Dana Corp. issued a statement this week maintaining there are "serious antitrust issues" in ArvinMeritor’s unsolicited tender offer to acquire Dana.

The statement was released in connection with a Federal Trade Commission (FTC) request for additional information from ArvinMeritor Inc. and Dana relating to ArvinMeritor's unsolicited offer for all outstanding Dana shares.
The "second request" from the FTC seeks information regarding a dozen product areas where there is material competitive overlap between ArvinMeritor and Dana.
"From the outset, we said that ArvinMeritor's tender offer raises serious antitrust issues and was likely to attract intensive scrutiny from government regulatory authorities," said Dana Chairman and CEO Joe Magliochetti.
"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 to 100%.
"Despite ArvinMeritor's attempt to downplay the antitrust concerns, the serious nature of the antitrust obstacles is underscored by the FTC's action today, which implicates fundamental elements of the tender offer," he added.
"ArvinMeritor has recently spoken of the potential for significant divestitures of the combined company's commercial vehicle axle assets and other businesses in response to regulatory concerns. Even if deemed acceptable by the FTC, these actions would appear to limit opportunities for synergies and would result in a very different company from the one proposed in ArvinMeritor's offer," Magliochetti said. "Based on this and many other factors, our shareholders are understandably questioning the strategic logic, as well as the financial logic, of the offer. We expect that ArvinMeritor's shareholders would share those concerns."
Meanwhile, ArvinMeritor announced it has received a request for additional information from the FTC.
ArvinMeritor said it will continue to work with the FTC with respect to the filing. The company noted that the request is not unusual for transactions of this kind and that the scope of the request was as expected.
The company's $15 net per share offer for all of the outstanding common shares of Dana common stock is scheduled to expire at 5 p.m. EDT, on Oct. 2, 2003, unless further extended.