Germany's MAN AG is planning a more attractive bid to win over resistant shareholders of Swedish truckmaker Scania, the Wall Street Journal on Friday quoted MAN Chief Executive Hakan Samuelsson as saying.

The Swedish company's board has unanimously rejected an unsolicited 9.6 billion euro ($12.2 billion) takeover offer from MAN, as have Scania's two largest shareholders, carmaker Volkswagen and Investor AB.

We have the flexibility to do some adjustments for these two (the biggest shareholders), Samuelsson said. We will make it more attractive and there is the flexibility to do that.

Germany's Volkswagen controls a third of the votes in Scania while Sweden's Investor AB holds most of the Wallenberg family's 29-percent voting stake.

A source familiar with the matter said changes to the offer were unlikely to come until the German firm had finished talking to all of Scania's shareholders.

In talks with investors, MAN has reaffirmed that there is some flexibility in the offer, the source said.

Neither Scania nor MAN could immediately be reached for comment.

Fredrik Lindgren, Investor's information manager, told Reuters the holding company would analyze any new ideas.

However, a new official bid hasn't been presented so we can't comment, he said. We don't either want to comment on who we're in discussions with.

Scania shares were volatile on Friday, opening at 431 Swedish crowns and peaking at 465 crowns. At 1240 GMT, they were up 2.2 percent at 446.50 crowns. MAN was up 1 percent at 62.95 euros.

DIFFERENT INTERESTS

Analysts said MAN was probably looking for a way to satisfy the different needs of Scania's major shareholders.

There is a price issue involved here, but also industrial interests. Maybe what we'll see now is a directed share offering in order to satisfy Volkswagen's industrial interest in Scania, while other shareholders are offered cash, said Henrik Breum, analyst at Danske Bank.

One Stockholm-based trader also saw the terms of the offer changing to allow Volkswagen to retain significant influence over the company.

But we need more and clearer information, the trader said. Right now speculation is running wild and the Scania share is moving up and down.

A survey of analysts this week by Reuters showed that on average they expect MAN will need to raise its bid by around 10 percent for it to succeed.

(Additional reporting by Elinor Schang, Bjorn Rundstrom and Mats Falck; Mathieu Robbins in London)

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