Halting the bid would open up the possibility for three-way negotiations over a truck alliance with their joint largest shareholder, Volkswagen, which favors an amicable alliance.
"Under certain conditions, which have to be negotiated with all involved parties, (MAN) will consider withdrawing its offer to acquire Scania AB," it said in a statement, confirming earlier media reports.
MAN said it sought quick negotiations on its vision of a merger with Scania to create Europe's truck market leader.
"The aim of these negotiations will be to realize the industrial concept which has been presented by MAN AG," the German company said.
The possible withdrawal of the offer is subject to approval by the Swedish Securities Council, MAN added.
"MAN's original 9.6 billion euro bid for Scania is clearly dead in the water. VW has seen to that through its 34 percent voting bloc (in Scania) and with its new 15.06 percent in MAN acquired last week," Merrill Lynch wrote in a note to clients.
The Stockholm stock exchange suspended trade in shares of Scania. A spokesman for the exchange said that more information would come later in the day.
MAN's cash-and-share offer for Scania would create a group with the scale to compete against bigger rivals DaimlerChrysler AG and Volvo AB, the world's number one and two truck makers.
Volkswagen CEO Bernd Pischetsrieder had said MAN's bid did not reflect VW's strategic interest in building a three-way truck alliance.
Today, VW welcomed the offer from MAN to drop its bid for Scania in return for talks on a friendly deal.
"Volkswagen prefers an approach not perceived by either party as hostile," it said in charts posted on the Internet ahead of a conference call.
"Volkswagen will not accept a solution which sacrifices potential synergies." VW reaffirmed it sees potential additional value from integrating its own Brazilian truck operations.
Pischetsrieder is holding a conference call with investors during which he will outline his reasons behind the MAN stake purchase.
On Sunday, Oct. 8, MAN's chief labor representative, Lothar Pohlmann, expressed his fears that Volkswagen would act like a "locust", breaking up the 200-year-old group and threatening thousands of jobs.
He said he would rely on the help of Juergen Peters, the head of German metalworkers union IG Metall and deputy chairman of Volkswagen, to prevent any such plan.
A representative of the union that sits on MAN's supervisory board told Die Welt today that the union also rejected any carve-up of the group under Volkswagen.
IG Metall declined comment.