Look at this press release from DC
DAIMLERCHRYSLER
For Release
Thursday, July 20, 2000
DaimlerChrysler Communications
CIMS 485-06-48
1000 Chrysler Drive
Auburn Hills, MI 48326-2766 (USA)
DaimlerChrysler AG Agrees to Acquire 100 Percent of Detroit Diesel's Outstanding
Stock
Acquisition will create the leading manufacturer of heavy and medium-duty on-highway
Diesel engines
Strong synergies expected to result
Stuttgart/Redford, MI --
DaimlerChrysler AG announced today that it has entered into a definitive acquisition agreement to acquire 100% of
Detroit Diesel Corporation (DDC). DaimlerChrysler currently owns 21. 3%, of this leading manufacturer of diesel
engines for on-highway, off-highway and automotive applications. The transaction will be accomplished by a cash
tender offer by DaimlerChrysler at $23 per share. The agreed purchase price for the outstanding 78. 7% of DDC
amounts to approximately $ 423 Million. Penske Corporation, Detroit Diesel's major shareholder owns 48. 6% of the
outstanding shares, has agreed to tender its shares in the offer. The acquisition includes all on-highway, off-highway,
automotive and parts and remanufacturing activities of DDC.
"With the acquisition of this highly respected and internationally recognized diesel engine manufacturer,
DaimlerChrysler has further enhanced and consolidated its global market position. While acknowledged as the
number one commercial vehicle producer worldwide, we are also now the new lead manufacturer of heavy and
medium duty on-highway diesel engines in the world", said Juergen Schrempp, Chairman of DaimlerChrysler.
"In the worldwide truck market, the engine is one of the most important competitive elements in terms of customers'
economic requirements and in order to meet emission standards. Therefore, this step continues DaimlerChrysler's
strategy of building its worldwide leadership in diesel engines and enables us to offer an integrated truck product in
every major market across the globe", added Dieter Zetsche, board member of DaimlerChrysler responsible for
commercial vehicles.
Due to the strong loyalty of U. S. truck customers to engine brands, this acquisition provides significant advantages by
combining DDC-engines with Mercedes-Benz diesel engines. The MTU-Friedrichshafen (MTU-F), DaimlerChrysler
off-road diesel engine manufacturer who also has a long standing relationship with DDC, in developing and distributing
engines, will also benefit from this new entity. MTU-F and DDC currently sell each other's engines in their respective
geographical regions and have jointly developed the 2000 and 4000 series diesel engines.
The on- and off-highway engine businesses of PTU (Powertrain Unit of DaimlerChrysler), DDC and MTU-F will be
integrated worldwide under the umbrella of the Commercial Vehicles Division of DaimlerChrysler. This new business
unit will represent a total component business volume of approximately $ 7 billion per annum, and will result in
DaimlerChrysler becoming the world's leading manufacturer of diesel engines for medium and heavy-duty trucks.
The current DDC brand named products will continue to be offered broadly in the world marketplace.
Roger S. Penske, Chairman, said, "This transaction is an important step in the continued growth of DDC. As we look
at the competitive environment, and the consolidation activity occurring within our industry, this merger will provide
strength and stability for DDC in the future. The management team of DDC, including myself, remain committed to
DDC and its continued success. We also see this as a tremendous opportunity for our employees and customers to
be more closely associated with a company as innovative and customer-focused as DaimlerChrysler. "
DaimlerChrysler and Detroit Diesel will benefit from cost savings based on synergies and economies of scale
achieved through further enhanced research and development, greater purchasing power, increased manufacturing
efficiencies and administrative savings.
As part of the proposed acquisition, DaimlerChrysler acquires Detroit Diesel's headquarters and engine plant in
Redford, MI, as well as other operations across the globe. Across the globe, Detroit Diesel sold nearly 167,000 units in
1999, with revenues of $2. 359 billion.
The proposed acquisition is subject to customary conditions, including approval by the governmental authorities of the
U. S. and the European Union. It is anticipated that the transaction, which will include a merger to ensure 100%
ownership of DDC, will be completed by the fall of 2000.
DDC, incorporated in 1987, is an international leader in diesel engines for on- and off-highway applications. The
company offers engines from 22 to 11,000 horsepower for the on-highway, off-road (including power generation) and
automotive markets through a worldwide network of more than 2,700 authorized distributor and dealer locations. It
designs, manufactures, markets, services and provides after market and remanufactured diesel and alternative fuel
engines.
DaimlerChrysler AG is the world's leading manufacturer of commercial vehicles with the brands Mercedes-Benz,
Freightliner, Sterling, Setra and Thomas Built Buses.
Investors and security holders are strongly advised to read both the tender offer statement and the solicitation/recommendations statement
regarding the tender offer referred to in this press release, when they become available because they will contain important information. The
tender offer statement will be filed by DaimlerChrysler with the Securities and Exchange Commission (SEC), and the solicitation/recommendation
statement will be filed by Detroit Diesel with the SEC. Investors and security holders may obtain a free copy of these statements (when
available) and other documents filed by DaimlerChrysler and Detroit Diesel at the SEC's website at www.sec.gov. The tender offer statement
and related materials may be obtained for free by directing such requests to DaimlerChrysler North America Holding Company. The
solicitation/recommendation statement and such other documents may be obtained by directing such requests to Detroit Diesel Corporation.
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DAIMLERCHRYSLER
For Release
Thursday, July 20, 2000
DaimlerChrysler Communications
CIMS 485-06-48
1000 Chrysler Drive
Auburn Hills, MI 48326-2766 (USA)
DaimlerChrysler AG Agrees to Acquire 100 Percent of Detroit Diesel's Outstanding
Stock
Acquisition will create the leading manufacturer of heavy and medium-duty on-highway
Diesel engines
Strong synergies expected to result
Stuttgart/Redford, MI --
DaimlerChrysler AG announced today that it has entered into a definitive acquisition agreement to acquire 100% of
Detroit Diesel Corporation (DDC). DaimlerChrysler currently owns 21. 3%, of this leading manufacturer of diesel
engines for on-highway, off-highway and automotive applications. The transaction will be accomplished by a cash
tender offer by DaimlerChrysler at $23 per share. The agreed purchase price for the outstanding 78. 7% of DDC
amounts to approximately $ 423 Million. Penske Corporation, Detroit Diesel's major shareholder owns 48. 6% of the
outstanding shares, has agreed to tender its shares in the offer. The acquisition includes all on-highway, off-highway,
automotive and parts and remanufacturing activities of DDC.
"With the acquisition of this highly respected and internationally recognized diesel engine manufacturer,
DaimlerChrysler has further enhanced and consolidated its global market position. While acknowledged as the
number one commercial vehicle producer worldwide, we are also now the new lead manufacturer of heavy and
medium duty on-highway diesel engines in the world", said Juergen Schrempp, Chairman of DaimlerChrysler.
"In the worldwide truck market, the engine is one of the most important competitive elements in terms of customers'
economic requirements and in order to meet emission standards. Therefore, this step continues DaimlerChrysler's
strategy of building its worldwide leadership in diesel engines and enables us to offer an integrated truck product in
every major market across the globe", added Dieter Zetsche, board member of DaimlerChrysler responsible for
commercial vehicles.
Due to the strong loyalty of U. S. truck customers to engine brands, this acquisition provides significant advantages by
combining DDC-engines with Mercedes-Benz diesel engines. The MTU-Friedrichshafen (MTU-F), DaimlerChrysler
off-road diesel engine manufacturer who also has a long standing relationship with DDC, in developing and distributing
engines, will also benefit from this new entity. MTU-F and DDC currently sell each other's engines in their respective
geographical regions and have jointly developed the 2000 and 4000 series diesel engines.
The on- and off-highway engine businesses of PTU (Powertrain Unit of DaimlerChrysler), DDC and MTU-F will be
integrated worldwide under the umbrella of the Commercial Vehicles Division of DaimlerChrysler. This new business
unit will represent a total component business volume of approximately $ 7 billion per annum, and will result in
DaimlerChrysler becoming the world's leading manufacturer of diesel engines for medium and heavy-duty trucks.
The current DDC brand named products will continue to be offered broadly in the world marketplace.
Roger S. Penske, Chairman, said, "This transaction is an important step in the continued growth of DDC. As we look
at the competitive environment, and the consolidation activity occurring within our industry, this merger will provide
strength and stability for DDC in the future. The management team of DDC, including myself, remain committed to
DDC and its continued success. We also see this as a tremendous opportunity for our employees and customers to
be more closely associated with a company as innovative and customer-focused as DaimlerChrysler. "
DaimlerChrysler and Detroit Diesel will benefit from cost savings based on synergies and economies of scale
achieved through further enhanced research and development, greater purchasing power, increased manufacturing
efficiencies and administrative savings.
As part of the proposed acquisition, DaimlerChrysler acquires Detroit Diesel's headquarters and engine plant in
Redford, MI, as well as other operations across the globe. Across the globe, Detroit Diesel sold nearly 167,000 units in
1999, with revenues of $2. 359 billion.
The proposed acquisition is subject to customary conditions, including approval by the governmental authorities of the
U. S. and the European Union. It is anticipated that the transaction, which will include a merger to ensure 100%
ownership of DDC, will be completed by the fall of 2000.
DDC, incorporated in 1987, is an international leader in diesel engines for on- and off-highway applications. The
company offers engines from 22 to 11,000 horsepower for the on-highway, off-road (including power generation) and
automotive markets through a worldwide network of more than 2,700 authorized distributor and dealer locations. It
designs, manufactures, markets, services and provides after market and remanufactured diesel and alternative fuel
engines.
DaimlerChrysler AG is the world's leading manufacturer of commercial vehicles with the brands Mercedes-Benz,
Freightliner, Sterling, Setra and Thomas Built Buses.
Investors and security holders are strongly advised to read both the tender offer statement and the solicitation/recommendations statement
regarding the tender offer referred to in this press release, when they become available because they will contain important information. The
tender offer statement will be filed by DaimlerChrysler with the Securities and Exchange Commission (SEC), and the solicitation/recommendation
statement will be filed by Detroit Diesel with the SEC. Investors and security holders may obtain a free copy of these statements (when
available) and other documents filed by DaimlerChrysler and Detroit Diesel at the SEC's website at www.sec.gov. The tender offer statement
and related materials may be obtained for free by directing such requests to DaimlerChrysler North America Holding Company. The
solicitation/recommendation statement and such other documents may be obtained by directing such requests to Detroit Diesel Corporation.
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