Speculating in Takeover Targets Message Board

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Strategies & Market Trends : Speculating in Takeover Targets

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To: richardred who started this subject	8/4/2003 10:03:02 AM
From: richardred	of 7265

Dana- 1222ET DJ Dana/ArvinMeritor -2: Says Directors To Act In Co Interest WASHINGTON (Dow Jones)--Dana Corp. (DCN) has "no desire" to enter into discussions with ArvinMeritor Inc. (ARM) about an offer that Dana's board has " already concluded is inadequate," according to a filing Wednesday with the Securities and Exchange Commission. Dana, which rejected ArvinMeritor's $15-a-share cash offer last week, made its remarks in a letter dated Wednesday and addressed to ArvinMeritor Chairman and Chief Executive Larry D. Yost. Dana's letter was in response to a letter Monday in which ArvinMeritor said it could consider raising its offer or would consider a mix of cash and stock "if Dana is willing to work with us to consummate a transaction." In Wednesday's letter, Dana said its directors are aware of their fiduciary responsibilities and will continue to act in the best interests of Dana and its shareholders. Shares of Dana recently traded at $15.18 each. By Ben Siegel, Dow Jones Newswires; 202-862-3544 (END) Dow Jones Newswires 07-30-03 1303ET =DJ Dana/ArvinMeritor -3: Dana Corp Says No Conflict On Bd ArvinMeritor's Yost said in Monday's letter that the company is "pleased that Dana's independent directors have apparently recognized the conflict that Dana's management has in considering our offer." "It is apparent from both management's statements to me and management's public statements - to the effect that there is no price at which Dana would consider discussing a transaction with ArvinMeritor - that management had no intention of fairly considering our offer," Yost said. But Dana Corp. said there is "absolute unanimity" within the board regarding the offer. "You should not confuse the board's commitment to conduct itself in a transparent and appropriate manner with a nonexistent conflict you are trying to manufacture," Dana Corp. said in Wednesday's letter. An ArvinMeritor spokesperson said through a statement that the company remains committed to a transaction with Dana Corp. "It is unfortunate that Dana's board and management continue to deny its shareholders this unique opportunity to benefit from our cash offer," the statement said. "Their repeated refusal to enter into negotiations with us further demonstrates that Dana has no intention of fairly considering our offer." (END) Dow Jones Newswires 07-30-03 1537ET

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