March 2, 2021 6:00 PM, EST

Navistar Stockholders Approve Merger With Traton SE

NavistarA Navistar display at an industry show. (Joe Howard/Transport Topics)

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Moving one step closer to being acquired, Navistar International Corp. announced stockholders approved Traton SE’s proposal to buy all of Navistar’s outstanding common shares for $44.50 per share in cash, or $3.7 billion.

Germany-based Traton is Volkswagen AG’s heavy-truck business.

VW purchased its stake in Navistar in 2017, eventually gaining control of 17% of Navistar and laying the groundwork for establishing a footprint in North America, the truck industry’s largest source of profits. In January 2020, VW made its bid for the rest of the company.

Navistar earlier in the process said the transaction had the support of its largest shareholders, Carl Icahn and MHR Fund Management, the hedge fund founded by Mark Rachesky.

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An LT Series Truck. (Navistar International Corp.)

By acquiring Lisle, Ill.-based Navistar, VW would secure a strong position in the U.S. heavy-truck market and step up its challenge to rival truck makers Daimler AG and Volvo AB, both of which are already in North America.

The transaction remains subject to regulatory approvals and the satisfaction of customary closing conditions, according to the company.

Navistar continues to expect that the transaction will be completed in mid-2021.

Also, Navistar stockholders voted at the meeting to approve all other proposals, including two nonbinding proposals regarding executive compensation arrangements, the election of Navistar directors and the ratification of Navistar’s independent registered public accounting firm.

Navistar will file the final vote results for the annual meeting with the U.S. Securities and Exchange Commission on a form 8-K. 

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