(By Balachander) Oshkosh Corp. (NYSE: OSK) wants its shareholders to ignore Carl Icahn's last minute plea to support what Oshkosh calls a highly conditional, inadequate and opportunistic offer.
Earlier in the day, billionaire investor Icahn issued a statement regarding the tender offer for the maker of specialty vehicles and vehicle bodies for $32.50 per share, which expires on December 3, 2012.
Icahn, who owns more than 9 percent of Oshkosh, made the $32.50 a share offer for the company in October.
Wisconsin-based Oshkosh, which makes heavy duty vehicles under Oshkosh, JLG and Pierce brands, reported a 36 percent drop in profit through the first nine months due to declines at its military-vehicle unit.
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In August, Icahn urged Oshkosh to spin off JLG, which it acquired in 2006 for $3 billion.
Activist investors such as Icahn acquires significant stakes in target companies, and seeks board change, divestiture or spin-off of operations to enhance shareholder value.
"If we do not receive tenders of at least 25 percent of the outstanding shares by the expiration of the offer on December 3rd, we will respect the shareholders' wishes, drop our tender offer and proxy fight and move on to other endeavors," Icahn said on Thursday.
Icahn said he believes that it is mandatory that JLG be separated from the remainder of the Oshkosh assets, something that the company apparently is not willing to do.
"Icahn continues to pursue flawed and ever-changing platforms, devoid of credible ideas or analysis," Oshkosh said on Thursday. "We believe that our track record and forecasted outlook speak for themselves and encourage shareholders not to tender their shares into Icahn's inadequate offer."
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Shares of OSK fell 2.07 percent to trade at $30.77 on Thursday. Over the past year, the stock has been trading between $18.49 to $31.65.