ARI to Greenbrier: $22, take it or leave it
Written by William C. Vantuono, Editor-in-ChiefAmerican Railcar Industries late Wednesday disclosed that it had raised its offer for railcar builder Greenbrier from $20 to $22 a share.
In an “open letter” letter to William A. Furman, president and CEO of the Greenbrier Companies, Daniel A. Ninivaggi, president and CEO of Icahn Enterprises LLP, ARI’s principal owner (pictured), said: “American Railcar is willing to acquire Greenbrier at a price of $22 per share, payable in cash, in a negotiated transaction. The offer price represents a 57% premium to the closing price of Greenbrier’s stock on the day before American Railcar disclosed its ownership interest in the company, and a 46% premium to the volume-weighted average price of Greenbrier stock during the 30-trading-day period prior to such date. American Railcar’s offer represents full value for Greenbrier and will not be increased under any circumstances.”
“We have spent the past several weeks discussing strategic opportunities involving American Railcar and Greenbrier, and it is time that we bring this process to a conclusion,” Ninivaggi said. “We will hold our proposal open until 2:00 p.m. (New York City time) on Friday, Dec. 21. If by such time Greenbrier’s Board provides notice to us that it wishes to proceed with a transaction at $22 per share, American Railcar will initiate its due diligence immediately and concurrently commence negotiations on a definitive merger agreement. If Greenbrier’s Board does not wish to proceed on this basis, we will move on to other endeavors and abandon any efforts to complete a transaction. All we ask for is a ‘yes’ or ‘no’ answer. We do not wish to have a counter-offer.”
