Icahn makes $2.43 bln takeover bid for Lear Corp

He noted higher-than-normal interest in February and March calls that give the right to buy the company's shares at $40.

"We've been saying that the company is worth somewhere in the mid-$40s (per share), so it looks to be a good deal for him and not such a great deal for shareholders," said Morningstar equity analyst John Novak. "He's buying at a good time, the company has gone through a lot of restructuring."

Icahn's offer represents a 3.8 percent premium to Lear shares' closing price of $34.67 on the New York Stock Exchange on Friday.

The total deal value is calculated based on 67.4 million shares outstanding as of the company's last quarterly filing with the U.S. Securities and Exchange Commission.

Icahn is well known for pressuring the management of companies he invests in to improve performance to buy back shares. Last week he disclosed plans to seek a seat on the board of No. 2 cell phone maker Motorola Inc. <MOT.N>

In a note to clients, Merrill Lynch analyst John Murphy wrote that given Icahn's existing 23.6 percent stake in Lear, "he is benefiting materially from the run-up in the stock."

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By Friday's close, Lear shares had run up about 60 percent since Icahn in October disclosed he had upped his stake in the company to 16 percent of its shares outstanding. Icahn declined to discuss his gains in the stock, which he bought through his hedge fund.

Lear's results have suffered in recent years, reflecting troubles at its major customers -- the big Detroit automakers General Motors Corp. <GM.N>, Ford Motor Co. <F.N> and the Chrysler unit of DaimlerChrysler AG. <DCXGn.DE>

The company's 2006 net loss was $707.5 million.

Lear last year agreed to sell its North American automotive interiors business to Wilbur Ross's International Automotive Components Group. The veteran financier makes a practice of buying up companies in troubled industries and merging them together.

The bid appeared to provide a lift to the shares of several automotive components makers, with the Dow Jones U.S. auto parts index <.DJUSAP> rising 0.9 percent.

(Additional reporting by Dane Hamilton in New York and Doris Frankel in Chicago)