The Auto Channel
The Largest Independent Automotive Research Resource
The Largest Independent Automotive Research Resource
Official Website of the New Car Buyer

DaimlerChrysler Comments on Tracinda Statement Regarding English High Court Ruling

STUTTGART, Germany and NEW YORK, Feb. 27 -- DaimlerChrysler AG issued the following statement commenting on Tracinda Corporation's inflammatory response to today's decision by the High Court of Justice Queen's Bench Division regarding the release of a Financial Times tape.

(Logo: http://www.newscom.com/cgi-bin/prnh/20020212/DCXLOGO )

"We will not engage in a trivial debate about anything that is not central to Tracinda's securities action against DaimlerChrysler. The facts relevant to that suit are clear, unequivocal, and contained in the memoranda filed by us last week in the U.S. District Court for the District of Delaware."

The text of DaimlerChrysler's press release from February 19, which outlines the highlights of those memoranda, follows:

DaimlerChrysler Says Tracinda Asks It to Re-File Court Brief, Disclosing Formerly Confidential Tracinda Information

STUTTGART, Germany and NEW YORK, Feb. 19 /PRNewswire-FirstCall/ -- DaimlerChrysler AG said today it is pleased that Tracinda Corporation has now authorized DaimlerChrysler to re-file an unredacted version of DaimlerChrysler's memorandum in support of its motion for summary judgment in the Delaware securities action begun by Tracinda in November 2000.

Tracinda initially did not authorize publication of confidential Tracinda information obtained by DaimlerChrysler in discovery and used in the memorandum to support DaimlerChrysler's positions. As a result, the public version of the memorandum initially filed this morning was extensively redacted. DaimlerChrysler had not redacted any of its own information from the filing.

  The unredacted brief includes, among other statements, the following:

  * "Tracinda Believed the Merger Was 'Compelling' and the Time for It Was
    'Now.' -- By early March Tracinda already had concluded the proposed
    business combination was 'compelling.'  This was long before it received
    the 'detailed proposal for effectuating the "merger of equals"' Eaton
    allegedly told [Tracinda Chairman Kirk] Kerkorian would be presented to
    Chrysler's Board in May.  In a memorandum to Kerkorian and [Tracinda
    executive and Chrysler director James] Aljian dated March 4, 1998,
    [Tracinda Vice Chairman Jerry] York concluded the '[s]ituation is
    compelling to do the merger' and '[n]ow is the time to do it, b[e]fore
    the Chrysler-specific risks materialize.'  York stressed 'no conceivable
    Chrysler standalone plan can achieve the value of the synergies of a
    merger.'"

  * "Tracinda Concluded in April 1998 Chrysler Should Not Seek a Higher
    'Buyout Price.' -- By April 1998, Tracinda believed the potential value
    of a merger between Chrysler and Daimler-Benz was so great and was so
    eager for the proposed transaction to be consummated that it feared
    Chrysler would bargain for too high a 'buyout' price.  York was
    especially concerned Daimler-Benz shareholders would not approve a
    transaction at a higher price."

  * "Tracinda Admits the Business Combination Agreement Embodied the 'Merger
    of Equals' It Expected. -- Kerkorian admitted the Business Combination
    Agreement 'fully reflected and effectuated the merger of equals that
    Eaton' told him about. Aljian conceded all the terms that were important
    to Kerkorian were included in the Business Combination Agreement.  This
    sworn testimony confirms Tracinda's prior judicial admission the
    Business Combination Agreement 'detailed the manner in which
    Daimler-Benz and Chrysler would "combine ... in a merger of equals
    transaction."

  * "Tracinda Intentionally ... Disclos[ed] the Negotiations to The Wall
    Street Journal Prior to Final Action on the Merger.... -- On May 5,
    1998, Aljian used the Helmsley-Palace Hotel fax to transmit to York a
    confidential Chrysler draft press release and other draft media
    materials he had received under cover of strict confidentiality in his
    capacity as a Chrysler director.  On the morning of May 6, 1998, before
    Chrysler's Board approved the Merger, The Wall Street Journal reported,
    based on statements made by 'people familiar with the talks,' that the
    companies were engaged in negotiations and 'Chrysler Might Merge With
    Daimler-Benz -- Or be Taken Over.'  Tracinda admits it was the source of
    The Wall Street Journal's information ..."

DaimlerChrysler says the brief further supports its defense that there is no evidence supporting Tracinda's claim of fraud.

Internet site

Additional information and news from DaimlerChrysler is available on the Internet at: http://www.media.daimlerchrysler.com/ .

Photo: http://www.newscom.com/cgi-bin/prnh/20020212/DCXLOGO