0000880266falseAGCO CORP /DE00008802662025-07-072025-07-07
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
July 7, 2025
Date of Report
(Date of earliest event reported)
AGCO CORPORATION
(Exact name of Registrant as specified in its charter)
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| Delaware |
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001-12930 |
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58-1960019 |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
4205 River Green Parkway
Duluth, Georgia 30096
(Address of principal executive offices, including Zip Code)
770 813-9200
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation 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 CFR 240.13e-4(c))
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| Securities registered pursuant to Section 12(b) of the Act |
| Title of Class |
Trading Symbol |
Name of exchange on which registered |
| Common stock |
AGCO |
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01. Entry into a Material Definitive Agreement.
On July 7, 2025, AGCO Corporation (“AGCO” or the “Company”) and Tractors and Farm Equipment Limited (“TAFE”) entered into a fourth amendment (the “Amendment”) to the Amended and Restated Letter Agreement dated as of April 24, 2019, between AGCO and TAFE, as amended by Amendment No. 1, dated as of April 24, 2024, Amendment No. 2, dated as of April 23, 2025, and Amendment No. 3, dated as of June 25, 2025 (the “Existing Agreement”, and together with the Amendment, the “Letter Agreement”). The Amendment extends the expiration date of the Letter Agreement from July 15, 2025 to November 28, 2025 or until funds and shares have been deposited in escrow in connection with the closing of the Buyback Agreement as previously disclosed in the Company’s Form 8-K filed on July 1, 2025, whichever occurs first. The parties are extending the expiration date of the Letter Agreement to accommodate the ultimate effectiveness of the previously disclosed settlement agreements the parties entered into to resolve outstanding issues between the parties.
The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by reference to, the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit No. |
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Description |
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| 104 |
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Cover Page Interactive Data File - the cover page from this current report on Form 8-K is formatted in Inline XBRL. |
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.
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| AGCO Corporation |
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| By: |
/s/ Damon Audia |
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Damon Audia
Senior Vice President and
Chief Financial Officer |
Dated: July 8, 2025
EX-10.1
2
ex101-amendmentno4toarlett.htm
EX-10.1
Document
AMENDMENT NO. 4 TO THE AMENDED AND RESTATED LETTER AGREEMENT
THIS AMENDMENT NO. 4 to THE AMENDED AND RESTATED LETTER AGREEMENT is made as of July 7th, 2025 (this “Amendment”) by and between AGCO Corporation, a Delaware corporation, and Tractors and Farm Equipment Limited, a company incorporated under the laws of India. Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Agreement (as defined below).
WHEREAS, the parties hereto are the parties to the Amended and Restated Letter Agreement, dated as of April 24, 2019, as amended by Amendment No. 1 dated as of April 24, 2024, Amendment No. 2 dated as of April 23, 2025, and Amendment No. 3 dated as of June 25, 2025 (the “Agreement”), and, subject to the terms set forth herein, wish to amend the Agreement as set forth herein.
NOW, THEREFORE, in consideration of the mutual covenants contained in the Agreement and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties hereto agree as follows:
Section 1. Amendment to the Agreement
1.1. Section 5(a) of the Agreement shall be deleted and replaced with the following:
“This Amended and Restated Letter Agreement will expire on November 28, 2025 or upon the Escrow Deposit Date (as defined in that certain Buyback Agreement, dated June 30, 2025, by and between TAFE and AGCO Holding B.V.), whichever first occurs.”
Section 2. Miscellaneous
2.1. Entire Agreement. This Amendment constitutes the entire agreement and understanding of the parties with respect to its subject matter and supersedes all oral communication and prior writings (except as otherwise provided herein) with respect thereto. Except as expressly amended hereby, the provisions of the Agreement are and shall remain unmodified and in full force and effect.
2.2. Counterparts. This Amendment may be executed and delivered in counterparts (including by facsimile transmission) each of which will be deemed an original.
2.3. Headings. The headings used in this Amendment are for convenience of reference only and are not to affect the construction of or to be taken into consideration in interpreting this Amendment.
2.4. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of Delaware.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties hereto intending to be legally bound have duly executed this Agreement, all as of the day and year first above written.
TRACTORS AND FARM EQUIPMENT LIMITED
By: /s/ Mallika Srinivasan
Name: Mallika Srinivasan
Title: Chairman and Managing Director
AGCO CORPORATION
By: /s/ Eric Hansotia
Name: Eric Hansotia
Title: CEO & Chairman
Date: July 7, 2025
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