邦吉美股招股说明书(2025-07-18版)

BUNGE LIMITED FINANCE CORP. Offers to Exchange All of the Outstanding Restricted 2.000% Senior Notes Due 2026 Issued on July8, 2025for Newly Issued and Registered 2.000% Senior Notes Due 2026All of the Outstanding Restricted 4.900% Senior Notes Due 2027 Issued on July8, 2025for Newly Issued and Registered 4.900% Senior Notes Due 2027All of the Outstanding Restricted 3.200% Senior Notes Due 2031 Issued on July8, 2025for Newly Issued and Registered 3.200% Senior Notes Due 2031All of the Outstanding Restricted 5.250% Senior Notes Due 2032 Issued on July8, 2025for Newly Issued and Registered 5.250% Senior Notes Due 2032Fully and Unconditionally Guaranteed by Bunge Global SA On July8, 2025, in connection with the completion of Bunge Global SA’s acquisition of Viterra Limited (“Viterra”), BungeLimited Finance Corp. (“BLFC”), a subsidiary of Bunge Global SA (“Bunge”), issued $579,763,000 aggregate principal amountof restricted 2.000% Senior Notes due 2026, or the “Original 2026 Notes,” $439,733,000 aggregate principal amount ofrestricted 4.900% Senior Notes due 2027, or the “Original 2027 Notes,” $598,591,000 aggregate principal amount of restricted3.200% Senior Notes due 2031, or the “Original 2031 Notes,” and $299,800,000 aggregate principal amount of restricted5.250% Senior Notes due 2032, or the “Original 2032 Notes,” in accordance with Rule144A and RegulationS under theSecurities Act of 1933, or the Securities Act, in exchange for outstanding notes with the same interest rates and maturities issuedby Viterra Finance B.V. (“VFBV”) and guaranteed by Viterra and Viterra B.V. We refer herein to the Original 2026 Notes, theOriginal 2027 Notes, the Original 2031 Notes, and the Original 2032 Notes, collectively, as the “Original Notes.” BLFC is offering to exchange up to $579,763,000 aggregate principal amount of new 2.000% Senior Notes due 2026, or the“New 2026 Notes,” $439,733,000 aggregate principal amount of new 4.900% Senior Notes due 2027, or the “New 2027 Notes,”$598,591,000 aggregate principal amount of new 3.200% Senior Notes due 2031, or the “New 2031 Notes,” and $299,800,000aggregate principal amount of new 5.250% Senior Notes due 2032, or the “New 2032 Notes,” for outstanding Original Notes ofthe applicable series. We refer to the New 2026 Notes, the New 2027 Notes, the New 2031 Notes, and the New 2032 Notes,collectively, as the “Exchange Notes.” We refer herein to the Original Notes and the Exchange Notes, collectively, as the“Notes.” We refer to the offers to exchange, collectively, as the “Exchange Offers.” The terms of each series of Exchange Notes are substantially identical to the terms of the corresponding series of OriginalNotes, except that the Exchange Notes will be registered under the Securities Act and the transfer restrictions and registrationrights applicable to the Original Notes will not apply to the Exchange Notes. Each series of Exchange Notes will be part of thesame series as the corresponding series of Original Notes and will be issued under the same Indenture (as defined herein). TheExchange Notes will be exchanged for Original Notes of the corresponding series in minimum denominations of $2,000 andintegral multiples of $1,000 in excess thereof. We will not receive any proceeds from the issuance of Exchange Notes in theExchange Offers. You may withdraw tenders of Original Notes at any time prior to the expiration of the Exchange Offers. The Exchange Offers expire at 5:00p.m. New York City time on August15, 2025 unless extended, which we refer to as the“Expiration Date.” You should consider carefully the risk factors beginning on page14of this prospectus before deciding whether to participate inthe Exchange Offers. Neither the Securities and Exchange Commission, or the “SEC,” nor any state securities commission has approved ordisapproved of the Exchange Notes or determined if this prospectus is truthful or complete. Any representation to the contrary is acriminal offense. The date of this prospectus is July18, 2025. Rather than repeat certain information in this prospectus that we have already included in reports filedwith the SEC, this prospectus incorporates important business and financial information about us that is notincluded in or delivered with this prospectus. We will provide this information to you at no charge upon writtenor oral request directed to: Bunge Global SA, 1391 Timberlake Manor Parkway, Chesterfield, Missouri 63017,Attention: Investor Relations; Telephone: (314) 292-2000. In order to receive timely delivery of any requesteddocuments in advance of the Expiration Date, you should make your request no later than August8, 2025,which is five full business days before you must make a decision regarding the Exchange Offers. TABLE OF CONTENTS WHERE YOU CAN FIND ADDITIONAL INFORMATIONiiINFORMATION WE INCORPORATE BY REFERENCEiiSUMMARY1RISK FACTORS14CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS17USE OF PROCEEDS18THE EXCHANGE OFFERS19DESCRIPTION OF