Acquisitions

In January 2012, the Company acquired 61% of Santal for approximately R$36.7 million, net of approximately

R$11.9 million cash acquired (or approximately $20.1 million, net). Santal, headquartered in Ribeirão Preto, Brazil, manufactures and distributes sugar cane planting, harvesting, handling and transportation equipment as well as replacement parts across Brazil. The acquisition of Santal will provide the Company’s customers in Brazil with a wider range of agricultural products and services. The acquisition was funded with available cash on hand. The Company recorded approximately $28.0 million of goodwill and approximately $2.6 million of trade name, trademark and patent identifiable intangible assets associated with the acquisition. The goodwill generally resulted from the value of the cash flows expected to be generated in the future compared to the asset intensity of the business. The goodwill was reported within the Company’s South American geographical reportable segment. The Company and the seller each have a call option and put option, respectively, with varying dates with respect to the remaining 39% interest in Santal. The fair value of the redeemable noncontrolling interest in Santal was recorded within “Temporary equity” in the Company’s Condensed Consolidated Balance Sheet as of the acquisition date. The acquired other identifiable intangible assets of Santal as of the date of acquisition are summarized in the following table (in millions):



Intangible Asset	Amount		Weighted-Average Useful Life
Trademarks and trade names	$	1.5	5	years
Patents	1.1		5	years
	$	2.6

On November 30, 2011, the Company acquired GSI Holdings Corp. (“GSI”) for $932.2 million, net of approximately $27.9 million cash acquired. GSI, headquartered in Assumption, Illinois, is a leading manufacturer of grain storage and protein production systems. GSI sells its products globally through independent dealers. The acquisition was financed by the issuance of $300.0 million of 5⁷/8% senior notes and the Company’s credit facility (Note 6). As a result of the acquisition, the Company recorded a tax benefit of approximately $149.3 million within “Income tax (benefit) provision” in the Company’s Consolidated Statement of Operations for the year ended December 31, 2011, resulting from a reversal of a portion of its previously established deferred tax valuation allowance. The reversal was required to offset deferred tax liabilities established as part of the acquisition accounting for GSI relating to acquired amortizable intangible assets (Note 5). The final fair values of the assets acquired and liabilities assumed as of the acquisition date are presented in the following table (in millions):



Current assets	$	216.0
Property, plant and equipment	69.6
Intangible assets	438.5
Goodwill	535.7
Other noncurrent assets	2.1
Total assets acquired	1,261.9
Current liabilities	133.6
Deferred tax liabilities	162.8
Long-term debt and other noncurrent liabilities	5.4
Total liabilities assumed	301.8
Net assets acquired	$	960.1

On November 30, 2011, the Company acquired 98% of Shandong Dafeng Machinery Co., Ltd. (“Dafeng”) for approximately 171.7 million yuan (or approximately $26.9 million). The Company acquired approximately $17.1 million of cash and assumed approximately $41.1 million of indebtedness associated with the transaction. Dafeng is located in Yanzhou, China and manufactures a complete range of corn, grain, rice and soybean harvesting machines for Chinese domestic markets. The acquisition was funded with available cash on hand. The fair value of the noncontrolling interest in Dafeng was recorded within “Noncontrolling interests” in the Company’s Consolidated Balance Sheet as of the acquisition date. During the fourth quarter of 2012, the Company recorded an impairment charge of approximately $22.4 million within “Impairment charge” in the Company’s Consolidated Statement of Operations associated with the write-down of its Chinese harvesting reporting unit’s goodwill and certain other identifiable intangible assets. Refer to Note 1 for additional information.

The results of operations for the Santal, GSI, and Dafeng acquisitions have been included in the Company’s Consolidated Financial Statements as of and from the dates of the respective acquisitions. The Company allocated the purchase price of each acquisition to the assets acquired and liabilities assumed based on their fair values as of the respective acquisition dates. In general, the acquired assets of the acquisitions consisted primarily of accounts receivable, inventories, property, plant and equipment, and other identifiable intangible assets. The liabilities assumed generally consisted of accounts payable and indebtedness.

The following unaudited pro forma data summarizes the results of operations for the year ended December 31, 2011 as if the prior years’ acquisitions had occurred as of January 1, 2010. The unaudited pro forma information does not reflect the impact of future events that may occur after the acquisitions, including, but not limited to, anticipated cost savings from operating synergies. The unaudited pro forma financial information has been adjusted to give effect to adjustments that are directly related to the business combinations, factually supportable and expected to have a continuing impact. The adjustments include the application of the Company’s accounting policies, depreciation and amortization related to fair value adjustments to property, plant and equipment, intangible assets and inventory, tax-related adjustments, and the impact of the Company’s issuance of $300.0 million of 5⁷/8% senior notes and the new credit facility, which were used to finance the acquisition of GSI. This unaudited pro forma information has been prepared for comparative purposes only and does not purport to represent what the results of operations of the Company actually would have been had the transactions occurred on the date indicated or what the results of operations may be in any future period (in millions, except per share data):



	Year Ended December 31, 2011
Net sales	$	9,479.1
Net income attributable to AGCO Corporation and subsidiaries	629.5
Net income per common share attributable to AGCO Corporation and subsidiaries:
Basic	$	6.58
Diluted	$	6.42