AGCO announces Tender Offer for acquisition of Kepler Weber S.A.

AGCO recently announced its intention to launch a tender offer for the outstanding shares of Kepler Weber S.A. (“Kepler Weber”), the leading Brazilian manufacturer of grain storage and handling equipment. AGCO has reached a binding agreement with the two largest shareholders of Kepler Weber, Caixa de Previdência dos Funcionários do Banco do Brasil and BB - Banco de Investimento S.A., to acquire their blocks of shares totaling approximately 35% of the outstanding shares.

AGCO intends to launch a tender offer to acquire up to all of the common shares held by the other shareholders for purpose of delisting Kepler Weber shares from the São Paulo Stock Exchange. The price of the Offer will be BRL 22.00 (US $7.03) per share, valuing Kepler Weber at BRL 578.9 million (US $185M). This price per share represents a 25.7% premium to the closing price of February 9, 2017 and a 24.3% premium to the 3-month average share price of Kepler Weber. The Offer and the consummation of the transaction are subject to customary conditions and regulatory approvals.

“The acquisition of Kepler Weber would significantly enhance our market position in the South American grain handling and storage industry,” said Martin Richenhagen, AGCO’s Chairman, President and Chief Executive Officer. “Kepler Weber’s products are complementary to our GSI’s offerings and are recognized by its customers for their design, quality and innovation. This combination would also provide significant marketing synergies and a leadership position in the South American market as well as further strengthen our capabilities to serve large global customers.”

Rabobank is acting as financial advisor to AGCO and Pinheiro Neto Advogados is serving as legal advisor.