M&A - AGCO CORP /DE

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Form Type: 8-K

Filing Date: 2025-07-01

Corporate Action: Acquisition

Type: New

Accession Number: 000110465925064417

Filing Summary: On June 30, 2025, AGCO Corporation entered into several agreements with Tractors & Farm Equipment Limited (TAFE) as part of a strategic acquisition initiative. Notably, AGCO engaged in a Buyback Agreement for TAFE to repurchase AGCO's remaining shareholdings for $260 million. Additionally, an Intellectual Property Agreement was established, granting TAFE ownership of the Massey Ferguson brand in India, Nepal, and Bhutan, while AGCO retains specific protective rights. The companies also reached mutually beneficial Settlement Agreements to resolve prior claims and terminated agreements. A Cooperation Agreement was included, stipulating TAFE's compliance with various corporate governance measures and shareholding limitations to maintain a stable relationship moving forward. The expiration date of the existing agreement was extended to July 15, 2025, allowing for the finalization of these arrangements.

Additional details:

Effective Date: 2025-06-30


Buyback Agreement Amount: 260000000


Settlement Agreements: Arbitration and India Litigation Settlement Agreement


Intellectual Property Agreement Details: Ownership of the Massey Ferguson brand in India, Nepal, and Bhutan given to TAFE with certain rights reserved for AGCO


Cooperation Agreement Terms: Agreements on share purchase limitations and voting rights


Form Type: SCHEDULE 13D/A

Filing Date: 2025-07-01

Corporate Action: Acquisition

Type: Update

Accession Number: 000092189525001891

Filing Summary: On June 30, 2025, AGCO Corp entered into a series of agreements with Tractors and Farm Equipment Limited (TAFE) and its affiliates, including a Cooperation Agreement, an Intellectual Property Agreement, a Buyback Agreement, an Arbitrations Settlement Agreement, and an India Litigation Settlement Agreement. These agreements establish various operational and strategic frameworks, including commitments to vote shares in line with AGCO's Board recommendations, limitations on acquiring additional shares, and rights to participate in share repurchase programs. The Buyback Agreement outlines a transaction wherein AGCO Holding B.V. will tender 23,89,000 equity shares in TAFE, totaling USD 260 million, subject to certain conditions. The Intellectual Property Agreement stipulates that ownership of the "Massey Ferguson" brand will reside with TAFE for specific territories. The Arbitrations Settlement Agreement details the withdrawal of claims in ongoing arbitrations, while the India Litigations Settlement Agreement resolves legal proceedings in India relating to the Massey Ferguson brand. Overall, these agreements signify a strategic partnership aimed at enhancing cooperation between AGCO and TAFE.

Additional details:

Purchase Price: 585803125.51


Shares Owned Tafe: 12150152


Shares Owned Tafe Motors: 3263321


Shares Owned Srinivasan: 12173865


Ownership Percentage Tafe: 16.3


Ownership Percentage Tafe Motors: 4.4


Ownership Percentage Srinivasan: 16.3


Form Type: 8-K

Filing Date: 2025-04-25

Corporate Action: Acquisition

Type: Update

Accession Number: 000088026625000022

Filing Summary: On April 24, 2025, AGCO Corporation reported the completion of the sale of its majority-owned Grain & Protein (G&P) business to A-AG Holdco Limited, an affiliate of American Industrial Partners, which occurred on November 1, 2024. This divestiture included well-known brands such as GSI®, Automated Production® (AP), Cumberland®, Cimbria®, and Tecno®. The results of the divested G&P business were previously included in AGCO's financial reporting for various global segments but have since been moved to a separate 'Other' category to maintain accurate segment financial comparisons. The report includes detailed financial metrics associated with the G&P business before its divestiture, showing how revenue and income from operations were impacted across different quarters of 2024 and 2023.

Additional details:

Date Of Report: 2025-04-24


Earliest Event Date: 2024-11-01


Divested Business: Grain & Protein


Buyer Name: A-AG Holdco Limited


Buyer Affiliate: American Industrial Partners


Brands Included: GSI, Automated Production, Cumberland, Cimbria, Tecno


Impacted Segments: North America, South America, Europe/Middle East, Asia/Pacific/Africa


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