FILED PURSUANT TO RULE 424(B)(7)
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PROSPECTUS SUPPLEMENT NO. 10
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Filed Pursuant to Rule 424(b)(7) |
(TO PROSPECTUS DATED MAY 23, 2006)
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Registration No. 333-134409 |
$300,000,000
ARVINMERITOR, INC.
4.625% CONVERTIBLE SENIOR NOTES DUE 2026
SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION OF THE
NOTES
This prospectus supplement no. 10 supplements and amends
the prospectus dated May 23, 2006, as previously
supplemented and amended by prospectus supplements no. 1,
dated May 31, 2006; no. 2, dated June 6, 2006;
no. 3, dated June 13, 2006; no. 4, dated
June 19, 2006; no. 5, dated June 26, 2006;
no. 6, dated July 5, 2006; no. 7, dated
July 12, 2006; no. 8, dated July 25, 2006; and
no. 9, dated August 1, 2006 (as so supplemented and
amended, the prospectus), relating to the resale
from time to time by certain selling securityholders of our
4.625% Convertible Senior Notes Due 2026 and shares of our
common stock issuable upon conversion of the notes.
This prospectus supplement should be read in conjunction with
and accompanied by the prospectus and is qualified by reference
to the prospectus, except to the extent that the information in
this prospectus supplement supersedes the information contained
in the prospectus.
The information appearing in the table below, which is based on
information provided by or on behalf of the named selling
securityholders, supplements and amends the information in the
table appearing under the heading Selling
Securityholders in the prospectus. The percentage of notes
outstanding beneficially owned by each selling securityholder is
based on $300,000,000 aggregate initial principal amount of
notes outstanding. The number of shares of common stock owned
prior to the offering excludes shares of common stock issuable
upon conversion of the notes. The number of shares of common
stock offered hereby is based on the initial conversion rate
equivalent to 47.6667 shares of common stock per $1,000 initial
principal amount of notes and a cash payment in lieu of any
fractional share.
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Principal Amount of |
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Notes Beneficially |
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Common Stock |
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Owned and Offered |
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Percentage of Notes |
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Owned Prior to the |
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Common Stock |
Selling Securityholder |
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Hereby(1) |
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Outstanding |
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Offering |
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Offered Hereby |
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British Virgin Islands Social Security Board
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$79,000 |
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* |
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3,765 |
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* |
Less than one percent of the notes outstanding. |
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(1) |
We believe any excess of the total amount of registered sales by
selling securityholders is the result of (i) sales by
selling securityholders who previously registered their
securities in unregistered exempt transactions and the
subsequent registration by the purchasers thereof, or
(ii) registration by selling securityholders who had
acquired their securities in a previously registered transaction. |
Investing in the notes and the underlying shares of common
stock involves significant risks. See Risk Factors
beginning on page 6 of the prospectus.
Neither the Securities and Exchange Commission nor any state
securities commission has approved or disapproved of these
securities or passed upon the accuracy or adequacy of this
prospectus supplement or the prospectus. Any representation to
the contrary is a criminal offense.
The date of this prospectus supplement is August 9, 2006.