Chicago, March 18 – AGCO Corp. priced $1.1 billion of notes in two parts (Baa2/BBB-) on Monday, according to an FWP filing with the Securities and Exchange Commission.
The company priced $400 million of 5.45% three-year notes at 99.921 to yield 5.479%, or at Treasuries plus 95 basis points.
The bulk of the deal priced as $700 million of 5.8% 10-year notes at 99.73 to yield 5.836%, or at Treasuries plus 150 bps.
Each of the notes will be callable early with make-whole premiums, Treasuries plus 15 bps for the three-year notes and Treasuries plus 25 bps for the 10-year notes. There is a one-month par call option for the three-year notes and a three-month par call option for the 10-year notes.
Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Rabo Securities USA, Inc. led as bookrunners.
BofA Securities, Inc., BNP Paribas Securities Corp., MUFG Securities Americas Inc. and Truist Securities, Inc. were also joint bookrunners.
Proceeds will be used to fund a portion of the purchase price for AGCO’s acquisition of 85% of the membership interests in Trimble Solutions, LLC, a subsidiary of Trimble Inc.
If the acquisition is not completed, AGCO will be required to redeem the notes at 101.
AGCO is an agricultural machinery manufacturer based in Duluth, Ga. Trimble is an industrial technology company based in Westminster, Colo.
| Issuer: | AGCO Corp.
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| Guarantors: | AGCO International Holdings BV, AGCO International GmbH, Massey Ferguson Corp. and GSI Group, LLC
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| Amount: | $1.1 billion
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| Issue: | Senior notes
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| Bookrunners: | Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC, Rabo Securities USA, Inc., BofA Securities, Inc., BNP Paribas Securities Corp., MUFG Securities Americas Inc. and Truist Securities, Inc.
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| Co-managers: | BMO Capital Markets Corp., HSBC Securities (USA) Inc., PNC Capital Markets LLC, TD Securities (USA) LLC and UniCredit Capital Markets LLC
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| Trustee: | HSBC Bank USA, NA
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| Counsel to issuer: | Troutman Pepper Hamilton Sanders LLP, De Brauw Blackstone Westbroek NV and Pestalozzi Attorneys at Law Ltd.
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| Counsel to underwriters: | Paul Hastings LLP
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| Special redemption: | At 101 if acquisition is not completed by outside date
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| Change of control: | At 101
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| Trade date: | March 18
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| Settlement date: | March 21
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| Ratings: | Moody’s: Baa2
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| S&P: BBB-
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| Distribution: | SEC registered
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|
|
| Three-year notes
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| Amount: | $400 million
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| Maturity: | March 21, 2027
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| Coupon: | 5.45%
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| Price: | 99.921
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| Yield: | 5.479%
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| Spread: | Treasuries plus 95 bps
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| Call features: | Make-whole call at Treasuries plus 15 bps; par call starting Feb. 21, 2027
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| Cusip: | 001084AR3
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|
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| 10-year notes
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| Amount: | $700 million
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| Maturity: | March 21, 2034
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| Coupon: | 5.8%
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| Price: | 99.73
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| Yield: | 5.836%
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| Spread: | Treasuries plus 150 bps
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| Call features: | Make-whole call at Treasuries plus 25 bps; par call starting Dec. 21, 2033
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| Cusip: | 001084AS1
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