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Item 8. Financial Statements and Supplementary Data

2025-02-24 compared with 2024-02-27 · 672 added, 544 removed, 1659 unchanged (42% of the section changed)

Financial Statements and Supplementary Data

The following Consolidated Financial Statements of AGCO and its subsidiaries for each of the years in the three-year period ended December 31, 2023 are included in this Item:

The following Consolidated Financial Statements of AGCO Corporation for each of the years in the three-year period ended December 31, 2024 are included in this Item:

Report of Independent Registered Public Accounting Firm (Firm ID:

Consolidated Statements of Operations for the years ended December 31, 202 4 , 202 3 and 20 2 2

Consolidated Statements of Comprehensive Income for the years ended December 31, 202 3 , 202 2 and 202 1.

Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, 202 4 , 202 3 and 20 2 2

Consolidated Balance Sheets as of December 31, 202 4 and 20 23

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Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of AGCO Corporation and subsidiaries (the Company) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2023, and the related notes (collectively, the consolidated financial statements).

We have audited the accompanying consolidated balance sheets of AGCO Corporation and subsidiaries (the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income (loss), stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2024, and the related notes (collectively, the consolidated financial statements).

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the years in the three-year period ended December 31, 2024, in conformity with U.S.

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The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that:

(1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.

(1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgements.

The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.

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• developing an expectation of the Company’s tax positions and comparing the results to the Company’s assessment

Assessment of goodwill impairment for certain reporting units

Assessment of goodwill impairment for a certain reporting unit

As discussed in Note 1 to the consolidated financial statements, the Company evaluates goodwill for impairment annually as of October 1 and when events or circumstances indicate that fair value of a reporting unit may be below its carrying value.

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The fair values of the reporting units are determined based on a combination of valuation techniques, including an income approach and guideline public company method.

Based on the Company’s analysis, the Company determined that the fair value of certain reporting units were in excess of the carrying value and therefore did not record any goodwill impairment for these reporting units.

We identified the assessment of goodwill impairment for certain reporting units as a critical audit matter because a high degree of subjective auditor judgment was required to evaluate the fair value of the reporting units.

The fair value models used the following significant assumptions for which there was limited observable market information:

forecasted revenue growth, forecasted gross margin, and discount rate.

Based on the Company’s analysis, the Company determined that the fair value of a certain reporting unit was less than the carrying value and therefore recorded a goodwill impairment of $351.0 million for this reporting unit.

We identified the assessment of the Company's goodwill impairment testing for a certain reporting unit as a critical audit matter.

A high degree of subjective auditor judgment was required to evaluate the fair value of the reporting unit.

Certain significant assumptions used to determine fair value of the reporting unit, including forecasted revenue growth and discount rate assumptions, had limited observable market information.

The determined fair value was sensitive to changes in these significant assumptions.

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We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s goodwill impairment process, including controls over the significant assumptions.

We compared the Company’s forecasted revenue growth and gross margin used in the valuation model against underlying business strategies and growth plans.

We compared the Company’s historical revenue and gross margin forecasts to actual results to assess the Company’s ability to forecast.

We compared the Company’s forecasted revenue growth assumptions used in the valuation model against underlying business strategies, growth plans, and industry data.

We compared the Company’s historical revenue forecasts to actual results to assess the Company’s ability to forecast.

In addition, we involved valuation professionals with specialized skills and knowledge, who assisted in:

• comparing the Company’s discount rate inputs to publicly available information for comparable entities to test the selected discount rate

• performing sensitivity analyses over the significant assumptions to assess the impact on the Company's fair value determination

• recomputing the estimate of fair value for the reporting units using the Company’s significant assumptions and comparing the result to the Company’s fair value estimate

• evaluating the Company’s discount rate by comparing it to a range of discount rates independently developed using publicly available market data of guideline companies

• performing sensitivity analyses over the forecasted revenue growth assumptions to assess the impact of changes on the Company's fair value determination

• recomputing the estimate of fair value for the reporting unit using the Company’s significant assumptions and comparing the result to the Company’s fair value estimate

We have served as the Company’s auditor since 2002.

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Impairment charges 369.5 4.1 36.0

Restructuring expenses 11.9 6.1 15.3

Income from operations 1,700.4 1,265.4 1,001.4

Restructuring and business optimization expenses 172.7 11.9 6.1

Loss on sale of business 507.3 — —

Income (loss) from operations ( 122.1 ) 1,700.4 1,265.4

Interest expense, net 93.0 4.6 13.0

Other expense, net 218.5 362.3 145.2

Income before income taxes and equity in net earnings of affiliates 1,333.5 1,107.2 944.3

Income (loss) before income taxes and equity in net earnings of affiliates ( 433.6 ) 1,333.5 1,107.2

Income tax provision 98.4 230.4 296.6

Income before equity in net earnings of affiliates 1,103.1 810.6 835.9

Income (loss) before equity in net earnings of affiliates ( 532.0 ) 1,103.1 810.6

Equity in net earnings of affiliates 46.4 68.2 64.1

Net income 1,171.3 874.7 901.5

Net loss (income) attributable to noncontrolling interests 0.1 14.9 ( 4.5 )

Net income attributable to AGCO Corporation and subsidiaries $ 1,171.4 $ 889.6 $ 897.0

Net income per common share attributable to AGCO Corporation and subsidiaries:

Net income (loss) ( 485.6 ) 1,171.3 874.7

Net loss attributable to noncontrolling interests 60.8 0.1 14.9

Net income (loss) attributable to AGCO Corporation $ ( 424.8 ) $ 1,171.4 $ 889.6

Net income (loss) per common share attributable to AGCO Corporation:

Basic $ ( 5.69 ) $ 15.66 $ 11.92

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AGCO CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in millions)

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2024 2023 2022

Net income $ 1,171.3 $ 874.7 $ 901.5

Other comprehensive income (loss), net of reclassification adjustments:

Defined benefit pension plans, net of taxes:

Prior service (cost) credit arising during the year — ( 19.1 ) 10.0

Net income (loss) $ ( 485.6 ) $ 1,171.3 $ 874.7

Other comprehensive income (loss):

Defined pension and postretirement benefit plans, net of tax:

Prior service cost arising during the year ( 0.9 ) — ( 19.1 )

Net loss (gain) recognized due to settlement 14.0 0.4 ( 0.4 )

Net loss recognized due to curtailment — — 6.3

Net actuarial (loss) gain arising during the year ( 2.2 ) ( 16.1 ) 12.3

Amortization of prior service cost included in net periodic pension cost 1.3 — 0.6

Amortization of net actuarial losses included in net periodic pension cost 7.0 6.4 12.3

Derivative adjustments:

Amortization of prior service cost 1.1 1.3 —

Amortization of net actuarial losses 7.8 7.0 6.4

Deferred gains and losses on derivatives, net of tax:

Net changes in fair value of derivatives 3.4 ( 8.9 ) ( 14.6 )

Net losses (gains) reclassified from accumulated other comprehensive loss into income 9.0 14.1 ( 3.0 )

Net losses reclassified from accumulated other comprehensive loss into income 6.3 9.0 14.1

Foreign currency translation adjustments ( 226.6 ) 102.3 ( 30.0 )

Other comprehensive income (loss), net of reclassification adjustments 95.0 ( 31.3 ) 39.5

Comprehensive income 1,266.3 843.4 941.0

Comprehensive loss (income) attributable to noncontrolling interests 0.1 14.0 ( 4.1 )

Comprehensive income attributable to AGCO Corporation and subsidiaries $ 1,266.4 $ 857.4 $ 936.9

Other comprehensive income (loss) ( 197.1 ) 95.0 ( 31.3 )

Comprehensive income (loss) ( 682.7 ) 1,266.3 843.4

Comprehensive loss attributable to noncontrolling interests 63.1 0.1 14.0

Comprehensive income (loss) attributable to AGCO Corporation $ ( 619.6 ) $ 1,266.4 $ 857.4

See accompanying notes to Consolidated Financial Statements.

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(in millions, except share amounts)

2023 December 31,

December 31, 2024 December 31, 2023

Current Assets:

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Total assets $ 11,190.6 $ 11,421.2

LIABILITIES AND STOCKHOLDERS’ EQUITY

LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND STOCKHOLDERS’ EQUITY

Current Liabilities:

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Operating lease liabilities 127.5 134.4

Pensions and postretirement health care benefits 170.5 158.0

Pension and postretirement health care benefits 155.6 170.5

Deferred tax liabilities 125.0 122.6

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Commitments and contingencies (Note 22)

Redeemable noncontrolling interests 300.1 —

Stockholders’ Equity:

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Total stockholders’ equity 3,742.8 4,656.8

Total liabilities and stockholders’ equity $ 11,421.2 $ 10,103.7

Total liabilities, noncontrolling redeemable interests and stockholders’ equity $ 11,190.6 $ 11,421.2

See accompanying notes to Consolidated Financial Statements.

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(in millions, except share amounts)

Common Stock Additional

Capital Retained

Earnings Accumulated Other Comprehensive Loss Noncontrolling

Earnings Accumulated

Comprehensive Loss Noncontrolling

Interests Total

Stockholders’

Common Stock Defined

Plans Cumulative

Adjustment Deferred

Gains (Losses) on

Derivatives Accumulated

Comprehensive Loss

Redeemable Noncontrolling Interests

Shares Amount

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Net income (loss) — — — — 889.6 — ( 14.9 ) 874.7

Payment of dividends to shareholders — — — $ ( 358.5 ) — — — — — ( 358.5 )

Payment of dividends to stockholders — — — — ( 404.3 ) — — ( 404.3 )

Issuance of non-employee director restricted stock — 10,301 — 1.5 — — — 1.5

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Distribution to noncontrolling interest — — — — — — ( 13.8 ) ( 13.8 )

Sale of noncontrolling interests — — — $ — — — — — ( 10.6 ) ( 10.6 )

Investment by noncontrolling interests — — — — — — 0.1 0.1

Purchases and retirement of common stock — ( 113,824 ) — — — — — —

Defined benefit pension plans, net of taxes:

Prior service (cost) credit arising during year — — — $ — 10.0 — — 10.0 — 10.0

Net (gain) loss recognized due to settlement — — — $ — 0.1 — — 0.1 — 0.1

Net gain recognized due to curtailment — — — $ — 6.3 — — 6.3 — 6.3

Net actuarial gain (loss) arising during year — — — $ — 53.6 — — 53.6 — 53.6

Amortization of prior service cost (credit) included in net periodic pension cost — — — $ — 0.6 — — 0.6 — 0.6

Amortization of net actuarial losses included in net periodic pension cost — — — $ — 12.3 — — 12.3 — 12.3

Deferred gains and losses on derivatives, net — — — $ — — — 2.1 2.1 — 2.1

Defined benefit pension and postretirement plans, net of tax

— — — — — ( 0.8 ) — ( 0.8 )

Deferred gains and losses on derivatives, net of tax — — — — — ( 0.5 ) — ( 0.5 )

Change in cumulative translation adjustment — — — — — ( 30.9 ) 0.9 ( 30.0 )

Balance, December 31, 2022 — 74,600,815 0.7 30.2 5,654.6 ( 1,803.1 ) 0.2 3,882.6

Net income — — — 889.6 — — — — ( 14.9 ) 874.7

Payment of dividends to shareholders — — — ( 404.3 ) — — — — — ( 404.3 )

Net income (loss) — — — — 1,171.4 — ( 0.1 ) 1,171.3

Adoption of ASU 2016-13 by finance joint ventures — — — — ( 5.5 ) — — ( 5.5 )

Payment of dividends to stockholders — — — — ( 457.4 ) — — ( 457.4 )

Issuance of non-employee director restricted stock — 10,524 — 1.5 — — — 1.5

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Stock compensation — — — 44.9 — — — 44.9

Distribution to noncontrolling interest — — — — — — — — ( 13.8 ) ( 13.8 )

Investment by noncontrolling interests — — — — — — — — 0.1 0.1

Purchases and retirement of common stock — ( 371,669 ) — ( 49.9 ) ( 3.1 ) — — ( 53.0 )

Defined benefit pension plans, net of taxes:

Prior service (cost) credit arising during year — — — — ( 19.1 ) — — ( 19.1 ) — ( 19.1 )

Net (gain) loss recognized due to settlement — — — — ( 0.4 ) — — ( 0.4 ) — ( 0.4 )

Net actuarial gain (loss) arising during year — — — — 12.3 — — 12.3 — 12.3

Amortization of net actuarial losses included in net periodic pension cost — — — — 6.4 — — 6.4 — 6.4

Deferred gains and losses on derivatives, net — — — — — — ( 0.5 ) ( 0.5 ) — ( 0.5 )

Defined pension and postretirement benefit plans, net of tax — — — — — ( 7.4 ) — ( 7.4 )

Deferred gains and losses on derivatives, net of tax — — — — — 0.1 — 0.1

Change in cumulative translation adjustment — — — — — 102.3 — 102.3

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Net income (loss) ( 60.8 ) — — — ( 424.8 ) — — ( 424.8 )

Adoption of ASU 2016-13 by finance joint ventures — — — ( 5.5 ) — — — — — ( 5.5 )

Payment of dividends to shareholders — — — ( 457.4 ) — — — — — ( 457.4 )

Payment of dividends to stockholders — — — — ( 273.1 ) — — ( 273.1 )

Issuance of non-employee director restricted stock — 12,842 — 1.7 — — — 1.7

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Purchases and retirement of common stock — ( 311,852 ) — ( 5.4 ) ( 16.6 ) — — ( 22.0 )

Defined benefit pension plans, net of taxes:

Net (gain) loss recognized due to settlement — — — — 0.4 — — 0.4 — 0.4

Net actuarial gain (loss) arising during year — — — — ( 16.1 ) — — ( 16.1 ) — ( 16.1 )

Amortization of prior service cost (credit) included in net periodic pension cost — — — — 1.3 — — 1.3 — 1.3

Amortization of net actuarial losses included in net periodic pension cost — — — — 7.0 — — 7.0 — 7.0

Deferred gains and losses on derivatives, net — — — — — — 0.1 0.1 — 0.1

Sale of minority interest — — — — — — ( 0.1 ) ( 0.1 )

Equity transaction associated with JCA noncontrolling interest — — — 3.1 — — — 3.1

Initial fair value of redeemable noncontrolling interests 355.1 — — — — — — —

Investment by redeemable noncontrolling interest 8.1 — — — — — — —

Defined pension and postretirement benefit plans, net of tax — — — — — 19.8 — 19.8

Deferred gains and losses on derivatives, net of tax — — — — — 9.7 — 9.7

Change in cumulative translation adjustment ( 2.3 ) — — — — ( 224.3 ) — ( 224.3 )

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Cash flows from operating activities:

Net income $ 1,171.3 $ 874.7 $ 901.5

Adjustments to reconcile net income to net cash provided by operating activities:

Net income (loss) $ ( 485.6 ) $ 1,171.3 $ 874.7

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation 251.2 230.4 209.5

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Stock compensation expense 18.4 46.4 34.0

Loss on sale of business 507.3 — —

pension plan termination and settlement 18.5 — —

Equity in net earnings of affiliates, net of cash received ( 29.4 ) ( 36.4 ) ( 40.8 )

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Purchase of businesses, net of cash acquired ( 1,903.7 ) ( 9.8 ) ( 111.3 )

Proceeds from sale of business 630.7 — —

Sale of, distributions from (investments in) unconsolidated affiliates, net ( 7.4 ) ( 21.6 ) 4.0

Proceeds from cross currency swap contract 22.6 — —

Other ( 1.4 ) ( 8.0 ) ( 3.8 )

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Payment of debt issuance costs ( 15.7 ) ( 10.9 ) ( 3.6 )

Distributions to noncontrolling interests, net — ( 11.5 ) ( 3.5 )

Net cash used in financing activities ( 671.7 ) ( 407.0 ) ( 539.5 )

Investments by (distributions to) noncontrolling interests, net 8.1 — ( 11.5 )

Net cash provided by (used in) financing activities 1,045.5 ( 671.7 ) ( 407.0 )

Effect of exchange rate changes on cash, cash equivalents and restricted cash ( 67.8 ) ( 79.7 ) ( 34.0 )

Decrease in cash, cash equivalents and restricted cash ( 194.0 ) ( 99.6 ) ( 230.0 )

Increase (decrease) in cash, cash equivalents and restricted cash 17.2 ( 194.0 ) ( 99.6 )

Cash, cash equivalents and restricted cash, beginning of year 595.5 789.5 889.1

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OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

AGCO Corporation and subsidiaries (“AGCO” or the “Company”) is a global leader in the design, manufacture and distribution of agricultural machinery and precision agriculture technology.

The Company sells a full range of agricultural equipment, including tractors, combines, hay tools, sprayers, forage equipment, seeding and tillage equipment, implements, and grain storage and protein production systems.

The Company’s products are widely recognized in the agricultural equipment industry and are marketed under a number of well-known brand names including Fendt ® , GSI ® , Massey Ferguson ® , Precision Planting ® and Valtra ® , supported by our FUSE ® precision agriculture solutions.

AGCO Corporation (“AGCO” or the “Company”) is a global leader in the design, manufacture and distribution of agricultural machinery and precision agriculture technology.

The Company delivers value to farmers and Original Equipment Manufacturer (“OEM”) customers through our differentiated brand portfolio including leading brands Fendt ® , Massey Ferguson ® , PTx and Valtra ® .

The Company's full line of equipment, smart farming solutions and services helps farmers sustainably feed our world.

The Company distributes most of its products through a combination of approximately 2,700 independent dealers and distributors.

The Company also utilizes associates and licensees to provide a distribution channel for its products.

In addition, the Company provides retail financing through its finance joint ventures with Coöperatieve Rabobank U.A., or “Rabobank.”

On September 28, 2023, the Company entered into a Sale and Contribution Agreement with Trimble Inc.

("Trimble") to form a joint venture ("Trimble Ag joint venture") (i) to which Trimble will contribute its agricultural business (other than certain Global Navigation Satellite System and guidance technologies) and AGCO will contribute JCA Technologies, and (ii) AGCO will acquire an 85 % interest in the joint venture for cash consideration of $ 2.0 billion.

The Trimble Ag joint venture will be the exclusive provider of Trimble’s comprehensive technology offering, supporting the future development and distribution of next-generation agriculture technologies.

The Company expects the transaction to close during the first half of 2024.

The closing is subject to customary conditions, including compliance with antitrust and similar laws.

See Note 2 for further information.

In addition, the Company provides retail and wholesale financing through its finance joint ventures with Coöperatieve Rabobank U.A., which together with its affiliates, the Company refers to as “Rabobank.”

Basis of Presentation and Consolidation

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The Company also consolidates all entities that are not considered VIEs if it is determined that the Company has a controlling voting interest to direct the activities that most significantly impact the joint venture or entity.

The Company records investments in all other affiliate companies using the equity method of accounting when it has significant influence.

Other investments, including those representing an ownership interest of less than 20%, are recorded at cost.

For consolidated entities where our ownership interest is less than 100%, noncontrolling ownership interests are reported in our Consolidated Balance Sheets.

The noncontrolling ownership interest is reported in our net income (loss), net of taxes, and is classified as “Net loss attributable to noncontrolling interests” in our Consolidated Statements of Operations.

The Company records investments in affiliate companies using the equity method of accounting when it has significant influence.

All significant intercompany balances and transactions have been eliminated in the Consolidated Financial Statements.

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Actual results could differ from those estimates.

The estimates made by management primarily relate to accounts and notes receivable, inventories, deferred income tax valuation allowances, uncertain tax positions, goodwill and other identifiable intangible assets, and certain accrued liabilities, principally relating to reserves for volume discounts and sales incentives, warranty obligations, product liability and workers’ compensation obligations, recoverable indirect taxes and pensions and postretirement benefits.

The estimates made by management primarily relate to accounts and notes receivable, inventories, deferred income tax valuation allowances, uncertain tax positions, goodwill and other identifiable intangible assets, certain accrued liabilities, principally relating to reserves for volume discounts and sales incentives, warranty obligations, product liability and pension and postretirement benefits.

Foreign Currency Translation

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Income and expense items are translated at average rates of exchange prevailing during the period.

Translation adjustments are included in “Accumulated other comprehensive loss” in

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

stockholders’ equity within the Company’s Consolidated Balance Sheets.

Translation adjustments are included in “Accumulated other comprehensive loss” in stockholders’ equity within the Company’s Consolidated Balance Sheets.

Gains and losses, which result from foreign currency transactions, are included in the accompanying Consolidated Statements of Operations.

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For subsidiaries operating in highly inflationary economies, the United States dollar is the functional currency.

Remeasurement adjustments for financial statements in highly inflationary economies and other transactional exchange gains and losses are reported in "Other expense, net" within the Company's Consolidated Statements of Operations.

Remeasurement adjustments for financial statements in highly inflationary economies and other transactional exchange gains and losses are reported in “Other expense, net” within the Company's

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Consolidated Statements of Operations.

For the year ended December 31, 2024, the Company's wholly-owned subsidiary in Turkey had net sales of approximately $ 412.1 million and total assets of approximately 6.5 billion Turkish lira (or approximately $ 185.2 million).

The monetary assets and liabilities denominated in the Turkish lira were approximately 5.0 billion Turkish lira (or approximately $ 140.7 million) and approximately 3.1 billion Turkish lira (or approximately $ 86.6 million), respectively, as of December 31, 2024.

The monetary assets and liabilities were remeasured into United States dollar based on exchange rates as of December 31, 2023.

The Company is subject to the risk of the imposition of limitations by governments on international transfers of funds.

The monetary assets and liabilities were remeasured into United States dollars based on exchange rates as of December 31, 2024.

The Company has a wholly-owned subsidiary in Argentina that assembles and distributes agricultural equipment and replacement parts.

In recent years, the Argentine government has substantially limited the ability of companies to transfer funds out of Argentina.

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The Company's finance joint venture in Argentina, AGCO Capital Argentina S.A.

("AGCO Capital") has net monetary assets denominated in pesos at the official government rate of approximately 11.0 billion (or approximately $ 13.2 million) as of December 31, 2023, of which a majority is cash and cash equivalents.

(“AGCO Capital”) has net monetary assets denominated in pesos at the official government rate of approximately 6.7 billion pesos (or approximately $ 6.5 million) as of December 31, 2024.

All gains and losses resulting from AGCO Capital's remeasurement of its monetary assets and liabilities are reported in “Equity in net earnings of affiliates” within our Consolidated Statements of Operations.

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(3) Consisted primarily of cash in escrow or held as a guarantee.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Property, Plant and Equipment

Property, plant and equipment are recorded at cost, less accumulated depreciation and amortization.

Depreciation is provided on a straight-line basis over the estimated useful lives of five to 40 years for buildings and improvements, three to 25 years for machinery and equipment and five to 10 years for furniture and fixtures.

Expenditures for maintenance and repairs are primarily charged to expense as incurred.

Accounts and Notes Receivable

Accounts and notes receivable arise from the sale of equipment and replacement parts to independent dealers, distributors or other customers.

In the United States and Canada, receivables arising from sales to dealers are immediately due upon a retail sale of the underlying equipment by the dealer with the exception of sales of grain storage and protein production systems as discussed further below.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

systems as discussed further below.

If not previously paid by the dealer in the United States and Canada, installment payments are required generally beginning after the interest-free period with the remaining outstanding equipment balance generally due within 12 months after shipment or delivery.

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Under normal circumstances, equipment may not be returned.

Replacement parts are generally returnable if they meet certain criteria.

The Company makes an estimate of product returns at the time of sale based on historical experience.

In certain regions, with respect to most equipment sales, including the United States and Canada, the Company is obligated to repurchase equipment and replacement parts upon cancellation of a dealer or distributor contract.

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The following summarizes by geographic region, as a percentage of the Company’s consolidated net sales, amounts with maximum interest-free periods as presented below (in millions):

Year Ended December 31, 2023 North

Year Ended December 31, 2024

America South

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$ 2,850.3 $ 1,315.9 $ 6,812.9 $ 682.8 $ 11,661.9 100.0 %

The Company has an agreement to permit transferring, on an ongoing basis, a majority of its wholesale interest-bearing and non-interest bearing accounts receivable in North America, Europe and Brazil to its U.S., Canadian, European and

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Brazilian finance joint ventures.

The Company has accounts receivable sales agreements that permit transferring, on an ongoing basis, a majority of its wholesale interest-bearing and non-interest bearing accounts receivable in North America, Europe and Brazil to its U.S., Canadian, European and Brazilian finance joint ventures.

Qualified dealers may obtain additional financing through the Company’s U.S., Canadian, European and Brazilian finance joint ventures at the joint ventures’ discretion.

The Company provides various volume bonus and sales incentive programs with respect to its products.

These sales incentive programs include reductions in invoice prices, reductions in retail financing rates, dealer commissions and dealer incentive allowances.

These sales incentive programs include reductions in invoice prices, reductions in retail financing rates, dealer commissions and dealer

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

incentive allowances.

In most cases, incentive programs are established and communicated to the Company’s dealers on a quarterly basis.

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Volume discounts are estimated and recognized based on historical experience, and related reserves are monitored and adjusted based on actual dealer purchase volumes and the dealer’s progress towards achieving specified cumulative target levels.

Estimates of these incentives are based on the terms of the programs and historical experience.

All incentive programs are recorded and presented as a reduction of revenue, due to the fact that the Company does not receive a distinct good or service in exchange for the consideration provided.

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The Company maintains allowances for estimated credit losses, which are developed at a market, country, and region level based on risk of collection as well as current and forecasted economic conditions.

The Company calculates the allowance based on an assessment of the risk when the accounts receivable is recognized and records within "Selling, general and administrative expenses" in the Company's Statement of Operations.

The Company calculates the allowance based on an assessment of the risk when the accounts receivable is recognized and records within “Selling, general and administrative expenses” in the Company's Consolidated Statement of Operations.

Write-offs are recorded at the time a customer receivable is deemed uncollectible.

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Businesses Charged to

Expenses Write-offs

Expenses Write-offs Deductions (1)

Translation Balance at

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Allowances for credit losses $ 31.9 $ — $ 22.0 $ ( 4.2 ) $ ( 5.5 ) $ ( 2.4 ) $ 41.8

$ 31.3 $ — $ 4.2 $ ( 4.6 ) $ 1.0 $ 31.9

Year ended December 31, 2023

Allowances for credit losses $ 31.3 $ — $ 4.2 $ ( 4.6 ) $ — $ 1.0 $ 31.9

$ 32.6 $ 0.1 $ 3.3 $ ( 3.2 ) $ ( 1.5 ) $ 31.3

Year ended December 31, 2022

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____________________________________

(1) Deductions are the result of the sale of the Company's Grain & Protein business.

Refer to Note 3 for additional information.

In the United States and Canada, sales incentives can be paid through future cash settlements of receivables and through credit memos to Company’s dealers or through reductions in retail financing rates paid to the Company’s finance joint

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Outside of the United States and Canada, sales incentives can be paid through cash or credit memos to the Company’s dealers or through reductions in retail financing rates paid to the Company’s finance joint ventures.

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The Company records such transfers as sales of accounts receivable when it is considered to have surrendered control of such receivables under the provisions of ASU 2009-16, “Transfers and Servicing (Topic 860):

Accounting for Transfers of Financial Assets.” Cash payments made to the Company’s finance joint ventures for sales incentive discounts provided to dealers related to outstanding accounts receivables sold are recorded within “Accrued expenses.”

Inventories are valued at the lower of cost or net realizable value, using the first-in, first-out method.

Net realizable value is the estimated selling price in the ordinary course of business, less reasonably predictable costs of completion, disposal and transportation.

Property, Plant and Equipment

Property, plant and equipment are recorded at cost, less accumulated depreciation and amortization.

Depreciation is provided on a straight-line basis over the estimated useful lives of two to 40 years for buildings and improvements, three to 20 years for machinery and equipment and three to ten years for furniture and fixtures.

Expenditures for maintenance and repairs are primarily charged to expense as incurred.

Goodwill, Other Intangible Assets and Long-Lived Assets

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Goodwill is evaluated for impairment using a qualitative assessment or a quantitative assessment.

If the Company elects to perform a qualitative assessment and determines the fair value of its reporting units more likely than not exceeds their carrying value of net assets, no further evaluation is necessary.

If the Company elects to perform a qualitative assessment and determines the fair value of a reporting unit more likely than not exceeds the carrying value of the reporting unit's net assets, no further evaluation is necessary.

For reporting units where the Company performs a quantitative assessment, it compares the fair value of each reporting unit to its respective carrying value of net assets, including goodwill.

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If the carrying value of net assets is higher than the fair value of the reporting unit, an impairment charge is recorded in the amount by which the carrying value exceeds the reporting unit’s fair value.

For the quantitative impairment assessment, the Company utilizes a combination of valuation techniques.

For the quantitative impairment assessment, the Company may utilize one or a combination of valuation techniques.

A discounted cash flow model (income approach) is used whereby the present value of future expected operating net cash flows are calculated using a discount rate;

and a guideline public company method (market approach) is used, whereby EBITDA and/or revenue multiples are derived from the market prices of stocks of companies that are engaged in the same or similar lines of business and that are actively traded on a free and open market.

These valuation techniques are equally weighted in determining the fair value of the reporting unit.

The Company reviews its long-lived assets, which include intangible assets subject to amortization, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.

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Estimates of future cash flows are based on many factors, including current operating results, expected market trends and competitive influences.

The Company also evaluates the amortization periods assigned to its intangible assets to determine whether events or changes in circumstances warrant revised estimates of useful lives.

The Company also evaluates the amortization or depreciation periods assigned to its long-lived assets to determine whether events or changes in circumstances warrant revised estimates of useful lives.

Assets to be disposed of by sale are reported at the lower of the carrying amount or fair value, less estimated costs to sell.

The annual impairment tests completed as of October 1, 2024 indicated the fair value of each of the Company's reporting units was above its respective carrying value except for the PTx Trimble North America reporting unit, which is part of the North America operating segment.

Based on the results of the impairment test, the Company recorded an impairment charge of $ 351.0 million.

The Company completed the PTx Trimble joint venture transaction on April 1, 2024.

Since that date, the near-term outlook of the reporting unit has deteriorated, driven by weak industry demand and lower market penetration.

These conditions led to downward revisions of the Company's forecasts of earnings which resulted in the impairment charge.

We estimated the fair value of the reporting unit using an income approach.

The most critical assumptions used in the calculation of the fair value of the reporting unit were the forecasted revenue growth and the discount rate.

AGCO CORPORATION

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The results of our goodwill impairment analyses conducted as of October 1, 2023 and 2022 indicated that no impairment existed and no reduction in the carrying amount of goodwill was required.

The Company’s accumulated goodwill impairment is approximately $ 354.1 million related to impairment charges the Company recorded during 2019, 2012 and 2006 pertaining to its grain storage and protein production systems business in Europe/Middle East, its Chinese harvesting reporting unit and its former sprayer reporting unit, respectively.

The Company’s grain storage and protein production systems Europe/Middle East reporting unit operates within the Europe/Middle East geographical reportable segment.

The Company’s accumulated goodwill impairment is approximately $ 708.2 million related to impairment charges the Company recorded during 2024 related to the PTx Trimble business in North America as noted above and in 2019, 2012 and 2006 pertaining to its grain storage and protein production systems business in Europe/Middle East, its Chinese harvesting reporting unit and its former sprayer reporting unit, respectively.

The Company’s former grain storage and protein production systems Europe/Middle East reporting unit operated within the Europe/Middle East geographical reportable segment.

The Chinese harvesting business operates within the Asia/Pacific/Africa geographical reportable segment and the former sprayer reporting unit operated within the North American geographical reportable segment.

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Trademarks and trade names 22 years

Land use rights 46 years

The Company has previously determined that two of its trademarks have an indefinite useful life.

The Massey Ferguson trademark has been in existence since 1952 and was formed from the merger of Massey-Harris (established in the 1890’s) and Ferguson (established in the 1930’s).

The Massey Ferguson brand is currently sold in approximately 110 countries worldwide, making it one of the most widely sold tractor brands in the world.

The Company also has identified the Valtra trademark as an indefinite-lived asset.

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The Valmet name transitioned to the Valtra name over a period of time in the marketplace.

The Valtra brand is currently sold in approximately 60 countries around the world.

Both the Massey Ferguson brand and the Valtra brand are primary product lines of the Company’s business, and the Company plans to use these trademarks for an indefinite period of time.

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The Massey Ferguson and Valtra trademark registrations can be renewed at a nominal cost in the countries in which the Company operates.

Insurance Reserves

Under the Company’s insurance programs, coverage is obtained for significant liability limits as well as those risks required to be insured by law or contract.

It is the policy of the Company to self-insure a portion of certain expected losses primarily related to workers’ compensation and comprehensive general liability, product and vehicle liability.

Provisions for losses expected under these programs are recorded based on the Company’s estimates of the aggregate liabilities for the claims incurred.

The Company accounts for revenue recognition pursuant to ASU 2014-09, “Revenue from Contracts with Customers.” Revenue is recognized when the Company satisfies the performance obligation by transferring control over goods or services to a dealer, distributor or other customer.

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Title generally passes to the dealer or distributor upon shipment or specified delivery, and the risk of loss upon damage, theft or destruction of the equipment is the responsibility of the dealer, distributor or designated third-party carrier.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company believes control passes and the performance obligation is satisfied at the point of the stated shipping or delivery term with respect to such sales.

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All incentive programs are recorded and presented as a reduction of revenue, due to the fact that the Company does not receive a distinct good or service in exchange for the consideration provided.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Dealers or distributors may not return equipment or replacement parts while their contract with the Company is in force, except for under established promotional and annual replacement parts return programs.

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As afforded under the practical expedient in ASU 2014-09, the Company does not adjust the amount of revenue to be recognized under a contract with a dealer, distributor or other customer for the time value of money when the difference between the receipt of payment and the recognition of revenue is less than one year.

Although substantially all revenue is recognized at a point in time, a relatively insignificant amount of installation revenue associated with the sale of grain storage and protein production systems is recognized on an “over time” basis as discussed below.

The Company also recognizes revenue “over time” with respect to extended warranty and maintenance contracts and certain precision technology services.

Although substantially all revenue is recognized at a point in time, a relatively insignificant amount of revenue is recognized on an “over time” basis as discussed below.

The Company recognizes revenue “over time” with respect to extended warranty and maintenance contracts, certain precision technology services and subscriptions and certain installation revenue associated with the sale of grain storage and production systems.

Extended warranty and maintenance services contracts and precision technology services and subscriptions generally have contract durations of more than 12 months.

Generally, almost all of the grain storage and protein production systems contracts with customers that relate to “over time” revenue recognition have contract durations of less than 12 months.

Extended warranty, maintenance services contracts and certain precision technology services generally have contract durations of more than 12 months.

Extended Warranty Contracts.

The Company sells separately priced extended warranty contracts and maintenance contracts, which extends coverage beyond the base warranty period, or covers maintenance over a specified period.

Revenue is recognized for the extended warranty contract on a straight-line basis, which the Company believes approximates the costs expected to be incurred in satisfying the obligations, over the extended warranty period.

The extended warranty period for the majority of products ranges from three to five years .

When payment is received in advance of the performance obligation being satisfied, or when a portion of the overall transaction price is allocated to the extended warranty offered at no cost, revenue is deferred at contract inception and a contract liability is recognized.

Precision Technology Services Revenue.

The Company sells precision technology products, services and subscriptions individually (standalone) or in bundled packages.

When a bundled package of technology products (hardware), services and/or subscriptions is sold, the portion of the consideration received related to the services and subscription components is recognized over time as the Company satisfies the future performance obligations.

Revenue is recognized for the hardware component when control is transferred to the dealer or distributor.

When payment is received in advance of the performance obligation being satisfied, or when a portion of the overall transaction price is allocated to a subscription, revenue is deferred at contract inception and a contract liability is recognized.

The revenue associated with the performance obligations related to precision technology services and subscriptions is not significant.

The costs of the software directly associated with the installation and functionality of precision technology products and services, including amortization and hosting costs, are reflected within “Cost of goods sold” and “Engineering expenses” within the Company’s Consolidated Statements of Operations.

Grain Storage and Protein Production Systems Installation Revenue.

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If a significant change in one of the assumptions occurs, then the Company will recognize an adjustment under the cumulative catch-up method and the impact of the adjustment on the revenue recorded to date is recognized in the period the adjustment is identified.

Extended Warranty Contracts.

The Company sells separately priced extended warranty contracts and maintenance contracts, which extends coverage beyond the base warranty period, or covers maintenance over a specified period.

The extended warranty period for the majority of products ranges from three to five years .

Precision Technology Services Revenue.

The Company sells a combination of precision technology products and services.

When the bundled package of technology products and services is sold, the portion of the consideration received related to the services component is recognized over time as the Company satisfies the future performance obligation.

Revenue is recognized for the hardware component when control is transferred to the dealer or distributor.

When payment is received in

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

advance of the performance obligation being satisfied, or when a portion of the overall transaction price is allocated to a free subscription, revenue is deferred at contract inception and a contract liability is recognized.

The revenue associated with the sale of precision technology services is not significant.

See Note 24 for additional information regarding the Company’s sources of revenue and associated contract liabilities and performance obligations.

Refer to Note 24 for additional information regarding the Company’s sources of revenue and associated contract liabilities and performance obligations.

Research and Development Expenses

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All shipping and handling fees charged to customers are included as a component of net sales, and are associated with freight activities after the customer has obtained control.

Shipping and handling costs are accounted for as fulfillment costs and are expensed and accrued at the time revenue is recognized within “Cost of goods sold,” with the exception of certain handling costs included in “Selling, general and administrative expenses” in the amount of $ 52.2 million, $ 48.4 million and $ 43.6 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Shipping and handling costs are accounted for as fulfillment costs and are expensed at the time revenue is recognized within “Cost of goods sold,” with the exception of certain handling costs included in “Selling, general and administrative expenses” in the amount of $ 54.5 million, $ 52.2 million and $ 48.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Interest Expense, Net

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Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled.

The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

The effect of a change in tax rate on deferred tax assets and liabilities is recognized in income in the period of the enactment date.

See Note 19 for additional information regarding the Company’s income taxes.

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Comprehensive Income (Loss)

The Company reports comprehensive income (loss), defined as the total of net income (loss) and all other non-owner changes in equity, and the components thereof in its Consolidated Statements of Stockholders’ Equity and Consolidated Statements of Comprehensive Income.

The components of other comprehensive income (loss) and the related tax effects for the years ended December 31, 2024, 2023 and 2022 are as follows (in millions):

AGCO Corporation and Subsidiaries Noncontrolling Interests

AGCO Corporation

Redeemable and Nonredeemable Noncontrolling Interests

Amount Income

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Amount After-tax

Defined benefit pension plans $ ( 10.0 ) $ 2.6 $ ( 7.4 ) $ —

Defined pension and postretirement benefit plans

$ 26.7 $ ( 6.9 ) $ 19.8 $ —

Deferred gains and losses on derivatives 13.0 ( 3.3 ) 9.7 —

Foreign currency translation adjustments ( 224.3 ) — ( 224.3 ) ( 2.3 )

Total components of other comprehensive income $ 92.0 $ 3.0 $ 95.0 $ —

AGCO Corporation and Subsidiaries Noncontrolling Interests

Total components of other comprehensive loss

$ ( 184.6 ) $ ( 10.2 ) $ ( 194.8 ) $ ( 2.3 )

AGCO Corporation

Noncontrolling Interests

Amount Income

1 unchanged sentence

Amount After-tax

Defined benefit pension plans $ ( 2.0 ) $ 1.2 $ ( 0.8 ) $ —

Defined pension and postretirement benefit plans

$ ( 10.0 ) $ 2.6 $ ( 7.4 ) $ —

Deferred gains and losses on derivatives ( 0.3 ) 0.4 0.1 —

Foreign currency translation adjustments 102.3 — 102.3 —

Total components of other comprehensive loss

Total components of other comprehensive income

$ 92.0 $ 3.0 $ 95.0 $ —

AGCO Corporation and Subsidiaries Noncontrolling Interests

AGCO Corporation

Noncontrolling Interests

Amount Income

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Amount After-tax

Defined benefit pension plans $ 110.1 $ ( 27.2 ) $ 82.9 $ —

Defined pension and postretirement benefit plans

$ ( 2.0 ) $ 1.2 $ ( 0.8 ) $ —

Deferred gains and losses on derivatives ( 0.5 ) — ( 0.5 ) —

Foreign currency translation adjustments ( 30.9 ) — ( 30.9 ) 0.9

Total components of other comprehensive income

Total components of other comprehensive loss

$ ( 33.4 ) $ 1.2 $ ( 32.2 ) $ 0.9

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The Company's derivative instruments are recognized as either assets or liabilities on the Consolidated Balance Sheets and measured at fair value.

The accounting for changes in the fair value of each derivative financial instrument depends on whether it has been designated and qualifies as an accounting hedge, as well as the type of

hedging relationship identified.

The accounting for changes in the fair value of each derivative financial instrument depends on whether it has been designated and qualifies as an accounting hedge, as well as the type of hedging relationship identified.

See Note 14 for additional information regarding the Company’s derivative instruments and hedging activities.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company leases certain land, buildings, machinery, equipment, vehicles and office and computer equipment under finance and operating leases.

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ROU assets represent the Company’s right to use an underlying asset during the lease term while lease liabilities represent the Company’s obligation to make lease payments during the lease term.

The standard allows for two types of leases for income

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

statement recognition purposes:

The standard allows for two types of leases for income statement recognition purposes:

operating leases and finance leases.

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Accounting for Contract Assets and Contract Liabilities from Contracts with Customers,” effective for fiscal years beginning after December 15, 2022, which did not have a material impact on the Company's results of operations, financial condition or cash flows but may impact future acquisitions.

New Accounting Pronouncements to be Adopted

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

In November 2023, the FASB issued ASU 2023-07, “Segment Reporting (Topic 280):

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The ASU is effective for public entities for fiscal years beginning after December 15, 2023, and interim periods in fiscal years beginning after December 15, 2024, with early adoption permitted.

The Company is currently evaluating the potential effect that the updated standard will have on its financial statement disclosures.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company adopted the new standard effective December 31, 2024.

Refer to Note 25 for further details.

New Accounting Pronouncements to be Adopted

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740):

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The Company is currently evaluating the potential effect that the updated standard will have on its financial statement disclosures.

On September 28, 2023, the Company entered into a Sale and Contribution Agreement (the "Agreement") with Trimble Inc.

("Trimble") and its currently 100%-owned subsidiary Trimble Solutions, LLC.

Among other things, the Agreement provides for (i) the contribution by Trimble to the Joint Venture of Trimble’s agricultural business, excluding certain Global Navigation Satellite System and guidance technologies, (ii) the contribution by the Company to the Joint Venture of the Company’s interest in JCA Industries, LLC d/b/a JCA Technologies ("JCA") in exchange for membership interests in the Joint Venture, and (iii) the purchase by the Company from Trimble of membership interests in exchange for the payment by the Company to Trimble of $ 2.0 billion in cash, subject to customary working capital and other adjustments.

Immediately following the closing and as a result of the transaction, the Company will own an 85 % interest in the Trimble Ag joint venture.

The closing is expected in the first half of 2024.

The closing is subject to customary conditions, including compliance with antitrust and similar laws.

In connection with the planned Trimble Ag joint venture, also on September 28, 2023, the Company entered into a bridge facility commitment letter with Morgan Stanley Senior Funding Inc.

("Morgan Stanley") pursuant to which Morgan Stanley has committed to provide, subject to the terms and conditions set forth therein, a $ 2.0 billion senior unsecured 364-day bridge facility (the "Bridge Facility").

The amount available under the the Bridge Facility was reduced by $ 250.0 million upon the Company's entry into a delayed term loan facility in December 2023.

As of December 31, 2023, the amount available under the Bridge Facility was $ 1.75 billion.

In November 2024, the FASB issued ASU 2024-03, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses,” which requires disaggregation of certain expense captions into specified natural expense categories in the disclosures within the notes to the consolidated financial statements.

In addition, the guidance requires disclosure of selling expenses and its definition.

The amendments in the ASU are effective for annual reporting periods beginning after December 15, 2026 and interim reporting periods beginning after December 15, 2027, with early adoption permitted.

The ASU will be applied prospectively with an option to simultaneously apply retrospectively.

The Company is currently evaluating the potential effect that the updated standard will have on its financial statement disclosures.

On September 28, 2023, the Company entered into a Sale and Contribution Agreement among AGCO, Trimble Inc.

(“Trimble”) and PTx Trimble, LLC (“PTx Trimble” or the "Joint Venture"), formerly known as Trimble Solutions, LLC, which was subsequently amended and restated on March 31, 2024.

On April 1, 2024, pursuant to the terms of an Amended and Restated Sale and Contribution Agreement (the “Agreement”), AGCO and Trimble completed (i) the contribution by Trimble to the Joint Venture of Trimble’s OneAg business (“OneAg”), which is Trimble’s agricultural business, excluding certain Global Navigation Satellite System and guidance technologies, and $ 8.1 million of cash, (ii) the contribution by AGCO to the Joint Venture of its interest in JCA Industries, LLC d/b/a JCA Technologies and $ 46.0 million of cash, and (iii) the purchase by AGCO from Trimble of membership interests in the Joint Venture in exchange for the payment by AGCO to Trimble of $ 1,954.0 million in cash, subject to customary working capital and other adjustments.

Immediately following the closing and as a result of the transaction, AGCO directly and indirectly owns an 85 % interest in the Joint Venture and Trimble owns a 15 % interest in the Joint Venture.

The purchase price was funded using net proceeds from the issuance of Senior Notes due 2027 and 2034, a term loan facility and the remainder through other borrowings and cash on hand.

Refer to Note 12 for further information.

During the year ended December 31, 2023, the Company paid $ 9.5 million in fees related to the Bridge Facility commitment which were recorded as a deferred asset included within “Other current assets” in the Company’s Consolidated Balance Sheet and will be amortized to interest expense over the life of the commitment.

On May 2, 2022, the Company acquired JCA for 63.0 million Canadian dollars (or approximately $ 49.2 million as of May 2, 2022).

JCA is located in Winnipeg, Manitoba, Canada, and specializes in the design of electronic systems and software development to automate and control agricultural equipment.

The Company allocated the purchase price to the assets acquired and liabilities assumed based on their fair values as of the acquisition date.

The acquired net assets primarily consisted of accounts receivable, inventories, other current and noncurrent assets, accounts payable, accrued expenses, other current and noncurrent liabilities, property, plant and equipment, deferred tax liabilities as well as customer relationship, technology and trademark identifiable intangible assets.

The Company recorded approximately 43.9 million Canadian dollars (or approximately $ 34.0 million) of goodwill associated with the acquisition.

The results of operations of JCA have been included in the Company’s Consolidated Financial Statements as of and from the date of acquisition.

The associated goodwill has been included in the Company’s North America geographical reportable segment.

Proforma financial information related to the acquisition of JCA was not material to the Company’s results of operations.

On January 1, 2022 the Company acquired Appareo Systems, LLC (“Appareo”) for approximately $ 62.1 million, net of approximately $ 0.5 million of cash.

As a result of the acquisition of the remaining 50 % interest in IAS, the Company’s previous operating joint venture with Appareo, the Company recorded a gain of approximately $ 3.4 million on the remeasurement of the previously held equity interest within “Other expense, net” in the Company’s Consolidated Statements of Operations.

The fair value of the previously held 50 % interest in the joint venture as of the acquisition date was approximately $ 11.2 million.

Appareo is headquartered in Fargo, North Dakota and offers engineering, manufacturing, and technology for end-to-end product development.

The Company allocated the purchase price to the assets acquired and liabilities assumed based on their fair values as of the acquisition date.

The acquired net assets primarily consisted of accounts receivable, inventories, other current and noncurrent assets, assets held for sale, lease right-of-use assets and liabilities, accounts payable, accrued expenses, other current and noncurrent liabilities, property, plant and equipment, as well as customer relationship, technology, non-competition agreements and trademark identifiable intangible assets.

The Company recorded approximately $ 25.8 million of goodwill associated with the acquisition.

The results of operations of Appareo have been included in the Company's Consolidated Financial Statements as of and from the date of acquisition.

The associated goodwill has been included in the

AGCO began consolidating PTx Trimble within its consolidated financial statements on April 1, 2024.

The Company is accounting for the Joint Venture transaction as a business combination using the acquisition method of accounting which requires assets acquired and liabilities assumed to be recorded at their acquisition date fair value.

The Company allocated the purchase price of the acquisition to identified assets acquired, liabilities assumed, and noncontrolling interests based on their estimated fair values as of the acquisition date.

The excess of the purchase price over the aggregate fair values was recorded as goodwill.

The Company calculated the fair value of the assets acquired using the income, market or cost approach (or a combination thereof).

Fair values of certain assets were determined based on Level 3 inputs, including estimated future cash flows, discount rates, royalty rates, growth rates and sales projections, all of which require significant management judgment and are susceptible to change.

Measurement period adjustments were made to the previously disclosed preliminary fair values of developed technologies, trade name, customer relationships, deferred taxes and redeemable noncontrolling interests as a result of updated valuations resulting in an increase of intangible assets of $ 174.5 million, deferred taxes of $ 14.0 million, redeemable noncontrolling interests of $ 22.9 million and decrease in goodwill of $ 139.1 million.

The goodwill consists of expected future economic benefits that will arise from expected future product sales, operating efficiencies and sales channel synergies that may result from the Joint Venture.

The Company expects that the portion of the goodwill balance allocated to the US business will be deductible for tax purposes, and the goodwill allocated to the Joint Venture’s investments in foreign subsidiaries, primarily in Germany and France, will not be deductible for tax purposes.

The goodwill arising from the Joint Venture has been assigned to four new reporting units within our North America, South America, Europe/Middle East and

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Company’s North America geographical reportable segment.

Proforma financial information related to the acquisition of Appareo was not material to the Company's result of operations.

The acquired identifiable intangible assets of JCA and Appareo as of the date of their respective acquisitions during 2022 are summarized in the following table (in millions):

Intangible Asset

Amount Weighted-Average Useful Life

Asia/Pacific/Africa operating segments.

Refer to Note 6 for the carrying amounts of goodwill by segment as of December 31, 2024.

The purchase consideration transferred consisted of the following (in millions):

Purchase Consideration

Total cash consideration for OneAg $ 1,954.0

Working capital and other adjustments

Equity transaction associated with JCA noncontrolling interest (a) 3.1

Total purchase consideration $ 1,910.0

(a) Equity transaction associated with JCA noncontrolling interest

The transfer of the 15 % interest in AGCO's JCA business is accounted for as an equity transaction.

The adjustment to additional paid-in-capital represents the excess of the fair value of the JCA business transferred over its historical carrying amount.

The fair value of the JCA business was determined using a discounted cash flow model.

The fair values of the assets acquired, liabilities assumed and noncontrolling interests as of the acquisition date are presented in the following table (in millions):

As of April 1, 2024

Accounts receivable 12.3

Inventories 62.6

Other current assets 6.0

Property, plant and equipment 21.6

Deferred tax assets 0.1

Right-of-use lease assets 2.4

Other assets (non-current) 0.1

Intangible assets 624.6

Goodwill 1,592.2

Total assets acquired $ 2,328.2

Accounts payable $ 5.8

Accrued expenses 11.2

Other current liabilities 14.0

Operating lease liabilities 1.6

Deferred tax liabilities 18.0

Other noncurrent liabilities 12.5

Total liabilities assumed $ 63.1

Redeemable noncontrolling interests (b) $ 355.1

Net assets acquired $ 1,910.0

(b) Redeemable noncontrolling interests

Trimble has a put option to sell its noncontrolling interests to the Company, and the Company has a call option to redeem Trimble's noncontrolling interests.

The first exercisable date of both the put and call options is April 1, 2027.

The put and call options prices are based on multiples of EBITDA, subject to the terms of the Agreement.

We estimated the fair value of

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

the put and call options using a Monte Carlo simulation along with a Black Scholes model assuming an exercise date of three years from the close of the transaction, the first allowable exercise date.

We evaluated the put and call options for the redeemable noncontrolling interests under ASC 480, Distinguishing Liabilities from Equity, and classified the redeemable noncontrolling interests as mezzanine equity based on its redemption features.

The amount of the net income or loss attributable to the redeemable noncontrolling interests is recorded in “Net loss attributable to noncontrolling interests” within the Company's Consolidated Statements of Operations.

To the extent the redemption value exceeds the initial fair value recorded, the Company will recognize the entire change in the redemption amount each reporting period in retained earnings.

The acquired identifiable intangible assets of OneAg as of the date of the acquisition are summarized in the following table (in millions):

Fair Value Useful Life (1)

Developed Technology $ 526.0 7 - 15 years

Customer Relationships 47.3 20 years

Technology 15.4 8 years

Trademarks 5.7 10 years

Non-competition agreements 1.4 5 years

Trade name 6.5 5 years

Favorable contracts 44.8 2 - 7 years

____________________________________

(1) Based on available information and certain assumptions that we believe are reasonable.

The following unaudited pro forma financial information presents the consolidated results of operations as if the OneAg acquisition had occurred on January 1, 2023.

OneAg's pre-acquisition results have been added to the Company's historical results.

The pro forma results (in millions) contained in the table below include adjustments for (i) the elimination of sales between the Company and OneAg, (ii) amortization of acquired intangible assets (iii) interest expense and amortization of debt issuance costs related to borrowings under the Senior Notes due 2027 and 2034 and term loan facility and (iv) transaction-related costs as if these had been incurred on January 1, 2023 for the periods ending December 31, 2023 and 2024, respectively.

Years Ended December 31,

Unaudited Consolidated Pro Forma Results

Net sales $ 11,745.3 $ 14,895.7

Net income (loss) attributable to AGCO Corporation

( 423.8 ) 1,119.7

These pro forma results have been prepared for comparative purposes only and are not necessarily indicative of the results of operations as they would have been had the acquisitions occurred on the assumed dates, nor are they necessarily an indication of future operating results.

The amounts of PTx Trimble's net sales and net loss attributable to AGCO Corporation consolidated by the Company since the acquisition date were $ 171.3 million and $ 350.9 million, respectively.

During the years ended December 31, 2024 and 2023, transaction-related costs of approximately $ 23.1 million and $ 16.0 million were expensed as incurred to “Selling, general and administrative expenses” in the Company's Consolidated Statements of Operations, respectively.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

BUSINESS DIVESTITURE

On July 25, 2024, the Company entered into a Stock and Asset Purchase Agreement to sell the majority of its Grain & Protein (“G&P”) business, which includes the GSI®, Automated Production® (AP), Cumberland®, Cimbria® and Tecno® brands for a purchase price of $ 700.0 million, subject to customary working capital and other adjustments.

On November 1, 2024, the Company completed the sale of the G&P business to A-AG Holdco Limited, an affiliate of American Industrial Partners.

The Company previously classified the G&P business as held for sale as of June 30, 2024.

The Company determined the sale of the G&P business did not represent a strategic shift that had or will have a major effect on the consolidated results of operations, and therefore results of this business were not classified as discontinued operations.

The results of the G&P business through the date of the divestiture are included within our North America, South America, Europe/Middle East and Asia/Pacific/Africa segments.

The Company received net proceeds of $ 630.7 million and recognized a loss on the sale of business of $ 507.3 million, which is included within “Loss on sale of business” in the Company's Consolidated Statements of Operations.

The loss on sale of business includes $ 93.6 million of cumulative translation adjustment losses representing amounts previously recorded in accumulated other comprehensive loss.

The proceeds from the sale were used to repay the Term Loan Facility and reduce borrowings under the Credit Facility.

Refer to Note 12 for further information.

The major categories of divested assets and liabilities as of the date of the divestiture were as follows (in millions):

Assets divested

Cash and cash equivalents $ 25.0

Accounts and notes receivable, net 170.2

Inventories, net 171.6

Other current assets 21.6

Total current assets

Property, plant and equipment, net 101.8

Right-of-use lease assets 15.2

Other assets 16.5

Intangible assets, net 113.7

Goodwill 203.6

Liabilities divested

Accounts payable $ 90.4

Accrued expenses 98.4

Other current liabilities 54.7

Total current liabilities

Deferred tax liabilities 8.3

Operating lease liabilities 10.5

Other noncurrent liabilities 5.2

Total liabilities

Disposal group, net $ 571.7

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

PROPERTY, PLANT, AND EQUIPMENT

7 unchanged sentences

Property, plant and equipment, net $ 1,818.6 $ 1,920.9

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

ACCOUNTS RECEIVABLE SALES AGREEMENTS

The Company has accounts receivable sales agreements that permit the sale, on an ongoing basis, of a majority of its wholesale receivables in North America, Europe and Brazil to its U.S., Canadian, European and Brazilian finance joint ventures.

For the years ended ended December 31, 2023 and 2022, the cash received from receivables sold under the U.S., Canadian, European and Brazilian accounts receivable sales agreements was approximately $ 2.5 billion and $ 1.8 billion, respectively.

Under the terms of the accounts receivable sales agreements in North America, Europe and Brazil, the Company pays an annual fee to its finance joint ventures related to the servicing of the receivables sold.

The cash received from receivables sold under the U.S., Canadian, European and Brazilian accounts receivable sales agreements that remain outstanding as of December 31, 2024 and 2023 was approximately $ 2.3 billion and $ 2.5 billion, respectively.

Under the terms of the accounts receivable sales agreements in the U.S., Canada, Europe and Brazil, the Company pays an annual fee to its finance joint ventures related to the servicing of the receivables sold.

The Company also pays the respective AGCO Finance entities a subsidized interest payment with respect to the accounts receivable sales agreements, calculated based upon the interest rate charged by Rabobank to its affiliate, and such affiliate then lends to the AGCO Finance entities plus an agreed-upon margin.

1 unchanged sentence

The Company does not service the receivables after the sale occurs and does not maintain any direct retained interest in the receivables.

The Company reviewed its accounting for the accounts receivable sales agreements and determined that these facilities should be accounted for as off-balance sheet transactions.

The Company reviewed its accounting for the accounts receivable sales agreements and determined that receivables sold under these agreements should be accounted for as off-balance sheet transactions.

In addition, the Company sells certain trade receivables under factoring arrangements to other financial institutions around the world.

For the years ended December 31, 2023 and 2022, the cash received from these arrangements was approximately $ 254.1 million and $ 226.0 million, respectively.

The cash received from trade receivables sold under factoring arrangements that remain outstanding as of December 31, 2024 and 2023 was approximately $ 220.5 million and $ 254.1 million, respectively.

Under these arrangements, the Company is required to continue to service the sold receivables at market rates.

The Company does not maintain any direct retained interest in the receivables.

The Company reviewed its accounting for the accounts receivable sales agreements and determined that these facilities should be accounted for as off-balance sheet transactions.

Losses on sales of receivables associated with the accounts receivable financing facilities discussed above, reflected within “Other expense, net” in the Company’s Consolidated Statements of Operations, were approximately $ 148.4 million, $ 71.1 million and $ 24.5 million during 2023, 2022 and 2021, respectively.

The Company reviewed its accounting for the accounts receivable sales agreements and determined that receivables sold under these agreements should be accounted for as off-balance sheet transactions.

Losses on sales of receivables associated with the accounts receivable sales agreements discussed above, reflected within “Other expense, net” in the Company’s Consolidated Statements of Operations, were approximately $ 118.2 million , $ 148.4 million and $ 71.1 million during 2024, 2023 and 2022, respectively.

The Company’s finance joint ventures in Europe, Brazil and Australia also provide wholesale financing directly to the Company’s dealers.

As of December 31, 2024 and 2023, these finance joint ventures had approximately $ 139.2 million and $ 211.3 million, respectively, of outstanding accounts receivable associated with these arrangements.

The Company reviewed its accounting for these arrangements and determined that these arrangements should be accounted for as off-balance sheet transactions.

In certain foreign countries, the Company invoices its finance joint ventures directly and the finance joint ventures retain a form of title to the goods delivered to dealers until the dealer makes payment so that the finance joint ventures can recover the goods in the event of dealer or end customer default on payment.

11 unchanged sentences

Balance as of December 31, 2022 $ 667.3 $ 86.0 $ 444.3 $ 113.2 $ 1,310.8

Acquisitions 16.2 — 0.6 — 16.8

Foreign currency translation 0.9 7.5 14.2 — 22.6

Balance as of December 31, 2023 668.2 93.5 458.5 113.2 1,333.4

Acquisition 59.8 — — — 59.8

Foreign currency translation ( 2.1 ) 4.3 ( 25.2 ) ( 6.8 ) ( 29.8 )

Balance as of December 31, 2022 667.3 86.0 444.3 113.2 1,310.8

Acquisitions 955.6 32.5 592.4 20.4 1,600.9

Divestiture (1)

( 523.9 ) ( 12.4 ) ( 61.4 ) ( 113.2 ) ( 710.9 )

Impairment charge ( 354.1 ) — — — ( 354.1 )

Foreign currency translation ( 3.0 ) ( 18.7 ) ( 27.2 ) — ( 48.9 )

Balance as of December 31, 2024 $ 742.8 $ 94.9 $ 962.3 $ 20.4 $ 1,820.4

_________________________________

(1) Divestiture resulting from the Company's sale of the majority of the G&P business, $ 507.3 million is included within “Loss on sale of business” in the Company’s Consolidated Statements of Operations and $ 203.6 million was divested.

Refer to Note 3 for additional information.

AGCO CORPORATION

4 unchanged sentences

Relationships Patents and

Technology Land Use

Gross carrying amounts:

Technology Other

Balance as of December 31, 2022 $ 191.8 $ 574.5 $ 150.6 $ 6.5 $ 923.4

Acquisitions 7.1 15.4 15.4 — 37.9

Impairment charge — — ( 5.1 ) — ( 5.1 )

Foreign currency translation 2.5 6.2 2.7 ( 0.2 ) 11.2

Balance as of December 31, 2023 194.3 580.7 148.2 6.3 929.5

Impairment charge

Acquisitions 6.5 47.3 526.0 44.8 624.6

( 122.7 ) ( 434.4 ) ( 59.2 ) — ( 616.3 )

4 unchanged sentences

Relationships Patents and

Technology Land Use

Accumulated amortization:

Technology Other

Balance as of December 31, 2022 $ 103.3 $ 440.8 $ 101.5 $ 1.6 $ 647.2

Amortization expense 10.0 36.8 10.8 0.1 57.7

Impairment charge

— — ( 1.0 ) — ( 1.0 )

Foreign currency translation 1.2 5.8 2.0 — 9.0

1 unchanged sentence

Amortization expense 7.4 23.0 37.2 13.4 81.0

Impairment charge

( 74.2 ) ( 383.7 ) ( 49.3 ) — ( 507.2 )

9 unchanged sentences

The Company estimates amortization of existing intangible assets will be $ 61.3 million in 2025, $ 61.0 million in 2026, $ 58.9 million in 2027, $ 57.0 million in 2028, and $ 54.3 million in 2029.

The estimated amounts do not include amortization related to any acquired intangible assets that would be recorded related to the planned Trimble Ag joint venture.

External-use software, net, developed by the Company and marketed externally, was approximately $ 6.3 million and $ 3.4 million as of December 31, 2023 and 2022, respectively, and classified within “Intangible assets, net.” Amortization expense related to external-use software was approximately $ 1.8 million for the year ended December 31, 2023 and was classified within “Cost of goods sold.”

External-use software, net, developed by the Company and marketed externally, was approximately $ 0.4 million and $ 6.3 million as of December 31, 2024 and 2023, respectively, and classified within “Intangible assets, net.” Additionally, $ 4.6 million of external-use software, net was divested as part of the sale of the majority of the Company's G&P business.

AGCO CORPORATION

6 unchanged sentences

Accrued taxes 239.5 401.2

Accrued restructuring expenses

Other 300.1 407.9

12 unchanged sentences

Balance at beginning of the year $ 800.8 $ 640.0 $ 592.5

Acquisitions 4.1 — —

Accruals for warranties issued

7 unchanged sentences

The Company's extended warranty period for the majority of products ranges from three to five years .

Revenue is recognized for the extended warranty contracts on a straight-line basis, which the Company believes approximates the costs expected to be incurred in satisfying the obligations, over the extended warranty period.

Approximately $ 598.7 million and $ 679.9 million of warranty reserves are included in “Accrued expenses” in the Company’s Consolidated Balance Sheets as of December 31, 2024 and 2023, respectively.

Approximately $ 144.3 million and $ 120.9 million of warranty reserves are included in “Other noncurrent liabilities” in the Company’s Consolidated Balance Sheets as of December 31, 2024 and 2023, respectively.

The Company recognizes potential recoveries of the costs associated with warranties it provides when the collection is probable.

When specifics of the recovery have been agreed upon with the Company’s suppliers through confirmation of liability for the recovery, the Company records the recovery within “Accounts and notes receivable, net.” Estimates of the amount of

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

warranty claim recoveries to be received from the Company’s suppliers based upon contractual supplier arrangements are recorded within “Other current assets.”

The Company recognizes potential recoveries of the costs associated with warranties it provides when the collection is probable.

When specifics of the recovery have been agreed upon with the Company’s suppliers through the confirmation of liability for the recovery, the Company records the recovery within “Accounts and notes receivable, net” in the Company's Consolidated Balance Sheets.

Estimates of the amount of warranty claim recoveries to be received from the Company’s suppliers based upon contractual supplier arrangements are recorded within “Other current assets” in the Company's Consolidated Balance Sheets.

INVESTMENTS IN AFFILIATES

13 unchanged sentences

The Company concluded it has significant influence over its finance and manufacturing joint ventures and accounted for these investments using the equity method of accounting.

The Company records investments in affiliates at cost when it has concluded it does not have significant influence and has ownership interests below 20%.

The Company’s equity in net earnings of affiliates for the years ended December 31, 2024, 2023 and 2022 were as follows (in millions):

8 unchanged sentences

Partners’ equity 962.1 947.5

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

For the Years Ended December 31,

3 unchanged sentences

Income before income taxes $ 119.0 $ 211.9 $ 179.7

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

At December 31, 2024 and 2023, the Company’s receivables from affiliates were approximately $ 32.0 million and $ 146.9 million, respectively.

2 unchanged sentences

The Company received dividends from certain finance joint ventures of approximately $ 13.7 million and $ 28.9 million during 2024 and 2023, respectively.

There were no returns on investment in excess of earnings in 2023.

There were no returns on investment in excess of earnings in 2024 and 2023, respectively.

During 2022, approximately $ 5.7 million of these dividends were a return of investment in excess of earnings related to a certain finance joint venture, and were included within “Sale of, distributions from (investments in) unconsolidated affiliates, net” within the Company’s Consolidated Statements of Cash Flows.

9 unchanged sentences

The Company has no economic interest in a supplier’s decision to participate in the programs, and the Company has no direct financial relationship with the banks or other intermediaries as it relates to the supplier finance programs.

As of December 31, 2023, payment terms with the majority of the Company’s suppliers are generally 30 to 180 days, which correspond to the contractual terms, with rates that are based on market rates (such as SOFR) plus a credit spread.

As of December 31, 2024, payment terms with the majority of the Company’s suppliers are 30 to 180 days, which correspond to the contractual terms, with rates that are based on market rates (such as SOFR) plus a credit spread.

There are no assets pledged as security under the programs.

As of December 31, 2024 and 2023, the amounts outstanding that remain unpaid to the banks or other intermediaries totaled $ 50.6 million and $ 82.7 million, respectively, and are reflected in “ Accounts payable ” in the Company’s Consolidated Balance Sheets.

The following table summarizes the activity of the Company’s supplier finance programs during the year ended December 31, 2024 (in millions):

Balance at beginning of the year $ 82.7

Amounts added to the programs

Amounts settled under the programs

Balance at the end of the year $ 50.6

AGCO CORPORATION

3 unchanged sentences

Credit Facility, expires 2027

5.450 % Senior notes due 2027

5.800 % Senior notes due 2034

0.800 % Senior notes due 2028

1.002 % EIB Senior term loan due 2025

EIB Senior term loan due 2029

EIB Senior term loan due 2030

Senior term loans due between 2025 and 2028

0.800 % Senior Notes Due 2028

Other long-term debt

1 unchanged sentence

( 12.0 ) ( 3.1 )

Senior term loans due 2023, net of debt issuance costs — ( 184.9 )

2,558.1 1,379.5

Current portion of other long-term debt

1.002 % EIB Senior term loan due 2025

Senior term loans due 2025

Total long-term indebtedness

9 unchanged sentences

The credit facility matures on December 19, 2027.

Interest accrues on amounts outstanding for any borrowings denominated in United States dollars, at the Company’s option, at either (1) the Secured Overnight Financing Rate (“SOFR”) plus 0.1 % plus a margin ranging from 0.875 % to 1.875 % based on the Company’s credit rating, or (2) the base rate, which is the highest of (i) the Prime Rate, (ii) the Federal Funds Effective Rate plus 0.5 %, and (iii) Term SOFR for a one-month tenor plus 1.0 %, plus a margin ranging from 0.000 % to 0.875 % based on the Company’s credit rating.

Interest accrues on amounts outstanding for any borrowings denominated in Euros at the Euro Interbank Offered Rate (“EURIBOR”) plus a margin ranging from 0.875 % to 1.875 % based on the Company’s credit rating.

As of December 31, 2023, the Company had no outstanding borrowings under the revolving credit facility and had the ability to borrow $ 1,155.0 million.

In December 2023, the Company amended the Credit Facility to allow for incremental borrowings in the form of a delayed draw term loan facility in an aggregate principal amount of $ 250.0 million ("Term Loan Facility").

Borrowings under

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

the Term Loan Facility bears interest at the same rate and margin as the Credit Facility.

There are currently no amounts outstanding under the Term Loan Facility.

0.875 % based on the Company’s credit rating.

As of December 31, 2024, the Company had no outstanding borrowings under the revolving credit facility and had the ability to borrow $ 1,249.9 million.

In December 2023, the Company amended the Credit Facility to allow for incremental borrowings in the form of a delayed draw term loan facility in an aggregate principal amount of $ 250.0 million.

In March 2024, the Company further amended the Credit Facility to increase this amount by $ 250.0 million, for an aggregate amount of $ 500.0 million (“Term Loan Facility”).

The Company drew down the Term Loan Facility on March 28, 2024.

Borrowings under the Term Loan Facility bear interest at the same rate and margin as the Credit Facility.

The Term Loan Facility matures on December 19, 2027.

On November 1, 2024, the Company repaid the $ 500.0 million outstanding under the Term Loan Facility utilizing proceeds from the sale of the majority of the Company’s G&P business.

Refer to Note 3 for further information.

Uncommitted Credit Facility

3 unchanged sentences

As of December 31, 2024 and December 31, 2023, the Company had no outstanding borrowings under the revolving credit facility and had the ability to borrow € 100.0 million (or approximately $ 103.8 million).

5.450 % Senior Notes due 2027 and 5.800 % Senior Notes due 2034

On March 21, 2024, the Company issued (i) $ 400.0 million aggregate principal amount of 5.450 % Senior Notes due 2027 (the “2027 Notes”) and (ii) $ 700.0 million aggregate principal amount of 5.800 % Senior Notes due 2034 (the “2034 Notes”, and together with the 2027 Notes, the “Notes”).

The Notes are unsecured and guaranteed on a senior unsecured basis by AGCO International Holdings B.V., AGCO International GmbH and Massey Ferguson Corp., direct and indirect subsidiaries of the Company (collectively, the “Guarantors”).

The 2027 Notes mature on March 21, 2027, and interest is payable semi-annually, in arrears, at 5.450 %.

The 2034 Notes mature on March 21, 2034, and interest is payable semi-annually, in arrears, at 5.800 %.

The Notes contain covenants restricting among other things, the incurrence of certain secured indebtedness.

Prior to February 21, 2027, in the case of the 2027 Notes, and December 21, 2033, in the case of the 2034 Notes, the Company may redeem the 2027 Notes and/or the 2034 Notes at its option, in whole or in part, at any time and from time to time, at the applicable “make-whole” redemption price (calculated as set forth in the Senior Note Indenture and First Supplemental Indenture and applicable series of the Notes).

On or after February 21, 2027, in the case of the 2027 Notes, and December 21, 2033, in the case of the 2034 Notes, the Company may redeem the 2027 Notes or the 2034 Notes, as the case may be, in whole or in part, at any time and from time to time, at a redemption price equal to 100 % of the principal amount of the Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

0.800 % Senior Notes Due 2028

8 unchanged sentences

Interest is payable on the term loan at 1.002 % per annum, payable semi-annually in arrears.

EIB Senior Term Loan due 2029

On September 29, 2023, the Company entered into a multi-currency Finance Contract with the EIB permitting the Company to borrow up to € 250.0 million (or approximately $ 276.7 million as of December 31, 2023) to fund up to 50 % of certain investments in research, development and innovation primarily in Germany, France and Finland during the period from 2023 through 2026.

On October 26, 2023, the Company borrowed € 250.0 million (approximately $ 263.7 million) under the arrangement.

Subsequent to December 31, 2024, on January 24, 2025, the Company repaid € 250.0 million (or approximately $ 262.3 million) upon maturity of the EIB Senior term loan due 2025.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

EIB Senior Term Loans due 2029 and 2030

On September 29, 2023, the Company entered into a multi-currency Finance Contract with the EIB permitting the Company to borrow up to € 250.0 million to fund up to 50 % of certain investments in research, development and innovation primarily in Germany, France and Finland during the period from 2023 through 2026.

On October 26, 2023, the Company borrowed € 250.0 million (or approximately $ 259.5 million as of December 31, 2024) under the arrangement.

The loan matures on October 26, 2029.

2 unchanged sentences

The Company also has to fulfill financial covenants with respect to a net leverage ratio and an interest coverage ratio.

Subsequent to the end of the year, on January 25, 2024, the Company entered into an additional multi-currency Finance Contract with EIB permitting the Company to borrow up to € 170.0 million, for which the proceeds will be used in a similar manner as described for the EIB Senior Term Loan due 2029 above.

On February 15, 2024, the Company borrowed € 170.0 million (approximately $ 183.2 million) under the arrangement.

On January 25, 2024, the Company entered into an additional multi-currency Finance Contract with the EIB permitting the Company to borrow up to € 170.0 million, for which the proceeds will be used in a similar manner as described for the EIB Senior Term Loan due 2029 above.

On February 15, 2024, the Company borrowed € 170.0 million (or approximately $ 176.4 million as of December 31, 2024) under the arrangement.

The loan matures on February 15, 2030.

The loan generally can be prepaid at any time upon the election of the Company and must be prepaid upon the occurrence of certain events.

Interest is payable on the term loan at 3.416 % per annum, payable semi-annually in arrears.

The Company also has to fulfill financial covenants with respect to a net leverage ratio and an interest coverage ratio.

Senior Term Loans Due Between 2025 and 2028

In October 2016, the Company borrowed an aggregate amount of € 375.0 million through a group of seven related term loan agreements, and in August 2018, the Company borrowed an additional aggregate amount of € 338.0 million through a group of another seven related term loan agreements.

Of the 2016 term loans, the Company repaid an aggregate amount of € 249.0 million in October 2019, October 2021 and April 2022.

On October 19, 2023, the Company repaid the € 73.5 million (or approximately $ 77.7 million) 2016 senior term loan due October 2023.

Of the 2018 senior loans, the Company repaid an aggregate amount of € 144.5 million in August 2021 and February 2022, and on August 1, 2023, the Company repaid the 2018 senior term loan due August 2023 in the amount of € 99.5 million (or approximately $ 109.2 million).

In aggregate, as of December 31, 2023, the Company had indebtedness of € 146.5 million (or approximately $ 162.1 million) through a group of four remaining related term loan agreements.

Of the 2016 term loans, the Company repaid an aggregate amount of € 322.5 million in October 2019, October 2021, April 2022 and October 2023.

Of the 2018 senior loans, the Company repaid an aggregate amount of € 244.0 million in August 2021, February 2022, and August 2023.

In aggregate, as of December 31, 2024, the Company had indebtedness of € 146.5 million (or approximately $ 152.0 million as of December 31, 2024) through a group of four remaining related term loan agreements.

The provisions of the term loan agreements are substantially identical, with the exception of interest rate terms and maturities.

As of December 31, 2023, for the term loans with a fixed interest rate, interest is payable in arrears on an annual basis, with interest rates ranging from 1.67 % to 2.26 % and maturity dates between August 2025 and and August 2028.

As of December 31, 2024, for the term loans with a fixed interest rate, interest is payable in arrears on an annual basis, with interest rates ranging from 1.67 % to 2.26 % and maturity dates between August 2025 and August 2028.

For the term loan with a floating interest rate, interest is payable in arrears on a semi-annual basis, with an interest rate based on the EURIBOR plus a margin of 1.10 % and a maturity date of August 2025.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Bridge Facility

As discussed in Note 2, in connection with the planned Trimble Ag joint venture, on September 28, 2023, the Company entered into a bridge facility commitment letter with Morgan Stanley pursuant to which Morgan Stanley has committed to provide a $ 2.0 billion senior unsecured 364-day bridge facility (the "Bridge Facility").

Amounts outstanding under the Bridge Facility will accrue interest at a rate equal to, at the Company's election, at either (1) the SOFR plus 0.1 % plus a margin ranging from 0.875 % to 2.625 % based on the Company's credit rating, or (2) the base rate, which is the highest of (i) the Prime Rate, (ii) the Federal Funds Effective Rate plus 0.5 %, and (iii) Term SOFR for a one-month tenor plus 1.0 %, plus a margin ranging from 0.000 % to 1.625 % based on the Company's credit rating, together with a duration fee based on the closing date of the transaction.

There are no amounts outstanding under the Bridge Facility as of December 31, 2023.

The amount available under the the Bridge Facility was reduced by $ 250.0 million upon the Company's entry into the Term Loan Facility in December 2023.

As of December 31, 2023, the amount available under the Bridge Facility was $ 1.75 billion.

On September 28, 2023, the Company entered into a bridge facility commitment letter with Morgan Stanley pursuant to which Morgan Stanley committed to provide a $ 2.0 billion senior unsecured 364-day bridge facility (the "Bridge Facility").

The availability under the Bridge Facility was reduced to zero by certain permanent financing transactions including the net proceeds from the issuance of the Notes, the Company's entry into the Term Loan Facility and by amounts based on the Company's cash flow, and the Company terminated the Bridge Facility on March 25, 2024.

Other Short-Term Borrowings

3 unchanged sentences

At December 31, 2024 and 2023, outstanding letters of credit totaled $ 13.2 million and $ 14.7 million, respectively.

RESTRUCTURING EXPENSES AND IMPAIRMENT CHARGES

Restructuring Expenses

In recent years, the Company has announced and initiated several actions to rationalize employee headcount in various manufacturing facilities and administrative offices located in the U.S., Europe, South America, Africa and Asia, in order to reduce costs in response to response to fluctuating global market demand.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The components of the restructuring expenses are summarized as follows (in millions):

Employee Severance Facility Closure Costs Write-down of Property, Plant

and Equipment Other Related

Closure Costs Loss on Sale of

Joint Venture Total

RESTRUCTURING AND BUSINESS OPTIMIZATION EXPENSES AND ASSET IMPAIRMENT CHARGES

Restructuring Expenses

On June 24, 2024, the Company announced a restructuring program (the “Program”) in response to increased weakening demand in the agriculture industry.

The initial phase of the Program is focused on further reducing structural costs, streamlining the Company’s workforce and enhancing global efficiencies related to changing the Company’s operating model for certain corporate and back-office functions and better leveraging technology and global centers of excellence.

The Company estimates that it will incur charges for one-time termination benefits of approximately $ 150.0 million to $ 200.0 million in connection with this phase of the Program, primarily consisting of cash charges related to severance payments, employees benefits and related costs.

The Company incurred the majority of charges in 2024 and expects to incur the remaining charges in 2025.

Additionally, i n recent years, the Company announced and initiated several actions to rationalize employee headcount in various manufacturing facilities and administrative offices located in the U.S., Europe, South America, Africa and Asia, in order to reduce costs in response to fluctuating global market demand.

Restructuring expenses activity, which relates to severance and other related costs, during the years ended December 31, 2024, 2023 and 2022 is summarized as follows (in millions):

Balance as of December 31, 2021 $ 14.7

2021 provision 18.4 — 0.2 1.5 — 20.1

Non-cash expense — — ( 0.2 ) — — ( 0.2 )

Cash expense 18.4 — — 1.5 — 19.9

2021 provision reversal ( 2.2 ) — — ( 0.1 ) ( 2.5 ) ( 4.8 )

2022 provision, net of reversals 6.1

2022 cash activity ( 12.8 )

1 unchanged sentence

Balance as of December 31, 2022 6.8

2022 provision 6.9 — — — — 6.9

Non-cash expense — — — — — —

Cash expense 6.9 — — — — 6.9

2022 provision reversal ( 0.8 ) — — — — ( 0.8 )

2023 provision, net of reversals 11.9

2023 cash activity ( 9.2 )

1 unchanged sentence

Balance as of December 31, 2023 7.8

2023 provision 9.9 — — 2.0 — 11.9

2024 provision, net of reversals 157.8

2024 cash activity ( 27.2 )

1 unchanged sentence

Balance as of December 31, 2024 $ 136.2

During the three months ended December 31, 2019, the Company exited and sold its 50 % interest in its USC, LLC joint venture to its joint venture partner for approximately $ 5.1 million.

The operations of the joint venture were part of the Company ’ s grain storage and production system operations, and the decision to sell the joint venture was as a result of the overall rationalization of the business.

The Company recorded a loss of approximately $ 2.1 million associated with the sale, which was reflected within “Restructuring expenses” in the Company’s Consolidated Statements of Operations.

In 2021, as a result of the final payments received from the former joint venture partner related to the sale, the Company recorded a gain of approximately $ 2.5 million, also reflected within “Restructuring expenses” in the Company’s Consolidated Statements of Operations.

Impairment Charges

As a consequence of the conflict between Russia and Ukraine, during the three months ended March 31, 2022, the Company assessed the fair value of its gross assets related to the joint ventures operating in Russia for potential impairment and recorded asset impairment charges of approximately $ 36.0 million, reflected as “Impairment charges” in its Consolidated Statements of Operations, with an offsetting benefit of approximately $ 12.2 million included within “Net loss (income) attributable to noncontrolling interests.” The Company sold its interest in its Russian distribution joint venture during the three months ended December 31, 2022.

Approximately $ 125.2 million and $ 6.4 million of restructuring expenses are included in “Accrued expenses” in the Company’s Consolidated Balance Sheets as of December 31, 2024 and 2023, respectively.

Approximately $ 11.0 million and $ 1.4 million of restructuring expenses are included in “Other noncurrent liabilities” in the Company’s Consolidated Balance Sheets as of December 31, 2024 and 2023, respectively.

Business Optimization Expenses

Business optimization expenses primarily relate to professional services costs incurred as part of the restructuring program aimed at reducing structural costs, enhancing global efficiencies by changing the Company’s operating model for certain corporate and back-office functions.

During the year ended December 31, 2024, the Company recognized approximately $ 14.9 million of business optimization expenses.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Asset Impairment Charges

As a consequence of the conflict between Russia and Ukraine, during the three months ended March 31, 2022, the Company assessed the fair value of its gross assets related to the joint ventures operating in Russia for potential impairment and recorded asset impairment charges of approximately $ 36.0 million, reflected as “Impairment charges” in its Consolidated Statements of Operations, with an offsetting benefit of approximately $ 12.2 million included within “Net loss attributable to noncontrolling interests.” The Company sold its interest in its Russian distribution joint venture during the three months ended December 31, 2022.

Foreign currency translation impacts since inception of the Russian joint venture previously recognized within “Accumulated other comprehensive loss” were therefore recorded within “Other expense, net” on the Company’s Consolidated Statements of Operations during the three months ended December 31, 2022.

1 unchanged sentence

The Russian finance joint venture was sold during the three months ended December 31, 2022.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

RECOVERABLE INDIRECT TAXES

The Company’s Brazilian operations incur value added taxes (“VAT”) on certain purchases of raw materials, components and services.

These taxes are accumulated as tax credits and create assets that are reduced by the VAT collected from the Company’s sales in the Brazilian market.

The Company regularly assesses the recoverability of these tax credits, and establishes reserves when necessary against them, through analyses that include, amongst others, the history of realization, the transfer of tax credits to third parties as authorized by the government, anticipated changes in the supply chain and the future expectation of tax debits from the Company’s ongoing operations.

The Company believes that these tax credits, net of established reserves, are realizable.

The Company had recorded approximately $ 93.5 million and $ 94.6 million, respectively, of VAT tax credits, net of reserves, as of December 31, 2023 and 2022.

DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

18 unchanged sentences

The Company categorizes its derivative assets and liabilities into one of three levels based on the assumptions used in valuing the asset or liability.

See Note 21 for a discussion of the fair value hierarchy as per the guidance in ASC 820, “Fair Value Measurements”.

Refer to Note 21 for a discussion of the fair value hierarchy as per the guidance in ASC 820, “Fair Value Measurements”.

The Company’s valuation techniques are designed to maximize the use of observable inputs and minimize the use of unobservable inputs.

Counterparty Risk

The Company regularly monitors the counterparty risk and credit ratings of all the counterparties to the derivative instruments.

The Company believes that its exposures are appropriately diversified across counterparties and that these

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

counterparties are creditworthy financial institutions.

Counterparty Risk

The Company regularly monitors the counterparty risk and credit ratings of all the counterparties to the derivative instruments.

The Company believes that its exposures are appropriately diversified across counterparties and that these counterparties are creditworthy financial institutions.

There have been no negative impacts to the Company from any non-performance of any counterparties.

6 unchanged sentences

The Company designates certain foreign currency contracts as cash flow hedges of expected future sales and purchases.

The total notional value of derivatives that were designated as cash flow hedges was $ 262.2 million and $ 364.8 million as of December 31, 2023 and 2022.

The Company did not have any derivatives that were designated as cash flow hedges related to foreign currency contracts as of December 31, 2021.

The total notional value of derivatives that were designated as cash flow hedges was $ 356.7 million, $ 262.2 million and $ 364.8 million as of December 31, 2024, 2023 and 2022, respectively.

Steel Commodity Contracts

The Company designates certain steel commodity contracts as cash flow hedges of expected future purchases of steel.

The total notional value of derivatives that were designated as cash flow hedges was approximately $ 2.5 million, $ 0.9 million and $ 31.9 million as of December 31, 2023, 2022 and 2021, respectively.

The following table summarizes the after-tax impact that changes in the fair value of derivatives designated as cash flow hedges had on accumulated other comprehensive loss and net income during 2023, 2022 and 2021 (in millions):

Recognized in Net Income

Gain (Loss) Recognized in Accumulated

Other Comprehensive Loss Classification of Gain (Loss) Gain (Loss) Reclassified from Accumulated

Other Comprehensive Loss into Income Total Amount of the Line Item in the Consolidated Statements of Operations Containing Hedge Gains (Losses)

Foreign currency contracts (1)

$ ( 9.1 ) Cost of goods sold $ ( 8.9 ) $ 10,635.0

Commodity contracts (2)

0.2 Cost of goods sold ( 0.1 ) $ 10,635.0

Total $ ( 8.9 ) $ ( 9.0 )

Foreign currency contracts $ ( 11.1 ) Cost of goods sold $ ( 10.6 ) $ 9,650.1

Commodity contracts ( 3.5 ) Cost of goods sold ( 3.5 ) $ 9,650.1

Total $ ( 14.6 ) $ ( 14.1 )

Foreign currency contracts $ ( 7.4 ) Cost of goods sold $ ( 10.2 ) $ 8,566.0

Commodity contracts 12.5 Cost of goods sold 13.2 8,566.0

Total $ 5.1 $ 3.0

____________________________________

(1) The outstanding contracts as of December 31, 2023 range in maturity through December 2024.

(2) The outstanding contracts as of December 31, 2023 range in maturity through June 2024.

The Company did not have any derivatives that were designated as cash flow hedges related to steel commodity contracts as of December 31, 2024.

The total notional value of derivatives that were designated as cash flow hedges was approximately $ 2.5 million and $ 0.9 million as of December 31, 2023 and 2022, respectively.

Interest Rate Risk

The Company entered into treasury rate locks in early March 2024 to fix the interest rate for the 2034 Notes issued on March 21, 2024.

The derivative position settled on March 28, 2024 with a cash settlement that offset changes in the benchmark treasury rate between the execution of the treasury rate lock and the debt pricing date for the 2034 Notes.

This treasury rate lock was designated as a cash flow hedge and the gain at termination of $ 8.2 million was recognized in accumulated other comprehensive loss.

The amount recognized in accumulated other comprehensive loss is reclassified to interest expense as interest payments are made on the 2034 Notes through the maturity date.accumulated other comprehensive loss is reclassified to interest expense as interest payments are made on the 2034 Notes through the maturity date.

AGCO CORPORATION

1 unchanged sentence

The following table summarizes the activity in accumulated other comprehensive loss related to the derivatives held by the Company during the years ended December 31, 2024, 2023 and 2022 (in millions):

Amount Income

Tax After-Tax

Amount Income Tax Expense (Benefit)

Accumulated derivative net losses as of December 31, 2021 $ ( 0.5 ) $ ( 0.1 ) $ ( 0.4 )

Net changes in fair value of derivatives

Net gains reclassified from accumulated other comprehensive loss into income ( 5.8 ) ( 2.8 ) ( 3.0 )

Foreign Currency Contracts:

( 15.0 ) ( 3.9 ) ( 11.1 )

Commodity Contracts

( 4.7 ) ( 1.2 ) ( 3.5 )

( 19.7 ) ( 5.1 ) ( 14.6 )

Net losses reclassified from accumulated other comprehensive loss into income

Foreign Currency Contracts:

14.5 3.9 10.6

Commodity Contracts

19.2 5.1 14.1

Accumulated derivative net losses as of December 31, 2022 $ ( 1.0 ) $ ( 0.1 ) $ ( 0.9 )

Net changes in fair value of derivatives

Foreign Currency Contracts:

( 11.8 ) ( 2.7 ) ( 9.1 )

Commodity Contracts

Total ( 11.5 ) ( 2.6 ) ( 8.9 )

Net losses reclassified from accumulated other comprehensive loss into income

Foreign Currency Contracts:

Commodity Contracts

Total 11.2 2.2 9.0

Accumulated derivative net losses as of December 31, 2023 $ ( 1.3 ) $ ( 0.5 ) $ ( 0.8 )

Net changes in fair value of derivatives

Foreign currency contracts (1)

( 1.2 ) 1.2 ( 2.4 )

Commodity contracts (2)

( 0.3 ) — ( 0.3 )

Treasury Rate Locks

Total 6.7 3.3 3.4

Net losses reclassified from accumulated other comprehensive loss into income

Accumulated derivative net losses as of December 31, 2023 (1)

Foreign currency contracts (1)

Commodity contracts (2)

Treasury Rate Locks

( 0.7 ) ( 0.3 ) ( 0.4 )

Total 6.3 — 6.3

Accumulated derivative net gains as of December 31, 2024 $ 11.7 $ 2.8 $ 8.9

____________________________________

(1) As of December 31, 2023, approximately $ 1.4 million of derivative realized net losses, before taxes, remain in accumulated other comprehensive loss related to foreign currency contracts associated with inventory that had not yet been sold.

(1) The outstanding contracts as of December 31, 2024 range in maturity through December 2025.

(2) As of December 31, 2024, there were no outstanding contracts.

As of December 31, 2024, approximately $ 2.0 million of realized derivative net losses, before taxes, remain in accumulated other comprehensive loss related to foreign currency contracts associated with inventory that had not yet been sold.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Net Investment Hedges

3 unchanged sentences

To the extent foreign currency denominated debt is de-designated from a net investment hedge relationship, changes in the value of the foreign currency denominated debt are recorded in earnings through the maturity date.

In January 2018, the Company entered into a cross currency swap contract as a hedge of its net investment in foreign operations to offset foreign currency translation gains or losses on the net investment.

The cross currency swap expired on January 19, 2021.

At maturity of the cross currency swap contract, the Company delivered the notional amount of approximately € 245.7 million (or approximately $ 297.1 million as of January 19, 2021) and received $ 300.0 million from the counterparties, resulting in a gain of approximately $ 2.9 million that was recognized in accumulated other comprehensive loss.

The Company received quarterly interest payments from the counterparties based on a fixed interest rate until maturity of the cross currency swap.

On January 29, 2021, the Company entered into a new cross currency swap contract as a hedge of its net investment in foreign operations to offset foreign currency translation gains or losses on the net investment.

The cross currency swap has an expiration date of January 29, 2028.

At maturity of the cross currency swap contract, the Company will deliver the notional amount of approximately € 247.9 million (or approximately $ 274.4 million as of December 31, 2023) and will receive $ 300.0 million from the counterparties.

The Company will receive quarterly interest payments from the counterparties based on a fixed interest rate until maturity of the cross currency swap.

On January 29, 2021, the Company entered into a cross currency swap contract as a hedge of its net investment in foreign operations to offset foreign currency translation gains or losses on the net investment.

The cross currency swap had an expiration date of January 29, 2028.

At maturity of the cross currency swap contract, the Company was expected to deliver the notional amount of approximately € 247.9 million (or approximately $ 257.3 million as of December 31, 2024) and receive $ 300.0 million from the counterparties.

The Company receives quarterly interest payments from the counterparties based on a fixed interest rate until maturity of the cross currency swap.

On November 4, 2024, the Company's existing cross currency swap contract was terminated and the Company delivered the notional amount of approximately $ 277.4 million and received $ 300.0 million from the counterparties, resulting in a gain of approximately $ 22.6 million that was recognized in accumulated other comprehensive loss.

On November 4, 2024, the Company entered into new $ 600.0 million cross currency swap contracts comprising of $ 200.0 million tranche for three years tenor, $ 200 million tranche for five years tenor and $ 200.0 million tranche for seven years tenor.

as a hedge of its net investment in foreign operations to offset foreign currency translation gains or losses on the net investment.

The cross currency swap contracts have an expiration date of November 6, 2027, November 6, 2029 and November 6, 2031, respectively.

At maturity of the cross currency swap contract, the Company is expected to deliver the notional amount of approximately € 385.5 million (or approximately $ 400.1 million as of December 31, 2024) and 155.5 million Swiss francs (or approximately $ 171.9 million as of December 31, 2024), respectively, and receive $ 600.0 million from the counterparties.

The Company receives quarterly interest payments from the counterparties based on a fixed interest rate until maturity of the cross currency swap.

During 2023, the Company designated € 150.0 million of its multi-currency revolving credit facility maturing in December 2027 as a hedge of its net investment in foreign operations to offset foreign currency translation gains or losses on the net investment.

The Company recognized the change in fair value of the foreign currency denominated debt designated as a net investment hedge, a loss of $ 3.1 million, net of tax, in accumulated other comprehensive loss during the year ended December 31, 2023.

This portion of the multi-currency revolving credit facility was repaid in December 2023.

The following table summarizes the notional values of the instrument designated as a net investment hedge (in millions):

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Notional Amount as of

1 unchanged sentence

Cross currency swap contract $ 600.0 $ 300.0

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following table summarizes the after-tax impact of changes in the fair value of the instruments designated as net investment hedges (in millions):

Gain (Loss) Recognized in Accumulated Other Comprehensive Loss for the Years Ended

Foreign currency denominated debt:

Before-Tax Amount Income Tax After-Tax Amount

December 31, 2023 $ ( 4.2 ) $ ( 1.1 ) $ ( 3.1 )

December 31, 2022 — — —

December 31, 2021 — — —

Cross currency swap contract:

Cross currency swap contracts:

Before-Tax Amount Income Tax Expense (Benefit)

After-Tax Amount

December 31, 2024 ( 4.1 ) ( 1.1 ) ( 3.0 )

12 unchanged sentences

The table below sets forth the fair value of derivative instruments as of December 31, 2024 (in millions):

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Asset Derivatives as of

8 unchanged sentences

Commodity contracts Other current assets — Other current liabilities —

Cross currency swap contract Other noncurrent assets 20.3 Other noncurrent liabilities —

Cross currency swap contracts

Other noncurrent assets 16.2 Other noncurrent liabilities —

Derivative instruments not designated as hedging instruments:

4 unchanged sentences

(1) The outstanding contracts as of December 31, 2024 range in maturity through February 2025.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The table below sets forth the fair value of derivative instruments as of December 31, 2023 (in millions):

8 unchanged sentences

Foreign currency contracts Other current assets $ 1.3 Other current liabilities $ 1.2

Commodity contracts Other current assets — Other current liabilities —

Cross currency swap contract Other noncurrent assets 20.3 Other noncurrent liabilities —

5 unchanged sentences

Years Ended December 31,

2023 2022 2021

Cost of goods sold $ 0.5 $ 1.8 $ 1.3

1 unchanged sentence

Total stock compensation expense $ 18.4 $ 46.4 $ 34.0

_________________________________

(1) Includes approximately $ 6.5 million of compensation expense related to PTx Trimble employees vesting in legacy Trimble awards.

The Company recognizes the effect of award forfeitures as an adjustment to stock compensation expense in the period in which the forfeiture occurs.

2 unchanged sentences

As of December 31, 2024, of the 10,000,000 shares reserved for issuance under the Plan, approximately 3,441,051 shares remained available for grant, assuming the maximum number of shares are earned related to the performance award grants discussed below.

The Plan allows the Company, under the direction of the Board of Directors’ Talent and

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Compensation Committee, to make grants of performance shares, stock appreciation rights, restricted stock units and restricted stock awards to employees, officers and non-employee directors of the Company.

The Plan allows the Company, under the direction of the Board of Directors’ Talent and Compensation Committee, to make grants of performance shares, stock appreciation rights (“SSARs”), restricted stock units and restricted stock awards to employees, officers and non-employee directors of the Company.

Long-Term Incentive Plan and Related Performance Awards

6 unchanged sentences

The compensation expense associated with these awards is amortized ratably over the vesting or performance period based on the Company’s projected assessment of the level of performance that will be achieved and earned.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

During 2024, the Company granted performance awards covering up to 344,592 shares, assuming the Company achieves maximum levels of performance related to varying performance periods.

19 unchanged sentences

Restricted Stock Units (“RSUs”)

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

RSU awards granted under Plan do not entitle recipients to vote or receive dividends during the vesting period and will be forfeited in the event of the recipient’s termination of employment, except for certain circumstances.

RSU awards granted under the Plan do not entitle recipients to vote or receive dividends during the vesting period and will be forfeited in the event of the recipient’s termination of employment, except for certain circumstances.

The fair value of restricted stock and restricted stock units is the closing market price per share of the Company’s stock on the grant date less the present value of the expected dividends not received during the vesting period.

3 unchanged sentences

Weighted average grant-date fair value $ 114.07 $ 134.63 $ 109.09

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

During the year ended December 31, 2024, the Company granted 200,560 RSU awards.

9 unchanged sentences

Shares awarded but not vested at December 31 269,202 $ 118.29

____________________________________

(1) RSUs shares awarded and shares vested include 5,017 shares related to the 25 % additional shares issued to certain executives based on a total margin improvement metric relative to the Company’s defined peer group that applied to grants made in 2020.

During January 2025, 56,009 RSUs shares were issued, net of 34,605 shares that were withheld for taxes.

3 unchanged sentences

The 2025 grant of performance award shares is subject to a total shareholder return modifier.

Stock-settled Appreciation Rights ("SSARs")

Certain executives and key managers received grants of SSARs prior to December 31, 2020.

The Company did not subsequently grant any SSARs since the year ended December 31, 2020.

The Company recorded stock compensation expense of approximately $ 0.2 million, $ 0.5 million and $ 0.8 million associated with SSAR awards during 2023, 2022 and 2021, respectively.

The compensation expense associated with these awards is being amortized ratably over the vesting period.

The Company estimated the fair value of the grants using the Black-Scholes option pricing model.

The total fair value of SSARs vested during 2023 was approximately $ 0.4 million.

There were 16,900 SSARs that were not vested and 56,350 SSARs outstanding as of December 31, 2023.

The total intrinsic value of outstanding and

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

exercisable SSARs as of December 31, 2023 was $ 2.9 million and $ 2.1 million, respectively.

The total intrinsic value of SSARs exercised during 2023 was approximately $ 4.9 million.

Excess Tax Benefit

The excess tax benefit realized for tax deductions in the United States related to the exercise of SSARs, vesting of RSU awards and vesting of performance awards under the Plan was approximately $ 0.5 million for the year ended December 31, 2023.

The Company realized an insignificant tax benefit from the exercise of SSARs, vesting of performance awards and vesting of RSU awards in certain foreign jurisdictions during the years ended December 31, 2023, 2022 and 2021.

Director Restricted Stock Grants

5 unchanged sentences

The Company recorded stock compensation expense of approximately $ 1.7 million during 2024 associated with these grants.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

STOCKHOLDERS' EQUITY

2 unchanged sentences

In November 2024, the Company entered into an accelerated share repurchase ("ASR") agreement with a financial institution to repurchase $ 22.0 million of shares of its common stock.

The Company received approximately 228,969 shares associated with the completion of this transaction as of December 31, 2024.

In November 2023, the Company entered into an ASR agreement with a financial institution to repurchase $ 53.0 million of shares of its common stock.

The Company received approximately 371,669 shares associated with this transaction as of December 31, 2023.

In January 2024, the Company received an additional 82,883 shares upon final settlement of its November 2023 ASR agreement.

In August and November 2021, the Company entered into two accelerated share repurchase (“ASR”) agreements with financial institutions to repurchase an aggregate of $ 135.0 million of shares of its common stock.

In January 2024, the Company

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

received an additional 82,883 shares upon final settlement of its November 2023 ASR agreement.

In August and November 2021, the Company entered into two ASR agreements with financial institutions to repurchase an aggregate of $ 135.0 million of shares of its common stock.

The Company received approximately 952,204 shares associated with these transactions as of December 31, 2021.

5 unchanged sentences

$ 3.66 $ 6.10 $ 5.40

On January 18, 2024, the Company approved the quarterly dividend of $ 0.29 per common share to be paid on March 15, 2024, to all stockholders of record as of the close of business February 15, 2024.

On January 16, 2025, the Company's Board of Directors declared a regular quarterly dividend of $ 0.29 per common share to be paid on March 14, 2025, to all stockholders of record as of the close of business February 14, 2025.

__ __________________________________

(1) The Company’s Board of Directors declared and the Company has paid quarterly cash dividends of $ 0.29 per common share during each quarter of 2024.

In addition, the Company's Board of Directors declared and the Company paid a special variable dividend of $ 2.50 per common share during 2024 totaling approximately $ 186.6 million.

(2) On April 27, 2023, the Company’s Board of Directors approved a quarterly dividend of $ 0.29 per common share outstanding commencing in the second quarter of 2023.

The Company’s Board of Directors declared and the Company has paid quarterly cash dividends of $ 0.29 per common share beginning in the second quarter of 2023, from $ 0.24 per common share in the first quarter of 2023.

In addition, the Company's Board of Directors also declared and the Company paid a special variable dividend of $ 5.00 per common share during 2023 totaling approximately $ 374.4 million.

In addition, the Company's Board of Directors declared and the Company paid a special variable dividend of $ 5.00 per common share during 2023 totaling approximately $ 374.4 million.

(3) On April 28, 2022, the Company’s Board of Directors approved a quarterly dividend of $ 0.24 per common share outstanding commencing in the second quarter of 2022.

The Company’s Board of Directors declared and the Company has paid quarterly cash dividends of $ 0.24 per common share beginning in the second quarter of 2022, from $ 0.20 per common share in the first quarter of 2022.

In addition, the Company's Board of Directors also declared and the Company paid a special variable dividend of $ 4.50 per common share during 2022 totaling approximately $ 335.7 million.

(3) The Company’s Board of Directors declared and the Company has paid quarterly cash dividends of $ 0.20 per common share beginning in the second quarter of 2021, from $ 0.16 per common share in the first quarter of 2021.

In addition, the Company’s Board of Directors also declared and the Company paid a special variable dividend of $ 4.00 per common share during 2021 totaling approximately $ 301.5 million.

In addition, the Company's Board of Directors declared and the Company paid a special variable dividend of $ 4.50 per common share during 2022 totaling approximately $ 335.7 million.

AGCO CORPORATION

1 unchanged sentence

Accumulated Other Comprehensive Loss

The following table sets forth changes in accumulated other comprehensive loss by component, net of tax, attributed to AGCO Corporation and its subsidiaries for the years ended December 31, 2023 and 2022 (in millions):

Defined Benefit Pension Plans Cumulative Translation Adjustment Deferred Net (Losses) Gains on Derivatives Total

The following table sets forth changes in accumulated other comprehensive loss by component, net of tax, attributed to AGCO Corporation for the years ended December 31, 2024, 2023 and 2022 (in millions):

Defined Pension and Postretirement Benefit Plans

Cumulative Translation Adjustment Deferred Gains and Losses on Derivatives

Accumulated other comprehensive loss, December 31, 2021

$ ( 230.4 ) $ ( 1,540.1 ) $ ( 0.4 ) $ ( 1,770.9 )

Other comprehensive loss before reclassifications

1 unchanged sentence

Net losses reclassified from accumulated other comprehensive loss 6.4 — 14.1 20.5

6.4 — 14.1 20.5

Other comprehensive loss, net of reclassification adjustments

Other comprehensive loss

( 0.8 ) ( 30.9 ) ( 0.5 ) ( 32.2 )

Accumulated other comprehensive loss, December 31, 2022

Other comprehensive (loss) income before reclassifications

$ ( 231.2 ) $ ( 1,571 ) $ ( 0.9 ) $ ( 1,803.1 )

Other comprehensive income (loss) before reclassifications

( 15.7 ) 102.3 ( 8.9 ) 77.7

Net losses reclassified from accumulated other comprehensive loss 8.3 — 9.0 17.3

Other comprehensive (loss) income, net of reclassification adjustments

Other comprehensive income (loss)

( 7.4 ) 102.3 0.1 95.0

Accumulated other comprehensive loss, December 31, 2023 $ ( 238.6 ) $ ( 1,468.7 ) $ ( 0.8 ) $ ( 1,708.1 )

Other comprehensive income (loss) before reclassifications ( 3.1 ) ( 224.3 ) 3.4 ( 224.0 )

Net losses reclassified from accumulated other comprehensive loss 22.9 — 6.3 29.2

Other comprehensive income (loss)

19.8 ( 224.3 ) 9.7 ( 194.8 )

Accumulated other comprehensive loss, December 31, 2024

$ ( 218.8 ) $ ( 1,693.0 ) $ 8.9 $ ( 1,902.9 )

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following table sets forth reclassification adjustments out of accumulated other comprehensive loss by component attributed to AGCO Corporation and its subsidiaries for the years ended December 31, 2023 and 2022 (in millions):

The following table sets forth reclassification adjustments out of accumulated other comprehensive loss by component attributed to AGCO Corporation for the years ended December 31, 2024, 2023 and 2022 (in millions):

Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Loss Affected Line Item within the Consolidated

2 unchanged sentences

Year ended December 31, 2023 (1)

Net losses on foreign currency contracts $ 11.1 $ 14.5 Cost of goods sold

Year ended December 31, 2022 (1)

Net losses on foreign currency contracts

$ 6.7 $ 11.1 $ 14.5 Cost of goods sold

Net losses on commodity contracts

0.3 0.1 4.7 Cost of goods sold

Net gains on treasury rate locks

( 0.7 ) — — Interest expense, net

Reclassification before tax 6.3 11.2 19.2

Income tax benefit

— ( 2.2 ) ( 5.1 ) Income tax provision

Reclassification net of tax $ 6.3 $ 9.0 $ 14.1

Defined benefit pension plans:

Defined pension and postretirement benefit plans:

Amortization of net actuarial losses $ 10.5 $ 9.4 $ 8.7 Other expense, net (2)

Amortization of prior service cost 1.5 1.7 0.2 Other expense, net (2)

Net loss recognized due to settlement

18.8 — — Other expense, net (2)

Reclassification before tax 30.8 11.1 8.9

Income tax benefit

( 7.9 ) ( 2.8 ) ( 2.5 ) Income tax provision

2 unchanged sentences

____________________________________

(1) Losses included within the Consolidated Statements of Operations for the years ended December 31, 2023 and 2022, respectively.

(1) Losses (Gains) included within the Consolidated Statements of Operations for the years ended December 31, 2024 and 2023, respectively.

(2) These accumulated other comprehensive loss components are included in the computation of net periodic pension and postretirement benefit cost.

See Note 20 to the Company’s Consolidated Financial Statements.

NET INCOME PER COMMON SHARE

Basic net income per common share is computed by dividing net income by the weighted average number of common shares outstanding during each period.

Diluted net income per common share assumes the exercise of outstanding stock-settled stock appreciation rights and the vesting of performance share awards and restricted stock units using the treasury stock method when there is no other circumstance other than the passage of time under which they would not be issued, and the effects of such assumptions are dilutive.

Refer to Note 20 of the Company’s Consolidated Financial Statements.

NET INCOME (LOSS) PER COMMON SHARE

Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding during each period.

Diluted net income (loss) per common share assumes the exercise of outstanding stock-settled stock appreciation rights ("SSARs") and the vesting of restricted stock units ("RSUs") using the treasury stock method when there is no other circumstance other than the passage of time under which they would not be issued, and the effects of such assumptions are dilutive.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

A reconciliation of net income attributable to AGCO Corporation and subsidiaries and weighted average common shares outstanding for purposes of calculating basic and diluted net income per share for the years ended December 31, 2023, 2022 and 2021 is as follows (in millions, except per share data):

A reconciliation of net income (loss) attributable to AGCO Corporation and weighted average common shares outstanding for purposes of calculating basic and diluted net income (loss) per share for the years ended December 31, 2024, 2023 and 2022 is as follows (in millions, except per share data):

Basic net income (loss) per share:

Net income (loss) attributable to AGCO Corporation

$ ( 424.8 ) $ 1,171.4 $ 889.6

Basic net income per share:

Net income attributable to AGCO Corporation and subsidiaries $ 1,171.4 $ 889.6 $ 897.0

Weighted average number of common shares outstanding 74.6 74.8 74.6

Basic net income per share attributable to AGCO Corporation and subsidiaries $ 15.66 $ 11.92 $ 11.93

Diluted net income per share:

Net income attributable to AGCO Corporation and subsidiaries $ 1,171.4 $ 889.6 $ 897.0

Basic net income (loss) per share attributable to AGCO Corporation

$ ( 5.69 ) $ 15.66 $ 11.92

Diluted net income (loss) per share:

Net income (loss) attributable to AGCO Corporation

$ ( 424.8 ) $ 1,171.4 $ 889.6

Weighted average number of common shares outstanding 74.6 74.8 74.6

Dilutive SSARs, performance share awards and RSUs

Weighted average number of common shares and common share equivalents outstanding for purposes of computing diluted net income per share

Dilutive SSARs and RSUs

Weighted average number of common shares and common share equivalents outstanding for purposes of computing diluted net income (loss) per share

74.7 74.9 74.9

Diluted net income per share attributable to AGCO Corporation and subsidiaries $ 15.63 $ 11.87 $ 11.85

Diluted net income (loss) per share attributable to AGCO Corporation

$ ( 5.69 ) $ 15.63 $ 11.87

____________________________________

(1) As the Company has reported a loss for 2024, all potentially dilutive securities are antidilutive, and accordingly, basic net loss per share equals diluted net loss per share.

RELATED PARTY TRANSACTIONS

4 unchanged sentences

Under the various joint venture agreements, Rabobank or its affiliates provide financing to the joint venture companies, primarily through lines of credit.

During 2023, the Company made a total of approximately $ 24.6 million of additional investments in its finance joint venture in Brazil.

During 2022 and 2021, the Company did not make additional investments in its finance joint ventures.

During 2024 and 2023, respectively, the Company made a total of approximately $ 12.0 million and $ 24.6 million of additional investments in its finance joint venture in Brazil.

During 2022, the Company did not make additional investments in its finance joint ventures.

During 2024, 2023, and 2022, the Company received approximately $ 13.7 million, $ 28.9 million and $ 27.0 million, respectively, of dividends from certain of its finance joint ventures.

2 unchanged sentences

In addition, the Company transfers, on an ongoing basis, a majority of its wholesale receivables in North America, Europe and Brazil to its U.S., Canadian, European and Brazilian finance joint ventures (see Note 5).

The Company maintains a remarketing agreement with its U.S.

finance joint venture and has outstanding guarantees of residual values that may be owed to its finance joint ventures in the U.S.

The Company has outstanding guarantees of residual values that may be owed to its finance joint ventures in the U.S.

and Canada upon the expiration of certain eligible operating leases and also has guarantees with its other finance joint ventures (see Note 22).

8 unchanged sentences

During 2024, 2023 and 2022, the Company sold approximately $ 5.0 million, $ 3.6 million and $ 1.2 million, respectively, of parts to TAFE.

The Company received dividends from TAFE of approximately $ 2.9 million, $ 2.1 million and $ 2.0 million during 2023, 2022 and 2021, respectively.

In April 2024, the Company terminated all of its commercial relationships with TAFE and does not expect to incur

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The sources of income before income taxes and equity in net earnings of affiliates were as follows for the years ended December 31, 2023, 2022 and 2021 (in millions):

material purchases.

The Company received dividends from TAFE of approximately $ 3.3 million, $ 2.9 million and $ 2.1 million during 2024, 2023 and 2022, respectively.

The sources of income (loss) before income taxes and equity in net earnings of affiliates were as follows for the years ended December 31, 2024, 2023 and 2022 (in millions):

2024 2023 2022

1 unchanged sentence

Foreign 880.7 1,397.0 1,167.4

Income before income taxes and equity in net earnings of affiliates $ 1,333.5 $ 1,107.2 $ 944.3

The provision for income taxes by location of the taxing jurisdiction for the years ended December 31, 2023, 2022 and 2021 consisted of the following (in millions):

Income (loss) before income taxes and equity in net earnings of affiliates

$ ( 433.6 ) $ 1,333.5 $ 1,107.2

The provision (benefit) for income taxes by location of the taxing jurisdiction for the years ended December 31, 2024, 2023 and 2022 consisted of the following (in millions):

2024 2023 2022

United States $ ( 2.3 ) $ 61.2 $ 26.0

11 unchanged sentences

$ ( 91.1 ) $ 280.0 $ 232.5

Impairment charges

State and local income taxes, net of federal income tax effects

2 unchanged sentences

23.7 ( 193.9 ) 43.6

Foreign inclusion, net of foreign tax credits

42.8 13.5 4.4

Tax effect of permanent differences 13.6 ( 34.0 ) ( 4.6 )

4 unchanged sentences

Brazil Amnesty Program, net of United States foreign tax credit

Other 1.3 4.3 ( 0.3 )

Other, net (2)

( 15.7 ) 1.3 4.3

$ 98.4 $ 230.4 $ 296.6

(1) In 2023, a gross deferred tax asset of $ 197.7 million less a valuation allowance of $ 85.4 million was recognized to reflect future Swiss tax incentives the Company anticipates it will be able to utilize by 2034 when the incentive expires.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

____________________________________

(2) In recent decisions, the Brazilian courts have confirmed a favorable tax ruling regarding the taxability of certain state value added tax incentive benefits, which allowed the Company to record a $ 29.6 million reduction in the provision for income taxes during the year ended December 31, 2024.

Further, in 2024, “Other, net” also includes a provision of approximately $ 12.7 million related to a noncontrolling interest.

The significant components of the deferred tax assets and liabilities at December 31, 2024 and 2023 were as follows (in millions):

3 unchanged sentences

Inventory valuation reserves 48.8 50.0

Pensions and postretirement health care benefits 17.9 19.7

Pension and postretirement health care benefits

Warranty and other reserves 122.0 162.8

2 unchanged sentences

Swiss tax basis adjustment

Investment in affiliates 67.5 —

Other 30.6 22.7

32 unchanged sentences

Deferred tax valuation allowance $ 47.4 $ — $ 0.7 $ — $ ( 0.8 ) $ 47.3

(1) The amounts recorded to expense in 2023 are primarily related to Switzerland and the U.S.

____________________________________

(1) The amounts recorded to expense in 2024 are primarily related to China and the amounts recorded to expense in 2023 are primarily related to Switzerland and the U.S.

There were no amounts credited or charged through other comprehensive income during 2024, 2023 and 2022.

(2) The deductions are primarily related to reversal of valuation allowance from the effective utilization of certain tax losses in the Brazil amnesty program during 2023.

(2) The deductions in 2024 are primarily related to reversal of valuation allowance from the divestiture of the majority of the Company's G&P business.

The deductions in 2023 are primarily related to reversal of valuation allowance from the effective utilization of certain tax losses in the Brazil amnesty program.

The Company had net operating loss carryforwards of $ 93.9 million as of December 31, 2024, with expiration dates as follows:

1 unchanged sentence

2026 - $ 0.3 million;

2027 - $ 4.0 million;

2028 and thereafter - $ 42.3 million and unlimited - $ 46.6 million.

4 unchanged sentences

The Company recognizes income tax benefits from uncertain tax positions only when there is a more than 50% likelihood that the tax positions will be sustained upon examination by the taxing authorities based on the technical merits of the positions.

At December 31, 2023 and 2022, the Company had approximately $ 9.9 million and $ 10.4 million, respectively, of accrued or deferred taxes related to uncertain income tax positions connected with ongoing income tax audits in various jurisdictions that it expects to settle or pay in the next 12 months.

At December 31, 2023 and 2022, the Company had approximately $ 344.2 million and $ 274.1 million, respectively, of accrued taxes reflected in “Other noncurrent liabilities”, and approximately $ 2.9 million and $ 2.8 million of deferred tax assets, respectively, related to uncertain tax positions that it expects to settle or pay beyond 12 months, reflected in “Deferred tax assets” in the Company’s Consolidated Balance Sheets.

At December 31, 2024 and 2023, the Company had approximately $ 9.3 million and $ 9.9 million, respectively, of accrued or deferred taxes related to uncertain income tax positions connected with ongoing income tax audits in various jurisdictions that it expects to settle or pay in the next 12 months, reflected in “Other current liabilities” in the Company’s Consolidated Balance Sheets.

At December 31, 2024 and 2023, the Company had approximately $ 378.4 million and $ 344.2 million, respectively, of accrued taxes reflected in “Other noncurrent liabilities” in the Company’s Consolidated Balance Sheets.

The Company accrued approximately $ 3.6 million and $ 0.3 million of interest and penalties related to unrecognized tax benefits in its provision for income taxes during 2024 and 2023, respectively.

16 unchanged sentences

During 2022, the Company made the determination that it will be able to utilize approximately $ 15.7 million of indirect favorable benefits in the United States related to the settlement of a foreign audit examination.

In addition, the gross unrecognized income tax benefits as of December 31, 2023 and 2022 exclude certain deposits made in a foreign jurisdiction of approximately $ 26.9 million, net of $ 19.7 million refunds received, and $ 45.1 million, respectively, associated with an ongoing audit.

In addition, the gross unrecognized income tax benefits as of December 31, 2024 and 2023 exclude certain deposits made in a foreign jurisdiction of approximately $ 25.2 million, net of $ 18.5 million refunds received, and $ 26.9 million, net of $ 19.7 million refunds received, respectively, associated with an ongoing audit.

The Company and its subsidiaries file income tax returns in the United States and in various state, local and foreign jurisdictions.

7 unchanged sentences

In 2008 and 2012, as part of routine audits, the Brazilian taxing authorities disallowed deductions relating to the amortization of certain goodwill recognized in connection with a reorganization of the Company’s Brazilian operations and the related transfer of certain assets to the Company’s Brazilian subsidiaries.

The amount of the tax disallowance through December 31, 2023, not including interest and penalties, would have been approximately 131.5 million Brazilian reais (or approximately $ 27.1 million).

The amount ultimately in dispute would have been significantly greater because of interest and penalties.

The Company historically had been advised by its legal and tax advisors that its position with respect to the deductions was allowable under the tax laws of Brazil.

The Company contested the disallowance and maintained that it was not likely that the assessment, interest or penalties would require payment.

The ultimate outcome of the case would not have been determined until the Brazilian tax appeal process was completed.

On January 12, 2023, the Brazilian government issued a “Litigation Zero” tax amnesty program, whereby cases being disputed at the administrative court level of review for a period of more than ten years could be considered for amnesty.

Enrollment in the amnesty program would not be considered an admission of guilt with respect to outstanding cases.

The amnesty program allowed companies to settle outstanding contested cases at a significant monetary discount.

The amount of the tax disallowance through December 31, 2023 would have been approximately 131.5 million Brazilian reais (or approximately $ 27.1 million) and subject to significant interest and penalties.

In the first quarter of 2023, the Brazilian government issued a “Litigation Zero” tax amnesty program, whereby cases being disputed at the administrative court level of review for a period of more than ten years could be considered for amnesty.

Enrollment in the amnesty program was not considered an admission of guilt and allowed for outstanding contested cases to be settled at a significant monetary discount.

The Company contested the disallowance and had been historically advised by its legal and tax advisors that its position was allowable under the tax laws of Brazil.

After weighing various impacts involved with enrollment, including the avoidance of potential interest, penalties and legal costs, the Company enrolled in the program in the quarter ended March 31, 2023.

The Company recorded approximately 182.6 million Brazilian reais (or approximately $ 34.8 million) within “Income tax provision” for the year ended December 31, 2023, net of associated U.S.

income tax credits of approximately $ 8.4 million related to its enrollment in the program.

The Company paid installment payments related to the program of 188.5 million Brazilian reais (or approximately $ 37.8 million) during the year ended December 31, 2023, inclusive of $ 1.2 million of interest on payments and approximately $ 1.8 million of foreign currency translation impacts.

The final installment payment was made in October 2023.

The Company recorded approximately 182.6 million Brazilian reais (or approximately $ 34.8 million) within “Income tax provision” net of associated U.S.

income tax credits of approximately $ 8.4 million and completed its installment payments related to its enrollment in the program during the year ended December 31, 2023.

PENSION AND POSTRETIREMENT BENEFIT PLANS

The Company sponsors defined benefit pension plans covering certain employees, principally in the United Kingdom, the United States, Germany, Switzerland, Finland, France, Norway and Argentina.

The Company sponsors defined benefit pension plans covering certain employees, principally in the United Kingdom, Germany, Switzerland, Finland, France, Norway and Argentina.

The Company also provides certain postretirement health care and life insurance benefits for certain employees, principally in the United States and Brazil.

The Company also maintains an Executive Nonqualified Pension Plan (“ENPP”) that provides certain senior executives with retirement income for a period of 15 years or up to a lifetime annuity, if certain requirements are met.

Benefits under the ENPP vest if the participant has attained age 50 and has at least ten years of service (including five years as a participant in the ENPP), but are not payable until the participant reaches age 65 .

The lifetime annuity benefit generally is available only to vested participants who retire on or after reaching age 65 and was eliminated during 2021 for participants reaching age 65 subsequent to December 31, 2022.

The ENPP is an unfunded, nonqualified defined benefit pension plan.

The Company merged its U.S.

qualified defined benefit pension plans for hourly and salaried employees into one plan (the "Plan") on December 31, 2023 and finalized the termination of the Plan in 2024.

In connection with the termination process, the Company offered a lump sum benefit payout option to Plan participants, and the remaining assets of the Plan were used to purchase a group annuity contract that transferred the remaining plan liabilities to an insurance carrier.

The termination process was finalized by December 31, 2024 and the settlement resulted in the recognition of approximately $ 18.5 million within “Other expense, net” within the Company's Consolidated Statements of Operations representing the amounts previously recognized in accumulated other comprehensive loss.

As of December 31, 2024, there were no remaining balances on the balance sheet related to the Plan.

The Company also maintains an Executive Nonqualified Pension Plan (“ENPP”) in the U.S.

that provides certain senior executives with retirement income for a period of 15 years or up to a lifetime annuity, if certain requirements are met.

Benefits under the ENPP vest if the participant has attained age 50 and has at least ten years of service (including five years

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

as a participant in the ENPP), but are not payable until the participant reaches age 65 .

The ENPP is an unfunded, nonqualified defined benefit pension plan.

The ENPP is frozen as of December 31, 2024 against future benefit accruals.

Net annual pension costs for the years ended December 31, 2024, 2023 and 2022 for the Company’s defined benefit pension plans and ENPP are set forth below (in millions):

6 unchanged sentences

Net (gain) loss recognized due to settlement 18.8 0.4 ( 0.4 )

Curtailment gain (1)

Curtailment (gain) loss

Net annual pension cost $ 35.7 $ 19.8 $ 19.1

___________________________________

(1) During 2021, the Company amended its Executive Nonqualified Pension Plan (“ENPP”) to freeze the plan as of December 31, 2024 to future benefit accruals, and to eliminate a lifetime annuity feature for participants working to age 65 subsequent to December 31, 2022.

This amendment resulted in a curtailment gain as well as a net prior service credit.

The components of net periodic pension and postretirement benefits cost, other than the service cost component, are included in “Other expense, net” in the Company’s Consolidated Statements of Operations.

19 unchanged sentences

Interest cost 1.5 1.3 0.9

Amortization of net actuarial losses — — 0.1

Amortization of prior service cost 0.1 0.2 0.1

15 unchanged sentences

Foreign currency exchange rate changes ( 12.2 ) 24.5 ( 1.4 ) 0.5

( 1.0 ) — — —

Benefit obligation at end of year $ 550.1 $ 647.0 $ 19.7 $ 23.0

12 unchanged sentences

Balance Sheets:

Other long-term asset $ 85.0 $ 66.3 $ — $ —

Other assets (noncurrent)

$ 92.9 $ 85.0 $ — $ —

Other current liabilities ( 7.5 ) ( 7.4 ) ( 1.6 ) ( 1.6 )

Accrued expenses ( 3.7 ) ( 4.1 ) — —

Pensions and postretirement health care benefits (noncurrent) ( 148.5 ) ( 138.4 ) ( 21.4 ) ( 19.6 )

Pension and postretirement health care benefits (noncurrent)

( 137.7 ) ( 148.5 ) ( 18.1 ) ( 21.4 )

Net amount recognized $ ( 56.0 ) $ ( 75.0 ) $ ( 19.7 ) $ ( 23.0 )

3 unchanged sentences

Amount Income

Tax After-Tax

Accumulated other comprehensive loss as of December 31, 2021

Prior service (cost) credit arising during the year

$ ( 302.4 ) $ ( 72.0 ) $ ( 230.4 )

Net (gain) loss recognized due to settlement

Prior service cost arising during the year

( 25.5 ) ( 6.4 ) ( 19.1 )

Net actuarial gain (loss) arising during the year

Net gain recognized due to settlement

( 0.4 ) — ( 0.4 )

Net actuarial gain arising during the year

15.0 2.7 12.3

Amortization of prior service cost 0.2 0.2 —

1 unchanged sentence

Accumulated other comprehensive loss as of December 31, 2022

Prior service (cost) credit arising during the year

Net (gain) loss recognized due to settlement

Net actuarial gain (loss) arising during the year

$ ( 304.4 ) $ ( 73.2 ) $ ( 231.2 )

Net loss recognized due to settlement

Net actuarial loss arising during the year

( 21.5 ) ( 5.4 ) ( 16.1 )

Amortization of prior service cost 1.7 0.4 1.3

1 unchanged sentence

Accumulated other comprehensive loss as of December 31, 2023

$ ( 314.4 ) $ ( 75.8 ) $ ( 238.6 )

Prior service cost arising during the year

( 1.4 ) ( 0.5 ) ( 0.9 )

Net loss recognized due to settlement

18.8 4.8 14.0

Net actuarial loss arising during the year

( 2.7 ) ( 0.5 ) ( 2.2 )

Amortization of prior service cost 1.5 0.4 1.1

Amortization of net actuarial losses 10.5 2.7 7.8

Accumulated other comprehensive loss as of December 31, 2024

$ ( 287.7 ) $ ( 68.9 ) $ ( 218.8 )

The unrecognized net actuarial losses included in accumulated other comprehensive loss related to the Company’s defined benefit pension plans and ENPP as of December 31, 2024 and 2023 are set forth below (in millions):

Unrecognized net actuarial losses $ 256.7 $ 280.2

The increase in unrecognized net actuarial losses between years is primarily due to liability losses due to the total net impact of the changes in the assumptions, specifically the reduction in the discount rates, as well as the losses due to plan experience at December 31, 2023 compared to December 31, 2022.

The decrease in unrecognized net actuarial losses between years is primarily due to the termination of the U.S.

qualified defined benefits plan, as well as the total net impact of the changes in the assumptions, specifically the increase in the discount rate.

The unrecognized net actuarial losses will be impacted in future periods by actual asset returns, discount rate changes, currency exchange rate fluctuations, actual demographic experience and certain other factors.

For some of the Company’s defined benefit pension plans, these losses, to the extent they exceed 10% of the greater of the plan’s liabilities or the fair value of assets (“the gain/loss corridor”), will be amortized on a straight-line basis over the periods discussed as follows.

For the Company’s U.S.

salaried, U.S.

hourly and U.K.

defined benefit pension plans, the population covered is predominantly inactive participants, and losses related to those plans, to the extent they exceed the gain/loss corridor, will be amortized over the average remaining lives of those participants while covered by the respective plan.

For the Company’s U.K.

defined benefit pension plan, the population covered is predominantly inactive participants, and losses related to those plans, to the extent they exceed the gain/loss corridor, will be amortized over the average remaining lives of those participants while covered by the respective plan.

For the Company’s ENPP, the population is predominantly active participants, and losses related to the plan will be amortized over the average future working lifetime of the active participants expected to receive benefits.

As of December 31, 2024, the average amortization periods were as follows:

Average amortization period of losses related to defined benefit pension plans 6 years 13 years 18 years

Average amortization period of losses related to defined benefit pension plans 6 years 16 years

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following table summarizes the unrecognized prior service cost related to the Company’s defined benefit pension plans as of December 31, 2024 and 2023 (in millions):

1 unchanged sentence

The decrease in the unrecognized prior service cost between years is due primarily to the amortization of unrecognized prior service cost related to prior plan amendments.

The unrecognized prior service cost as of December 31, 2022 included

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

a revision of approximately $ 25.5 million due to the Company updating its estimate of current assumptions, interpretations and approach affecting the Company’s defined benefit pension obligations related to certain defined benefit plans.

The following table summarizes the unrecognized net actuarial gains included in the Company’s accumulated other comprehensive loss related to the Company’s U.S.

6 unchanged sentences

The change in unrecognized net actuarial gains related to the Company’s U.S.

and Brazilian postretirement benefit plans is primarily resulting from lower discount rates at December 31, 2023.

and Brazilian postretirement benefit plans is primarily resulting from the gain in relation to the change in the projected benefit obligation as a result of the favorable impact of the underlying assumptions as of December 31, 2024.

The unrecognized net actuarial gains or losses will be impacted in future periods by discount rate changes, actual demographic experience, actual health care inflation and certain other factors.

15 unchanged sentences

plan’s fair value of plan assets was in excess of the plan’s accumulated benefit obligation as of December 31, 2024 and 2023.

The Company’s defined benefit pension obligation has been reflected on the manner in which its defined benefit plans are being administered or expected to be administered in the future.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company’s defined benefit pension obligation has been reflected in the manner in which its defined benefit plans are being administered or expected to be administered in the future.

The obligation and resulting liability or asset is calculated employing both actuarial and legal assumptions.

2 unchanged sentences

Some of these assumptions also are subject to the outcome of certain legal cases, which are currently unknown.

In the event that any of these assumptions or the administration approach are proven to be

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

different from the Company’s current interpretations and approach, there could be material increases or decreases in the Company’s defined benefit pension obligation and related amounts such as prior service cost and actuarial gains and losses, as well as the related amount and timing of future contributions to be paid by the Company.

As previously mentioned, during 2022, the Company updated its estimate of current assumptions, interpretations and approach affecting the Company’s defined benefit pension obligations related to certain defined benefit plans and recorded a revision of its estimate of prior service cost of approximately $ 25.5 million.

In the event that any of these assumptions or the administration approach are proven to be different from the Company’s current interpretations and approach, there could be material increases or decreases in the Company’s defined benefit pension obligation and related amounts such as prior service cost and actuarial gains and losses, as well as the related amount and timing of future contributions to be paid by the Company.

The weighted average assumptions used to determine the benefit obligation for the Company’s defined benefit pension plans and ENPP as of December 31, 2024 and 2023 are as follows:

1 unchanged sentence

Rate of increase in future compensation 1.5 %- 5.0 %

1.75 %- 5.0 %

U.S.-based plans:

2 unchanged sentences

____________________________________

(1) Applicable for U.S.

4 unchanged sentences

The bond portfolio and plan-specific cash flows vary by country, but the methodology in which the portfolio is constructed is consistent.

In the United States, the bond portfolio is large enough to result in taking a “settlement approach” to derive the discount rate, in which high-quality corporate bonds are assumed to be purchased and the resulting coupon payments and maturities are used to satisfy the Company’s U.S.

pension plans’ projected benefit payments.

Historically, the settlement approach was used for both the hourly and salaried plans and the ENPP.

As a result of the termination of the Plan in 2023, the Company changed the discount rate methodology to align more closely with the expected termination liability of the Plan.

The discount rate was derived using a "yield curve approach" consistent with the approach for the United Kingdom and Euro Zone as described below.

The settlement approach used for the ENPP has not changed.

In the United Kingdom and the Euro Zone, the discount rate is derived using a “yield curve approach,” in which an individual spot rate, or zero coupon bond yield, for each future annual period is developed to discount each future benefit payment and, thereby, determine the present value of all future payments.

The Company uses a spot yield curve to determine the discount rate applicable in the United Kingdom to measure the U.K.

pension plan’s service cost and interest cost.

Under the settlement and yield curve approaches, the discount rate is set to equal the single discount rate that produces the same present value of all future payments.

For measuring the expected U.S.

4 unchanged sentences

For measuring the Brazilian postretirement benefit plan obligation at December 31, 2023, the Company assumed a 10.2 % health care cost trend rate for 2024, decreasing to 4.5 % by 2034.

The Company currently estimates its minimum contributions and benefit payments to its U.S.-based underfunded defined benefit pension plans and unfunded ENPP for 2024 will aggregate approximately $ 5.0 million.

The Company currently estimates its minimum contributions for underfunded plans and benefit payments for unfunded plans for 2024 to its non-U.S.-based defined benefit pension plans will aggregate approximately $ 24.4 million, of which approximately $ 13.9 million relates to its U.K.

The Company currently estimates its minimum contributions and benefit payments to its U.S.-based unfunded ENPP for 2025 will aggregate to approximately $ 5.6 million.

The Company currently estimates its minimum contributions for underfunded plans and benefit payments for unfunded plans for 2025 to its non-U.S.-based defined benefit pension plans will aggregate to approximately $ 8.9 million, of which approximately $ 0.2 million relates to its U.K.

pension plan.

The Company currently estimates its benefit payments for 2024 to its U.S.-based postretirement health

The Company currently estimates its benefit payments for 2025 to its U.S.-based postretirement health care and life insurance benefit plans will aggregate to approximately $ 1.6 million and its benefit payments for 2025 to its Brazilian postretirement health care benefit plans will aggregate to less than $ 0.1 million.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

care and life insurance benefit plans will aggregate approximately $ 1.6 million and its benefit payments for 2024 to its Brazilian postretirement health care benefit plans will aggregate less than $ 0.1 million.

During 2024, approximately $ 78.3 million of benefit payments were made related to the Company’s defined benefit pension plans and ENPP.

6 unchanged sentences

2030 through 2034 8.7

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Investment Strategy and Concentration of Risk

6 unchanged sentences

Total — % 100 %

______________________________________

defined qualified pension plan was terminated and fully settled as of December 31, 2024.

As such, there are no related pension plan assets.

The weighted average asset allocation of the Company’s U.K.

5 unchanged sentences

Total 100 % 100 %

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The Company categorizes its pension plan assets into one of three levels based on the assumptions used in valuing the asset.

20 unchanged sentences

Insurance contracts are valued using current prevailing interest rates.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The fair value of the Company’s pension assets as of December 31, 2024 is as follows (in millions):

18 unchanged sentences

22 % are in foreign securities;

4 % are in investment-grade corporate bonds;

2 % are in high-yield securities.

7 % are in asset or mortgage backed securities;

2 % are in investment-grade corporate bonds and 1 % are in high-yield securities.

(2) 49 % of “alternative investments” are in relative value funds;

30 % are in long-short equity funds;

8 % are in event-driven funds;

9 % are in credit funds;

and 6 % are distributed in hedged and non-hedged funds.

14 % are in event-driven funds and 7 % are in credit funds.

(3) “Miscellaneous funds” is comprised of insurance contracts in Finland, Norway and Switzerland.

(4) Certain investments that are measured at fair value using the net asset value per share (or its equivalent) practical expedient have not been categorized in the fair value hierarchy.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following is a reconciliation of Level 3 assets as of December 31, 2024 (in millions):

6 unchanged sentences

Ending balance as of December 31, 2024 $ 32.2 $ — $ 32.2

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The fair value of the Company’s pension assets as of December 31, 2023 is as follows (in millions):

2 unchanged sentences

Global equities $ 55.8 $ — $ 55.8 $ —

large cap equities 2.9 2.9 — —

Total equity securities 55.8 — 55.8 —

15 unchanged sentences

4 % are in investment-grade corporate bonds;

7 % are in high-yield securities and 1 % are in other various fixed income securities.

2 % are in high-yield securities.

(2) 53 % of “alternative investments” are in relative value funds;

13 unchanged sentences

Ending balance as of December 31, 2023 $ 41.0 $ 2.2 $ 38.8

All tax-qualified pension fund investments in the United States are held in the AGCO Corporation Master Pension Trust.

The Company’s global pension fund strategy is to diversify investments across broad categories of equity and fixed income securities with appropriate use of alternative investment categories to minimize risk and volatility.

5 unchanged sentences

The asset mix is recognized as the primary mechanism to influence the reward and risk structure of the pension fund investments in an effort to accomplish the plans’ funding objectives.

The overall investment strategies and target allocations of retirement fund investments for the Company’s U.S.-based pension plans and the non-U.S.

The overall investment strategies and target allocations of retirement fund investments for the Company’s non-U.S.

based pension plans are as follows:

Pension Plans Non-U.S.

Pension Plans (1)

6 unchanged sentences

Fixed income securities 95.0 %

Alternative investments 3.0 % 5.0 %

Total 100.0 %

2 unchanged sentences

pension fund investments are related to the Company’s pension plan in the United Kingdom.

(2) The overall U.S.

(2) The overall non-U.S.

pension funds invest in a broad diversification of asset types.

The Company has noted that over very long periods, this mix of investments would achieve an average return on its U.S.-based pension plans of approximately 5.80 %.

In arriving at the choice of an expected return assumption of 5.75 % for its U.S.

plans for the year ending December 31, 2024, the Company has tempered this historical indicator with lower expectations for returns and changes to investments in the future as well as the administrative costs of the plans.

The Company has noted that over very long periods, this mix of investments would achieve an average return on its non-U.S.

26 unchanged sentences

• Level 3 - Model-derived valuations in which one or more significant inputs are unobservable.

The Company categorizes its pension plan assets into one of the three levels of the fair value hierarchy.

See Note 20 for a discussion of the valuation methods used to measure the fair value of the Company’s pension plan assets.

The Company categorizes its pension plan assets into one of the three levels of the fair value hierarchy, except for those measured using the net asset value per share (or its equivalent) practical expedient.

Refer to Note 20 for a discussion of the valuation methods used to measure the fair value of the Company’s pension plan assets.

The Company enters into foreign currency, commodity and interest rate swap contracts.

3 unchanged sentences

Such models used for option contracts also use implied volatility.

See Note 14 for a discussion of the Company’s derivative instruments and hedging activities.

Refer to Note 14 for a discussion of the Company’s derivative instruments and hedging activities.

Assets and liabilities measured at fair value on a recurring basis as of December 31, 2024 and 2023 are summarized below (in millions):

7 unchanged sentences

Derivative liabilities — 14.0 — 14.0

The carrying amounts of long-term debt under the Company’s 1.002 % EIB senior term loan due 2025, EIB senior term loan due 2029 and senior term loans due between 2023 and 2028 approximate fair value based on the borrowing rates currently available to the Company for loans with similar terms and average maturities.

The carrying amounts of long-term debt under the Company’s 1.002 % EIB Senior term loan due 2025, EIB Senior term loans due 2029 and 2030 and Senior term loans due between 2025 and 2028 approximate fair value based on the borrowing rates currently available to the Company for loans with similar terms and average maturities.

At December 31, 2024, the estimated fair value of the Company’s 0.800 % Senior notes due 2028, based on listed market values, was approximately € 545.6 million (or approximately $ 566.2 million), compared to the carrying value of € 600.0 million (or approximately $ 622.7 million).

See Note 11 for additional information on the Company’s long-term debt.

At December 31, 2024, the estimated fair value of the Company's 5.450 % Senior notes due 2027, based on listed market values, was approximately $ 403.9 million compared to the carrying value of $ 400.0 million.

At December 31, 2024, the estimated fair value of the Company's 5.800 % Senior notes due 2034, based on listed market values, was approximately $ 704.7 million, compared to the carrying value of $ 700.0 million.

Refer to Note 12 for additional information on the Company’s long-term debt.

AGCO CORPORATION

3 unchanged sentences

Interest payments on indebtedness – The Company expects to make interest payments of approximately $ 118.0 million during the year ending December 31, 2025 related to indebtedness outstanding as of December 31, 2024.

Indebtedness amounts reflect the principal amount of the Company’s EIB senior term loans, senior notes, credit facility and certain short-term borrowings, gross of any debt issuance costs.

Indebtedness amounts reflect the principal amount of the Company’s EIB senior term loans, senior notes, senior term loans, credit facility and certain short-term borrowings, gross of any debt issuance costs.

The projected amount of interest payments includes assumptions regarding the future fluctuations in interest rates, as well as borrowings under the Company’s revolving credit facility and other variable debt instruments.

The projected amount does not include interest payments related to future indebtedness expected to finance the planned Trimble Ag joint venture.

The amounts provided relate only to existing debt obligations and do not assume the refinancing or replacement of such debt.

Refer to Note 12 of the Consolidated Financial Statements for additional information regarding indebtedness.

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These liabilities and related income tax audits are subject to statutory expiration.

Additionally, we had approximately $ 16.7 million of estimated future minimum contribution requirements under our U.S.

Additionally, we currently expect that we will contribute $ 2.5 million to our non-U.S.

defined benefit pension and postretirement plans due during the year ending December 31, 2025.

Refer to Notes 19 and 20 of the Consolidated Financial Statements for additional information regarding the Company’s uncertain tax positions and pension and postretirement plans, respectively.

The timing and amounts of future contributions are dependent upon the funding status of the plans, which is expected to vary as a result of changes in interest rates, returns on underlying assets, and other factors.

Refer to Notes 19 and 20 of the Consolidated Financial Statements for additional information regarding the Company’s uncertain tax positions and pension and postretirement benefit plans, respectively.

These obligations comprise a majority of the Company’s other short-term and long-term obligations.

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The maximum potential amount of future payments under the guarantees is approximately $ 203.2 million .

At December 31, 2023, the Company had outstanding designated and non-designated foreign exchange contracts with a gross notional amount of approximately $ 3,387.3 million.

The outstanding contracts as of December 31, 2023 range in maturity through December 2024.

The Company also had outstanding designated steel commodity contracts with a gross notional amount of approximately $ 2.5 million that range in maturity through June 2024.

The Company sells a majority of its wholesale receivables in North America, Europe and Brazil to its U.S., Canadian, European and Brazilian finance joint ventures.

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Refer to Note 5 for discussion of the Company’s accounts receivable sales agreements.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

Contingencies

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District Court of Delaware against the Company and Precision Planting alleging that certain products of those entities infringed certain patents of Deere.

The two complaints subsequently were consolidated into a single case, Case No.

The two complaints

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

subsequently were consolidated into a single case, Case No.

1:18-cv-00827-CFC.

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Court of Appeals for the Federal Circuit.

The appeal is fully briefed and is awaiting oral arguments before the court.

On January 24, 2025, the Court ruled in favor of the Company and Precision Planting.

The case remains subject to the right of Deere to file for a writ of certiorari from the U.S.

Supreme Court.

The Company has an indemnity right under the purchase agreement related to the acquisition of Precision Planting from its previous owner.

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Classification Year Ended

December 31, 2023 Year Ended

December 31, 2024

December 31, 2023

Operating lease cost Selling, general and administrative expenses $ 59.6 $ 57.2

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____________________________________

(1) Depreciation expense was included in both cost of goods sold and selling, general and administrative expenses.

(1) Depreciation expense was included in both “Cost of goods sold” and “Selling, general and administrative expenses” within the Company's Consolidated Statements of Operations.

AGCO CORPORATION

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December 31, 2024

Operating Leases Finance Leases

Operating Leases (1)

Finance Leases

2025 $ 53.3 $ 0.7

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____________________________________

(1) Operating lease payments include options to extend or terminate at the Company's sole discretion, which are included in the determination of lease term when they are reasonably certain to be exercised.

(2) Calculated using the implicit interest rate for each lease or the Company’s incremental borrowing rate, when implicit rate is not available.

1 unchanged sentence

December 31, 2023

Operating Leases Finance Leases

Operating Leases (1)

Finance Leases

2024 $ 52.8 $ 0.7

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____________________________________

(2) Calculated using the implicit interest rate for each lease or the Company’s incremental borrowing rate, when implicit rate is not available.

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following table summarizes the weighted-average remaining lease term and weighted-average discount rate:

As of December 31, 2023 As of December 31, 2022

As of December 31, 2024

As of December 31, 2023

Weighted-average remaining lease term:

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Finance leases 2.8 % 2.7 %

AGCO CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

The following table summarizes the supplemental cash flow information for 2024 and 2023 (in millions):

Year Ended December 31, 2023 Year Ended December 31, 2022

Year Ended December 31, 2024

Year Ended December 31, 2023

Cash paid for amounts included in the measurement of lease liabilities:

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Contract liabilities relate to the following:

(1) unrecognized revenues where payment of consideration precedes the Company’s performance with respect to extended warranty and maintenance contracts and where the performance obligation is satisfied over time, (2) unrecognized revenues where payment of consideration precedes the Company’s performance with respect to certain grain storage and protein production systems and where the performance obligation is satisfied over time and (3) unrecognized revenues where payment of consideration precedes the Company’s performance with respect to precision technology services and where the performance obligation is satisfied over time.

(1) unrecognized revenues where payment of consideration precedes the Company’s performance with respect to extended warranty and maintenance contracts and where the performance obligation is satisfied over time, (2) unrecognized revenues where payment of consideration precedes the Company’s performance with respect to precision agriculture technology services and where the performance obligation is satisfied over time and (3) unrecognized revenues where payment of consideration precedes the Company’s performance with respect to certain grain storage and protein production systems and where the performance obligation is satisfied over time.

Significant changes in the balance of contract liabilities for the years ended December 31, 2024 and 2023 were as follows (in millions):

Year Ended December 31, 2023 Year Ended December 31, 2022

Year Ended December 31, 2024

Year Ended December 31, 2023

Balance at beginning of period $ 310.7 $ 239.0

Acquisitions 21.0 —

Advance consideration received 207.2 228.8

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$ 3,752.7 $ 2,234.2 $ 7,540.5 $ 885.0 $ 14,412.4

___________________________________

(1) Rounding may impact the summation of amounts.

AGCO CORPORATION

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Net sales for the year ended December 31, 2022 disaggregated by primary geographical markets and major products consisted of the following (in millions):

America Europe/

Middle East Asia/

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$ 3,175.1 $ 2,121.6 $ 6,447.3 $ 907.4 $ 12,651.4

____________________________________

(1) Rounding may impact the summation of amounts.

AGCO CORPORATION

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The Company’s reportable segments are geography based and distribute a full range of agricultural machinery and precision agriculture technology.

The Company evaluates segment performance primarily based on income from operations.

The Company’s Chief Operating Decision Maker (“CODM”), Eric P.

Hansotia, Chairman of the Board, President and Chief Executive Officer, evaluates segment performance primarily based on income from operations.

The CODM utilizes income from operations to evaluate each segment’s performance including the allocation of resources.

Sales for each segment are based on the location of the third-party customer.

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Net sales $ 2,850.3 $ 1,315.9 $ 6,812.9 $ 682.8 $ 11,661.9

Cost of goods sold 2,150.3 1,052.6 5,021.7 538.2 8,762.8

Selling, general and administrative expenses 378.7 111.5 578.4 98.9 1,167.5

Engineering expenses 145.5 47.4 287.1 13.0 493.0

Income from operations $ 175.8 $ 104.4 $ 925.7 $ 32.7 $ 1,238.6

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Net sales $ 3,752.7 $ 2,234.2 $ 7,540.5 $ 885.0 $ 14,412.4

Cost of goods sold 2,788.6 1,629.9 5,514.0 702.5 10,635.0

Selling, general and administrative expenses 353.5 162.6 598.0 90.9 1,205.0

Engineering expenses 151.3 55.3 327.9 14.3 548.8

Income from operations $ 459.3 $ 386.4 $ 1,100.6 $ 77.3 $ 2,023.6

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Net sales $ 3,175.1 $ 2,121.6 $ 6,447.3 $ 907.4 $ 12,651.4

Cost of goods sold 2,462.8 1,590.1 4,904.8 692.4 9,650.1

Selling, general and administrative expenses 305.3 121.9 492.4 83.8 1,003.4

Engineering expenses 128.2 35.7 266.0 14.3 444.2

Income from operations $ 278.8 $ 373.9 $ 784.1 $ 116.9 $ 1,553.7

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)

A reconciliation from the segment information to the consolidated balances for income from operations and total assets is set forth below (in millions):

A reconciliation from the segment information to the consolidated balances for income (loss) from operations and total assets is set forth below (in millions):

2024 2023 2022

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Impairment charges ( 369.5 ) ( 4.1 ) ( 36.0 )

Restructuring expenses ( 11.9 ) ( 6.1 ) ( 15.3 )

Consolidated income from operations $ 1,700.4 $ 1,265.4 $ 1,001.4

Restructuring and business optimization expenses

( 172.7 ) ( 11.9 ) ( 6.1 )

Loss on sale of business

( 507.3 ) — —

Consolidated income (loss) from operations

$ ( 122.1 ) $ 1,700.4 $ 1,265.4

Segment assets $ 6,013.9 $ 7,170.7 $ 6,176.2

18 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 8. Financial Statements and Supplementary Data