Tenneco Automotive Announces Intent to Acquire
26 March 1999
Tenneco Automotive Announces Intent to Acquire Advanced Suspension and Roll Control Engineering Company
LAKE FOREST, Ill.--March 26, 1999--Tenneco Automotive announced today that it has initiated a tender offer to purchase all of the outstanding shares of Kinetic Ltd., an advanced suspension engineering company based in Dunsborough, Western Australia. Shares will be purchased at a rate of $2.37 (U.S.) per share and the offer will be conditional, among other things, upon Tenneco Automotive becoming entitled to a minimum of 90 percent of Kinetic's issued shares.The shareholding directors of Kinetic Ltd. have unanimously stated their intent to accept Tenneco's tender offer. In its filing with the Australian Securities and Investments Commission, the Kinetic board stated, "Tenneco Automotive provides an excellent opportunity for the full commercial potential of the Kinetic technology to be realized and is an excellent opportunity for shareholders to realize value for their shares."
Kinetic developed and owns patents on a new technology that significantly reduces the potential for vehicle roll and provides enhanced on-road handling while substantially improving off-road performance. Tenneco Automotive plans to commercialize and manufacture products based on the Kinetic technology for a variety of applications in both the heavy-duty and light vehicle market segments. Tenneco Automotive also plans to integrate this technology with its own advanced ride control products to offer customers enhanced vehicle ride control systems.
"The unique Kinetic anti-roll control technology combined with Tenneco Automotive's own ride control systems, manufacturing capability, and extensive customer base, will enable us to deliver an advanced vehicle suspension system that offers both ride comfort and better vehicle handling in a single package," said Tenneco Automotive President Thomas E. Evans.
The Kinetic technology offers improved roll control and traction at a time when consumers are demanding more safety features in sport utility vehicles (SUVs) and minivans. This passive/reactive system design utilizes real time road inputs to transfer hydraulic fluid to the vehicle corners. A key feature of this configuration is that it maintains nearly equal wheel loading which improves traction, steering control, braking and handling. Compared with more complicated products that require mechanical pumps, the Kinetic system offers greater packaging flexibility and is substantially more cost effective.
"The acquisition of Kinetic Ltd. by Tenneco Automotive is significant because it will dramatically expand the reach of this technology," said Mark Frissora, senior vice president of North American original equipment and worldwide program management. "Tenneco Automotive's commercialization experience will ensure rapid proliferation of the Kinetic technology to multiple customers."
Tenneco Automotive expects to finalize the purchase of Kinetic Ltd. during the second quarter of 1999.
Earlier in 1999, Tenneco Automotive announced two additional agreements aimed at expanding the company's leadership position in ride control: a strategic alliance with Ohlins Racing, Sweden, to jointly develop advanced ride control systems; and a cooperative development agreement with Siemens Automotive, Auburn Hills, Mich., to design, develop and commercialize advanced electronically controlled ride control systems.
"These associated technologies combined with Tenneco Automotive's experience in designing and introducing future generation ride control products into both the original equipment and replacement markets continue to expand the scope and flexibility of our product range and capabilities," Evans said.
Tenneco Automotive, headquartered in Lake Forest, Ill., manufactures the world's leading ride control and exhaust management products and systems under the global brand names of Monroe(R) ride control and Walker(R) exhaust. With sales revenue of over $3 billion, the company operates 74 facilities in 22 countries in North America, Europe, Africa, South America, Australia and the Asia Pacific Rim region. Tenneco Automotive's parent company, Tenneco , is a $7.6 billion global manufacturing company based in Greenwich, Conn.