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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 13, 2006
BUNGE LIMITED
(Exact name of registrant as specified in its charter)
Bermuda 001-16625 98-0231912
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
50 Main Street 10606
White Plains, New York USA (Zip Code)
(Address of principal executive offices)
(914) 684-2800
(Registrant's telephone number, including area code)
N.A.
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligations of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFC 240.13e-4(c))
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Item 8.01 Other Events
On May 10, 2006, Bunge Limited ("Bunge"), filed its Quarterly Report on
Form 10-Q for the quarterly period ended March 31, 2006 (the "First Quarter
10-Q") with the Securities and Exchange Commission (the "SEC"). In the First
Quarter 10-Q, Bunge presented updated business segment reporting disclosures
reflecting a reclassification of certain edible oil product lines from the
agribusiness segment to the edible oil products segment. As a result, amounts
previously reported by Bunge under its agribusiness segment have been
reclassified to its edible oil products segment.
Bunge is filing this Current Report on Form 8-K to conform its
historical consolidated financial statements included in its Annual Report on
Form 10-K for the year ended December 31, 2005 (the "2005 Annual Report") to the
presentation reflected by this reclassification. The information included in
this Current Report on Form 8-K does not in any way restate or revise Bunge's
net income, consolidated statements of income, consolidated statements of cash
flows and consolidated statements of shareholders' equity for the years ended
December 31, 2005, 2004 and 2003 and the consolidated balance sheets at December
31, 2005 and 2004. This Current Report on Form 8-K does not reflect any other
events occurring after Bunge filed its 2005 Annual Report other than this
reclassification, as described above. For a discussion of events and
developments occurring subsequent to the filing by Bunge of its 2005 Annual
Report, see Bunge's Quarterly Reports on Form 10-Q for the quarterly periods
ended June 30, 2006 and September 30, 2006 and Bunge's Current Reports on Form
8-K, all of which are filed with the SEC.
Exhibit 99.1 contains an updated "Item 6. Selected Financial Data" and
"Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations" from Bunge's 2005 Annual Report reflecting the reclassification
described above.
Exhibit 99.2 contains Management's Report on Internal Control Over
Financial Reporting for the year ended December 31, 2005, Deloitte & Touche
LLP's Report of Independent Registered Public Accounting Firm on internal
controls over financial reporting for the year ended December 31, 2005, Deloitte
& Touche LLP's Report of Independent Registered Public Accounting Firm relating
to the Consolidated Financial Statements included in this Exhibit 99.2 and the
Consolidated Financial Statements and the Notes to the Consolidated Financial
Statements of Bunge for the year ended December 31, 2005, containing an update
to "Note 4- Inventories and Note 26 - Operating Segments and Geographic Areas"
to reflect the reclassification described above.
Exhibit 99.3 contains Deloitte & Touche LLP's Consent of Independent
Registered Public Accounting Firm.
The financial statements included in Exhibit 99.2 shall now serve as
the historical audited consolidated financial statements of Bunge for the year
ended December 31, 2005.
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 hereunto duly authorized.
BUNGE LIMITED
(registrant)
By: /s/ TK Chopra
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TK Chopra
Controller
Date: November 13, 2006
EXHIBIT INDEX
Exhibit No. Description
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99.1 Cautionary Statement Regarding Forward-Looking Statements,
Selected Financial Data and Management's Discussion and
Analysis of Financial Condition and Results of Operations for
the year ended December 31, 2005, reflecting updated business
segment data.
99.2 Management's Report on Internal Control Over Financial
Reporting for the year ended December 31, 2005, Deloitte &
Touche LLP's Report of Independent Registered Public
Accounting Firm on internal controls over financial reporting
for the year ended December 31, 2005, Deloitte & Touche LLP's
Report of Independent Registered Public Accounting Firm dated
March 3, 2006, except as to Note 4 and Note 26 which are dated
as of November 10, 2006 and Consolidated Financial Statements
and the Notes to the Consolidated Financial Statements of
Bunge for the year ended December 31, 2005, reflecting updated
business segment disclosures.
99.3 Consent of Deloitte & Touche LLP