AGCO CORPORATION (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     
Date of Report (Date of Earliest Event Reported):   October 6, 2006

AGCO CORPORATION
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-12930 58-1960019
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
4205 River Green Parkway, Duluth, Georgia   30096
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (770)813-9200

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


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Item 2.02 Results of Operations and Financial Condition.

On October 6, 2006 AGCO Corporation issued a news release announcing revised estimates for fiscal year 2006 and third quarter 2006 financial performance and a conference call scheduled for Friday, October 6, 2006 at 10:00 a.m. Eastern Time to discuss these revisions. A copy of the news release is attached as Exhibit 99.1.

In the news release, AGCO uses non-GAAP financial measures. For purposes of SEC Regulation G, a "non-GAAP financial measure" is a numerical measure of a registrant's historical or future performance, financial position or cash flows that excludes amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet, or statement of cash flows of the issuer; or includes amounts, or is subject to adjustments that have the effect of including amounts, that are excluded from the most directly comparable measure so calculated and presented. Non-GAAP financial measures should not be considered as alternatives to operating income, net income and earnings per share as computed under GAAP for the applicable period. AGCO considers operating income, net income and earnings per share to be the most comparable GAAP financial measures, and AGCO has included, as part of the news release, a reconciliation of the non-GAAP financial measures to the most directly comparable GAAP financial measure.

AGCO uses earnings per share amounts that have been adjusted to exclude restructuring and other infrequent expenses. Restructuring and other infrequent expenses occur regularly in AGCO's business, but vary in size and frequency. AGCO believes that the adjusted amounts provide investors useful information because the expenses that are excluded relate to events that resulted in a significant impact during the quarter, but will recur only in varied amounts and with unpredictable frequency. Management also uses these amounts to compare performan ce to budget.

Lastly, AGCO's management historically has focused on the generation of cash flow in order to reduce indebtedness and for other corporate purposes. Management uses free cash flow to assess its performance in this area. AGCO believes that free cash flow provides a meaningful measure to investors that, unlike cash flow from operations, provides investors a more complete picture of cash generation, as it includes the impact of capital expenditures.

The information in this Report and the Exhibits shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing of AGCO under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.





Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is filed with this report.

99.1 News release dated October 6, 2006.






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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    AGCO CORPORATION
          
October 6, 2006   By:   Andrew H. Beck
       
        Name: Andrew H. Beck
        Title: Senior Vice President and Chief Financial Officer


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Exhibit Index


     
Exhibit No.   Description

 
99.1
  News release dated October 6, 2006.
EX-99.1

Exhibit 99.1

AGCO Corporation
4205 River Green Parkway Duluth, GA USA 30096-2568

www.agcocorp.com

Telephone 770.813.9200

COMPANY NEWS RELEASE

FOR IMMEDIATE RELEASE
October 6, 2006

     
MEDIA CONTACT:
  INVESTOR CONTACT:
Cheryl Thompson
Manager, Corporate Public Relations
770-232-8073
cheryl.thompson@agcocorp.com
  Greg Peterson
Director, Investor Relations
770-232-8229
greg.peterson@agcocorp.com

AGCO CORPORATION UPDATES 2006 OUTLOOK

DULUTH, GA – October 6, 2006 — AGCO Corporation (NYSE: AG), a worldwide manufacturer and distributor of agricultural equipment, announced today that it has reduced its outlook for 2006 net sales and adjusted earnings per share. The Company now expects sales to decline 2 to 3 percent versus 2005 and for 2006 adjusted earnings per share to be approximately $1.00. Sales and operating income in AGCO’s North American operations are now expected to be lower than previously forecasted due to continued efforts to reduce dealer inventories, softening market conditions, and lower than anticipated margins. Weaker than expected market conditions in the East Asia Pacific region also contributed to the reduced sales and earnings outlook.

Third quarter 2006 sales are now expected to be approximately 6 percent below third quarter 2005 levels, and third quarter 2006 net income is now expected to be break-even to a slight loss.

Benefiting from the Company’s focus on reducing seasonal working capital requirements, 2006 free cash flow is now expected to be approximately $120 million.

The Company will host a conference call for investors and analysts today at 10:00 a.m. ET. A replay of the call will be available on the company’s website at www.agcocorp.com under the “Investors & Media/Calendar of Events” Section.

AGCO expects to announce financial results for the third quarter of 2006 on November 1.

The references above to adjusted earnings per share and free cash flow are non-GAAP measures. Adjusted earnings per share is calculated by excluding restructuring expense, which is expected to be approximately $0.01 in 2006, from earnings per share. Free cash flow is calculated by subtracting capital expenditures, which are expected to be approximately $120 million in 2006, from cash flow from operations.

Safe Harbor Statement
This press release contains forward-looking statements regarding sales, earnings per share, free cash flow, and operating income. Actual results may differ materially from those suggested by these forward-looking statements for a number of reasons including the development of demand for our products and the general demand for farm equipment, and competitive response by other manufacturers of farm equipment. For additional information regarding factors that could impact results, please see our Form 10-K for the year ended December 31, 2005, as filed with the Securities and Exchange Commission. AGCO disclaims any obligation to update any forward-looking statements except as required by law.

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About AGCO
Founded in 1990, AGCO Corporation (NYSE: AG) (www.agcocorp.com) is a global manufacturer of agricultural equipment and related replacement parts. AGCO offers a full product line including tractors, combines, hay tools, sprayers, forage, tillage equipment and implements, which are distributed through more than 3,600 independent dealers and distributors in more than 140 countries worldwide. AGCO products include the following well-known brands: AGCO®, Challenger®, Fendt®, Gleaner®, Hesston®, Massey Ferguson®, New Idea®, RoGator®, Spra-Coupe®, Sunflower®, Terra-Gator®, Valtra®, and WhitePlanters. AGCO provides retail financing through AGCO Finance. The company is headquartered in Duluth, Georgia, and in 2005 had net sales of $5.4 billion.

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