1. Global Trade Receivables Securitization
DACT Treasury Fair November 11, 2011
Steven Claassens, Bunge Corporate Treasury

2. Introduction Bunge 2

3. … With a 192-Year History
2010
2009
2008
2007
2005
2002
2001
1999
1998
1997
70s & 80s
1967
1945
1938
1918
1905
1884
1859
1818
Starts business
in North America
Relocates to Antwerp to trade commodities
J.P.G. Bunge founds Bunge & Co. in Amsterdam
Establishes operations in Argentina to trade grain
Makes first export of soybeans from Brazil
Enters Brazilian fertilizer market with purchase of Serrana
Expands into Brazil and enters the wheat milling business
Diversifies along the food production chain
In Brazil, purchases soy processor Ceval and begins acquisition of new fertilizer brands
Builds largest U.S. soybean crushing and refining plant
Moves headquarters to U.S. and creates international marketing unit
Goes public on NYSE and becomes Argentina’s leading agribusiness company
Purchases Cereol to become the world’s largest soy processor
Opens first soybean processing plant in China
Purchases Santa Juliana sugarcane mill in Brazil
Builds first soy processing plant in U.S.
Begins building an export terminal in the U.S. Pacific Northwest and a crushing plant in Vietnam
In Brazil, sells fertilizer nutrients business and adds five new sugarcane mills with Moema purchase
Purchases edible oils company Walter Rau in Germany 3

4. A Leading Global Agribusiness & Food Company
Key Facts
Long-Lived Assets ~ $ 7 bn
Revenue 2010: $46 bn
Market Capitalization: ~ $ 10 bn
Rating: Baa2/BBB-/BBB
Employees: ~32,000
Facilities: ~400
Countries of Operations: 30+
Agribusiness
Sugar & Bioenergy
Food & Ingredients
Fertilizer
Other
Agribusiness
Sugar & Bioenergy
Food & Ingredients
Fertilizer 4 4

5. Global Presence 5 5

6. Overview Global Trade Receivables Securitization6

7. Objectives Alternative source of capital Funding at favorable rates
Global & scalable program
Enhanced operational efficiency

8. Alternative source of capital at favorable rates
5-year program, backed with 364-day liquidity facility
Primary funding via bank-owned Commercial Paper Conduits
Good momentum as conduits are eager to invest in trade receivables:
Low-risk asset class
Matching maturity with commercial paper (up to 60 days)
Reciprocity: syndication with 4 core relationship banks
All-in cost of fund 1M Libor ~ 115 bps (mainly depending CP Cost of Fund)
No financial covenants, only wind down events 8

9. Global & scalable program
Economies of scale resulting in higher funding capacity:
Minimize excess country and obligor concentrations
Scalability of the program:
Add jurisdictions and currencies
Scalability of facility amount:
Absorb higher volume (organic growth, higher prices, acquisitions)
In recent years, more countries have developed legal and regulatory framework to allow cross border securitization, however increasingly tax is used to narrow budget deficit gaps 9

10. Enhanced operational efficiency
Replacement of three local securitizations and five factoring facilities in North America and Europe
Centralized set-up, management and administration by Treasury
Data-gathering, reporting and analysis outsourced to well-known service provider (Finacity)
Cashless settlement via in-house bank
One-off audit opinion for US GAAP off balance sheet treatment 10

11. Notable highlights Structure:
US (5 originators), Canada, Spain, Portugal, Italy, Germany, Hungary
Multi-currency facility: USD, CAD, EUR, HUF
26 eligible obligor jurisdictions
Effective liquidity management by daily re-investment of collections
Collections remain on Bunge’s bank accounts
Trade receivable portfolio structured on an implied AA-rating
Funding base can be affected by sales volumes, commodity prices, FX-volatility and country & obligor ratings
Advance rate 85%-88% (aim was 80% or higher) 11

12. Structure & Implementation12

13. Subordinated Loan (~ DPP + excess concentration)
Structure
Lead arranger: Rabobank
Purchasers: Rabobank, Credit Agricole, HSBC, BNP Paribas
Cash *
Committed Purchaser
Conduit Purchaser
SPV
Cash
DPP
100% Sale of Receivables
Servicing
Fees
Benefit
Cash & DPP
True sale of receivables
Cash*
Master Servicer
Subordinated Lender
Administrative Agent
Principal + interest
Subordinated Loan (~ DPP + excess concentration)
Funding (if no CP issued)
DPP =Deferred Purchase Price (~ first loss reserve)
Originators
Intermediate
Purchaser
* Face value -/- discount 13

14. Monumental Coordination
11 Bunge Originators in 7 Jurisdictions
Transaction Counsel
IT resources
Internal Legal Counsel
(US and Europe)
Internal & External Legal Counsels
Bunge
Treasury
Rabobank
London/NY
Syndicate Banks
Numerous Collection Account Banks in all Jurisdictions
Collateral Audit Firm
Internal Credit/Tax/Various
Internal & External Tax
Rating Agencies
Internal Accounting & Control
Finacity
Auditors
Finacity 14

15. Key considerations
In-depth analysis (receivables portfolio, contracts, A/R & credit management, IT- systems, bank accounts)
Communication & commitment:
Dedicated project team (very different from RCF, bi-laterals etc.)
Reasonable timelines and clear requirements for operating companies
Structuring & Syndication:
Selection of lead arranger
Deal structuring with lead arranger only (use Top Tier law firms)
Custom-made (structure to specific company needs / features)
Early blue-print of Day-to-Day management: outsourcing, IT-support, data gathering, reporting / analysis, settlements 15

16. Next Steps – new countries to be added16 16

17. Questions 17