Bunge Limited (NYSE: BG) has announced that it has entered into a definitive agreement to acquire Viterra Limited in a cash and stock transaction. Under the terms of the agreement, which was unanimously approved by the Boards of Directors of Bunge and Viterra, Viterra shareholders Glencore and CPP Investments would receive approximately 65.6 million shares of Bunge stock, with an aggregate value of approximately US$6.2 billion, and approximately US$2.0 billion in cash, representing a consideration mix of approximately 75% Bunge stock and 25% cash. As part of the transaction, Bunge will assume US$9.8 billion of Viterra debt, which is associated with approximately US$9.0 billion of highly-liquid Readily Marketable Inventories.
Latham & Watkins LLP represents Bunge in the transaction with a corporate deal team led by New York/Orange County partner Charles Ruck and Chicago partner Max Schleusener, with associates Alice Bradshaw, Tyler Neal, Grace Kim, Brian Baloun, Jay Trewn, Michelle Kim, Claudia Wang, and Jack DeMeulenaere. Advice was also provided on capital markets and securities regulatory matters by Chicago partner Roderick Branch and counsel Manasi Bhattacharyya, with associates Andrew Rutsky and Molly Nelson; on debt finance matters by Chicago partner Noah Weiss; on bond finance matters by New York partner Jason Licht, with special legal consultant Jack Anderson; on antitrust matters by Washington, D.C. partner Michael Egge and Brussels partners Carles Esteva Mosso and John Wileur, with associates Caitlin Fitzpatrick and Sebastian Sohn; on CFIUS matters by Washington, D.C. partner Damara Chambers, with associate Chris Caulder; on real estate matters by Chicago counsel Jeffrey Anderson, with associates Lucas Fernandez-Rocha and Matthew Mrazek; on environmental matters by Los Angeles/Houston counsel Joshua Marnitz, with associates Nathaniel Glynn and Phil Sandick; on employment, benefits, and compensation matters by Bay Area partner Maj Vaseghi and Chicago partner Nineveh Alkhas, with associates Laura Waller, James Robinson, and Rebecca Dixon; on intellectual property matters by New York partner Jeffrey Tochner, with associate Sebastian Moss; on data privacy matters by Bay Area partner Heather Deixler, with associate Jack Chai; on GDPR matters by London counsel Danielle van der Merwe, with associate Jagveen Tyndall; on tax matters by Washington, D.C. partner Nicholas DeNovio, with associates Pierce Pandolph and Abigail Friedman; on anti-corruption and anti-bribery matters by Chicago partner Meredith Monroe, with associate John Doyle; on export controls and sanctions matters by Washington, D.C. counsel Andrew Galdes, with associate Lindsay Kenney; on Singapore corporate law matters by associates Tommy Tan and Shi Cheng Chong; and on insurance matters by Los Angeles partner Drew Levin, with associate Hannah Cary.