11. investments in affiliates
Bunge has investments in affiliates that are accounted for on
the equity method of accounting. The most significant of these affiliates are the following companies:
the solae company Bunge owns 28% of The Solae Company (Solae), a soy ingredients joint venture with E.I. duPont de Nemours and Company (DuPont). In 2003, Bunge formed an alliance with DuPont to expand its agribusiness and soy ingredients businesses. In connection with the formation of Solae, DuPont contributed its Protein Technologies food ingredients business and Bunge contributed its North American and European ingredients operations. In exchange, Bunge received a 28% interest in Solae based on the fair value of its contribution. The carrying value of net assets contributed also equaled the fair value of $520 million. Bunge did not recognize any gain or loss on this transaction. In addition, in 2003, Bunge sold its Brazilian soy ingredients operations to Solae for $251 million in cash, net of expenses of $5 million. Consequently, Bunge recognized a non-taxable gain on sale of $111 million in the second quarter of 2003 that was included in net income. Bunge did not recognize any additional ownership percentage in Solae as a result of this sale. Bunge has recorded a long-term investment in Solae in its consolidated balance sheets, which includes a deferred gain of $43 million, representing Bunge's 28% interest in Solae, as reduction in the carrying value of the investment in Solae. The deferred gain will only be recognized upon the sale or partial sale of the investment in Solae. During 2004, Bunge received capital returns of $17 million from Solae.
In May 2003, Solae was organized as a U.S. limited liability company that has elected to be taxed as a partnership. As a result, the parent companies, Bunge and DuPont are responsible for U.S. income taxes applicable to their share of Solae's U.S. taxable income. Therefore, net income for Solae does not reflect any provision for income taxes that would be incurred by its parents.
saipol s.a.s. Bunge has a 33.34% ownership interest in this joint venture which is engaged in oilseed processing and production of branded bottled vegetable oils in France.
terminal 6 s.a. and terminal 6 industrial s.a. Bunge has a 40% and 50% ownership interest, respectively, in these joint ventures, which operate a port facility and oilseed processing facility in Argentina. In 2004, Bunge invested $16 million in Terminal 6 Industrial to build a new oilseed processing facility.
agri-bunge, llc Bunge has a 50% voting interest and a 34% interest in the equity and earnings of this joint venture, which originates grain and operates Mississippi river terminals in the U.S.
fosbrasil s.a. Bunge has a 44.25% ownership interest in this joint venture, which operates a phosphoric acid production facility in Brazil.
ewico s.p.o.o. Bunge has a 50% ownership interest in this joint venture, which manufactures edible oils in Poland. This joint venture was created in 2004 and Bunge invested $8 million.
harinera la espiga, s.a. de c.v. Bunge has a 31.5% ownership interest in this joint venture which has wheat milling and bakery dry mix operations in Mexico.
Summarized unaudited combined financial information reported for all equity method affiliates and a summary of the amounts recorded in Bunge's consolidated financial statements as of December 31, 2004 and 2003 follows:
(US$ in millions) |
2004 |
2003 |
|
Amounts recorded by Bunge: |
|
Investments(1) |
$ |
564 |
$ |
537 |
Equity income |
|
12 |
|
16 |
Combined results of operations: |
|
Revenues |
$ |
2,600 |
$ |
2,070 |
Income before income tax and |
|
minority interest |
|
42 |
|
60 |
Net income |
|
39 |
|
58 |
Combined financial position: |
|
Current assets |
$ |
934 |
$ |
767 |
Non-current assets |
|
2,177 |
|
2,050 |
|
Total assets |
$ |
3,111 |
$ |
2,817 |
|
Current liabilities |
$ |
582 |
$ |
472 |
Non-current liabilities |
|
682 |
|
569 |
Stockholders' equity |
|
1,847 |
|
1,776 |
|
Total liabilities and stockholders' equity |
$ |
3,111 |
$ |
2,817 |
|
(1) |
At December 31, 2004 and 2003, Bunge's investment exceeded its underlying equity in the net assets of Solae by $12 million and $16 million, respectively. Straight-line amortization of this excess against equity income amounted to $4 million and $3 million in 2004 and 2003, respectively. Amortization of the excess has been attributed to intangible assets of Solae, which are being amortized over five years. |
|