TROY, Mich., (Nov. 23,
2003) — ArvinMeritor, Inc. (NYSE:
ARM) today announced that it has terminated its $18.00 per
share all cash tender offer to acquire all of the outstanding common shares of
Dana Corporation (NYSE: DCN) following Dana’s announcement that
its board of directors recommends that its shareowners reject ArvinMeritor’s
increased offer. No Dana shares were purchased by ArvinMeritor
pursuant to the offer, and all tendered shares will be returned promptly.
Larry
Yost, chairman and chief executive officer of ArvinMeritor, said, “We are
disappointed that the Dana Board is unwilling to sit down with us and has chosen
instead to deprive Dana’s shareowners of the immediate and substantial value
inherent in our $18.00 per share offer. However, as we have previously
stated, this was our final offer. Our primary responsibility is to
ArvinMeritor’s shareowners, and we do not believe it is in their best interests
to continue expending valuable corporate resources for an indeterminate period
of time. ArvinMeritor believes industry consolidation is necessary and
inevitable, and we will pursue an organic growth strategy, while examining
opportunities for consolidation that enhance value for our shareowners.
“ArvinMeritor
will continue to focus on growth products and on expanding its product
portfolio, and remains well-positioned to compete in established and emerging
markets around the world. Our strategy will continue to build upon our
ability to identify, execute and deliver critical cost efficiencies, while we
focus on providing customers with superior technology, products and services
they need to remain competitive in a changing industry
environment.”
The company reiterated its guidance of $0.25 to
$0.30 per diluted share for the first quarter of fiscal year 2004, and its
full-year 2004 guidance in the range of $2.20 to $2.40 per diluted
share.
ArvinMeritor, Inc. is a premier $8-billion
global supplier of a broad range of integrated systems, modules and components
to the motor vehicle industry. The company serves light vehicle, commercial
truck, trailer and specialty original equipment manufacturers and related
aftermarkets. Headquartered in Troy, Mich., the company employs approximately
32,000 people at more than 150 manufacturing facilities in 27 countries.
ArvinMeritor common stock is traded on the New York Stock Exchange under the
ticker symbol ARM. For more information, visit the company's Web site at: http://www.arvinmeritor.com/.
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Alternate
Contacts:
Dan Katcher/Ellen Barry
Joele Frank, Wilkinson Brimmer
Katcher
1-212-355-4449
This press release contains statements relating to
future results of the company (including certain projections and business
trends) that are “forward-looking statements” as defined in the Private
Securities Litigation Reform Act of 1995. Actual results may differ
materially from those projected as a result of certain risks and uncertainties,
including, but not limited to, global economic and market conditions; the demand
for commercial, specialty and light vehicles for which the company supplies
products; risks inherent in operating abroad, including foreign currency
exchange rates; potential increases in raw material costs; OEM program delays;
demand for and market acceptance of new and existing products; successful
development of new products; reliance on major OEM customers; labor relations of
the company, its customers and suppliers; successful integration of acquired or
merged businesses; the ability to achieve the expected annual savings and
synergies from past and future business combinations; competitive product and
pricing pressures; the amount of the company’s debt; the ability of the company
to access capital markets; credit ratings of the company’s debt; the outcome of
existing and any future legal proceedings, including any litigation with respect
to environmental or asbestos-related matters; as well as other risks and
uncertainties, including, but not limited to, those detailed from time to time
in the filings of the company with the Securities and Exchange
Commission.
