Bunge Global (BG) risk factors, FY2025 10-K

Bunge Global's FY2025 10-K, filed Feb 19, 2026, lists 29 risk factors in 3 groups. Against the prior year's 44: 15 dropped, 11 substantially reworded.

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Risk factors listed
293 groups
New this year
0vs 44 last year
Dropped
15since the prior 10-K
Substantially reworded
11of those kept
Section length
11k wordsItem 1A

What the changes say

  • Acquisition-specific closing, dilution, contract, and litigation risks disappeared after the Viterra transaction closed.
  • Ukraine exposure remains, but operations expanded to four crushing facilities and two Mykolaiv export terminals.
  • Glencore, CPP Investments, and BCI now hold approximately 34% collectively and have specified board-nomination rights.

What changed since the prior 10-K

Dropped

  • DroppedRisks Relating to Our Business and Industries

    We divested our Russian operations in February 2023 and we no longer maintain any operations in Russia

  • DroppedRisks Relating to Our Business and Industries

    Additionally, there continues to be a great deal of uncertainty regarding U.S. and global trade policies for companies with

  • DroppedRisks Relating to the Registered Shares

    rights may be limited or withdrawn only for valid reasons. In connection with share issuances based on the capital band and the conditional share capital, the preemptive rights and the advance subscription rights may only be limited or withdrawn for the reasons specified in the Article of Association

    Russian operations were divested; the related war-driven cybersecurity threat is no longer identified.

  • DroppedRisks Relating to the Pending Viterra Acquisition

    As a result of the Acquisition, our shareholders will have reduced ownership and voting interest in and will exercise less influence over management of the combined company

  • DroppedRisks Relating to the Pending Viterra Acquisition

    Our and Viterra’s business relationships may be subject to disruption due to uncertainty associated with the Acquisition

  • DroppedRisks Relating to the Pending Viterra Acquisition

    Until the completion or termination of the Acquisition, we and Viterra are prohibited from entering into certain transactions and taking certain actions that might otherwise be beneficial to us, Viterra and/or our respective shareholders

  • DroppedRisks Relating to the Pending Viterra Acquisition

    Third parties may terminate or alter existing contracts or relationships with us or Viterra

  • DroppedRisks Relating to the Pending Viterra Acquisition

    Obtaining required approvals and satisfying closing conditions may prevent or delay completion of the Acquisition

  • DroppedRisks Relating to the Pending Viterra Acquisition

    The Acquisition could be terminated

  • DroppedRisks Relating to the Pending Viterra Acquisition

    Failure to complete the Acquisition could negatively impact our stock price and our future business and financial results

  • DroppedRisks Relating to the Pending Viterra Acquisition

    We and Viterra may have difficulty attracting, motivating and retaining executives and other key employees in light of the Acquisition

    Uncertainty over U.S. and global trade policies, populism, nationalism, and challenges to free trade.

  • DroppedRisks Relating to the Pending Viterra Acquisition

    Shareholder lawsuits relating to the Acquisition have been, and may in the future be filed against us, which could result in substantial costs and may delay or prevent the Acquisition from being completed

  • DroppedRisks Relating to the Pending Viterra Acquisition

    The incurrence of debt to fund the pending acquisition of Viterra may impact our financial position and subject us to additional financial and operating restrictions

  • DroppedRisks Relating to the Pending Viterra Acquisition

    We have incurred and will continue to incur significant expenses in connection with the Acquisition, regardless of whether the Acquisition is completed

  • DroppedRisks Relating to the Pending Viterra Acquisition

    If our due diligence investigation of Viterra was inadequate or if risks related to Viterra’s business materialize, it could have a material adverse effect on our shareholders’ investment

Reworded

  • 92% rewrittenRisks Relating to the Combined Company Following Our Acquisition of Viterra

    With the completion of the Acquisition, the market price for registered shares of the company may be affected by factors different from, or in addition to, those that historically have affected or currently affect the market prices of the registered shares

    The risk now focuses on results differing from Bunge’s historical results and Viterra’s pre-closing history, rather than combined-company effects.

    Was: The market price for registered shares of the combined company following the completion of the Acquisition may be affected by factors different from, or in addition to, those that historically have affected or currently affect the market prices of the registered shares

  • 81% rewrittenRisks Relating to the Combined Company Following Our Acquisition of Viterra

    Certain Shareholders are able to exercise influence over the composition of the Board, matters subject to shareholder approval and/or our operations

    Ownership figures changed to approximately 17%, 14%, and 3%, or 34% collectively, with Glencore and CPP Investments receiving board-nomination rights.

    Was: Certain Sellers will be able to exercise influence over the composition of the Board, matters subject to shareholder approval and/or our operations

  • 75% rewrittenRisks Relating to the Registered Shares

    As a Swiss corporation, our flexibility will be limited with respect to certain aspects of capital management

    The risk now adds that shareholders may authorize the Board to issue shares without further shareholder approval.

  • 58% rewrittenRisks Relating to Our Business and Industries

    The ongoing war between Russia and Ukraine may adversely affect our business, financial condition or results of operations

    Ukraine operations expanded to four crushing facilities, two Mykolaiv export terminals, and additional locations, while war-related damage and expropriation risks remain.

  • 55% rewrittenRisks Relating to Our Business and Industries

    These risks could adversely affect our operations, business strategies, and operating results

    The risk now expressly adds uncertainty from populism, nationalism, and challenges to historical free-trade principles.

  • 52% rewrittenRisks Relating to Our Business and Industries

    Our business is seasonal, and our results may fluctuate depending on the harvest cycle of the crops upon which we rely and seasonal fluctuations related to the sale of our consumer products

    The risk now adds holiday-driven consumer demand and quarterly volatility from commodity prices, production yields, and costs.

  • 37% rewrittenRisks Relating to Our Business and Industries

    We face intense competition in each of our businesses

    The risk now highlights competitors’ added processing and refining capacity, especially U.S. petroleum competition for biodiesel feedstocks, and geographic asset advantages.

  • 29% rewrittenRisks Relating to the Combined Company Following Our Acquisition of Viterra

    We have incurred, and will continue to incur significant integration-related costs in connection with the Acquisition and we may not be able to obtain the anticipated synergies of the combined company

    The risk now describes ongoing Viterra integration costs and possible delays or failure to realize anticipated cost synergies and other benefits.

  • 28% rewrittenRisks Relating to Our Business and Industries

    We are subject to global and regional economic downturns and related risks

  • 22% rewrittenRisks Relating to Our Business and Industries

    We are vulnerable to the effects of supply and demand imbalances in our industries

  • 20% rewrittenRisks Relating to the Combined Company Following Our Acquisition of Viterra

    We may fail to realize the anticipated benefits of the Acquisition, which could adversely affect the value of the registered shares

    Was: After completion of the Acquisition, we may fail to realize the anticipated benefits of the Acquisition, which could adversely affect the value of registered shares

All 29 risk factors

Headings as the filing states them, in filing order.

Risks Relating to Our Business and Industries

  1. 01Adverse weather conditions, including as a result of climate change, may adversely affect the availability, quality and price of agricultural commodities and agricultural commodity products, as well as our operations, supply chains, and operating results
  2. 02The ongoing war between Russia and Ukraine may adversely affect our business, financial condition or results of operations58% rewritten
  3. 03We are subject to fluctuations in agricultural commodity and other raw material prices, energy prices, and other factors outside of our control that could adversely affect our operating results
  4. 04Our business is seasonal, and our results may fluctuate depending on the harvest cycle of the crops upon which we rely and seasonal fluctuations related to the sale of our consumer products52% rewritten
  5. 05We face intense competition in each of our businesses37% rewritten
  6. 06We are vulnerable to the effects of supply and demand imbalances in our industries22% rewritten
  7. 07We are subject to global and regional economic downturns and related risks28% rewritten
  8. 08We are subject to economic, political, and other risks of doing business globally and in emerging markets
  9. 09These risks could adversely affect our operations, business strategies, and operating results55% rewritten
  10. 10Government policies and regulations affecting the agricultural sector and related industries could adversely affect our operations and profitability
  11. 11We may not realize the anticipated benefits of acquisitions, divestitures, or joint ventures
  12. 12We are subject to industry and other risks that could adversely affect our reputation and financial results
  13. 13We are subject to numerous laws and regulations globally, which could adversely affect our operating results
  14. 14We are a capital intensive business and depend on cash provided by our operations as well as access to external financing to operate and grow our business
  15. 15Our risk management strategies may not be effective
  16. 16The loss of, or a disruption in, our manufacturing and distribution operations or other operations and systems could adversely affect our business
  17. 17Our information technology systems, processes and sites may suffer interruptions, security breaches or failures that may adversely affect our ability to conduct our business
  18. 18Changes in tax laws or exposure to additional tax liabilities could have a material impact on our financial condition and results of operations
  19. 19Our operations are dependent on a wide array of third parties
  20. 20Our operations have been and may in the future be adversely impacted as a result of public health crises, pandemics, and epidemics
  21. 21We are dependent on our executive management and other key personnel

Risks Relating to the Combined Company Following Our Acquisition of Viterra

  1. 22We may fail to realize the anticipated benefits of the Acquisition, which could adversely affect the value of the registered shares20% rewritten
  2. 23We have incurred, and will continue to incur significant integration-related costs in connection with the Acquisition and we may not be able to obtain the anticipated synergies of the combined company29% rewritten
  3. 24With the completion of the Acquisition, the market price for registered shares of the company may be affected by factors different from, or in addition to, those that historically have affected or currently affect the market prices of the registered shares92% rewritten
  4. 25Certain Shareholders are able to exercise influence over the composition of the Board, matters subject to shareholder approval and/or our operations81% rewritten

Risks Relating to the Registered Shares

  1. 26The rights of our shareholders are governed by Swiss law, and it may be difficult to enforce judgments against us and our directors and officers
  2. 27As a Swiss corporation, our flexibility will be limited with respect to certain aspects of capital management75% rewritten
  3. 28We may not be able to make distributions or repurchase shares without subjecting you to Swiss withholding tax
  4. 29We have anti-takeover provisions in our Articles of Association that may discourage a change of control

Other Bunge Global 10-Ks

  • FY2024 10-K risk factors
    44 risks

    Bunge's risk profile is heavily dominated by agricultural commodity volatility, geopolitical conflicts, and execution risks tied to the pending Viterra acquisition. Operations face significant exposure to weather events, global trade policies, regulatory changes, and Swiss corporate governance frameworks.

    Filed Feb 20, 2025

About this page

The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.