Germany's billionaire Schaeffler family holds all voting rights and 75% of shares in its namesake supplier of electric vehicle components. It also owns close to 50% of Vitesco, making the likelihood the merger will be agreed all but certain.
However, under pressure from some investors, who said the original offer of 91 euros per share was too low, it increased its offer price to 94 euros ($102.53) per share in Vitesco.
It said its decision underscored its confidence in the synergies made possible by combining the businesses.
Vitesco said in a statement the management and supervisory boards also considered the new price "inadequate from a financial point of view," but added it could provide an exit opportunity for risk-averse or short-term investors in the current market environment.
The companies have agreed to merge the two groups to create a more competitive supplier in the electric vehicle segment, as well as simplifying the Schaeffler family's empire, which includes stakes in Vitesco and Continental AG.
The offer period will expire on Dec. 15, and any transaction would be completed in the fourth quarter of 2024.
($1 = 0.9168 euros)
(Reporting by Amir Orusov and Christina Amann, Editing by Rachel More and Barbara Lewis)