The Schedule 13D originally filed with the Securities and Exchange Commission (the
SEC) with respect to the Issuer on April 9, 2013, as amended by Amendment Nos. 1 through 11 (the Schedule 13D), is hereby further amended and supplemented to include the information set forth herein. This amended
Statement on Schedule 13D/A constitutes Amendment No. 12 to the Schedule 13D. Capitalized terms used but not defined herein have the meanings given to such terms in the Schedule 13D.
Item 1. Security and Issuer
This
Schedule 13D relates to shares of the common stock (the Common Stock) of AGCO Corporation (the Issuer), the principal executive offices of which are located at 4205 River Green Parkway, Duluth, Georgia 30096.
Item 3. Source and Amount of Funds or Other Consideration
Except for the 20,059 shares that Ms. Srinivasan (together with the Companies (as defined below), the Reporting Persons) holds
directly and that were awarded to her under the AGCO Corporation Long-Term Incentive Plan for her services as a director of the Issuer, the source of the funds used by the Reporting Persons to purchase the reported shares, pursuant to the Purchase
Plans, was the working capital of Tractors and Farm Equipment Limited (TAFE) or of TAFE Motors and Tractors Limited (TAFE Motors and Tractors and, together with TAFE, the Companies). The Reporting Persons paid a
total of $585,802,249.73 (exclusive of brokers commissions and other administrative costs) to purchase the reported shares. Ms. Srinivasan did not pay for the shares that were awarded to her under the AGCO Corporation Long-Term Incentive
Plan.
Item 4. Purpose of Transaction
The Reporting Persons acquired the Common Stock for investment purposes. The Reporting Persons will routinely monitor a wide variety of
investment considerations, including, without limitation, current and anticipated future trading prices for the Common Stock, the Issuers operations, assets, prospects, and business development, the Issuers management, Issuer-related
competitive and strategic matters and general economic, financial market and industry conditions, as well as other investment considerations. The Reporting Persons may acquire additional Common Stock in the future in the public markets, in privately
negotiated transactions or otherwise and may determine to sell, trade or otherwise dispose of all or some holdings in the Issuer in the public markets, in privately negotiated transactions or otherwise, or take any other lawful action they deem to
be in their best interests.
TAFE believes that implementation of sound governance policies is an important factor in enabling the Board
to effectively fulfil its role and in the creation of shareholder value. TAFE has advocated for the separation of the role of Chair of the Board and Chief Executive Officer to better fulfill the boards duty of oversight of the Issuer. TAFE
believes that appointing a separate Chair provides the opportunity to improve governance practices and enhances the oversight of management, and notes that such separation is being increasingly adopted by public companies. A recent Spencer Stuart
report noted that over 90 percent of companies in 2019 electing new CEOs split the role of CEO and Chair. While TAFE strongly supports the incoming CEO in his role as CEO, TAFE encourages the Board to follow best governance practices, and also
notes that the incoming CEO does not have prior public company board experience.
TAFE believes that separating the Chair and CEO roles
would foster better governance, which appears not to have been reviewed at the Issuer for several years. Key improvements in the Issuers corporate governance would include:
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Better alignment of compensation programs for senior management with long term company performance.
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Increased focus by the Company on long term strategy, including portfolio allocation,
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Rotation of committee chairs and other members of the committees to avoid embedded views and bring fresh
perspectives to important matters,
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Refreshment of the Board on a more regular basis to increase independence and add directors with diverse views of
opportunities and risks, and
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Regular engagement with shareholders on governance, strategy and performance matters.
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TAFE has also advocated its support for allowing shareholders proxy access, and granting shareholders the right to take action between annual
meetings. Shareholder rights have been limited at the Issuer and TAFE believes that improving them would provide shareholders more opportunities to provide input to the directors and management on key governance and strategic matters.