PROPOSED ACQUISITION OF SOLE CONTROL OF VITERRA LIMITED BY BUNGE GLOBAL SA

Case type: MRR Form 2 (Simplified Procedure) Case Parties: Bunge Global SA/Viterra Limited Published: 13 Dec. 2023

The transaction notified concerns the proposed acquisition of sole control of Viterra Limited (Viterra, together with its controlled affiliates, the Target Undertaking) by Bunge Global SA (Bunge, together with its controlled affiliates, the Acquiring Group) (the Transaction). Viterra is currently owned by Glencore plc (Glencore), the Canada Pension Plan Investment Board (CPP Investments), British Columbia Investment Management Corporation (BCI) and Viterra Employee Benefit Trust (VEBT) (together, the Sellers). The Acquiring Group and the Target Undertaking are collectively referred to as the Parties. Bunge is an agribusiness company organised under Swiss law with its registered office in Geneva, Switzerland. Bunge is primarily active in the sale of processed crops, in particular vegetable oils and oilseed meal. Bunge does not control (directly or indirectly) any undertakings incorporated in Nigeria. It also does not hold any assets in Nigeria. Viterra is an agribusiness company with registration number 119669, incorporated in Jersey and headquartered in Rotterdam, the Netherlands, and having its business address at Blaak 31, 3011 GA Rotterdam, the Netherlands. Viterra is primarily active in the sale of unprocessed crops, primarily grains, but also trades other products such as vegetable oils, cotton and sugar. Like Bunge, Viterra does not control (directly or indirectly) any undertakings incorporated in Nigeria. It also does not hold any assets in Nigeria. The Transaction concerns the agricultural sector. As explained in more detail below, the Transaction will enhance the Parties ability to compete globally against the many agribusinesses operating in the highly fragmented agricultural commodity markets. By bringing together the Parties complementary businesses, it will create a business with a more integrated supply chain and a more diversified footprint across regions and products. A more diversified supply chain across regions will provide alternative sources of supply for crops and will enhance the companys ability to deal with supply chain disruptions such as droughts and conflicts to the benefit of customers in Nigeria and globally. In addition, the Parties more integrated supply chain will ensure better traceability by providing customers with greater visibility and accountability to consumers about the origin of their food. It is respectfully submitted that no horizontal, vertical or conglomerate competition concerns will arise in Nigeria as a result of the Transaction. In addition, no public interest concerns will arise as a result of the Transaction in particular, there will be no negative impact on employment in Nigeria as neither Bunge, nor Viterra, has any employees in Nigeria. In sum, the Transaction will have no adverse impact on the competitive dynamics or public interest in Nigeria.