FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
February 6, 2004
Commission File Number 001-16625
BUNGE LIMITED
(Translation of registrant's name into English)
50 Main Street
White Plains, New York 10606
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover of Form 20-F or Form 40-F:
Form 20-F X Form 40-F
------- ------
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1):_________
Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7):__________
Indicate by check mark whether by furnishing the information contained
in this Form the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
-------- ---------
If "Yes" is marked, indicate below the file number assigned to the
registrant with Rule 12g3-2(b): 82-
This Report on Form 6-K shall be incorporated by reference into the Registration
Statements on Form F-3 (Registration Nos. 333-104974, 333-106182, 333-107376,
333-108441-01, 333-109309 and 333-110904), as amended, and the Registration
Statement on Form F-4 (Registration Statement No. 333-108462), as amended, filed
by Bunge Limited Finance Corp. and Bunge Limited under the Securities Act of
1933, as amended, and the Registration Statements on Form S-8 (Registration Nos.
333-66594, 333-75762, 333-76938 and 333-109446) filed by Bunge Limited under the
Securities Act of 1933, to the extent not superseded by documents or reports
subsequently filed under the Securities Act of 1933 or the Securities Exchange
Act of 1934, as amended.
2
The following is a summary of the consolidated results of Bunge Limited for the
fourth quarter of 2003 and the fiscal year ended December 31, 2003.
>> Financial Highlights
(In millions, except per share data and percentages)
-----------------------------------------------------------------------------------------------------
Fourth Quarter Ended Year Ended
----------------------- Percent ------------------- Percent
12/31/03 12/31/02 Change 12/31/03 12/31/02 Change
-----------------------------------------------------------------------------------------------------
Volumes (metric tons) 27.6 26.5 4% 107.0 85.8 25%
Net sales $6,358 $4,635 37% $22,165 $13,882 60%
Net income $100 $97 3% $411 $255 61%
Earnings per share(1) $0.99 $0.97 2% $4.07 $2.64 54%
-----------------------------------------------------------------------------------------------------
________________________
(1) All earnings per share numbers are earnings per common share, and reported
on a fully diluted basis.
Bunge's results for the quarters and years ended December 31, 2003 and 2002
include certain charges and gains that may be of interest to investors. These
items totaled $(66) million, or $(0.66) per share, and $57 million, or $0.56 per
share, for the quarter and year ended December 31, 2003, respectively, and $(4)
million, or ($0.04) per share and $(24) million, or $(0.25) per share for the
quarter and year ended December 31, 2002, respectively. These charges and gains
are detailed in the attached schedule titled "Additional Financial Information."
>> 2003 Fourth Quarter Results
Agribusiness
Agribusiness benefited from good margins in both North and South America and
international marketing. Risk management strategies and logistics and freight
programs also performed well. Western European margins continued to suffer from
lower capacity utilization and increased industrial expenses. Included in cost
of goods sold for the quarter were $56 million of non-cash impairment charges on
long-term operating assets in Bunge's Western European oilseed processing
operations.
Fertilizer
Sales and gross profit in Bunge's fertilizer division improved primarily due to
higher average selling prices as well as increases in sales volumes as farmers
reacted to higher commodity prices by increasing their planted acreage. Higher
international prices for fertilizer raw materials boosted local selling prices,
as products are priced to
3
import parity. Segment operating profit decreased primarily due to higher
selling, general and administrative (SG&A) expenses attributable to the
appreciation of the Brazilian real, increased transactional taxes and
institutional advertising.
Edible Oil Products
For comparative purposes, the results of the edible oil segment are presented
below, including the results of Lesieur, which was sold to our Saipol joint
venture in July 2003, for the quarter ended December 31, 2002.
---------------------------------------------------------------------------------------------------------
Fourth Quarter Ended
---------------------------------------------------------
As Reported Lesieur
(In millions, except volumes) 12/31/03 12/31/02 12/31/02
---------------------------------------------------------------------------------------------------------
Volumes (in thousands of metric tons) 996 796 172
Net sales $489 $570 $176
Segment operating profit $13 $3 $2
---------------------------------------------------------------------------------------------------------
Edible oil results benefited from improvements in Bunge's Eastern European and
North American edible oils businesses and its margarine and mayonnaise business
in Brazil. Results in Eastern Europe were particularly strong in Hungary and
Poland. Brazil's margarine and mayonnaise business benefited from higher sales
prices and lower expenses. These improvements were partially offset by increases
in raw material costs, primarily soybean oil.
Milling Products
On December 31, 2003, Bunge sold its U.S. bakery business for net proceeds of
$82 million. The divesture resulted in an after-tax gain of $2 million. Results
of the U.S. bakery business are included in discontinued operations for all
periods presented.
Milling products results benefited from higher volumes and margins in Bunge's
Brazilian wheat milling business due to increased marketing efforts, higher corn
milling product sales to the U.S. government for its food aid program, the
October 2003 acquisition of a corn mill and reductions in SG&A and interest
expense.
Financial Costs
Interest expense declined 11% primarily due to lower average interest rates.
Foreign exchange gains, incurred primarily on the net U.S. dollar denominated
monetary liability position of Bunge's Brazilian subsidiaries, decreased to $16
million in the fourth quarter of 2003 from $64 million in the same period last
year. The Brazilian real appreciated 1% in value against the U.S. dollar in the
fourth quarter of 2003 as compared to a 10% appreciation in the same period last
year.
4
Other
The $15 million of other income in the fourth quarter of 2003 was largely due to
Bunge's share of earnings from Solae, Saipol and its joint ventures in
Argentina.
Income Tax Expense
Bunge's effective tax rate for the fourth quarter of 2003 was 35%, compared to
0% in the fourth quarter of 2002. Income tax expense in the fourth quarter of
2003 includes a net charge of $23 million for the fiscal year due to a new
income tax law in Argentina passed in the fourth quarter of 2003. In the fourth
quarter of 2002, the company recorded no income tax as it benefited from the
2002 devaluation of the Brazilian real and a tax credit for a refund of prior
year's taxes.
>> 2003 Full-Year Results
Agribusiness results through the third quarter of 2003 lagged behind the prior
year primarily because of weakness in North American and Western European
oilseed processing margins and a return to more normalized margins in South
America. These results and the pre-tax $56 million of non-cash impairment
charges were offset in part by improved margins in the fourth quarter of 2003
and by effective risk management strategies, including ocean freight, and good
trade structured finance results. Fertilizer benefited from increased sales
volumes and better margins in all business lines due to higher selling prices.
Food products improved primarily due to the inclusion of Cereol's operations,
margin and efficiency improvements in Bunge's margarines and mayonnaise business
in Brazil and efficiency improvements in North America.
Financial Costs
Interest income increased 44% primarily due to higher levels of invested cash
and high real interest rates in Brazil. Interest expense increased 22% primarily
due to the acquisition of Cereol, which was financed in part by borrowings.
Foreign exchange gains, incurred primarily on the net U.S. dollar denominated
monetary liability position of Bunge's Brazilian subsidiaries, increased to $92
million in 2003 from a loss of $179 million in 2002. The Brazilian real
appreciated 22% in value against the U.S. dollar in 2003 as compared to a 34%
devaluation in 2002.
Other
Other income and expense increased from 2002 primarily due to increases in
Bunge's share of earnings from Saipol and its joint ventures in Argentina.
5
Income Tax Expense
Bunge's effective tax rate for 2003 was 28%. Excluding the tax-free gain on sale
of Bunge's Brazilian ingredients business, the effective tax rate was 33%. The
effective tax rate for 2002 was 22%. The primary causes of the increased
effective tax rate in 2003 were the effect of a stronger Brazilian real,
increased tax expense due to a new tax law in Argentina and reduced U.S. Foreign
Sales Corporation tax benefits.
Total Debt
Total debt, which includes short-term debt, current maturities of long-term debt
and long-term debt, at December 31, 2003, was $3,394 million compared to $3,403
million at December 31, 2002. Cash flow from operations was negatively affected
by higher levels of operating working capital caused by the 40% rise in the
price of soybeans since mid-2003. This effect is likely to reverse when prices
return to historical averages. Bunge had $489 million in cash and cash
equivalents and $13 million in marketable securities at December 31, 2003. At
December 31, 2002, Bunge had $470 million in cash and cash equivalents and $12
million in marketable securities. In addition, Bunge had $1,868 million and
$1,517 million of readily marketable inventories at December 31, 2003 and
December 31, 2002, respectively. Readily marketable inventories are agricultural
inventories that are readily convertible to cash because of their commodity
characteristics, widely available markets and international pricing mechanisms.
Cautionary Statement Concerning Forward-Looking Statements
This report contains both historical and forward-looking statements. All
statements, other than statements of historical fact are, or may be deemed to
be, forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. These forward-looking statements are not based on
historical facts, but rather reflect our current expectations and projections
about our future results, performance, prospects and opportunities. We have
tried to identify these forward-looking statements by using words including
"may," "will," "expect," "anticipate," "believe," "intend," "estimate" and
"continue" and similar expressions. These forward-looking statements involve
known and unknown risks, uncertainties and other factors that could cause our
actual results, performance, prospects or opportunities to differ materially
from those expressed in, or implied by, these forward-looking statements. The
following important factors, among others, could affect our business and
financial performance: our ability to complete, integrate and benefit from
acquisitions, divestitures, joint ventures and alliances; estimated demand for
commodities and other products that we sell and use in our business; industry
conditions, including the cyclicality of the agribusiness industry;
agricultural, economic and political conditions in the primary markets where we
operate;
6
and other economic, business, competitive and/or regulatory factors affecting
our business generally. The forward-looking statements included in this report
are made only as of the date of this report, and except as otherwise required by
federal securities law, we do not have any obligation to publicly update or
revise any forward-looking statements to reflect subsequent events or
circumstances.
7
Additional Financial Information
The following table provides a summary of certain charges and gains that may be
of interest to investors. The table includes a description of these items and
their effect on income tax expense, net income and earnings per share for the
quarters and years ended December 31, 2003 and 2002.
-----------------------------------------------------------------------------------------------------------
(In millions, except per Income Tax Earnings per Share -
share data) Expense Net Income Fully Diluted
------------------------ ---------------- ---------------- --------------------
2003 2002 2003 2002 2003 2002
------ ------ ------ ------ ------ ------
Fourth Quarter Ended
December 31st:
Impairment charges (1) $ 16 $-- $(40) $ (5) $ (0.40) $ (0.05)
New Argentine tax law
provision (23) -- (23) -- (0.23) --
(Loss) gain on discontinued
operations, net of tax -- -- (3) 1 (0.03) 0.01
--------------------------------------------------------------
Total Fourth Quarter $ (7) $-- $(66) $ (4) $ (0.66) $ (0.04)
--------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------
(In millions, except per Income Tax Earnings per Share -
share data) Expense Net Income Fully Diluted
------------------------ ------------------ ----------------- ---------------------
2003 2002 2003 2002 2003 2002
------ ------ ------ ------ ------ ------
Year Ended December 31:
Impairment charges $ 16 $ -- $ (40) $ (5) $ (0.40) $ (0.05)
Post retirement curtailment
gains (2) (8) -- 16 -- 0.16 --
Gain on sale of soy
ingredients business -- -- 111 -- 1.10 --
Additional month of Fosfertil -- (2) -- 1 -- 0.01
New Argentine tax law
provision (23) -- (23) -- (0.23) --
(Loss) gain on discontinued
operations, net of tax -- -- (7) 3 (0.07) 0.03
Cumulative effect of change in
accounting principles,
net of tax -- -- -- (23) -- (0.24)
---------------------------------------------------------------------
Total Fiscal Year $ (15) $ (2) $ 57 $ (24) $ 0.56 $ (0.25)
-------------------------------------------------------------------------------------------------------
___________________
(1) Impairment charges in the fourth quarter of 2003 related to Western European
oilseed processing operations and impairment charges in the fourth quarter of
2002 related to North American bottled oil operations.
(2) Post retirement curtailment gains of $2 million, relating to the
discontinued operations of Bunge's bakery business, are recorded in the loss on
discontinued operations.
8
CONSOLIDATED STATEMENTS OF INCOME (Note 1)
(In millions, except per share data and percentages)
(Unaudited)
Three Months Ended Year Ended
December 31, December 31,
---------------------- Percent ----------------------- Percent
2003 2002 Change 2003 2002 Change
---------------------------------------------------------------------------
Net sales $ 6,358 $ 4,635 37% $ 22,165 $ 13,882 60%
Cost of goods sold (5,964) (4,301) 39% (20,860) (12,544) 66%
--------- --------- --------- ---------
Gross profit 394 334 18% 1,305 1,338 (2)%
Selling, general and administrative expenses (199) (218) (9)% (691) (579) 19%
Gain on sale of soy ingredients business (Note 2) -- -- -- 111 -- --
Interest income 19 18 6% 102 71 44%
Interest expense (41) (46) (11)% (187) (145) 29%
Interest expense on readily marketable inventories (7) (8) (13)% (28) (31) (10)%
Foreign exchange gains (losses) 16 64 92 (179)
Other income (expense) 15 (7) 314% 19 6 217%
--------- --------- --------- ---------
Income from continuing operations before
income tax and minority interest 197 137 44% 723 481 50%
Income tax expense (68) -- (201) (104) 93%
--------- --------- --------- ---------
Income from continuing operations before
minority interest 129 137 (6)% 522 377 38%
Minority interest (26) (41) (37)% (104) (102) 2%
--------- --------- --------- ---------
Income from continuing operations 103 96 7% 418 275 52%
Discontinued operations, net of tax (Note 3) (3) 1 (7) 3
--------- --------- --------- ---------
Income before cumulative effect of change in
accounting principles 100 97 3% 411 278 48%
Cumulative effect of a change in accounting
principles, net of tax benefit -- -- -- (23)
--------- --------- --------- ---------
Net income $ 100 $ 97 3% $ 411 $ 255 61%
========= ========= ========= =========
Earnings per common share - basic (Note 4):
Income from continuing operations $ 1.03 $ 0.97 6% $ 4.19 $ 2.87 46%
Discontinued operations (0.03) .01 (0.07) 0.03
Cumulative effect of change in accounting principles -- -- -- (0.24)
--------- --------- --------- ---------
Net income per share - basic $ 1.00 $ 0.98 2% $ 4.12 $ 2.66 55%
========= ========= ========= =========
Earnings per common share - diluted (Note 4):
Income from continuing operations $ 1.02 $ 0.96 6% $ 4.14 $ 2.85 45%
Discontinued operations (0.03) .01 (0.07) 0.03
Cumulative effect of change in accounting principles -- -- -- (0.24)
--------- --------- --------- ---------
Net income per share - diluted $ 0.99 $ 0.97 2% $ 4.07 $ 2.64 54%
========= ========= ========= =========
9
FOOTNOTES TO CONSOLIDATED STATEMENTS OF INCOME
----------------------------------------------
(Unaudited)
Note 1: Bunge has revised the presentation of certain captions in its
consolidated statements of income. Interest income, interest expense
and foreign exchange gains and losses and other income and expense,
which were previously disclosed in notes to the consolidated financial
statements, are now being disclosed on the face of the consolidated
statements of income. In addition, interest income on advances to
farmers, which was previously recorded in the interest income line
included in the caption non-operating income (expense)-net in its
consolidated statements of income, has been reclassified to gross
profit to reflect the operational nature of this item. Prior year
amounts have been restated to reflect this reclassification. Bunge has
also changed the presentation of its segment information, for the
allocation of interest income, interest expense and foreign exchange
gains and losses to its operating segments.
Note 2: In May 2003, Bunge sold its Brazilian soy ingredients operations to The
Solae Company (Solae) for $251 million in cash, net of expenses of
approximately $5 million. Consequently, Bunge recognized a gain on sale
of $111 million in the second quarter of 2003. Solae is a joint venture
between Bunge and E.I. duPont de Nemours and Company.
Note 3: In December 2003, Bunge sold its North American bakery business to a
third party. The proceeds from the sale were $82 million, net of
expenses. The divestiture resulted in an after-tax gain to Bunge of $2
million. Accordingly, the operating results for the disposed division
have been reported as discontinued operations for all periods
presented. In connection with this transaction, Bunge changed the name
of its "milling and baking products" segment to "milling products".
Note 4: Earnings per share are calculated on the basis of the following number
of common shares outstanding:
Three Months Ended Year Ended
December 31, December 31,
-------------------------- --------------------------
2003 2002 2003 2002
------------ ----------- ----------- ----------
Weighted average number of common
shares outstanding:
Basic 99,884,771 99,312,651 99,745,825 95,895,338
Diluted 101,061,744 100,420,627 100,875,602 96,649,129
10
CONSOLIDATED SEGMENT INFORMATION
(In millions, except volumes and percentages) (Unaudited)
Set forth below is a summary of certain items in our consolidated statements of income and volumes by reportable segment.
Three Months Ended Year Ended
December 31, December 31,
---------------------- Percent ----------------------- Percent
2003 2002 Change 2003 2002 Change
---------------------------------------------------------------------------
Volumes (in thousands of metric tons):
Agribusiness 22,538 22,046 2% 88,395 69,606 27%
Fertilizer 3,195 2,709 18% 11,538 10,708 8%
Edible oil products 996 796 25% 3,447 1,946 77%
Milling products 907 799 14% 3,468 3,303 5%
Other (soy ingredients) -- 133 (100)% 140 226 (38)%
---------- --------- --------- ---------
Food products total 1,903 1,728 10% 7,055 5,475 29%
---------- --------- --------- ---------
Total 27,636 26,483 4% 106,988 85,789 25%
========== ========= ========= =========
Net sales
Agribusiness $ 5,076 $ 3,501 45% $ 17,345 $ 10,483 65%
Fertilizer 593 354 68% 1,954 1,384 41%
Edible oil products 489 570 (14)% 2,063 1,279 61%
Milling products 200 164 22% 751 628 20%
Other (soy ingredients) -- 46 (100)% 52 108 (52)%
---------- --------- --------- ---------
Food products total 689 780 (12)% 2,866 2,015 42%
---------- --------- --------- ---------
Total $ 6,358 $ 4,635 37% $ 22,165 $ 13,882 60%
========== ========= ========= =========
Cost of goods sold:
Agribusiness $ (4,860) $ (3,360) 45% $ (16,758) $ (9,700) 73%
Fertilizer (495) (275) 80% (1,581) (1,091) 45%
Edible oil products (430) (487) (12)% (1,817) (1,128) 61%
Milling products (179) (145) 23% (670) (551) 22%
Other (soy ingredients) -- (34) (100)% (34) (74) (54)%
---------- --------- --------- ---------
Food products total (609) (666) (9)% (2,521) (1,753) 44%
---------- --------- --------- ---------
Total $ (5,964) $ (4,301) 39% $ (20,860) $ (12,544) 66%
========== ========= ========= =========
Gross profit:
Agribusiness $ 216 $ 141 53% $ 587 $ 783 (25)%
Fertilizer 98 79 24% 373 293 27%
Edible oil products 59 83 (29)% 246 151 63%
Milling products 21 19 11% 81 77 5%
Other (soy ingredients) -- 12 (100)% 18 34 (47)%
---------- --------- --------- ---------
Food products total 80 114 (30)% 345 262 32%
---------- --------- --------- ---------
Total $ 394 $ 334 18% $ 1,305 $ 1,338 (2)%
========== ========= ========= =========
Selling, general and administrative expenses:
Agribusiness $ (102) $ (110) (7)% $ (348) $ (284) 23%
Fertilizer (43) (17) 153% (129) (100) 29%
Edible oil products (43) (73) (41)% (164) (134) 22%
Milling products (11) (13) (15)% (43) (51) (16)%
Other (soy ingredients) -- (5) (100)% (7) (10) (30)%
---------- --------- --------- ---------
Food products total (54) (91) (41)% (214) (195) 10%
---------- --------- --------- ---------
Total $ (199) $ (218) (9)% $ (691) $ (579) 19%
========== ========= ========= =========
Foreign exchange gain (loss):
Agribusiness $ 9 $ 37 $ 89 $ (171)
Fertilizer 6 18 (20) 9
Edible oil products -- 2 -- 3
Milling products -- -- -- --
Other (soy ingredients) -- (1) (1) 3
---------- --------- --------- ---------
Food products total -- 1 (1) 6
---------- --------- --------- ---------
Total $ 15 $ 56 $ 68 $ (156)
========== ========= ========= =========
11
Three Months Ended Year Ended
December 31, December 31,
----------------------- Percent ----------------------- Percent
2003 2002 Change 2003 2002 Change
------------------------------------------------------------------------------
Interest income:
Agribusiness $ 1 $ 8 (88)% $ 32 $ 22 45%
Fertilizer 14 10 40% 53 36 47%
Edible oil products 2 1 100% 6 1 500%
Milling products -- 2 (100)% -- 2 (100)%
Other (soy ingredients) -- -- -- --
------- ------ ------ ------
Food products total 2 3 (33)% 6 3 100%
------- ------ ------ ------
Total $ 17 $ 21 (19)% $ 91 $ 61 49%
======= ====== ====== ======
Interest expense:
Agribusiness $ (23) $ (14) 64% $ (86) $ (67) 28%
Fertilizer (7) (10) (30)% (35) (46) (24)%
Edible oil products (5) (10) (50)% (24) (15) 60%
Milling products (1) (7) (86)% (8) (10) (20)%
Other (soy ingredients) -- (2) (100)% (2) (5) (60)%
------- ------ ------ ------
Food products total (6) (19) (68)% (34) (30) 13%
------- ------ ------ ------
Total $ (36) $ (43) (16)% $(155) $(143) 8%
======= ====== ====== ======
-----------------------------------------------------------------------------------------------------------------------------
Segment operating profit:
Agribusiness $ 101 $ 62 63% $ 274 $ 283 (3)%
Fertilizer 68 80 (15)% 242 192 26%
Edible oil products 13 3 333% 64 6 967%
Milling products 9 1 800% 30 18 67%
Other (soy ingredients) -- 4 100% 8 22 (64)%
------- ------ ------ ------
Food products total 22 8 175% 102 46 122%
------- ------ ------ ------
-----------------------------------------------------------------------------------------------------------------------------
Income from continuing operations before
income tax and minority interest:
Segment operating profit $ 191 $ 150 $ 618 $ 521
Gain on sale of Ingredients business -- -- 111 --
Unallocated(1) 6 (13) 146% (6) (40) 85%
------- ------ ------ ------
Income from continuing operations before
income tax and minority interest $ 197 $ 137 44% $ 723 $ 481 50%
======= ====== ====== ======
Depreciation, depletion and amortization:
Agribusiness $ 27 $ 30 (10)% $ 91 $ 75 21%
Fertilizer 16 11 45% 57 56 2%
Edible oil products 8 6 33% 23 18 28%
Milling products 3 3 -- 13 9 44%
Other (soy ingredients) -- 3 (100)% -- 10 (100)%
------- ------ ------ ------
Food products total 11 12 (8)% 36 37 (3)%
------- ------ ------ ------
Total $ 54 $ 53 2% $ 184 $ 168 10%
======= ====== ====== ======
_____________________
1 Includes interest income, interest expense and foreign exchange gains and
losses and other income and expenses not directly attributable to Bunge's
operating segments.
12
CONDENSED CONSOLIDATED BALANCE SHEETS
(In millions)
(Unaudited)
December 31, December 31,
2003 2002
----------------- ------------------
ASSETS
Cash and cash equivalents $489 $470
Trade accounts receivable 1,495 1,168
Inventories 2,867 2,407
Other current assets 1,567 1,404
----------------- ------------------
Total current assets 6,418 5,449
----------------- ------------------
Property, plant and equipment, net 1,882 1,980
Goodwill 148 239
Investment in affiliates 537 52
Other non-current assets 899 629
----------------- ------------------
Total assets $9,884 $8,349
================= ==================
LIABILITIES AND SHAREHOLDERS' EQUITY
Short-term debt $889 $1,250
Current portion of long-term debt 128 249
Trade accounts payable 1,678 1,271
Other current liabilities 1,242 1,024
----------------- ------------------
Total current liabilities 3,937 3,794
----------------- ------------------
Long-term debt 2,377 1,904
Other non-current liabilities 639 684
Minority interest in subsidiaries 554 495
Shareholders' equity 2,377 1,472
----------------- ------------------
Total liabilities and shareholders' equity $9,884 $8,349
================= ==================
13
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
Year Ended
December 31,
----------------------------
2003 2002
------------- -------------
OPERATING ACTIVITIES
Net income $411 $255
Adjustments to reconcile net income to cash
(used for) provided by operating activities:
Minority interest 104 102
Depreciation, depletion and amortization 184 168
Gain on sale of soy ingredients business (111) -
Other (124) 219
Changes in operating assets and liabilities, excluding the
effects of acquisitions (448) (616)
Ducros arbitration settlement (57) -
------------- -------------
Cash flow (used for) provided by operating activities
(41) 128
INVESTING ACTIVITIES
Payments made for capital expenditures (304) (240)
Business acquisitions, net of cash acquired (196) (856)
Proceeds from sale of assets held for sale 532 -
Proceeds from disposal of property, plant and equipment 28 9
Proceeds from sale of investment - 16
------------- -------------
Cash provided by (used for) investing activities 60 (1,071)
FINANCING ACTIVITIES
Net change in short-term debt (381) (185)
Proceeds from long-term debt 851 1,937
Repayments of long-term debt (529) (706)
Proceeds from affiliate loans 41 -
Proceeds from receivable from former shareholder 55 21
Proceeds from sale of common shares 7 293
Dividends paid to shareholders (42) (37)
Dividends paid to minority interest (63) (28)
------------- -------------
Cash (used for) provided by financing activities (61) 1,295
Effect of exchange rate changes on cash and cash equivalents
61 (81)
------------- -------------
Net increase in cash and cash equivalents 19 271
Cash and cash equivalents, beginning of period 470 199
------------- -------------
Cash and cash equivalents, end of period $489 $470
============= =============
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
BUNGE LIMITED
Date: February 6, 2004 By: /s/ William M. Wells
----------------------------------
William M. Wells
Chief Financial Officer
15