Value
(Level 2)
Carrying
Value Fair Value
(Level 2)
Long-term debt, including current portion $ 4,533
$ 4,714
$ 4,007
$ 4,163


~~13.~~	~~TRADE RECEIVABLES SECURITIZATION PROGRAM~~

Bunge and certain of its subsidiaries participate in a $700 million 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 $700 million against receivables sold into the Program.

~~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) 2017 2016
Gross receivables sold $ 7,074
$ 6,624
Proceeds received in cash related to transfer of receivables $ 6,811
$ 6,439
Cash collections from customers on receivables previously sold $ 6,827
$ 6,461
Discounts related to gross receivables sold included in SG&A $ 6
$ 4

(US$ in millions) September 30,
2017 December 31,
2016
Receivables sold which were derecognized on Bunge balance sheet $ 738
$ 628
Deferred purchase price included in other current assets $ 123
$ 87


~~14.~~15.	RELATED PARTY TRANSACTIONS

~~Notes receivable~~ - Bunge holds a note receivable from Navegações Unidas Tapajós S.A., a 50% equity method investment in Brazil, having a carrying value of $24 million at September 30, 2017, which matures in June 2019, with interest based on 80% of CDI, the average one‑day interbank deposit rate in Brazil.

Bunge holds a note receivable from Solazyme Bunge Renewable Oils Cooperatief U.A., a 49.9% equity method investment in Brazil, having a carrying value of $9 million at September 30, 2017, which matures in January 2018, with an interest rate based on 100% of CDI, the average one-day interbank deposit rate in Brazil.

~~In addition, Bunge held notes receivables from other related parties totaling $3 million at September 30, 2017.~~

~~Notes payable~~ - Bunge holds a note payable with its affiliate Bunge SCF Grain LLC, a 50% equity method investment, with a carrying value of $9 million at September 30, 2017. This note matures on March 31, 2019 with an interest rate based on LIBOR and is included in other long‑term liabilities in Bunge’s condensed consolidated balance sheet.

~~Other~~ ~~- Bunge purchased soybeans and other~~annually purchases agricultural commodity products ~~and received port services~~ from certain of its unconsolidated investees ~~totaling $182 million~~ and ~~$255 million~~other related parties. Such related party purchases comprised less than 5% of total Cost of goods sold for the three months ended ~~September 30, 2017~~March 31, 2020 and ~~2016, respectively, and $682 million and $724 million for the nine months ended September 30, 2017 and 2016, respectively.~~2019. Bunge also ~~sold soybeans and other~~sells agricultural commodity products ~~and provided port services~~ to certain of its unconsolidated investees ~~totaling~~

~~$76 million~~ and ~~$89 million~~other related parties. Such related party sales comprised less than 2% of total Net sales for the three months ended ~~September 30, 2017~~March 31, 2020 and ~~2016, re~~s~~pectively,~~2019.

In addition, Bunge receives services from and ~~$387 million~~provides services to its unconsolidated investees, including tolling, port handling, administrative support, and ~~$218 million for~~other services. For the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 and ~~2016, re~~s~~pectively.~~2019, such services were not material to the Company's consolidated results.

At March 31, 2020 and December 31, 2019, receivables and payables related to the above related party transactions, and included in Trade accounts receivable and Trade accounts payable, respectively, in the consolidated balance sheets were not material.

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

~~15.~~

16. COMMITMENTS AND CONTINGENCIES

Bunge is party to ~~a large number of~~ claims and lawsuits, primarily non-income tax and labor claims in ~~Brazil and non-income tax claims in Argentina,~~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 ~~its general claims and lawsuits~~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 ~~of an~~that a liability arising from these matters could have a material adverse impact ~~on Bunge’s position~~ in the period the uncertainties are resolved ~~whereby~~should the ~~settlement of the identified contingencies could~~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, 2019. Included in other non-current liabilities at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016~~2019 are the following amounts related to these matters:



(US$ in millions)	March 31, 2020		December 31, 2019
Non-income tax claims	$	20	$	23
Labor claims	39		50
Civil and other claims	76		88
Total	$	135	$	161

(US$ in millions) September 30,
2017 December 31,
2016
Non-income tax claims $ 176
$ 170
Labor claims 96
82
Civil and other claims 94
98
Total $ 366
$ 350

Brazil Indirect Taxes

Non-income tax claims - These tax claims relate ~~principally~~ to ongoing claims against Bunge’s Brazilian subsidiaries, primarily ~~value added~~value-added tax claims (ICMS, ISS, IPI and PIS/COFINS). ~~The determination of the manner in which various Brazilian federal, state and municipal taxes apply~~Bunge expects to the operations of Bunge is subject to varying interpretations arising from the complex nature of Brazilian tax law. In addition to the matter discussed below, Bunge monitors other potential claims in Brazil regarding these value-added taxes. In particular, Bunge monitors the Brazilian federal and state governments’ responses to recent Brazilian Supreme Court decisions invalidating on constitutional grounds certain ICMS incentives and benefits granted by various states. While Bunge was not a recipient of any of the incentives and benefits that were the subject of these Supreme Court decisions, it has received other similar tax incentives and benefits which are being challenged before the Supreme Court. Bunge has not received any tax assessment from the states that granted these incentives or benefits related to their validity and, based on Bunge's evaluation of this matter as required by U.S. GAAP, no liability has been recorded in the consolidated financial statements.

On February 13, 2015, Brazil’s Supreme Federal Court ruled in a leading case that certain state ICMS tax credits for staple foods (including soy oil, margarine, and mayonnaise and wheat flours) are unconstitutional. Bunge, like other companies in the Brazilian food industry, is involved in several administrative and judicial disputes with Brazilian states regarding these tax credits. While the leading case does not involve Bunge and each case is unique in facts and circumstances and applicable state law, the ruling has general precedent authority in lower court cases. Based on management’s review of the ruling (without considering the future success of any potential clarification or modulation of the ruling) and its general application to Bunge’s pending cases, management recorded a liability of 468pay 58 million Brazilian reais (approximately ~~$177~~$11 million)~~, plus applicable interest, as of December 31, 2014. Since 2015, Bunge settled~~ in 2020 or 2021 to settle a portion of its outstanding liabilities in amnesty programs in certain Brazilian ~~states.~~ states regarding certain tax credits.

As of ~~September 30, 2017,~~March 31, 2020, the ~~accrued liability was 407 million~~ Brazilian ~~reais~~ ~~(approximately $128 million), plus applicable interest.~~

~~As of September 30, 2017, the Brazilian~~federal and state authorities have concluded examinations of the ICMS ~~tax returns from 1990 to the present~~ and ~~have issued over 1,300 assessments to Bunge totaling approximately 1,060 million Brazilian~~ ~~reais~~ (approximately $335 million as of September 30, 2017), plus applicable interest and penalties on the outstanding amount. As of December 31, 2016, the claims were approximately 797 million Brazilian ~~reais~~ (approximately $252 million), plus applicable interest and penalties. Management intends to continue to vigorously defend against its pending state cases. Management, in consultation with external legal advisors, has established appropriate reserves for potential exposures.

~~As of September 30, 2017 the Brazilian authorities have concluded examinations of the~~ PIS COFINS tax returns and have issued ~~assessments to Bunge relating to years 2004 through 2011. As of September 30, 2017, the cumulative~~outstanding claims ~~for 2004 through 2011 were approximately 550 million Brazilian~~ ~~reais~~ ~~(approximately $174 million), plus~~(including applicable interest and ~~penalties. As~~penalties). The Company continues to evaluate the merits of ~~December 31, 2016,~~each of these claims and will recognize them when loss is considered probable. The outstanding claims are comprised of the ~~cumulative claims were approximately 510 million Brazilian~~ ~~reais~~ ~~(approximately $161 million), plus applicable interest and penalties. Management, in consultation with external legal advisors, has established appropriate reserves for potential exposures.~~following:

Since 2010, the Argentine tax authorities have been conducting a review of income and other taxes paid by exporters and processors of cereals and other agricultural commodities in the country. In that regard, Bunge has been subject to a number



(US$ in millions)	Years Examined	March 31, 2020		December 31, 2019
ICMS	1990 to Present	$	174	$	221
PIS/COFINS	2004 through 2016	$	208	$	268

of assessments, proceedings and claims related to its activities. In 2011, Bunge’s subsidiary in Argentina paid $112 million of accrued export tax obligations under protest and preserved its rights with respect to such payment. In 2012, the Argentine tax authorities further assessed interest on these payments, which as of September 30, 2017, totaled approximately $255 million. In 2012, the Argentine government suspended Bunge’s Argentine subsidiary from a registry of grain traders. While the suspension has not had a material adverse effect on Bunge’s business in Argentina, these actions have resulted in additional administrative requirements and increased logistical costs on domestic grain shipments within Argentina. Bunge is challenging these actions in the Argentine courts.

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

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

During the first quarter of 2016, Bunge received a notice from the Brazilian Administrative Council for Economic Defense ("CADE") initiating an administrative proceeding against its Brazilian subsidiary and ~~two~~2 of its employees, certain of its former employees, several other companies in the Brazilian wheat milling industry, and others for alleged anticompetitive activities in the north and northeast of Brazil. Additionally, in the second quarter of 2018, Bunge received a notification from CADE that it has extended the scope of an existing administrative proceeding relating to alleged anticompetitive practices in the Rio Grande port in Brazil to include certain of Bunge's Brazilian subsidiaries and certain former employees of those subsidiaries. Bunge is defending against ~~this action;~~these actions; however, the proceedings ~~are at an early stage and~~were put on hold due to a Court injunction obtained by one of the defendants while the Courts determine whether the statute of limitations should be applied to the proceedings. Therefore, Bunge cannot, at this time, reasonably predict the ultimate outcome of the proceedings or sanctions, if any, ~~which~~that may be imposed.

Guarantees — Bunge has issued or was a party to the following guarantees at ~~September 30, 2017:~~March 31, 2020:

(US$ in millions)
Maximum
Potential
Future
Payments
Unconsolidated affiliates financing (1) (2)
$ 169
Residual value guarantee (3)
227
Total $ 396



(US$ in millions)	Maximum Potential Future Payments
Unconsolidated affiliates guarantee (1) (2)	$	276
Residual value guarantee (3)	263
Total	$	539

(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 ~~which~~that have maturity dates ~~in 2017~~ through ~~2022.~~2034. There are no recourse provisions or collateral that would enable Bunge to recover any amounts paid under these guarantees. ~~At September 30, 2017,~~In addition, a Bunge subsidiary has guaranteed the obligations of two of its affiliates and in connection therewith has secured its guarantee obligations through a pledge of one of its affiliate's shares plus loans receivable from the affiliate to the financial institutions in the event that the guaranteed obligations are enforced. Based on the amounts drawn under such debt facilities at March 31, 2020, Bunge's potential liability was $176 million, and it has recorded noa $14 million obligation related to these ~~guarantees.~~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 third parties related to performance of its unconsolidated affiliates. The terms of the guarantees are equal to the completion date of a port terminal ~~which~~that is expected to be completed in 2020. There are no recourse provisions or collateral that would enable Bunge to recover any amounts paid under these guarantees. At ~~September 30, 2017, Bunge~~March 31, 2020, Bunge's maximum potential future payments under these guarantees was $43 million, and 0 obligation has been recorded ~~no obligation~~ related to these guarantees.

(3)

Bunge has issued guarantees to certain financial institutions ~~which~~that are party to certain operating lease arrangements for railcars, barges, and ~~barges.~~buildings. These guarantees provide for a minimum residual value to be received by the lessor at ~~conclusion of the lease term. These leases expire at various dates from 2018 through 2021. At September 30, 2017, Bunge’s recorded obligation related to these guarantees was $3 million.~~

the conclusion of the lease term. These leases expire at various dates from 2020 through 2026. At March 31, 2020, 0 obligation has been recorded related to these guarantees. Any obligation recorded would be recognized in Current operating lease obligations or Non-current operating lease obligations (see Note 4 - Leases).

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. ~~As of September 30, 2017,~~At March 31, 2020, Bunge’s condensed consolidated balance sheet includes debt with a carrying amount of ~~$5,229~~$4,522 million related to these guarantees. This debt includes the senior notes issued by ~~two~~2 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.

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 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 and distributions, are affected by corresponding charges against retained earnings. Additionally, any such charges to retained earnings will affect Net income (loss) available to Bunge common shareholders as part of the Company's calculation of earnings per common share.


~~16.~~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. The program has no expiration date. Bunge did not repurchase any common shares during the quarter and nine months ended September 30, 2017. Bunge repurchased 3,296,230 common shares in 2016

~~under this program for $200 million. Total repurchases under the program from its inception were 4,707,440 shares for $300 million.~~

~~Pension liability adjustment~~ - On September 19, 2017, Bunge approved changes to certain U.S. defined benefit pension plans (“Plans”). The changes were announced on September 26, 2017 to all U.S. employees of Bunge. These changes will freeze the Plans for future benefit accruals effective January 1, 2023, and these Plans will be closed for participation for employees hired on or after January 1, 2018. As a result, Bunge recognized a curtailment gain associated with the Plans’ freeze and as such, the projected benefit obligations for these Plans were remeasured as of September 30, 2017. At September 30, 2017, a $31 million pension curtailment gain and $18 million remeasurement loss were recognized and recorded in OCI.

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

(US$ in millions)
Foreign Exchange
Translation
Adjustment

Deferred
Gains (Losses)
on Hedging
Activities

Pension and Other
Postretirement
Liability
Adjustments

Unrealized
Gains (Losses)
on
Investments

Accumulated
Other
Comprehensive
Income (Loss)
Balance, July 1, 2017 $ (5,618 ) $ (192 ) $ (145 ) $ 4
$ (5,951 )
Other comprehensive income (loss) before reclassifications 329
(37 ) 9
—
301
Amount reclassified from accumulated other comprehensive income —
(8 ) —
(4 ) (12 )
Balance, September 30, 2017 $ (5,289 ) $ (237 ) $ (136 ) $ —
$ (5,662 )



(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	(835		)	51			—			(784		)
Amount reclassified from accumulated other comprehensive income (loss)	—			(4		)	1			(3		)
Balance, March 31, 2020	$	(6,098	)	$	(123	)	$	(190	)	$	(6,411	)



(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, 2019	$	(6,637	)	$	(145	)	$	(153	)	$	(6,935	)
Other comprehensive income (loss) before reclassifications	(20		)	(23		)	—			(43		)
Amount reclassified from accumulated other comprehensive income (loss)	—			(1		)	(21		)	(22		)
Balance, March 31, 2019	$	(6,657	)	$	(169	)	$	(174	)	$	(7,000	)

(US$ in millions) Foreign Exchange
Translation
Adjustment Deferred
Gains (Losses)
on Hedging
Activities Pension and Other
Postretirement
Liability
Adjustments Unrealized
Gains (Losses)
on
Investments Accumulated
Other
Comprehensive
Income (Loss)
Balance, July 1, 2016 $ (5,462 ) $ (125 ) $ (134 ) $ 3
$ (5,718 )
Other comprehensive income (loss) before reclassifications (95 ) —
1
—
(94 )
Amount reclassified from accumulated other comprehensive income —
(13 ) —
—
(13 )
Balance, September 30, 2016 $ (5,557 ) $ (138 ) $ (133 ) $ 3
$ (5,825 )

(US$ in millions) Foreign Exchange
Translation
Adjustment Deferred
Gains (Losses)
on Hedging
Activities Pension and Other
Postretirement
Liability
Adjustments Unrealized
Gains (Losses)
on
Investments Accumulated
Other
Comprehensive
Income (Loss)
Balance, January 1, 2017 $ (5,734 ) $ (102 ) $ (145 ) $ 3
$ (5,978 )
Other comprehensive income (loss) before reclassifications 445
(108 ) 9
1
347
Amount reclassified from accumulated other comprehensive income —
(27 ) —
(4 ) (31 )
Balance, September 30, 2017 $ (5,289 ) $ (237 ) $ (136 ) $ —
$ (5,662 )

(US$ in millions) Foreign Exchange
Translation
Adjustment Deferred
Gains (Losses)
on Hedging
Activities Pension and Other
Postretirement
Liability
Adjustments Unrealized
Gains (Losses)
on
Investments Accumulated
Other
Comprehensive
Income (Loss)
Balance, January 1, 2016 $ (6,443 ) $ 214
$ (134 ) $ 3
$ (6,360 )
Other comprehensive income (loss) before reclassifications 886
(339 ) 1
—
548
Amount reclassified from accumulated other comprehensive income —
(13 ) —
—
(13 )
Balance, September 30, 2016 $ (5,557 ) $ (138 ) $ (133 ) $ 3
$ (5,825 )


~~17.~~	~~EARNINGS PER COMMON SHARE~~

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) 2017 2016 2017 2016
Income (loss) from continuing operations $ 92
$ 125
$ 227
$ 490
Net (income) loss attributable to noncontrolling interests —
(12 ) (7 ) (8 )
Income (loss) from continuing operations attributable to Bunge 92
113
220
482
Other redeemable obligations (1)
—
6
—
(2 )
Convertible preference share dividends (8 ) (8 ) (25 ) (25 )
Income (loss) from discontinued operations, net of tax —
5
—
(8 )
Net income (loss) available to Bunge common shareholders $ 84
$ 116
$ 195
$ 447

Weighted-average number of common shares outstanding:

Basic 140,601,605
139,444,320
140,276,421
139,969,200
Effect of dilutive shares:

—stock options and awards 954,694
483,525
1,008,169
341,890
—convertible preference shares —
—
—
7,909,470
Diluted (2)
141,556,299
139,927,845
141,284,590
148,220,560

Basic earnings per common share:
Net income (loss) from continuing operations $ 0.59
$ 0.80
$ 1.39
$ 3.25
Net income (loss) from discontinued operations —
0.03
(0.01 ) (0.06 )
Net income (loss) attributable to Bunge common shareholders—basic $ 0.59
$ 0.83
$ 1.38
$ 3.19

Diluted earnings per common share:
Net income (loss) from continuing operations $ 0.59
$ 0.79
$ 1.38
$ 3.24
Net income (loss) from discontinued operations —
0.04
(0.01 ) (0.05 )
Net income (loss) attributable to Bunge common shareholders—diluted $ 0.59
$ 0.83
$ 1.37
$ 3.19



	Three Months Ended March 31,
(US$ in millions, except for share data)	2020			2019
Net income (loss)	$	(193	)	$	50
Net (income) loss attributable to noncontrolling interests and redeemable noncontrolling interests	9			(5		)
Net income (loss) attributable to Bunge	(184		)	45
Convertible preference share dividends	(8		)	(8		)
Adjustment of redeemable noncontrolling interest ⁽¹⁾	(15		)	—
Net income (loss) available to Bunge common shareholders - Basic and Diluted	$	(207	)	$	37

Weighted-average number of common shares outstanding:
Basic	141,899,104			141,205,004
Effect of dilutive shares:
—stock options and awards ⁽²⁾	—			353,766
—convertible preference shares ⁽³⁾	—			—
Diluted	141,899,104			141,558,770

Earnings per common share:
Net income (loss) attributable to Bunge common shareholders—basic	$	(1.46	)	$	0.26
Net income (loss) attributable to Bunge common shareholders—diluted	$	(1.46	)	$	0.26

(1)

~~Accretion~~

The redemption value adjustment of the Company's redeemable noncontrolling interest of $6 million gain and $2 million loss for the three and nine months ended September 30, 2016, respectively, related to a non-fair value variable put arrangement whereby the noncontrolling interest holder could require Bunge to purchase the remaining shares of an oilseed processing operationis deducted from income (loss) as discussed further in Central and Eastern Europe. Accretion for the respective periods include the effect of losses incurred by the operations for the three and nine months ended September 30, 2016. In the second quarter of 2016, Bunge exercised its call option. This transaction concluded in September 2016.Note 17 - Redeemable Noncontrolling Interest.

(2)

~~Approximately 3~~The weighted-average common shares outstanding-diluted excludes approximately 7 million ~~outstanding~~and 5 million stock options and contingently issuable restricted stock units, which were not dilutive and not included in the ~~weighted-average number~~computation of ~~common shares outstanding~~earnings per share for the three ~~and nine~~ months ended ~~September 30, 2017. Approximately~~March 31, 2020 and 2019, respectively.

(3)

Weighted-average common shares outstanding-diluted for the three months ended March 31, 2020 and 2019 excludes approximately 8 million and 8 million, respectively, weighted-average common shares that are issuable upon conversion of the convertible preference shares that were not dilutive and not included in the weighted-average number of common ~~shares outstanding for the three and nine months ended September 30, 2017.~~shares.

Approximately 4 million outstanding stock options and contingently issuable restricted stock units were not dilutive and not included in the weighted-average number of common shares outstanding for the three and nine months ended September 30, 2016. Approximately 8 million weighted-average common shares that are issuable upon conversion of

~~the convertible preference shares were not dilutive and not included in the weighted-average number of common shares outstanding for the three months ended September 30, 2016.~~


~~18.~~20.	SEGMENT INFORMATION

~~Bunge has five~~The Company's operations are organized, managed and classified into 5 reportable segments - Agribusiness, Edible Oil Products, Milling Products, Sugar and Bioenergy, and Fertilizer, which are organized based upon similar economic characteristics and are similar in nature of products and services offered, the nature of production processes, and the type and class of customer and distribution methods.

The Company’s remaining operations are not reportable segments, as defined by the applicable accounting standard, and are classified as Corporate and Other. See Note 1 - Basis of Presentation, Principles Of Consolidation, And Significant Accounting Policies.

The Agribusiness segment is characterized by both inputs and outputs being agricultural commodities and thus high volume and low margin. The Edible Oil Products segment involves the processing, production and marketing of products derived from vegetable oils. The Milling Products segment involves the processing, production and marketing of products derived primarily from wheat and corn. ~~The~~Up until December 2019, when the Company contributed its Brazilian sugar and bioenergy operations forming the majority of its Sugar and Bioenergy segment ~~involves~~into a joint venture with the Brazilian biofuels business of BP p.l.c, the Sugar and Bioenergy segment primarily involved sugarcane growing and milling in Brazil, ~~sugar trading and merchandising in various countries,~~ as well as

sugarcane-based ethanol production and corn-based ethanol investments and related activities. ~~Following the classification of the Brazilian fertilizer distribution and North American fertilizer businesses as discontinued operations, the~~The activities of the Fertilizer segment include ~~its~~ port operations in Brazil and Argentina and ~~its~~ blending and retail operations in Argentina.

~~The “Discontinued Operations~~Corporate & ~~Unallocated” column in the following table contains the reconciliation between the totals~~Other includes salaries and overhead for ~~reportable segments and Bunge consolidated totals, which consist primarily of amounts attributable to discontinued operations,~~ corporate ~~items~~functions that are not allocated to the Company’s individual reporting segments because operating ~~segments,~~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, and ~~inter-segment eliminations.~~ securitization activities.

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


	Three Months Ended September 30, 2017																					Three Months Ended March 31, 2020
(US$ in millions)	Agribusiness			Edible Oil Products			Milling Products			Sugar and Bioenergy			Fertilizer			Discontinued Operations & Unallocated (1)			Total			Agribusiness			Edible Oil Products			Milling Products			Sugar and Bioenergy			Fertilizer			Corporate and Other ⁽¹⁾			Eliminations			Total
Net sales to external customers	$	7,720		$	2,027		$	397		$	1,158		$	121		$	—		$	11,423		$	6,329		$	2,324		$	416		$	50		$	54		$	—		$	—		$	9,173
Inter–segment revenues	1,097			40			—			19			3			(1,159		)	—			1,207			43			—			—			—			—			(1,250		)	—
Foreign exchange gains (losses)	1			—			—			1			(1		)	—			1			(13		)	7			(1		)	—			—			1			—			(6		)
Noncontrolling interests⁽¹⁾	2			(2		)	—			—			(1		)	1			—			2			7			—			—			—			—			—			9
Other income (expense) – net	24			(2		)	(1		)	4			—			—			25			1			(1		)	(1		)	(51		)	—			1			—			(51		)
Segment EBIT⁽²⁾	103			34			23			10			5			—			175			(127		)	46			18			(50		)	5			(62		)	—			(170		)
Discontinued operations⁽³⁾	—			—			—			—			—			—			—
Depreciation, depletion and amortization	(69		)	(27		)	(16		)	(51		)	(3		)	—			(166		)	(57		)	(37		)	(12		)	—			(2		)	(5		)	—			(113		)
Total assets	$	13,286		$	2,508		$	1,542		$	2,670		$	357		$	189		$	20,552		12,394			3,604			1,277			323			294			704			—			18,596

Three Months Ended September 30, 2016
(US$ in millions) Agribusiness Edible
Oil
Products Milling
Products Sugar and
Bioenergy Fertilizer
Discontinued
Operations &
Unallocated (1)
Total
Net sales to external customers $ 8,063
$ 1,727
$ 430
$ 1,074
$ 129
$ —
$ 11,423
Inter–segment revenues 972
29
—
8
—
(1,009 ) —
Foreign exchange gains (losses) (7 ) —
—
2
(1 ) —
(6 )
Noncontrolling interests⁽¹⁾
(13 ) (2 ) —
—
(2 ) 5
(12 )
Other income (expense) – net 11
(3 ) (1 ) (4 ) 1
—
4
Segment EBIT⁽²⁾
83
34
52
35
9
—
213
Discontinued operations⁽³⁾
—
—
—
—
—
5
5
Depreciation, depletion and amortization (61 ) (24 ) (16 ) (45 ) (3 ) —
(149 )
Total assets $ 12,396
$ 2,030
$ 1,508
$ 3,532
$ 352
$ 227
$ 20,045

Nine Months Ended September 30, 2017
(US$ in millions) Agribusiness Edible
Oil
Products Milling
Products Sugar and
Bioenergy Fertilizer
Discontinued
Operations &
Unallocated (1)
Total
Net sales to external customers $ 23,837
$ 5,877
$ 1,169
$ 3,052
$ 254
$ —
$ 34,189
Inter—segment revenues 3,136
111
5
19
3
(3,274 ) —
Foreign exchange gains (losses) 93
4
(1 ) 10
2
—
108
Noncontrolling interests⁽¹⁾
(3 ) (5 ) —
—
(2 ) 3
(7 )
Other income (expense) – net 28
(1 ) (2 ) (1 ) —
—
24
Segment EBIT⁽²⁾
230
98
48
1
4
—
381
Discontinued operations⁽³⁾
—
—
—
—
—
—
—
Depreciation, depletion and amortization (196 ) (77 ) (46 ) (120 ) (9 ) —
(448 )
Total assets $ 13,286
$ 2,508
$ 1,542
$ 2,670
$ 357
$ 189
$ 20,552

Nine Months Ended September 30, 2016
(US$ in millions) Agribusiness Edible
Oil
Products Milling
Products Sugar and
Bioenergy Fertilizer
Discontinued
Operations &
Unallocated (1)
Total
Net sales to external customers $ 21,870
$ 4,958
$ 1,243
$ 2,541
$ 268
$ —
$ 30,880
Inter–segment revenues 2,822
80
1
10
—
(2,913 ) —
Foreign exchange gains (losses) 13
(2 ) (5 ) 5
(2 ) —
9
Noncontrolling interests⁽¹⁾
(13 ) (5 ) —
—
(2 ) 12
(8 )
Other income (expense) – net 5
(4 ) (3 ) (13 ) 1
—
(14 )
Segment EBIT⁽²⁾
533
66
107
21
13
—
740
Discontinued operations⁽³⁾
—
—
—
—
—
(8 ) (8 )
Depreciation, depletion and amortization (174 ) (69 ) (47 ) (103 ) (9 ) —
(402 )
Total assets $ 12,396
$ 2,030
$ 1,508
$ 3,532
$ 352
$ 227
$ 20,045



	Three Months Ended March 31, 2019
(US$ in millions)	Agribusiness			Edible Oil Products			Milling Products			Sugar and Bioenergy			Fertilizer			Corporate and Other ⁽¹⁾			Eliminations			Total
Net sales to external customers	$	6,919		$	2,239		$	426		$	285		$	69		$	—		$	—		$	9,938
Inter–segment revenues	1,168			32			—			—			1			—			(1,201		)	—
Foreign exchange gains (losses)	(9		)	2			2			(3		)	—			1			—			(7		)
Noncontrolling interests⁽¹⁾	2			(6		)	—			(1		)	—			—			—			(5		)
Other income (expense) – net	29			(1		)	(2		)	—			—			5			—			31
Segment EBIT⁽²⁾	141			59			22			(19		)	2			(54		)	—			151
Depreciation, depletion and amortization	(60		)	(39		)	(14		)	(19		)	(2		)	(5		)	—			(139		)
Total assets	12,118			3,942			1,542			1,861			315			757			—			20,535


(1)	Includes noncontrolling interests share of interest and tax to reconcile to consolidated ~~noncontrolling interest.~~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~~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~~Segment EBIT is a financial measure that is widely used by analysts and investors in Bunge’s industry. However, total ~~segment~~Segment EBIT is a non-GAAP financial measure and is not intended to replace ~~net~~Net income (loss) attributable to Bunge, the most directly comparable U.S. GAAP financial measure. Further, total ~~segment~~Segment EBIT is not a measure of consolidated operating results under ~~U.S.GAAP~~U.S. GAAP and should not be considered as an alternative to ~~net~~Net income (loss) or any other measure of consolidated operating results under U.S. GAAP. See the reconciliation of total ~~segment~~Segment EBIT to ~~net~~Net income (loss) in the table below.


~~(3)~~	~~Represents net income (loss) from discontinued operations.~~

A reconciliation of total Segment EBIT to ~~net~~Net income (loss) attributable to Bunge follows:



	Three Months Ended March 31,
(US$ in millions)	2020			2019
Total Segment EBIT from continuing operations	$	(170	)	$	151
Interest income	7			7
Interest expense	(77		)	(75		)
Income tax (expense) benefit	55			(38		)
Noncontrolling interests' share of interest and tax	1			—
Net income (loss) attributable to Bunge	$	(184	)	$	45

Three Months Ended
September 30, Nine Months Ended
September 30,
(US$ in millions) 2017 2016 2017 2016
Total Segment EBIT from continuing operations $ 175
$ 213
$ 381
$ 740
Interest income 9
13
29
37
Interest expense (64 ) (73 ) (191 ) (189 )
Income tax (expense) benefit (29 ) (45 ) (2 ) (118 )
Income (loss) from discontinued operations, net of tax —
5
—
(8 )
Noncontrolling interests' share of interest and tax 1
5
3
12
Net income (loss) attributable to Bunge $ 92
$ 118
$ 220
$ 474
The Company’s revenue comprises sales from commodity contracts that are accounted for under ASC 815, Derivatives and Hedging (ASC 815)and sales of other products and services that are accounted for under ASC 606, Revenue from Contracts with Customers (ASC 606). The following tables provide a disaggregation of Net sales to external customers between Sales from contracts with customers and Sales from other arrangements:



	Three Months Ended March 31, 2020
(US$ in millions)	Agribusiness		Edible Oil Products		Milling Products		Sugar and Bioenergy		Fertilizer		Total
Sales from other arrangements	$	6,084	$	492	$	15	$	47	$	—	$	6,638
Sales from contracts with customers	245		1,832		401		3		54		2,535
Net sales to external customers	$	6,329	$	2,324	$	416	$	50	$	54	$	9,173



	Three Months Ended March 31, 2019
(US$ in millions)	Agribusiness		Edible Oil Products		Milling Products		Sugar and Bioenergy		Fertilizer		Total
Sales from other arrangements	$	6,717	$	459	$	15	$	205	$	—	$	7,396
Sales from contracts with customers	202		1,780		411		80		69		2,542
Net sales to external customers	$	6,919	$	2,239	$	426	$	285	$	69	$	9,938

21. SUBSEQUENT EVENTS

Business Dispositions

On April 21, 2020, the Company issued a press release announcing that it has entered into an agreement to sell a portfolio of interior grain elevators located in the United States to Zen-Noh Grain Corporation in exchange for cash proceeds of $300 million, subject to customary closing adjustments. The completion of the sale is subject to customary closing conditions, including regulatory approval and is expected to close either in the last quarter of 2020 or first quarter of 2021.

Investments in Affiliates

Results associated with the Company’s 50% interest in its equity method investee, BP Bunge Bioenergia, which comprises the majority of its Sugar and Bioenergy segment, are reported on a one-month lag. As such, included in Other income (expense) - net for the three months ended March 31, 2020 is the Company’s share of losses from the investee for the three months ended February 29, 2020. Such losses were impacted by foreign exchange losses on the remeasurement of US dollar denominated debt into Brazilian real, the functional currency of the investee.

Subsequent to February 29, 2020, through the date of issuance of the Company’s financial statements, the Brazilian real has continued to depreciate versus the U.S. dollar. As such, the Company believes that additional foreign exchange losses in relation to its investment in BP Bunge Bioenergia may be material to the Company’s financial statements for the three and six months ended June 30, 2020.

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 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. The following important factors, among others, could ~~affect our business and financial performance,~~cause actual results to differ from these forward-looking statements: industry conditions, including fluctuations in supply, demand and prices for agricultural commodities and other raw materials and products used in our business, fluctuations in energy and freight ~~costs and~~costs; competitive developments in our industries; the effects of weather conditions and the outbreak of crop and animal disease on our business; global and regional economic, agricultural, ~~economic,~~ financial and commodities market, political, social and health conditions; the impacts of pandemic outbreaks, including COVID-19; the outcome of pending regulatory and legal proceedings; our ability to complete, integrate and benefit from acquisitions, dispositions, joint ventures and strategic alliances; our ability to achieve the efficiencies, savings and other benefits anticipated from our cost reduction, margin improvement, operational excellence and other business optimization initiatives; changes in government policies, laws and regulations affecting our business, including agricultural and trade policies and environmental, tax ~~regulations~~ and biofuels ~~legislation;~~regulation; our capital allocation plans, funding needs and financing sources; changes in foreign exchange policy or rates; the outcome of our portfolio rationalization initiatives; the effectiveness of our risk management strategies; our ability to attract and retain executive management and key personnel; operational risks, including industrial accidents, natural disasters and cybersecurity incidents; 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, ~~2016,~~2019, filed with the SEC on February ~~28, 2017,~~21, 2020, and “Part II — Item 1A. Risk Factors” in this Quarterly Report on Form 10-Q for a more detailed discussion of these factors.


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

~~Third~~First Quarter ~~2017~~2020 Overview

You should refer to “Item 7.7, Management’s Discussion and Analysis of Financial Condition and Results of Operations - Factors Affecting Operating ~~Results~~Results" in our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2019 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, ~~2016~~2019 and to “Item 4, Controls and Procedures” in this Quarterly Report on Form 10-Q for the period ended ~~September 30, 2017~~March 31, 2020 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’s management believes total ~~segment~~Segment EBIT is a useful measure of operating profitability, since the measure allows for an evaluation of the performance of its segments without regard to its financing methods or capital structure. In addition, EBIT is a financial measure that is widely used by analysts and investors in Bunge’s industry. Total Segment EBIT is a non-U.S. GAAP financial measure and is not intended to replace ~~net~~Net income (loss) attributable to Bunge, the most directly comparable U.S. GAAP financial measure. Further, ~~Total~~total Segment EBIT excludes EBIT attributable to noncontrolling interests and is not a measure of consolidated operating results under ~~U.S.GAAP~~U.S. GAAP and should not be considered as an alternative to ~~net~~Net income (loss) or any other measure of consolidated operating results under U.S. GAAP. See the reconciliation of ~~Total~~total Segment EBIT to ~~net~~Net income (loss) attributable to Bunge below.

~~Segment Overview~~

~~Agribusiness~~ - EBIT for the third quarter of 2017 was $103 million compared to $83 million in the third quarter of 2016. The increase was primarily driven by improvements in our South American grain origination operations, contributions from our Financial Services Group and effective risk management in our soybean processing operations that more than offset lower crush margins.

~~Edible oil products~~ -~~EBIT for the third quarter of 2017 was $34 million compared to $34 million in the third quarter of 2016.Increases to gross profit from acquisitions in Europe and Argentina and increased volumes in Asia were offset by charges related to our Global Competitiveness Program (“GCP”).~~

~~Milling products~~ - EBIT for the third quarter of 2017 was $23 million compared to $52 million in the third quarter of 2016. Lower gross profit was driven by continued weak economic conditions and lower demand for wheat products in Brazil and Mexico. Additionally, the third quarter of 2016 included a recovery of $14 million in Brazilian import taxes related to prior years.

~~Sugar and Bioenergy~~ - EBIT for the third quarter of 2017 was $10 million compared to $35 million in the third quarter of 2016. Our sugarcane milling, trading and merchandising operations were impacted by lower sugar and ethanol prices, lower sales volumes and decreased trading and risk management results compared to the third quarter 2016.

~~Fertilizer -~~ ~~EBIT for the third quarter of 2017 was $5 million compared to $9 million in the third quarter of 2016.A decrease in gross profit from lower margins in Argentina was partially offset by decreases in SG&A expenses compared to the third quarter of 2016.~~

~~Segment Results~~

Three Months Ended ~~September 30, 2017~~March 31, 2020 Compared to Three Months Ended ~~September 30, 2016~~March 31, 2019

Net Income (Loss) Attributable to Bunge - For the quarter ended ~~September 30, 2017,~~March 31, 2020, net income attributable to Bunge decreased by ~~$26~~$229 million to ~~$92~~a loss of $184 million from ~~$118~~income of $45 million infor the quarter ended ~~September 30, 2016.~~March 31, 2019. This decrease resulted primarily from ~~a decrease in segment~~lower total Segment EBIT of ~~$38~~$321 million, ~~particularly~~predominantly in ~~milling products and sugar and bioenergy.~~Agribusiness, which was lower by $268 million.

Income Tax ~~Expense~~(Expense) Benefit - InIncome tax benefit related to continuing operations for the ~~quarter~~three months ended ~~September 30, 2017,~~March 31, 2020 was $55 million, and income tax expense related to continuing operations for the three months ended March 31, 2019 was ~~$29 million compared~~$38 million. The tax benefit for the three months ended March 31, 2020 is primarily due to ~~$45 million in the quarter ended September 30, 2016.~~an overall pretax loss. The effective tax rate infor the ~~third quarter was 24% compared to 26% in~~three months ended March 31, 2020 is materially consistent with the ~~third quarter~~U.S. statutory rate of ~~2016.~~21%. The ~~lower~~ effective tax rate for the three months ended March 31, 2019 was higher than the U.S. statutory rate of 21% primarily due to an unfavorable earnings mix associated with pretax losses in ~~2017~~certain jurisdictions.

Segment Overview

The Company's operations are organized, managed and classified into five reportable segments - Agribusiness, Edible Oil Products, Milling Products, Sugar and Bioenergy, and Fertilizer, which are organized based upon similar economic characteristics and are similar in the nature of their products and services offered, production processes, types and classes of customer, and distribution methods. In December 2019, the Company contributed its Brazilian sugar and bioenergy operations, comprising the majority of its Sugar and Bioenergy segment, into a joint venture with the Brazilian biofuels business of BP p.l.c. ("BP") in exchange for cash and a 50% equity interest the combined entity, BP Bunge Bioenergia (the “Joint Venture”). The Company’s reported Sugar and Bioenergy results for the first quarter of 2020 therefore include its share of the net earnings in the joint venture for the quarter, whereas the Company’s Sugar and Bioenergy results for the first quarter of 2019 reflect its 100% ownership interest in the Brazilian sugar and bioenergy operations contributed to the Joint Venture.

The Company’s remaining operations are not reportable segments, as defined by the applicable accounting standard, and are classified as Corporate and Other. Effective January 1, 2020, the Company changed its segment reporting to separately disclose Corporate and Other activities from its reporting segments, as further described in Note 20 - Segment Information. Certain reclassifications of prior period amounts within the reporting segments have been made to conform to current presentation.

Agribusiness - EBIT for the first quarter of 2020 was a loss of $127 million compared to income of $141 million in the first quarter of 2019.

In Oilseeds, lower results in soy primarily stemmed from lower structural margins as well as negative mark-to-market impacts in most regions. In softseeds, higher structural margins were more than offset by negative mark-to-market results in most regions.

In Grains, improved origination results in North America, following adverse weather conditions in the prior year, and South America, due to improved farmer selling due to depreciation of the Brazilian real were more than offset by negative mark-to-market results in ocean freight.

Edible Oil Products - EBIT for the first quarter of 2020 was $46 million compared to $59 million in the first quarter of 2019. The decrease was largely driven by unfavorable mark-to-market results on hedges of palm oil purchases in Asia. Increased North American demand prior to COVID-19, and higher European demand related to accelerated-buying in advance of COVID-19 restrictions, was partially offset by lower demand in Asia following COVID-19 restrictions earlier in the quarter.

Milling Products - EBIT for the first quarter of 2020 was $18 million compared to $22 million in the first quarter of 2019. The decrease was primarily due to ~~favorable earnings mix~~lower prices across all regions, which more than offset higher volumes in all regions except Mexico.

Sugar and Bioenergy - EBIT for the first quarter of 2020 was a loss of $50 million compared to a loss of $19 million in the first quarter of 2019. As discussed above, the current quarter result relates to our share of net income of the Joint Venture, which includes $25 million in foreign exchange losses on US dollar denominated debt of the Joint Venture due to depreciation of the Brazilian real during the quarter, whereas results for the first quarter of 2019 reflect our 100% ownership interest in the Brazilian sugar and bioenergy operations contributed to the Joint Venture in late 2019.

Fertilizer - EBIT for the first quarter of 2020 was $5 million compared to $2 million in the first quarter of 2019. The increased ~~tax-exempt income on~~results in the quarter were primarily driven by higher margins, which were partially offset by lower volumes.

Corporate and Other - EBIT for the first quarter of 2020 was a loss of $62 million compared to a loss of $54 million in the first quarter of 2019. The decrease is primarily driven by lower ~~base~~results from our captive insurance and securitization activities, partially offset by lower SG&A due to ongoing savings captured during the global competitiveness program (GCP), which concluded at the end of ~~pretax income.~~2019.

Segment Results

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


	Three Months Ended September 30,						Three Months Ended March 31,
(US$ in millions, except volumes)	2017			2016			2020		2019
Volumes (in thousands of metric tons):
Agribusiness	37,316			35,079			33,300		34,429
Edible oil products	1,945			1,762
Milling products	1,127			1,153
Edible Oil Products							2,349		2,309
Milling Products							1,148		1,105
Sugar and Bioenergy	2,696			2,304			86		816
Fertilizer	422			417			176		196

Net sales:
Agribusiness	$	7,720		$	8,063		$	6,329	$	6,919
Edible oil products	2,027			1,727
Milling products	397			430
Edible Oil Products							2,324		2,239
Milling Products							416		426
Sugar and Bioenergy	1,158			1,074			50		285
Fertilizer	121			129
Total	$	11,423		$	11,423

Cost of goods sold:
Agribusiness	$	(7,459	)	$	(7,797	)
Edible oil products	(1,902		)	(1,610		)
Milling products	(338		)	(341		)
Sugar and Bioenergy	(1,122		)	(1,007		)
Fertilizer	(112		)	(112		)
Total	$	(10,933	)	$	(10,867	)

Gross profit:
Agribusiness	$	261		$	266
Edible oil products	125			117
Milling products	59			89
Sugar and Bioenergy	36			67
Fertilizer	9			17
Total	$	490		$	556

Selling, general and administrative expenses:
Agribusiness	$	(187	)	$	(174	)
Edible oil products	(87		)	(77		)
Milling products	(33		)	(36		)
Sugar and Bioenergy	(31		)	(31		)
Fertilizer	(2		)	(6		)
Total	$	(340	)	$	(324	)


Fertilizer							54			69
Total							$	9,173		$	9,938

Cost of goods sold:
Agribusiness							$	(6,340	)	$	(6,689	)
Edible Oil Products							(2,196		)	(2,091		)
Milling Products							(370		)	(378		)
Sugar and Bioenergy							(48		)	(287		)
Fertilizer							(45		)	(64		)
Corporate and Other							—			8
Total							$	(8,999	)	$	(9,501	)

Gross profit:
Agribusiness							$	(11	)	$	230
Edible Oil Products							128			148
Milling Products							46			48
Sugar and Bioenergy							2			(2		)
Fertilizer							9			5
Corporate and Other							—			8
Total							$	174		$	437

Selling, general and administrative expenses:
Agribusiness							$	(106	)	$	(112	)
Edible Oil Products							(94		)	(83		)
Milling Products							(26		)	(26		)
Sugar and Bioenergy							(1		)	(12		)
Fertilizer							(4		)	(3		)
Corporate and Other							(64		)	(69		)
Total							$	(295	)	$	(305	)

Foreign exchange gains (losses):
Agribusiness	$	1		$	(7	)	$	(13	)	$	(9	)
Edible oil products	—			—
Milling products	—			—
Edible Oil Products							7			2
Milling Products							(1		)	2
Sugar and Bioenergy							—			(3		)
Fertilizer							—			—
Corporate and Other							1			1
Total							$	(6	)	$	(7	)

EBIT attributable to noncontrolling interests:
Agribusiness							$	2		$	2
Edible Oil Products							6			(6		)
Milling Products							—			—
Sugar and Bioenergy	1			2			—			(1		)
Fertilizer	(1		)	(1		)	—			—
Total	$	1		$	(6	)	$	8		$	(5	)

Noncontrolling interest losses (gains):
Agribusiness	$	2		$	(13	)
Edible oil products	(2		)	(2		)
Milling products	—			—
Sugar and Bioenergy	—			—
Fertilizer	(1		)	(2		)
Total	$	(1	)	$	(17	)

Other income (expense) - net:
Agribusiness	$	24		$	11
Edible oil products	(2		)	(3		)
Milling products	(1		)	(1		)
Sugar and Bioenergy	4			(4		)
Fertilizer	—			1
Total	$	25		$	4

Segment EBIT:
Agribusiness	$	103		$	83
Edible oil products	34			34
Milling products	23			52
Sugar and Bioenergy	10			35
Fertilizer	5			9
Total	$	175		$	213



Other income (expense) - net:
Agribusiness	$	1		$	29
Edible Oil Products	(1		)	(1		)
Milling Products	(1		)	(2		)
Sugar and Bioenergy	(51		)	—
Fertilizer	—			—
Corporate and Other	1			5
Total	$	(51	)	$	31

Segment EBIT:
Agribusiness	$	(127	)	$	141
Edible Oil Products	46			59
Milling Products	18			22
Sugar and Bioenergy	(50		)	(19		)
Fertilizer	5			2
Corporate and Other	(62		)	(54		)
Total	$	(170	)	$	151

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


	Three Months Ended September 30,						Three Months Ended March 31,
(US$ in millions)	2017			2016			2020			2019
Net income (loss) attributable to Bunge	$	92		$	118		$	(184	)	$	45
Interest income	(9		)	(13		)	(7		)	(7		)
Interest expense	64			73			77			75
Income tax expense (benefit)	29			45			(55		)	38
(Income) loss from discontinued operations, net of tax	—			(5		)
Noncontrolling interest's share of interest and tax	(1		)	(5		)	(1		)	—
Total Segment EBIT	$	175		$	213		$	(170	)	$	151

Agribusiness Segment - Agribusiness segment net sales decreased by 4%$590 million, or 9%, to ~~$7.7~~$6.3 billion in the ~~third~~first quarter of ~~2017,~~2020 compared to ~~$8.1~~$6.9 billion in the ~~third~~first quarter of ~~2016. An increase~~2019. The decrease was primarily in our oilseed trading and distribution business, which suffered from lower sales volumes due to COVID-19. Additionally, lower sales prices in our grain origination business, and lower volumes in ~~Brazil from larger corn~~our grain trading and ~~soybean crops was primarily offset by lower commodity prices.~~distribution businesses, contributed to the decrease.

Cost of goods sold decreased by 4%$349 million, or 5%, ~~substantially~~to $6,340 million in ~~line~~the first quarter of 2020 compared to $6,689 million in the first quarter of 2019. The decrease is associated with the decreases in net sales ~~noted above. Additionally, the third quarter was impacted by higher industrial costs and depreciation from the acquisition of~~discussed above, as well as unfavorable mark-to-market results in our oilseed processing, ~~facilities~~oilseed origination and distribution, and ocean freight businesses, offset by gains in ~~Western Europe~~our grain origination business in North America, following adverse weather conditions in the prior year, and in South America, due to improved farmer selling due to depreciation of the Brazilian real.

Gross profit decreased by $241 million, or 105%, to a loss of $11 million in the first quarter of ~~2017 compared to the third quarter~~2020, from income of ~~2016.~~

~~Despite overall increased volumes, gross profit decreased by $5~~$230 million in the third quarter of 2017, from $266 million in the third quarter of 2016. The benefits of stronger contributions from risk management and increased farmer selling in South America during the early part of the quarter only partially offset the impacts of compressed margins across our operations from excess supply and impacts to logistics costs from adverse weather conditions in our North American grain origination business.

SG&A expenses increased $13 million to $187 million in the third quarter of 2017. The increase includes impairment charges of $4 million for intangible assets related to patents for aluminum phosphate technology, one-time employee separation costs of $4 million and professional services charges of $3 million related to our GCP. The increase also included added general and administrative expenses in Europe for acquisitions made in the fourth quarter of 2016 and the first quarter of ~~2017,~~2019. The decrease was primarily due to a large unfavorable mark-to-market impact in our oilseed processing, oilseed origination and ~~was~~distribution, and ocean freight businesses, partially offset by ~~lower professional services costs.~~gains in our North and South American grain origination businesses.

SG&A expenses decreased $6 million, or 5%, to $106 million in the first quarter of 2020, from $112 million in the first quarter of 2019. The decrease was mainly due to ongoing savings captured during the GCP, which concluded at the end of 2019. Additionally, most currencies in which SG&A expenses are denominated depreciated versus the US dollar during the current quarter.

Foreign exchange results decreased $4 million, or 44%, to losses of $13 million in the ~~third~~first quarter of ~~2017 were gains of $1 million,~~2020 compared to losses of $7$9 million in the ~~third~~first quarter of ~~2016,~~2019. Foreign exchange results are primarily driven by ~~foreign~~funding non-U.S. functional currency ~~hedges, which were offset by losses on U.S. dollar-denominated loans to fund operations.~~operations with primarily US dollar denominated debt.

Other income ~~(expenses)~~(expense) - net ~~was~~decreased $28 million, or 97%, to income of ~~$24~~$1 million in the ~~third~~first quarter of ~~2017,~~2020 compared to income of ~~$11~~$29 million in the third quarter of 2016. The third quarter of 2017 included stronger contributions from our Financial Services Group offset by a $13 million impairment charge related to our Indonesian palm oil plantation affiliate. The third quarter of 2016 included income generated by certain non-consolidated investments; primarily in our transportation and logistics affiliates in Brazil and the United States.

Segment EBIT increased by $20 million to $103 million in the third quarter of 2017 from $83 million in the third quarter of 2016. Increased volumes in Brazil from larger corn and soybean crops, effective risk management in our soybean processing operations, improvements in our South American grain origination operations and contributions from our Financial Services Group more than offset impacts from lower commodity prices and crush margins and charges related to our GCP and increased general and administrative expenses from acquisitions made in Europe during the fourth quarter of 2016 and the first quarter of ~~2017.~~2019. The decrease was primarily due to lower results from our financial services operations in the current quarter, driven by global financial market declines associated with COVID-19.

Segment EBIT decreased $268 million, or 190%, to a loss of $127 million in the first quarter of 2020 from income of $141 million in the first quarter of 2019. The decrease was primarily due to lower gross profit and other income (expense) - net discussed above, partially offset by lower SG&A expenses.

Edible Oil Products Segment - Edible ~~oil products~~Oil Products segment net sales increased ~~by 17% in the third quarter of 2017~~$85 million, or 4%, to ~~$2.0 billion, compared to $1.7~~$2.3 billion in the ~~third~~first quarter of ~~2016, resulting~~2020 compared to $2.2 billion the first quarter of 2019. The increase was primarily ~~from a 10% increase~~due to higher business-to-business (B2B) volumes and prices in ~~volumes, driven by~~North America prior to COVID-19 restrictions in the ~~acquisitions of two edible oil production facilities~~region, higher business-to-consumer (B2C) demand in Europe ~~our recent acquisition~~related to accelerated-buying in advance of ~~an edible oil production facility in Argentina and increased volumes~~COVID-19 restrictions, partially offset by lower demand in Asia ~~from an~~following COVID-19 restrictions earlier ~~start of~~in the ~~Diwali holiday season.~~

quarter.

Cost of goods sold increased $105 million, or 5%, to $2.2 billion in the ~~third~~first quarter of ~~2017~~2020 compared to $2.1 billion the first quarter of 2019. The increase was due to the increased ~~18% from~~sales mentioned above, as well as unfavorable mark-to-market results on hedges of palm oil purchases in Asia, offset by lower depreciation on our Brazilian margarine assets classified as held-for-sale since the ~~same period~~fourth quarter of ~~2016, which is in line with the increase in net sales noted above, and primarily driven by the impact of the recent acquisitions and increased volumes in Asia.~~2019.

Gross profit in the ~~third~~first quarter of ~~2017 increased~~2020 decreased $20 million, or 14%, to ~~$125~~$128 million compared to ~~$117~~$148 million for the ~~third~~first quarter of ~~2016.~~2019. The ~~increase~~decrease was primarily ~~driven by higher volumes~~.due to increases cost of goods sold in excess of increased sales due to unfavorable mark-to-market results on hedges of palm oil purchases in Asia.

SG&A expenses increased by$11 million, or 13%, to ~~$87~~$94 million in the ~~third~~first quarter of ~~2017~~2020 compared ~~with $77~~to $83 million in the same period a year ~~ago. The increase~~ago, primarily ~~related~~due to ~~added general and administrative expenses~~increased bad debt expense in ~~Europe and Argentina from new acquisitions. Additionally,~~ the third quarter of 2017 included impairment charges of $2 million for intangible assets related to patents for aluminum phosphate technology and professional services charges of $1 million related to our GCP.current quarter.

Segment EBIT ~~of $34~~decreased $13 million, or 22%, to $46 million for the ~~third~~first quarter of ~~2017, was equal to the third quarter of 2016. Increases to gross profit~~2020 from ~~acquisitions in Argentina and Europe and increased volumes in Asia were offset by charges related to our GCP during the third quarter of 2017, and higher SG&A from our new acquisitions.~~

~~Milling Products Segment~~ - Milling products segment net sales were $397 million in the third quarter of 2017, 8% lower compared to $430 million for the same period a year ago, resulting primarily from a 2% decrease in volumes driven by continued weak economic conditions and lower demand for wheat products in Brazil and Mexico.

Cost of goods sold decreased by 1% to $338 million for the third quarter of 2017 from $341 million in the third quarter of 2016, primarily driven by lower commodity prices in wheat, our primary raw material. In addition, the third quarter was impacted by $1 million of severance and other employee benefit costs related to our GCP and the third quarter of 2016 included a recovery of $14 million in Brazilian import taxes paid in prior years.

~~Gross profit decreased by 34% to~~ $59 million in the ~~third~~first quarter of ~~2017, down from $89~~2019, primarily associated with lower gross profit and increased SG&A expenses mentioned above.

Milling Products Segment - Milling Products segment net sales decreased $10 million, or 2%, to $416 million in the ~~third~~first quarter of ~~2016, primarily due~~2020, compared to ~~increased competition and competitive pricing in Brazil driven by challenging macro-economic conditions, the large domestic wheat crop that reduced margins and lower volume.~~

~~SG&A expenses decreased to $33~~$426 million in the ~~third~~first quarter of 2017 from $36 million in 2016 from lower spending in Brazil and Mexico. The decrease was partially offset by impairment charges of $1 million for intangible assets related to patents for aluminum phosphate technology and professional services charges of $1 million related to our GCP.

Segment EBIT decreased to $23 million in the third quarter of 2017, from $52 million last year, primarily as a result of lower gross profit driven by continued weak economic conditions and lower demand for wheat products in Brazil. ~~The third quarter of 2016 included a recovery of $14 million in Brazilian import taxes paid in prior years.~~

~~Sugar and Bioenergy Segment -~~ Sugar and Bioenergy segment net sales increased 8% to $1.2 billion in the third quarter of 2017 compared to $1.1 billion in the same quarter last year. The increase in net sales was primarily driven by trading and merchandising sales volumes.

Cost of goods sold increased 11% in the third quarter of 2017 compared to the same period of 2016, which is in line with the increase in net sales. The third quarter of 2017 results also included $8 million of indirect tax credits and $6 million of severance and restructuring charges related to our industrial operations.

Gross profit decreased to $36 million in the third quarter of 2017 from $67 million reported in the third quarter of 2016, primarily due to lower prices and lower sales volumes in our sugar milling operations and weaker contributions from risk management opportunities in our sugar trading & merchandising operations.

SG&A expenses of $31 million in the third quarter of 2017 were flat compared to the same period of 2016, primarily due to lower amortization expense in the quarter, offset by impairment charges of $1 million for intangible assets related to patents for aluminum phosphate technology and professional services charges of $1 million related to our GCP in the third quarter of 2017.

~~Foreign exchange results in the third quarter of 2017 were $1 million compared to $2 million in the same period of 2016. These results relate primarily to foreign currency hedges.~~

Segment EBIT decreased to $10 million in the third quarter of 2017 from $35 million in the third quarter of 2016, primarily due to lower prices and lower sales volumes in our sugar milling operations and weaker contributions from risk management opportunities in our sugar trading & merchandising operations. The third quarter results were also impacted by $6 million of severance and restructuring charges related to our industrial operations, $2 million of SG&A charges related to our GCP, $3 million of losses from our renewable oils affiliate in Brazil and $8 million of indirect tax credits.

~~Fertilizer Segment~~ ~~- Fertilizer segment net sales were $121 million in the third quarter of 2017 compared to $129 million in the third quarter of 2016, with no significant change in volumes.~~

~~Cost of goods sold were $112 million in the third quarter of 2017, consistent with the third quarter of 2016.~~

~~Gross profit decreased by $8 million to $9 million in the third quarter of 2017, down from $17 million in the comparable period of 2016.~~2019. The decrease was primarily driven by lower ~~margins~~prices across all regions, which more than offset higher volumes in ~~Argentina.~~all regions except Mexico.

Cost of goods sold decreased $8 million, or 2%, to $370 million for the first quarter of 2020 compared to $378 million in the first quarter of 2019. The decrease was primarily was in line with the decrease in net sales above.

Gross profit decreased $2 million, or 4%, to $46 million in the first quarter of 2020 compared to $48 million in the first quarter of 2019. The decrease was primarily due to lower prices across all regions, which more than offset higher volumes in all regions except Mexico.

SG&A expenses of $26 million in the first quarter of 2020 were flat compared to the first quarter of 2019.

Segment EBIT decreased $4 million, or 18%, to $18 million in the first quarter of 2020 compared to $22 million in the first quarter of 2019. The decrease was primarily due to lower prices across all regions, which more than offset higher volumes in all regions except Mexico.

Sugar and Bioenergy Segment - Sugar and Bioenergy segment net sales decreased $235 million, or 82%, to $50 million in the first quarter of 2020 compared to $285 million in the first quarter of 2019. The decrease in sales was primarily due to the contribution of our Brazilian sugar and bioenergy operations, comprising the majority of our Sugar and Bioenergy segment, into a joint venture with the Brazilian biofuels business of BP in the fourth quarter of 2019.

Cost of goods sold decreased $239 million, or 83%, to $48 million in the first quarter of 2020 compared to $287 million in the first quarter of 2019. The decreased was in line with the decrease in net sales and is due to the contribution of our Brazilian sugar and bioenergy operations, comprising the majority of our Sugar and Bioenergy segment, into a joint venture with the Brazilian biofuels business of BP in the fourth quarter of 2019.

Gross profit increased $4 million, or 200%, to income of $2 million in the ~~third~~first quarter of ~~2017, compared to $6~~2020 from a loss of $2 million in the ~~comparable period~~first quarter of ~~2016,~~2019. The increase is driven by increased profits on marginal ethanol trading activities in North America.

SG&A expenses decreased by $11 million, or 92%, to $1 million in the first quarter of 2020 compared to $12 million in the first quarter of 2019. The decrease was primarily associated with the contribution of our Brazilian sugar and bioenergy operations, comprising the majority of our Sugar and Bioenergy segment, into a joint venture with the Brazilian biofuels business of BP in the fourth quarter of 2019.

Other income (expense) - net was expense of $51 million of in the first quarter of 2020 compared to zero in the first quarter of 2019. The increase in expense is due to the contribution of our Brazilian sugar and bioenergy operations, comprising the majority of our Sugar and Bioenergy segment, into a ~~reduction~~joint venture with the Brazilian biofuels business of ~~bad~~BP in the fourth quarter of 2019, for which our share of result is accounted for in Other income (expense) - net. The Joint Venture's net loss for the quarter includes $25 million in foreign exchange losses on US dollar denominated debt ~~expense.~~of the Joint Venture due to depreciation of the Brazilian real.

Segment EBIT decreased by$31 million, or 163%, to a loss of $50 million in the first quarter of 2020 compared to a loss of $19 million in the first quarter of 2019. The decrease was primarily due to the contribution of our Brazilian sugar and bioenergy operations, comprising the majority of our Sugar and Bioenergy segment, into a joint venture with the Brazilian biofuels business of BP in the fourth quarter of 2019, as discussed above.

Fertilizer Segment - Fertilizer segment net sales decreased $15 million, or 22%, to $54 million in the first quarter of 2020, compared to $69 million in the first quarter of 2019. The decrease was primarily due to lower volumes and prices in Argentina.

Cost of goods sold decreased $19 million, or 30%, to $45 million in the first quarter of 2020, from $64 million in the first quarter of 2019 due to lower purchase prices in excess of lower sales prices in Argentina and Brazil, as well as lower industrial costs associated depreciation of the Brazilian real in the current quarter.

Gross profit increased $4 million, or 80%, to $9 million in the first quarter of 2020 compared to $5 million in the ~~third~~first quarter of ~~2017 as~~2019. The increase was mainly due to lower costs of goods sold.

SG&A expenses increased $1 million, or 33%, to $4 million in the first quarter of 2020 compared to $9$3 million in the first quarter of 2019. The increase was mainly due to higher bad debt expense in the current quarter.

Segment EBIT increased $3 million, or 150%, to $5 million in the first quarter of 2020 compared to $2 million in the first quarter of 2019. The increase was primarily due to higher gross profit, partially offset by higher SG&A expenses.

Corporate and Other - EBIT decreased $8 million, or 15%, to a loss of $62 million in the first quarter of 2020 compared to a loss of $54 million in the same period a year ago. The decrease ~~in gross profit~~is primarily driven by lower results from ~~lower margins in Argentina was~~our captive insurance and securitization activities, partially offset by ~~decreases in~~lower SG&A expenses ~~compared~~due to ~~third quarter~~ongoing savings captured during the GCP, which concluded at the end of ~~2016.~~2019.

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


	Three Months Ended September 30,						Three Months Ended March 31,
(US$ in millions)	2017			2016			2020			2019
Interest income	$	9		$	13		$	7		$	7
Interest expense	(64		)	(73		)	(77		)	(75		)

Interest income ~~decreased to $9~~was $7 million ~~in the third quarter of 2017 compared to $13 million in the third quarter of 2016. Interest expense decreased primarily due to impacts from interest rate hedges.~~

~~Discontinued Operations -~~ Discontinued operations results for the third quarter of 2017 were nil, compared to income of $5 million, net of tax, in the third quarter of 2016. Results in 2017 were primarily driven by the recovery of bad debt provisions and interest received related to long-term receivables from farmers that offset ongoing administrative expenses, income taxes and foreign exchange losses.

~~Nine Months Ended September 30, 2017 Compared to Nine Months Ended September 30, 2016~~

~~Net Income (Loss) Attributable to Bunge -~~ For the nine months ended September 30, 2017, net income attributable to Bunge decreased by $254 million to $220 million from $474 million in the nine months ended September 30, 2016. This decrease resulted primarily from a decrease in segment EBIT of $359 million, particularly in agribusiness, partially offset by decreases in losses from discontinued operations and income tax expense.

~~Income Tax Expense -~~ In the nine months ended September 30, 2017, income tax (expense) / benefit was $(2) million compared to income tax expense of $(118) million in the nine months ended September 30, 2016. The effective tax rate for the nine months ended September 30, 2017, decreased to 1% compared to 19% in the nine months ended September 30, 2016. The lower tax rate in 2017 was primarily due to certain discrete items, including an income tax benefit of $32 million for a favorable resolution of income tax matters in Asia and an income tax benefit of $17 million related to a prior year tax election in South America. The 2016 year-to-date effective tax rate of 19% was driven primarily due to certain discrete items including an income tax benefit of $60 million recorded for a change in estimate resulting from a tax election for North America and an income tax benefit of $11 million recorded for income tax refund claims in Europe, partially offset by an income tax charge of $(32) million recorded for an uncertain tax position related to Asia. Excluding the effect of these discrete items noted above, our effective tax rate for the nine months ended September 30, 2017, and 2016, was 22% and 26%, respectively. The reduction in the effective tax rate from 2016, after taking into account the discrete tax items noted above, is primarily attributable to favorable earnings mix and increased tax-exempt income applied on a lower base of pretax income.

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

Nine Months Ended
September 30,
(US$ in millions, except volumes) 2017
2016
Volumes (in thousands of metric tons):

Agribusiness 108,512
101,776
Edible oil products 5,681
5,106
Milling products 3,300
3,395
Sugar and Bioenergy 6,677
6,343
Fertilizer 830
832

Net sales:

Agribusiness $ 23,837
$ 21,870
Edible oil products 5,877
4,958
Milling products 1,169
1,243
Sugar and Bioenergy 3,052
2,541
Fertilizer 254
268
Total $ 34,189
$ 30,880

Cost of goods sold:

Agribusiness $ (23,141 ) $ (20,831 )
Edible oil products (5,518 ) (4,642 )
Milling products (1,014 ) (1,031 )
Sugar and Bioenergy (2,974 ) (2,433 )
Fertilizer (237 ) (237 )
Total $ (32,884 ) $ (29,174 )

Gross profit:

Agribusiness $ 696
$ 1,039
Edible oil products 359
316
Milling products 155
212
Sugar and Bioenergy 78
108
Fertilizer 17
31
Total $ 1,305
$ 1,706

Selling, general and administrative expenses:

Agribusiness $ (585 ) $ (511 )
Edible oil products (258 ) (238 )
Milling products (103 ) (97 )
Sugar and Bioenergy (87 ) (80 )
Fertilizer (13 ) (15 )
Total $ (1,046 ) $ (941 )

Foreign exchange gains (losses):

Agribusiness $ 93
$ 13
Edible oil products 4
(2 )
Milling products (1 ) (5 )
Sugar and Bioenergy 10
5
Fertilizer 2
(2 )
Total $ 108
$ 9

Noncontrolling interest losses (gains):

Agribusiness $ (3 ) $ (13 )
Edible oil products (5 ) (5 )
Milling products —
—
Sugar and Bioenergy —
—
Fertilizer (2 ) (2 )
Total $ (10 ) $ (20 )

Other income (expense) - net:

Agribusiness (1)
$ 28
$ 5
Edible oil products (1 ) (4 )
Milling products (2 ) (3 )
Sugar and Bioenergy (1 ) (13 )
Fertilizer —
1
Total $ 24
$ (14 )

Segment EBIT:
Agribusiness $ 230
$ 533
Edible oil products 98
66
Milling products 48
107
Sugar and Bioenergy 1
21
Fertilizer 4
13
Total $ 381
$ 740

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

Nine Months Ended
September 30,
(US$ in millions) 2017 2016
Net income (loss) attributable to Bunge $ 220
$ 474
Interest income (29 ) (37 )
Interest expense 191
189
Income tax expense (benefit) 2
118
(Income) loss from discontinued operations, net of tax —
8
Noncontrolling interest's share of interest and tax (3 ) (12 )
Total Segment EBIT $ 381
$ 740

~~Agribusiness Segment -~~ Agribusiness segment net sales increased by 9% to $23.8 billion in the nine months ended September 30, 2017, compared to $21.9 billion in the nine months ended September 30, 2016. Volumes overall increased 7% compared to the nine months ended September 30, 2016. Higher crush volumes in Europe due to our new crush plant in Ukraine which started operations in the second quarter of 2016, the recent acquisition of two oilseed crushing facilities in Western Europe in the first quarter of ~~2017 and increased volumes in Brazil due to larger soybean and corn crops led to the increase in net sales~~2020 compared to ~~2016.~~

Cost of goods sold increased by 11%, aligned with the increases in net sales noted above. In addition, cost of goods sold for the nine months ended September 30, 2017, was impacted by higher industrial costs and depreciation from the recent acquisitions in Europe and an 11% appreciation of the Brazilian ~~real~~ ~~against the U.S. dollar in the nine months ended September 30, 2017 compared to 2016.~~

~~Gross profit decreased to $696~~$7 million in the ~~nine months ended September 30, 2017, from $1.0 billion in the nine months ended September 30, 2016, primarily driven~~first quarter of 2019. Interest expense increased by the combination of farmer retention and increased competition in South America which impacted margins in our grain origination, oilseed processing and trading and distribution businesses and limited contributions from risk management due$2 million, 3%, to ~~a lack of positioning opportunities.~~

~~SG&A expenses increased $74 million to $585~~$77 million in the ~~nine months ended September 30, 2017, which represented a 14% increase from the $511~~first quarter of 2020 compared to $75 million in the ~~same period last year. This increase included added general and administrative expenses in Europe related~~first quarter of 2019 due to ~~new acquisitions and~~interest payable on the settlement of an ~~11% appreciation of the Brazilian~~ ~~real~~ ~~against the U.S. dollar in the nine months ended September 30, 2016. The increase also included a $9 million credit adjustment~~arbitration matter in Brazil, $7 million of transaction related costs associated with the acquisition of two oilseed processing facilities in Europe that will not repeat, $4 million of impairment charges for intangible assets related to patents for aluminum phosphate technology, $4 million of one-time employee separation costs and $3 million of professional services charges related to our GCP.~~These increases were partially offset by cost savings and operating efficiencies in the nine months ended September 30, 2017.~~

Foreign exchange results in the nine months ended September 30, 2017 were gains of $93 million, compared to gains of $13 million in the nine months ended September 30, 2016. These results were primarily driven by gains on U.S. dollar-denominated loans to fund operations and foreign exchange gains realized due to the appreciation of the Chinese ~~renminbi~~ ~~in our oilseed processing business in Asia.~~

Other income (expenses) - net was income of $28 million in the nine months ended September 30, 2017, compared to gains of $5 million in the nine months ended September 30, 2016. Results for the nine months ended September 30, 2017 included income earned in our Financial Services Group, offset by a $13 million impairment of our palm oil plantation affiliate in Indonesia. Results for the nine months ended September 30, 2016 included an impairment charge of $12 million on intangible assets related to certain patents of intellectual property.

Segment EBIT decreased by $303 million to $230 million in the nine months ended September 30, 2017 from $533 million in the nine months ended September 30, 2016. This decrease was primarily driven by slow farmer selling in South America, which impacted margins in our grain origination, oilseed processing and trading distribution businesses, and lower contribution from risk management activities in the nine months ended September 30, 2017. Also contributing to lower EBIT, were the impact on costs from the appreciation of the Brazilian ~~real~~ ~~against the U.S. dollar~~ as compared to the nine months ended September 30, 2016, transaction costs related to the acquisition of two oilseed crushing facilities in Western Europe and the increase of general and administrative expenses for recent acquisitions and certain charges related to our GCP. These were partially offset by foreign exchange gains in our edible oil production businesses in Europe and Asia compared to 2016.

~~Edible Oil Products Segment -~~ Edible oil products segment net sales increased by 19% in the nine months ended September 30, 2017 to $5.9 billion, compared to $5.0 billion in the nine months ended September 30, 2016, resulting primarily from an 11% increase in volumes, driven by our acquisitions of two edible oil production facilities in Europe, recent acquisition of an edible oil production facility in Argentina and increased volumes in Asia.

Cost of goods sold in the nine months ended September 30, 2017 increased 19% from the same period of 2016, which is in line with the increase in net sales noted above, and primarily driven by the impact of the recent acquisitions in Europe and Argentina compared to the nine months ended September 30, 2016.

Gross profit in the nine months ended September 30, 2017 increased to $359 million compared to $316 million for the nine months ended September 30, 2016. The increase was primarily driven by stronger volumes and margins in Brazil and increases in Europe and Argentina from our recent acquisitions, offset in part by lower refining and packaging margins in the U.S. due to increased competition.

SG&A expenses increased by 8% to $258 million in the nine months ended September 30, 2017 compared with $238 million in the same period a year ago. The increase includes impairment charges of $2 million for intangible assets related to patents for aluminum phosphate technology and professional services charges of $1 million related to our GCP and acquisition related costs and increased general and administrative expenses associated with our recent acquisitions.

Foreign exchange results in the nine months ended September 30, 2017 were income of $4 million, compared to losses of $2 million in 2016 related to foreign exchange gains on debt and derivative instruments and hedges.

Segment EBIT increased to $98 million for the nine months ended September 30, 2017, up from $66 million in the nine months ended September 30, 2016, primarily from higher margins and volumes in our Brazil business and increased volumes with acquisitions in Argentina and Europe. The increases were partially offset by the one-time charges related to our GCP.

~~Milling Products Segment~~ - Milling products segment net sales were $1.2 billion in the nine months ended September 30, 2017, compared to $1.2 billion from the same period a year ago resulting primarily from a 3% decrease in volumes driven by weak macro-economic conditions and pressure from the record wheat crop in Brazil, which increased local competition, and softer demand for flour in Mexico compared to the nine months ended September 30, 2016.

Cost of goods sold decreased by 2% to $1,014 million for the nine months ended September 30, 2017 from $1,031 million in the nine months ended September 30, 2016, primarily due to lower volumes in Brazil. The nine months ended September 30, 2017, was impacted by $1 million of severance and other employee benefit costs related to our GCP and the nine months ended September 30, 2016, included a recovery of $14 million in Brazilian import taxes paid in prior years.

Gross profit decreased by 27% to $155 million in the nine months ended of 2017, down from $212 million in the nine months ended September 30, 2016, primarily due to increased competition and competitive pricing in Brazil that reduced margins and lower volume and unfavorable product mix in Mexico.

~~SG&A expenses increased to $103 million in the nine months ended September 30, 2017 from $97 million, primarily due to the 11% appreciation of the Brazilian~~ ~~real~~ ~~against the U.S. dollar compared to the nine months ended~~

~~September 30, 2016, $1 million of impairment charges for intangible assets and $1 million of professional services charges related to our GCP.~~

~~Segment EBIT decreased to $48 million in the nine months ended September 30, 2017, from $107 million last year~~well as a result of lower gross profit driven by continued weak economic conditions and lower demand for wheat products in Brazil and Mexico. In addition, the nine months ended September 30, 2016 included a recovery of $14 million in Brazilian import taxes paid in prior years.

~~Sugar and Bioenergy Segment -~~ Sugar and Bioenergy segment net sales increased to $3.1 billion in the nine months ended September 30, 2017 compared to $2.5 billion in the same period last year. The 20% increase in sales was primarily driven by higher sugar sales volumes and an 11% appreciation of the Brazilian ~~real~~ ~~against the U.S. dollar which positively impacted domestic sales of sugar and ethanol in Brazil when converted into U.S. dollar.~~

Cost of goods sold increased 22% in the nine months ended September 30, 2017 compared to the same period September 30, 2016, primarily due to higher sales volumes and the appreciation of the Brazilian ~~real~~ compared to the U.S. dollar. Results for the nine months ended September 30, 2017 also included $15 million of severance and restructuring charges related to our industrial operations and $8 million of indirect tax credits.

Gross profit decreased to $78 million in the nine months ended September 30, 2017 from the $108 million reported in the nine months ended September 30, 2016. Higher sales volumes and $8 million related to indirect tax credits were offset by lower margins in our sugar trading and merchandising business and $15 million in severance and restructuring charges. Results and related development costs associated with our renewable oils affiliate in Brazil were a loss of $15 million for the nine months ended September 30, 2017.

SG&A expenses increased by 9% to $87 million in the nine months ended September 30, 2017 from $80 million in the comparable period September 30, 2016, primarily due to the 11% appreciation of the Brazilian ~~real~~ ~~and by impairment charges of $1 million for intangible assets related to patents for aluminum phosphate technology and professional services charges of $1 million related to our GCP.~~

~~Foreign exchange results in the nine months ended September 30, 2017 were $10 million compared to $5 million in the same period September 30, 2016. These results relate primarily to gains on~~ foreign currency ~~hedges.~~

~~Segment EBIT decreased to $1 million~~borrowings in ~~the nine months ended September 30, 2017 from $21 million in the nine months ended September 30, 2016, as~~certain locations with higher sugar sales volumes along with foreign exchange gains and indirect tax credits were offset by lower margins in our sugar trading and merchandising business, $16 million in severance and restructuring charges and $1 million of impairment charges related to our GCP.

~~Fertilizer Segment~~ - Fertilizer segment net sales decreased 5% to $254 million in the nine months ended September 30, 2017, compared to $268 million in the nine months ended September 30, 2016, primarily due to lower export volumes and lower prices in Argentina compared to nine months ended 2016.

~~Cost of goods sold for the nine months ended September 30, 2017 were $237 million, unchanged compared to the nine months ended September 30, 2016.~~

Gross profit decreased by $14 million to $17 million in the nine months ended September 30, 2017, from $31 million in the comparable period September 30, 2016. The decrease was primarily driven by lower volumes and lower margins in Argentina from higher raw material costs.

Segment EBIT decreased by $9 million to $4 million in the nine months ended September 30, 2017 from $13 million in the same period a year ago, primarily driven by lower volumes and margins in 2017 when compared to the nine months ended September 30, 2016.

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

Nine Months Ended
September 30,
(US$ in millions) 2017 2016
Interest income $ 29
$ 37
Interest expense (191 ) (189 )

~~Interest income decreased $8 million between 2017 and 2016. Interest expense remained relatively unchanged compared to nine months of 2016.~~

~~Discontinued Operations -~~ ~~Discontinued operations results for the nine months ended September 30, 2017 were nil, compared to a loss of $8 million, net of tax, in the same period as 2016.~~

Results improved in 2017 primarily driven by the recovery of bad debt provisions related to long-term receivables from farmers that offset ongoing administrative expenses and lower foreign exchange losses compared to the same period in 2016.rates.

Liquidity and Capital Resources

Liquidity

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

Our current ratio, which is a widely used measure of liquidity and is defined as current assets divided by current liabilities, was ~~1.60~~1.38 and ~~1.44~~1.55 at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.

Cash and Cash Equivalents - Cash and cash equivalents were ~~$389~~$193 million and ~~$934~~$320 million at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively. 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.

Readily Marketable Inventories (“RMI”) - RMI are agricultural commodity inventories such as soybeans, soybean meal, soybean oil, corn, ~~wheat~~ and ~~sugar~~wheat that are readily convertible to cash because of their commodity characteristics, widely available markets and international pricing mechanisms. Total RMI ~~in our Agribusiness segment are~~ reported at fair value ~~and~~ were ~~$4,398~~$4,279 million and ~~$3,593~~$3,934 million at ~~September 30, 2017~~March 31, 2020 and December 31, 2016, respectively. Of these amounts $3,351 million and $2,523 million were attributable to merchandising activities at September 30, 2017 and December 31, 2016, respectively. RMI at fair value in the aggregate amount of $109 million and $123 million at September 30, 2017 and December 31, 2016,2019, respectively were included in our Edible Oil Products segment inventories. RMI at fair value in the Sugar and Bioenergy segment were $195 million and $139 million at September 30, 2017 and December 31, 2016, respectively. Of these amounts, $189 million and $139 million at September 30, 2017 and December 31, 2016, respectively, can be attributed (see Note 7 - Inventories, to our ~~merchandising business.~~condensed consolidated financial statements).

Financing Arrangements and Outstanding Indebtedness - We conduct most of our financing activities through a centralized financing structure that provides the company efficient access to debt and capital markets. This structure includes a master trust, the primary assets of which consist of intercompany loans made to Bunge Limited and its subsidiaries. Certain of Bunge Limited’s 100% owned finance subsidiaries, Bunge 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, 2017,~~March 31, 2020, we had approximately ~~$5,015~~$4,315 million of aggregate committed borrowing capacity under our commercial paper program and various revolving bilateral and syndicated credit facilities, all of which ~~$4,740~~

~~million~~ was unused and available. The following table summarizes these facilities as of the periods presented:


(US$ in millions)		Total Committed Capacity		Borrowings Outstanding					Total Committed Capacity		Borrowings Outstanding
Commercial Paper Program and Revolving Credit Facilities	Maturities	September 30, 2017		September 30, 2017		December 31, 2016		Maturities	March 31, 2020		March 31, 2020		December 31, 2019
Commercial paper	2019	$	600	$	—	$	—	2023	$	600	$	—	$	—
Long-term revolving credit facilities ⁽¹⁾	2018 - 2022	4,415		275		—		2022 - 2023	$	3,715	—		—
Total		$	5,015	$	275	$	—		$	4,315	$	—	$	—

⁽¹⁾

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

~~On September 6, 2017, we entered into an amendment agreement to~~We had no borrowings outstanding at March 31, 2020 under our unsecured ~~$865~~$1,100 million ~~Amended and Restated Credit Agreement, dated as~~five-year syndicated revolving credit agreement (the "Credit Agreement") with certain lenders party thereto maturing December 14, 2023. We have the option to request an extension of ~~June 17, 2014 (the “Credit Agreement”). The amendment agreement extends~~ the maturity date of the Credit Agreement for two additional one-year periods, subject to ~~September 6, 2022. The amendment agreement also lowers~~ the ~~range~~consent of ~~margin applicable to our borrowings under~~ the ~~Credit Agreement.~~lenders. Borrowings under the Credit Agreement will bear interest at LIBOR plus a margin, which will vary from 1.00% to ~~1.75% per annum,~~1.625%, based on the credit ratings of our senior long-term unsecured ~~debt.~~debt ("Rating Level"). Amounts under the Credit Agreement that remain undrawn are subject to a commitment fee ~~payable quarterly based on the average undrawn portion of the Credit Agreement~~ at rates ranging from ~~0.125%~~0.09% to ~~0.275%~~0.225%, varying based on the ~~credit ratings~~Rating Level. We may, from time to time, request one or more of ~~our senior long-term unsecured debt. We had $75 million of borrowings outstanding September 30, 2017~~the existing lenders or new lenders to increase the total commitments under the Credit ~~Agreement.~~Agreement by up to $200 million pursuant to an accordion provision.

We had no borrowings outstanding at ~~September 30, 2017~~March 31, 2020 under our ~~three-year~~$1,750 million unsecured ~~bilateral~~syndicated revolving credit ~~facilities~~facility with certain lenders party thereto maturing December 12, 2022 (the ~~“Facilities”~~‘‘$1.75 Billion 2022 Facility’’) ~~totaling $700 million, which are maturing at various dates in June and September, 2019.~~. Borrowings under ~~these Facilities~~

the $1.75 Billion 2022 Facility bear interest at LIBOR plus a margin, which will vary from ~~0.65%~~0.30% to ~~1.40%~~1.30% per annum, based on the credit ratings of our senior long-term unsecured debt. ~~Amounts under the Facilities that remain undrawn are~~The applicable margin is also subject to ~~a commitment fee payable at a rate ranging from 0.20%~~certain premiums or discounts tied to ~~0.25%.~~

~~We had $200 million of borrowings outstanding at September 30, 2017 under our $1,750 million unsecured syndicated revolving credit facility (the ‘‘Facility’’) with~~criteria determined by certain lenders party thereto maturing August 10, 2018. Borrowings under the Facility bear interest at LIBOR plus a margin, which will vary from 0.35% to 1.35% per annum, based on the credit ratings of our senior long-term unsecured debt.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. Amounts under the $1.75 Billion 2022 Facility that remain undrawn are subject to a commitment fee payable quarterly in arrears at a rate of 35% of the margin specified above, which varies based on the rating level at each quarterly payment date. 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, 2017~~March 31, 2020 under our ~~$1,100~~unsecured $865 million ~~five-year unsecured syndicated~~ revolving credit ~~agreement~~facility, maturing September 6, 2022 (the ~~‘‘Credit Agreement’’~~"$865 Million 2022 Facility") ~~with certain lenders party thereto, maturing November 20, 2019.~~. Borrowings under the ~~Credit Agreement~~$865 Million 2022 Facility bear interest at LIBOR plus a margin, which will vary from 1.00% to 1.75% per annum, based on the credit ratings of our senior long-term unsecured ~~debt (‘‘Rating Level’’).~~debt. Amounts under the ~~Credit Agreement~~$865 Million 2022 Facility that remain undrawn are subject to a commitment fee ~~ranging from 0.10% to 0.25%, varying~~payable quarterly based on the ~~Rating Level.~~average undrawn portion of the $865 Million 2022 Facility at rates ranging from 0.125% to 0.275%, based on the credit ratings of our senior long-term unsecured debt.

Our commercial paper program is supported by committed back-up bank credit lines (the ‘‘Liquidity Facility’’) equal to the amount of the commercial paper program provided by lending institutions that are required to be rated at least A-1 by Standard & Poor’s and P-1 by Moody’s Investor Services. The cost of borrowing under the Liquidity Facility would typically be higher than the cost of issuance under our commercial paper program. At ~~September 30, 2017,~~March 31, 2020, no borrowings were outstanding under the commercial paper program and no borrowings were outstanding under the Liquidity Facility. The Liquidity Facility is our only revolving credit facility that requires lenders to maintain minimum credit ratings.

In addition to committed credit facilities, from time to time, ~~we,~~ through our financing subsidiaries, we enter into bilateral short-term credit lines as necessary based on our financing requirements. At ~~September 30, 2017~~March 31, 2020 there were ~~$395 million of~~no borrowings outstanding under these bilateral short-term credit ~~lines.~~lines.

Short and long-term debt - Our short and long-term debt increased by ~~$1,290~~$4 million, or 0.1%, to $4,998 million at ~~September 30, 2017~~March 31, 2020 from $4,994 million at December 31, ~~2016,~~2019, primarily due to the funding of working capital ~~financing~~ requirements. For the ~~nine month period~~three months ended ~~September 30, 2017,~~March 31, 2020, our average short and long-term debt outstanding was approximately ~~$5,438~~$4,975 million compared to approximately ~~$5,183~~$6,007 million for the ~~nine~~three months ended at ~~September 30, 2016.~~March 31, 2019. Our long-term debt balance was ~~$4,533~~$4,262 million at ~~September 30, 2017~~March 31, 2020 compared to ~~$4,007~~$4,223 million at December 31, ~~2016.~~2019, an increase of $39 million, or 0.9%. The following table summarizes our short-term debt at ~~September 30, 2017.~~March 31, 2020.

(US$ in millions) Outstanding
Balance at
Quarter End Weighted
Average
Interest
Rate at
Quarter End (1) Highest
Balance
Outstanding
During
Quarter (1) Average
Balance
During Quarter (1) Weighted
Average
Interest
Rate
During
Quarter (1)
Bank borrowings $ 1,021
3.59 % $ 1,450
$ 1,298
3.06 %
Commercial paper —
—
595
273
1.42 %
Total $ 1,021
3.59 % $ 2,045
$ 1,571
2.78 %



(US$ in millions)	Outstanding Balance at March 31, 2020		Weighted Average Interest Rate at March 31, 2020		Highest Balance Outstanding During Quarter Ended March 31, 2020		Average Balance During Quarter Ended March 31, 2020		Weighted Average Interest Rate During Quarter Ended March 30, 2020
Bank borrowings⁽¹⁾	$	736	14.30	%	$	771	$	733	12.48	%
Commercial paper	—		—	%	—		—		—	%
Total	$	736			$	771	$	733


(1)	Includes ~~$179~~$402 million of local currency bank borrowings in certain Central and Eastern European, South American, ~~African~~ and Asia Pacific countries at a weighted average interest rate of ~~11.60%~~24.21% as of ~~September 30, 2017.~~March 31, 2020.

In connection with Bunge entering into a definitive agreement to acquire a 70% ownership interest in IOI Loders Croklaan from IOI Corporation Berhad (the “Loders Acquisition”), on September 12, 2017, we entered into an unsecured $900 million term loan agreement. Following the completion of the offering of senior notes described below, effective as of September 25, 2017, we terminated the loan agreement. No funds had been drawn under the loan agreement as of the date of termination.

On September 25, 2017, we completed the sale and issuance of $400 million aggregate principal amount of 3.00% unsecured senior notes due September 25, 2022 and $600 million aggregate principal amount of 3.75% unsecured senior notes due September 25, 2027. The senior notes are fully and unconditionally guaranteed by Bunge Limited. The offering was made pursuant to a registration statement filed with the U.S. Securities and Exchange Commission. Interest on the senior notes is payable semi-annually in arrears in March and September of each year, commencing on March 25, 2018. The net proceeds of the offering were approximately $989 million after deducting underwriting commissions and offering expenses. We intend to use the net proceeds from this offering to fund the purchase price for the Loders Acquisition. Pending the closing of the Loders Acquisition, the net proceeds from the offering were used to repay outstanding indebtedness of Bunge.

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


(US$ in millions)	September 30, 2017			December 31, 2016			March 31, 2020			December 31, 2019
Short-term debt:⁽¹⁾
Short-term debt ⁽²⁾	$	1,021		$	257		$	736		$	771
Current portion of long-term debt	287			938			509			507
Total short-term debt	1,308			1,195			1,245			1,278

Long-term debt ^(3):

Revolving credit facilities expiry 2018	200			—
Term loan due 2019 - three-month Yen LIBOR plus 0.75% (Tranche A)	253			243
Term loan due 2019 - fixed Yen interest rate of 0.96% (Tranche B)	53			51
Term loan due 2019 - three-month LIBOR plus 1.30% (Tranche C)	85			85
Revolving credit facility expiry 2022 ⁽⁴⁾	75			—
5.90% Senior Notes due 2017	—			250
3.20% Senior Notes due 2017	—			600
8.50% Senior Notes due 2019	600			600
Term loan due 2024 - three-month Yen LIBOR plus 0.75% (Tranche A)							283			281
Term loan due 2024 - three-month LIBOR plus 1.30% (Tranche B)							89			89
3.50% Senior Notes due 2020	497			497			499			499
3.00% Senior Notes due 2022	397			—			398			398
1.85% Senior Notes due 2023 - Euro	945			843			876			899
4.35% Senior Notes due 2024							596			596
3.25% Senior Notes due 2026	694			694			696			696
3.75% Senior Notes due 2027	594			—			595			595
Other	140			144			230			170
Subtotal	4,533			4,007			4,262			4,223
Less: Current portion of long-term debt	(287		)	(938		)	(509		)	(507		)
Total long-term debt	4,246			3,069			3,753			3,716
Total debt	$	5,554		$	4,264		$	4,998		$	4,994


⁽¹⁾	Includes secured debt of $7$1 million and $7$1 million at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.


⁽²⁾	Includes ~~$179~~$402 million and ~~$148~~$348 million of local currency bank borrowings in certain Central and Eastern European, South American ~~African~~ and Asia-Pacific countries at a weighted average interest rate of ~~11.60%~~24.21% and ~~13.63%~~27.16% as of ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.


⁽³⁾	Includes secured debt of ~~$35~~$11 million and ~~$34~~$15 million at ~~September 30, 2017~~March 31, 2020 and December 31, ~~2016,~~2019, respectively.

⁽⁴⁾On September 6, 2017, Bunge entered into an amendment agreement to its unsecured $865 million Amended and Restated Credit Agreement, dated as of June 17, 2014, which extends the maturity date to September 6, 2022.

Credit Ratings— Bunge’s debt ratings and outlook by major credit rating agencies at ~~September 30, 2017~~March 31, 2020 was as follows:



	Short-term Debt (1)	Long-term Debt	Outlook
Standard & Poor’s	A-1	BBB	~~Stable~~Negative
Moody’s	P-1	~~Baa2~~Baa3	~~Negative~~Stable
Fitch	F1	~~BBB~~BBB-	Stable


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

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

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, 2017.~~March 31, 2020.

Trade Receivable Securitization Program - ~~Bunge and certain of its subsidiaries~~We participate in ~~$700~~an $800 million trade ~~receivables~~receivable securitization program (the "Program"), which provides us with an additional source of liquidity. The Program terminates on May 26, ~~2021. However,~~2021, however, each committed ~~purchaser’s~~purchaser's commitment to fund trade receivables sold under the Program will terminate on May 26, ~~2019~~2020 unless extended in accordance with the terms of the receivables transfer agreement.

Equity

Total equity is set forth in the following table:


(US$ in millions)	September 30, 2017			December 31, 2016			March 31, 2020			December 31, 2019
Equity:
Convertible perpetual preference shares	$	690		$	690		$	690		$	690
Common shares	1			1			1			1
Additional paid-in capital	5,223			5,143			5,344			5,329
Retained earnings	8,214			8,208			6,158			6,437
Accumulated other comprehensive income	(5,662		)	(5,978		)
Treasury shares, at cost - 2017 and 2016 - 12,882,313 shares, respectively	(920		)	(920		)
Accumulated other comprehensive income (loss)							(6,411		)	(5,624		)
Treasury shares, at cost - 2020 and 2019 - 12,882,313 shares							(920		)	(920		)
Total Bunge shareholders’ equity	7,546			7,144			4,862			5,913
Noncontrolling interest	204			199			110			117
Total equity	$	7,750		$	7,343		$	4,972		$	6,030

Total Bunge shareholders’ equity was ~~$7,546~~$4,862 million at ~~September 30, 2017~~March 31, 2020 compared to ~~$7,144~~$5,913 million at December 31, ~~2016.~~2019. The ~~increase in shareholders’ equity~~decrease during the three months ended March 31, 2020 was primarily due to ~~cumulative translation gains~~$184 million of ~~$445 million and $220 million~~ net ~~income~~loss attributable to Bunge, ~~for the nine months ended September 30, 2017. These increases were partially offset by~~$787 million translation losses and $71 million and $8 million of declared dividends to common and preferred shareholders, ~~of $189 million and $25 million,~~ respectively.

Noncontrolling interest ~~increased~~decreased to ~~$204~~$110 million at ~~September 30, 2017~~March 31, 2020 from ~~$199~~$117 million at December 31, ~~2016,~~2019. The decrease during the three months ended March 31, 2020 was primarily due to ~~income attributable~~translation adjustments and dividends paid to ~~our~~ noncontrolling interest ~~entities and the effect of currency translation, partially offset by dividends to noncontrolling interests.~~entities.

As of ~~September 30, 2017,~~March 31, 2020, we had ~~6,899,700~~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 ~~1.1640~~1.2300 Bunge Limited common shares, based on the conversion price of ~~$85.91~~$81.2982 per share, subject to certain additional anti-dilution adjustments (which represents ~~8,031,251~~8,486,610 Bunge Limited common shares at ~~September 30, 2017)~~March 31, 2020). At any time, if the closing price of our common shares equals or exceeds 130% of the conversion price for 20 trading days during any consecutive 30 trading days (including the last trading day of such period), we may elect to cause the convertible perpetual preference shares to be automatically converted into Bunge Limited common shares at the then-prevailing conversion price. The convertible perpetual preference shares are not redeemable by us at any time.

Cash Flows

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

For the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2020, our cash and cash equivalents and restricted cash decreased by ~~$545~~$127 million, ~~reflecting the net effect~~compared to an increase of ~~cash flows from operating, investing and financing activities. This compares to a decrease of $114~~$76 million in cash and cash equivalents and restricted cash for the ~~nine~~three months ended ~~September 30, 2016.~~

March 31, 2019.

Cash used for operating activities was ~~$302~~$439 million for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 compared to ~~cash provided by operating activities of $635~~$402 million for the ~~nine~~three months ended ~~September 30, 2016.~~March 31, 2019. Net cash ~~outflows~~used for operating activities was ~~lower~~higher for the ~~nine~~three months ended ~~September 30, 2017, principally~~March 31, 2020, due to ~~increased~~the net loss incurred during the the period, partially offset by lower working capital ~~and lower net income, including adjustments for non-cash items,~~requirements compared to the ~~nine~~three months ended ~~September 30, 2016.~~March 31, 2019.

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. 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. The financial statements of our subsidiaries are calculated in the functional currency, and when the local currency is the functional currency, translated into U.S. dollar. U.S. dollar-denominated loans are remeasured into their respective functional currencies at exchange rates at the applicable balance sheet date. Also, certain of our U.S. dollar functional operating subsidiaries outside the U.S. are partially funded with local currency borrowings, while the currency risk is hedged with local currency denominated assets. Local currency loans in U.S. dollar functional currency subsidiaries outside the U.S. are remeasured into U.S. ~~dollar~~dollars at the exchange rate aton 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~~three months ended ~~September 30, 2017 and 2016,~~March 31, 2020, we recorded a foreign ~~exchange loss~~currency gain on our debt of ~~$28~~$86 million and, and for three months ended March 31, 2019, we recorded a foreign currency loss on our debt of ~~$115~~$37 million, ~~respectively,~~ which were included as adjustments to reconcile net income to cash used for operating activities in the line item “Foreign exchange ~~(gain)~~(gains) loss on net debt” in our condensed consolidated statements of cash flows. This adjustment is required ~~because the cash flow impacts of~~as these ~~gains or~~ losses are non-cash items ~~and will represent~~that arise from financing activities ~~when the subsidiary repays the underlying debt~~ and therefore will have no impact on cash flows from operations.

Cash provided by investing activities was $394 million in the three months ended March 31, 2020 compared to cash used for investing activities ~~was $1,234~~of $41 million in the ~~nine~~three months ended ~~September 30, 2017 compared to $667 million in~~March 31, 2019. For the ~~nine~~three months ended ~~September 30, 2016. For the nine months ended September 30, 2017,~~March 31, 2020, cash provided by investing activities was primarily associated with proceeds of $423 million from beneficial interests in securitized trade receivables. In addition, payments were made for ~~capital expenditures~~investments of ~~$485~~$104 million, primarily related to ~~upgrade~~deposits in South America and ~~expansion~~promissory notes related to financial services, which were partially offset by proceeds from such investments of an export terminal in the U.S., replanting of sugarcane for our industrial sugar business, the expansion of one crushing facility in Brazil and upgrade of our crush facility in Italy. In addition, we acquired two oilseed processing plants in the Netherlands and France for $318 million, and an olive oil and seed oil producer in Turkey for $23 million, net of cash acquired. For the nine months ended September 30, 2016,$80 million. We also made payments ~~made~~ for capital expenditures ~~were $488~~of $55 million related to capital projects at various facilities, which decreased from capital expenditures of $119 million for the three months ended March 31, 2019 due to the 2019 formation of BP Bunge Bioenergia, as 2019 payments primarily related to ~~upgrade and expansion of an export terminal in the U.S.,~~ replanting of sugarcane for our industrial sugar business in Brazil, ~~and continued construction~~as well as other capital projects at various facilities. In addition, payments were made for investments of ~~a wheat milling facility~~$193 million, primarily related to deposits in ~~Brazil. We also had~~South America related to financial services, which were partially offset by proceeds from such investments of $37 million. Additionally, cash outflows of $51 million occurred in the three months ended March 31, 2019, primarily due to the settlement of Brazilian real denominated net investment ~~hedges~~hedges. These payments were offset by proceeds of ~~$210~~$275 million from beneficial interests in securitized trade receivables.

Cash used for financing activities was $84 million in the ~~nine~~three months ended ~~September 30, 2016.~~

~~Cash~~March 31, 2020 compared to cash provided by financing activities ~~was $969~~of $513 million in the ~~nine~~three months ended ~~September 30, 2017, compared to cash used for financing activities of $102 million in~~March 31, 2019. In the ~~nine~~three months ended September 30, 2016. In the nine months ended September 30, 2017, the net increase of $1,152 million borrowings primarily reflected higher working capital needs to fund acquisitions and finance capital expenditures. In addition,March 31, 2020, we paid dividends of ~~$207~~$79 million to our common shareholders and holders of our convertible preference shares. In the ~~nine~~three months ended ~~September 30, 2016,~~March 31, 2019, the net increase of $590 million in borrowings was primarily related to the funding of working capital needs, payments for investments and to finance capital expenditures. In addition, we paid dividends of ~~$191~~$79 million to our common shareholders and holders of our convertible preference shares. ~~Further, in connection with our common share repurchase program, in 2016 we purchased 3,296,230 of our common shares at a cost of $200 million.~~

Off-Balance Sheet Arrangements

Guarantees - We have issued or were a party to the following guarantees at ~~September 30, 2017:~~March 31, 2020:


(US$ in millions)	Maximum Potential Future Payments		Maximum Potential Future Payments
Unconsolidated affiliates financing⁽¹⁾⁽²⁾	$	169
Unconsolidated affiliates guarantee⁽¹⁾⁽²⁾			$	276
Residual value guarantee⁽³⁾	227		263
Total	$	396	$	539

⁽¹⁾

We have issued financial and performance guarantees to certain financial institutions related to debt of certain of our unconsolidated affiliates. The terms of the guarantees are equal to the terms of the related financings which have maturity dates ~~in 2017~~ through ~~2022.~~2034. There are no recourse provisions or collateral that would enable us to recover any amounts paid under these guarantees. ~~At September 30, 2017,~~In addition, one of our subsidiaries has guaranteed the obligations of two of its affiliates and in connection therewith has secured its guarantee obligations through a pledge of one of its affiliate's shares plus loans receivable from the affiliate to the financial institutions in the event that the guaranteed obligations are enforced. Based on the amounts drawn under such debt facilities at March 31, 2020, our potential liability was $176 million, and we have recorded noa $14 million obligation related to these ~~guarantees.~~guarantees inclusive of expected lifetime credit losses which are determined based on historical financial information and are not expected to be material.

⁽²⁾

We have issued guarantees to certain third parties related to the performance of our unconsolidated affiliates. The ~~term~~terms of the guarantees are equal to the completion date of a port terminal which is expected to be completed in 2020. There are no recourse provisions or collateral that would enable us to recover any amounts paid under these guarantees. At ~~September 30, 2017, we recorded~~March 31, 2020, Bunge's maximum potential future payments under these guarantees was $43 million, and no obligation has been recorded related to these guarantees.

⁽³⁾

We have issued guarantees to certain financial institutions which are party to certain operating lease arrangements for railcars, barges, and ~~barges.~~buildings. These guarantees provide for a minimum residual value to be received by the lessor at the conclusion of the lease term. These leases expire at various dates from ~~2018~~2020 through ~~2021.~~2026. At ~~September 30, 2017, our~~March 31, 2020, no obligation has been recorded ~~obligation~~ related to these ~~guarantees was $3 million.~~guarantees. Any obligation recorded would be recognized in Current operating lease obligations or Non-current operating lease obligations (see Note 4 - Leases to our condensed consolidated financial statements).

~~Bunge Limited has~~We have 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~~our 100% owned subsidiaries. At ~~September 30, 2017,~~March 31, 2020, debt with a carrying amount of ~~$5,229~~$4,522 million related to these guarantees is included in our condensed consolidated balance sheet. This debt includes the senior notes issued by two of our 100% owned finance subsidiaries, Bunge Limited Finance Corp. and Bunge Finance Europe B.V. There are largely no ~~significant~~ restrictions on the ability of Bunge Limited Finance Corp. and Bunge Finance Europe B.V. or any other of our subsidiaries to transfer funds to Bunge Limited.

Dividends

We paid a regular quarterly cash dividend of ~~$0.46~~$0.50 per share on ~~September 5, 2017~~March 2, 2020 to common shareholders of record on ~~August 22, 2017.~~February 17, 2020. In addition, we paid a quarterly dividend of $1.21875 per share on our cumulative convertible perpetual preference shares on ~~September~~March 1, ~~2017~~2020 to shareholders of record on ~~August~~February 15, ~~2017.~~2020. On ~~August 8, 2017,~~March 11, 2020, we announced that our Board of Directors had approved a regular quarterly cash dividend of ~~$0.46~~$0.50 per common share. The dividend will be payable on ~~December 4, 2017~~June 1, 2020 to common shareholders of record on ~~November 20, 2017.~~May 18, 2020. We also announced on ~~August 8, 2017~~March 11, 2020 that we will pay a quarterly cash dividend of $1.21875 per share on our cumulative convertible perpetual preference shares on ~~December~~June 1, ~~2017~~2020 to shareholders of record on ~~November~~May 15, ~~2017.~~2020.

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, ~~2016,~~2019, filed with the Securities and Exchange ~~Commission. There were no~~Commission on February 22, 2019. Following is a material changes to ~~Bunge’s~~our critical accounting policies during the ~~nine~~three months ended ~~September 30, 2017.~~March 31, 2020. 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 January 1, 2020, we changed our segment reporting policy to separately disclose Corporate and Other activities from individual business segments, as further described in Note 20 - Segment Information. Certain reclassifications of prior period amounts within the reporting segments have been made to conform to current presentation.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Risk Management

As a result of our global ~~operating, investing and financing~~ 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. ~~Our corporate risk management group analyzes and monitors various risk exposures globally.~~ Additionally, our Board of ~~Directors’ Finance and~~Directors' Enterprise Risk ~~Policy~~Management Committee oversees our global market risk governance framework, including ~~all~~ 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 ~~potential~~expected market movements in accordance with established policies, limits and procedures. We enter into derivative instruments primarily with ~~major financial institutions,~~ 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 on our results of ~~operations;~~operations, however they can occasionally result in earnings volatility, which may be material. See Note 1113 - 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 ~~utilize~~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 (including forward purchase and sale contracts).~~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 ~~the local~~regional credit ~~staff and review~~teams, as well as reviews by ~~various local and corporate committees which monitor credit and~~our Management Credit Committee that monitors counterparty ~~performance.~~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 ~~may limit new credit extensions~~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 ~~products.~~and other specialty products via Bunge’s majority ownership in Loders. As a result, we purchase and produce various materials, many of which are agricultural commodities, ~~including~~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 ~~grow~~produce bioenergy products as a consequence of our production of soybean oil and ~~purchase sugarcane to produce sugar, ethanol~~other oil feedstocks. Agricultural and ~~electricity. Agricultural~~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, ~~including~~ 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 ~~volume~~volumetric and value-at-risk ~~(“VaR”)~~(VaR) limits. We measure and review our net commodities position on a daily basis. ~~Bunge~~We also ~~employs~~employ stress testing techniques , including stressed VaR techniques in order to quantify ~~its~~our exposures to price and liquidity risks under non-normal or event driven market conditions.

Our daily net agricultural commodity position consists of inventory, forward purchase and sale contracts, and OTC and exchange traded derivative instruments, including those used to hedge portions of our production requirements. The fair value of that position is a summation of the fair values calculated for each agricultural commodity by valuing all of our commodity positions at quoted market prices for the period where available or utilizing a close proxy. VaR is calculated on the net position and

monitored at the 95% confidence interval. In addition, scenario analysis 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, 2017						Year Ended December 31, 2016						Three Months Ended March 31, 2020					Year Ended December 31, 2019
(US$ in millions)	Value			Market Risk			Value			Market Risk			Value		Market Risk			Value			Market Risk
Highest daily aggregated position value	$	685		$	(69	)	$	1,207		$	(121	)	$	751	$	(75	)	$	852		$	(85	)
Lowest daily aggregated position value	$	(711	)	$	(71	)	$	(682	)	$	(68	)	$	89	$	(9	)	$	(724	)	$	(72	)

Ocean Freight Risk

Ocean freight ~~represents~~and bunker fuel represent a significant portion of our operating costs. ~~The market price~~Market prices for ocean freight ~~varies~~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 ~~generally freight forward agreements,~~ 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 ~~including~~ to manage our exposure to volatility in energy ~~costs.~~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 e~~uro~~ ~~and other European currencies, the Argentine~~ ~~peso,~~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 position resulting from a hypothetical 10% adverse change in foreign currency exchange rates as of ~~September 30, 2017~~March 31, 2020 was not material.

When determining our exposure, we exclude intercompany loans that are deemed to be permanently invested. The repayments of permanently invested intercompany loans are ~~not~~neither planned ornor anticipated in the foreseeable future and therefore, are treated as analogous to equity for accounting purposes. As a result, the foreign exchange gains and losses on these borrowings are excluded from the determination of net income and recorded as a component of accumulated other comprehensive income (loss) in the condensed consolidated balance sheets. Included in other comprehensive income (loss) are foreign exchange losses of ~~$101~~$200 million for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2020 and foreign exchange losses of ~~$257~~$929 million for the year ended December 31, ~~2016~~2019 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, 2017,~~March 31, 2020, was ~~$5,735~~$4,937 million with a carrying value of ~~$5,554~~$4,998 million. There was no significant change in our interest rate risk at ~~September 30, 2017.~~March 31, 2020.

A hypothetical 100 basis point increase in the interest yields on our senior note debt at ~~September 30, 2017~~March 31, 2020 would result in a decrease of approximately ~~$83~~$49 million in the fair value of our debt. Similarly, a decrease of 100 basis points in the interest yields on our debt at ~~September 30, 2017~~March 31, 2020 would cause an increase of approximately ~~$83~~$57 million in the fair value of our debt.

A hypothetical 1%100 basis point change in LIBOR would result in a change of approximately ~~$37~~$34 million in our interest expense on our variable rate debt at ~~September 30, 2017.~~March 31, 2020. 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 1%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 the 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, 2017,~~March 31, 2020, 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 ~~Controls~~Control Over Financial Reporting - There have been no changes in the Company’s internal ~~controls~~control over financial reporting during the ~~third~~first quarter ended ~~September 30, 2017,~~March 31, 2020, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

As part of the Company’s ongoing portfolio rationalization initiatives (see Note 3 - Portfolio Rationalization Initiatives, to our condensed consolidated financial statements), the Company is simplifying organizational structures, streamlining processes and consolidating back office functions globally. In connection with this initiative, the Company has and will continue to align and streamline the design and operation of its internal controls over financial reporting. These initiatives are not in response to any identified deficiency or weakness in the Company’s internal controls over financial reporting, but is expected, over time, to result in changes to the Company's internal controls over financial reporting.

PART II.

INFORMATION


ITEM 1.	LEGAL PROCEEDINGS

From time to time, we are involved in litigation ~~that we consider to be ordinary~~ and other claims, investigations and proceedings incidental to our business. While the outcome of ~~pending legal actions~~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 relating to Argentina and Brazil, see ~~Notes 9 and 15~~Note 16 - 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 relating to our Brazilian operations. We have reserved an aggregate of ~~$90~~$33 million and ~~$73~~$52 million, for labor and civil claims, respectively, as of ~~September 30, 2017.~~March 31, 2020. 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 95135 million Brazilian reais (approximately ~~$30~~$26 million as of ~~September 30, 2017)~~March 31, 2020) related to a legacy environmental claim 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 ~~2016~~2019 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. Following is a material update to the risk factors previously disclosed in our 2019 Annual Report on Form 10-K.

Our operations may be adversely impacted as a result of pandemic outbreaks, including COVID-19.

In December 2019, a strain of novel coronavirus, or COVID-19, was first reported in Wuhan, China, resulting in millions of confirmed cases of the disease globally. By January, the Chinese government implemented a quarantine protocol for Wuhan and additional restrictions for other major Chinese cities, including mandatory business closures, social distancing measures, and various travel restrictions. On March 11, 2020, as COVID-19 spread outside of China, the World Health Organization designated the outbreak as a global pandemic. This pandemic could affect our operations, major facilities, or employees’ and consumers’ health. Government officials in numerous countries around the world have implemented quarantines and significant restrictions on travel as well as work restrictions that prohibit many employees from going to work. As millions of cases have been confirmed globally, including in China, Europe, the U.S. and South America, we expect COVID-19 to interfere with general commercial activity related to our supply chain and customer base, which could have a material adverse effect on our business, financial condition, or results of operations. To the extent that COVID-19 continues or worsens, governments may impose additional restrictions or additional governments may impose restrictions. The result of COVID-19 and those restrictions could result in additional businesses being shut down, additional work restrictions and supply chains being interrupted, slowed, or rendered inoperable. As a result, it may be challenging to obtain and process raw materials to support our business needs, and individuals could become ill, quarantined or otherwise unable to work and/or travel due to health reasons or governmental restrictions. Also, governments may impose other laws, regulations or taxes which could adversely impact our business, financial condition or results of operations. Further, if our customers’ businesses are similarly affected, they might delay or reduce purchases from us, which could adversely affect our business, financial condition or results of operations.

The potential effects of COVID-19 also could impact many of our risk factors included in Part 1, Item A of our 2019 Form 10-K, including, but not limited to our profitability, laws and regulations affecting our business, fluctuations in foreign currency markets, the availability of future borrowings, the costs of current and future borrowings, valuation of our pension assets and obligations, credit risks of our customers and counterparties, our business transformation initiatives and an impairment of the carrying value of goodwill or other indefinite-lived intangible assets. However, given the evolving health, economic, social, and governmental environments, the potential impact that COVID-19 could have on our risk factors that are further described in our 2019 Form 10-K remain uncertain.


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

None.


ITEM 3.	DEFAULTS UPON SENIOR SECURITIES

None.


ITEM 4.	MINE SAFETY DISCLOSURES

Not applicable.


ITEM 5.	OTHER INFORMATION

To enhance retention and align with market practice, on November 1, 2017, the Company entered into executive change of control severance agreements (the “agreements”) with its executive officers, including the named executive officers identified in the Company’s proxy statement (other than Soren Schroder, the Company’s Chief Executive Officer, whose existing employment agreement contains a change of control provision).

The agreements, which reflect a double trigger change of control provision, provide for cash severance benefits if the executive’s employment is terminated by the Company without “cause” or by the individual for “good reason,” in each case before the second anniversary of a “change of control” of the Company, as those terms are defined in the agreements. The agreements provide that, upon a qualifying termination, the executive would be entitled to a lump sum payment equal to (i) 24 months of the executive’s base salary in effect immediately prior to the termination date, and (ii) an amount equal to two times the executive’s annual target bonus for the year in which the termination occurs.

In addition, the executive will be entitled to receive accelerated vesting of all outstanding equity awards, with any stock options remaining exercisable for the remainder of their full term, and with unvested performance-based equity awards deemed vested at the greater of (i) actual performance or (ii) target levels with respect to performance goals or other vesting criteria.

The agreements provide that the Company’s obligations to pay severance benefits under the agreements is subject to the execution by the executive of a general release of claims against the Company and contain an 18-month non-competition covenant. The agreements do not provide for a tax gross-up.

The foregoing is a summary of the terms of the change of control agreements and does not purport to be complete. This summary is qualified in its entirety by reference to the form of change of control agreement filed as an exhibit to this Quarterly Report on Form 10-Q.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.

EXHIBIT INDEX



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.


*	Filed herewith.

E-1

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: ~~November 1, 2017~~May 6, 2020	By:	/s/ ~~Thomas M. Boehlert~~John W. Neppl
		~~Thomas M. Boehlert~~John W. Neppl
		Executive Vice President, Chief Financial Officer


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

~~EXHIBIT INDEX~~



~~10.1~~		~~Form of Executive Change of Control Agreement.~~

~~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~~		The following financial information from Bunge Limited’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Statements of Income, (ii) the Condensed Consolidated Statements of Comprehensive Income (Loss), (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows, (v) the Condensed Consolidated Statements of Changes in Equity and Redeemable Noncontrolling Interests, and (vi) the Notes to the Condensed Consolidated Financial Statements.*


*	~~Filed herewith.~~

~~E-1~~



	Severance and Other		Disposal of Assets		Professional		Total
(US$ in millions)	Employee Benefit Costs		or Investments		Services		Charges
Agribusiness Segment	$	4	$	17	$	3	$	24
Edible Oils Segment	2		1		1		4
Milling Segment	1		1		1		3
Sugar and Bioenergy Segment	—		1		1		2
Total	$	7	$	20	$	6	$	33



	Three Months Ended September 30, 2016
(US$ in millions)	Derivatives, Net			Readily Marketable Inventories			Trade Accounts Receivable/ Payable, Net			Total
Balance, July 1, 2016	$	127		$	917		$	(188	)	$	856
Total gains and (losses), realized/unrealized included in cost of goods sold	(120		)	12			7			(101		)
Purchases	—			171			(8		)	163
Sales	—			(517		)	—			(517		)
Issuances	—			—			—			—
Settlements	(37		)	—			95			58
Transfers into Level 3	(5		)	208			—			203
Transfers out of Level 3	(1		)	(499		)	51			(449		)
Balance, September 30, 2016	$	(36	)	$	292		$	(43	)	$	213



	Nine Months Ended September 30, 2017
(US$ in millions)	Derivatives, Net			Readily Marketable Inventories			Trade Accounts Receivable/ Payable, Net			Total
Balance, January 1, 2017	$	(51	)	$	237		$	(44	)	$	142
Total gains and losses (realized/unrealized) included in cost of goods sold	(36		)	95			9			68
Purchases	8			1,376			(460		)	924
Sales	—			(1,472		)	—			(1,472		)
Issuances	(8		)	—			—			(8		)
Settlements	70			—			305			375
Transfers into Level 3	(8		)	503			(59		)	436
Transfers out of Level 3	22			(170		)	—			(148		)
Balance, September 30, 2017	$	(3	)	$	569		$	(249	)	$	317



	Nine Months Ended September 30, 2016
(US$ in millions)	Derivatives, Net			Readily Marketable Inventories			Trade Accounts Receivable/ Payable, Net			Total
Balance, January 1, 2016	$	167		$	245		$	(44	)	$	368
Total gains and losses (realized/unrealized) included in cost of goods sold	(87		)	143			15			71
Purchases	—			904			(220		)	684
Sales	—			(1,022		)	—			(1,022		)
Issuances	(1		)	—			—			(1		)
Settlements	(110		)	—			195			85
Transfers into Level 3	(7		)	569			(59		)	503
Transfers out of Level 3	2			(547		)	70			(475		)
Balance, September 30, 2016	$	(36	)	$	292		$	(43	)	$	213



	Three Months Ended
(US$ in millions)	Derivatives, Net			Readily Marketable Inventories			Trade Accounts Receivable and Payable, Net			Total
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2017
Cost of goods sold	$	(2	)	$	11		$	(3	)	$	6
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2016
Cost of goods sold	$	(127	)	$	(12	)	$	2		$	(137	)



	Nine Months Ended
(US$ in millions)	Derivatives, Net			Readily Marketable Inventories			Trade Accounts Receivable and Payable, Net		Total
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2017
Cost of goods sold	$	(6	)	$	(19	)	$	3	$	(22	)
Changes in unrealized gains and (losses) relating to assets and liabilities held at September 30, 2016
Cost of goods sold	$	9		$	(26	)	$	1	$	(16	)



Notional Amount of Hedged Obligation		Notional Amount of Derivative		Maturity Date	Payment Weighted Average Rate Payable	Fixed Rate Receivable
$	500	$	500	November 24, 2020	3 month LIBOR plus 1.91%	3.50	%
€	800	€	800	June 16, 2023	6 month EURIBOR plus 1.64%	1.85	%
$	550	$	550	August 15, 2026	3 month LIBOR plus 1.12%	3.25	%



	September 30, 2017
	Exchange Traded
	Net (Short)			Non-exchange Traded					Unit of
(US$ in millions)	& Long			(Short)			Long		Measure
Foreign Exchange
Options	$	—		$	(368	)	$	430	Delta
Forwards	—			(10,824		)	10,548		Notional
Futures	(10		)						Notional
Swaps	—			(552		)	593		Notional



		Gain or (Loss) Recognized in Income on Derivative Instruments
		Nine Months Ended September 30,
(US$ in millions)	Location	2017			2016
Designated Derivative Contracts:
Interest Rate	Interest expense	$	11		$	3
Total		$	11		$	3
Undesignated Derivative Contracts:
Interest Rate	Interest income (expense)	$	—		$	(4	)
Foreign Exchange	Foreign exchange gains (losses)	82			262
Foreign Exchange	Cost of goods sold	62			646
Commodities	Cost of goods sold	514			(531		)
Freight	Cost of goods sold	4			(1		)
Energy	Cost of goods sold	(6		)	12
Total		$	656		$	384



	Nine Months Ended September 30, 2017
	Notional		Gain or (Loss) Recognized in Accumulated			Gain or (Loss) Reclassified from Accumulated OCI into Income (1)			Gain or (Loss) Recognized in Income on Derivatives
(US$ in millions)	Amount		OCI (1)			Location	Amount		Location	Amount (2)
Cash Flow Hedge:
Foreign exchange ⁽³⁾	$	339	$	15		Foreign exchange gains (losses)	$	27	Foreign exchange gains (losses)	$	—
Total	$	339	$	15			$	27		$	—

Net Investment Hedge:
Foreign currency denominated debt (4)	$	786	$	(101	)	Foreign currency denominated debt	$	—	Foreign currency denominated debt	$	—
Foreign exchange ⁽³⁾	516		(21		)	Foreign exchange gains (losses)	—		Foreign exchange gains (losses)	—
Total	$	1,302	$	(122	)		$	—		$	—



(US$ in millions)	Maximum Potential Future Payments
Unconsolidated affiliates financing (1) (2)	$	169
Residual value guarantee (3)	227
Total	$	396



Cost of goods sold:
Agribusiness	$	(23,141	)	$	(20,831	)
Edible oil products	(5,518		)	(4,642		)
Milling products	(1,014		)	(1,031		)
Sugar and Bioenergy	(2,974		)	(2,433		)
Fertilizer	(237		)	(237		)
Total	$	(32,884	)	$	(29,174	)

Gross profit:
Agribusiness	$	696		$	1,039
Edible oil products	359			316
Milling products	155			212
Sugar and Bioenergy	78			108
Fertilizer	17			31
Total	$	1,305		$	1,706

Selling, general and administrative expenses:
Agribusiness	$	(585	)	$	(511	)
Edible oil products	(258		)	(238		)
Milling products	(103		)	(97		)
Sugar and Bioenergy	(87		)	(80		)
Fertilizer	(13		)	(15		)
Total	$	(1,046	)	$	(941	)

Foreign exchange gains (losses):
Agribusiness	$	93		$	13
Edible oil products	4			(2		)
Milling products	(1		)	(5		)
Sugar and Bioenergy	10			5
Fertilizer	2			(2		)
Total	$	108		$	9

Noncontrolling interest losses (gains):
Agribusiness	$	(3	)	$	(13	)
Edible oil products	(5		)	(5		)
Milling products	—			—
Sugar and Bioenergy	—			—
Fertilizer	(2		)	(2		)
Total	$	(10	)	$	(20	)

Other income (expense) - net:
Agribusiness (1)	$	28		$	5
Edible oil products	(1		)	(4		)
Milling products	(2		)	(3		)
Sugar and Bioenergy	(1		)	(13		)
Fertilizer	—			1
Total	$	24		$	(14	)



(US$ in millions)	Outstanding Balance at Quarter End		Weighted Average Interest Rate at Quarter End (1)		Highest Balance Outstanding During Quarter (1)		Average Balance During Quarter (1)		Weighted Average Interest Rate During Quarter (1)
Bank borrowings	$	1,021	3.59	%	$	1,450	$	1,298	3.06	%
Commercial paper	—		—		595		273		1.42	%
Total	$	1,021	3.59	%	$	2,045	$	1,571	2.78	%