DETROIT, Feb. 8, 2011 /PRNewswire/ -- American Axle &
Manufacturing Holdings, Inc. (AAM), which is traded as AXL on the
NYSE, announced today that AAM's Board of Directors has approved an
amended and restated rights plan (the "Amended Rights Plan") to
remove provisions designed to protect the Company's net operating
loss carryforwards and related tax benefits (the "Tax Items").
Among other things, the Amended Rights Plan increases the
beneficial ownership threshold at which a person or group becomes
an "Acquiring Person" under the Amended Rights Plan from 4.99% of
the Company's then-outstanding shares of common stock, par value
$0.01 per share ("Common Stock"), to
15% of the Company's then-outstanding shares of Common Stock.
The Amended Rights Plan also narrows the scope of the
definition of "Acquiring Person" to exclude the reference to
persons or groups that would be considered "5-percent shareholders"
under Section 382 of the Internal Revenue Code of 1986, as amended,
and the related treasury regulations promulgated thereunder.
In addition, the Amended Rights Plan no longer includes a
requirement that the Company's Board of Directors review the Tax
Items and the Amended Rights Plan annually in the first fiscal
quarter to determine whether the Amended Rights Plan (or any
provisions thereof) is no longer in the best interests of the
Company, its stockholders and any other relevant constituencies.
The Amended Rights Plan will automatically expire by its
terms on September 15, 2013.
Additional information regarding the Amended Rights Plan is
contained in a Current Report on Form 8–K that AAM has filed with
the Securities and Exchange Commission (the "SEC"). This
filing is available on the SEC's Web site at www.sec.gov.
AAM is a world leader in the manufacture, engineering, design
and validation of driveline and drivetrain systems and related
components and modules, chassis systems and metal-formed products
for trucks, sport utility vehicles, passenger cars and crossover
utility vehicles. In addition to locations in the United States (Indiana, Michigan, New
York, Ohio, and
Pennsylvania), AAM also has
offices or facilities in Brazil,
China, Germany, India, Japan,
Luxembourg, Mexico, Poland, South
Korea, Sweden, Thailand and the United Kingdom.
For more
information...
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Christopher M. Son
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David Tworek
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Director, Investor
Relations,
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Manager,
Communications
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Corporate Communications and
Marketing
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(313) 758-4883
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(313) 758-4814
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david.tworek@aam.com
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chris.son@aam.com
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Or visit the AAM website
at www.aam.com.
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SOURCE American Axle & Manufacturing Holdings, Inc.