ArvinMeritor Retracts Offer to Buy Dana

ArvinMeritor said it withdrew its $2.67 billon offer to buy Dana Corp. after the larger rival company unanimously rejected its final offer.

Michigan-based ArvinMeritor terminated the offer Nov. 23, after Dana Corp. told the company its board had recommended it turn down the cash bid.

ArvinMeritor had attempted to negotiate with the Ohio-based company since June and increased what it called its final offer from $15 to $18 per share.

Larry Yost, chairman and chief executive officer of ArvinMeritor, said he was disappointed, but would not drain company resources with further attempts to buy Dana. “ArvinMeritor believes industry consolidation is necessary and inevitable, and we will pursue organic growth strategy,” Yost said Nov. 23.

The deadline on the last offer was Dec. 2.

Dana had concerns over ArvinMeritor’s ability to finance the deal. Also, it had stated that its antitrust counsel and communications with the Federal Trade Commission had caused them to conclude there would be “serious anti-trust issues.”

Joe Magliochetti, the late Dana chairman and chief executive officer, said in September there was too much product overlap. “Dana and ArvinMeritor are currently the only substantial North American producers of axles, driveshafts and foundation brakes for medium- and heavy-duty trucks, with combined market shares ranging from 80 percent to 100 percent,” Magliochetti said at that time.

ArvinMeritor had responded that FTC’s request for more information “was not unusual for transactions of this kind and that the scope of the request was as expected.”

After the company withdrew its final offer, Thomson Financial’s Market Commentary noted ArvinMeritor “is trading higher, while Dana is slipping.”

Dana has 60,000 employees worldwide and reported $9.5 billion in sales during 2002. ArvinMeritor employs 32,000 and had nearly $8 billion in sales during its last fiscal year.