TOLEDO, Ohio, Dec. 4 /PRNewswire-FirstCall/ -- Dana Corporation (OTC
Bulletin Board: DCNAQ) announced that today it has entered into a stock and
asset purchase agreement with MAHLE GmbH, a leading supplier to the
automotive and engine industries, for the sale of Dana's non-core engine
hard parts business.
(Logo: http://www.newscom.com/cgi-bin/prnh/19990903/DANA)
The agreement provides for MAHLE and certain of its affiliates to
acquire the equity and tangible and intangible assets of the global
operations comprising Dana's engine hard parts business from Dana and
certain of its affiliates for an aggregate price of approximately $157
million. The price includes approximately $98 million in cash, subject to
usual adjustments at closing, and the buyers' assumption of certain
liabilities related to the business. In connection with the transaction,
the parties will also enter into ancillary agreements, including a
transition services agreement and a distribution agreement relating to
Victor Reinz(R) branded products.
Closing of the transaction is subject to the approval of the United
States Bankruptcy Court for the Southern District of New York, which has
jurisdiction over Dana's Chapter 11 reorganization proceedings; government
regulatory approvals; and customary closing conditions.
As a standard element of the bankruptcy process, Dana has filed a
motion with the Bankruptcy Court seeking approval of procedures that will
provide an opportunity for competitive bids on the engine hard parts
business before the sale is approved by the Court. Dana expects to complete
the bidding process and to secure the regulatory approvals in time to close
the sale in the first quarter of 2007.
The engine hard parts business consists of 39 facilities which
manufacture piston rings, engine bearings, cylinder liners, and camshafts
under the Perfect Circle(R), Clevite(R), and Glacier Vandervell(TM) brands.
With annual revenues of approximately $670 million in 2005, the operations
to be divested employ approximately 5,000 people in 10 countries. Dana
announced its intention to sell its engine hard parts business in late
2005.
Dana Chairman and CEO Mike Burns said, "This divestiture is an
important step in implementing Dana's reorganization initiatives and
sharpening our focus on our core axle, driveshaft, structural, sealing, and
thermal products businesses for the automotive, commercial vehicle, and
off-highway markets."
Mr. Burns added, "This transaction also represents an excellent
opportunity for MAHLE. While no longer central to Dana's future direction,
our engine hard parts business and people have strong potential for an
owner that is strategically focused on this market segment."
About Dana Corporation
Dana is a leading supplier of drivetrain, chassis, structural, and
engine technologies. Dana people design and manufacture products for every
major vehicle and engine producer in the world. Based in Toledo, Ohio, with
operations throughout the world, Dana is focused on being an essential
partner to automotive, commercial, and off-highway vehicle customers, which
collectively produce more than 60 million vehicles annually. The company's
continuing operations reported sales of $8.6 billion in 2005. Dana's
Internet address is: http://www.dana.com/.
Dana and certain of its U.S. subsidiaries are operating under Chapter
11 of the U.S. Bankruptcy Code as debtors in possession. Information about
the bankruptcy proceedings can be found at:
http://www.dana.com/reorganization. While Dana continues its reorganization
under Chapter 11, investments in its securities are highly speculative.
Although shares of Dana common stock continue to trade on the OTC Bulletin
Board (OTCBB) under the symbol "DCNAQ," the trading prices of the shares
may have little or no relationship to the actual recovery, if any, by the
holders under any eventual court-approved reorganization plan. The
opportunity for any recovery by holders of Dana common stock under such
reorganization plan is uncertain and shares of Dana common stock may be
cancelled without any compensation pursuant to such plan.
Forward-Looking Statements
Statements in this release regarding the anticipated sale of Dana's
engine hard parts business constitute "forward-looking" statements within
the meaning of the Private Securities Litigation Reform Act of 1995. These
statements represent Dana's expectations based on its current information
and assumptions. Forward-looking statements are inherently subject to risks
and uncertainties. Actual results could differ from those that are
anticipated and there can be no assurance that this sale will be completed
as contemplated. Dana does not undertake to update any forward-looking
statements in this release.
SOURCE Dana Corporation
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Related links:
http://www.dana.com/
Photo Notes:
NewsCom: http://www.newscom.com/cgi-bin/prnh/19990903/DANA
AP Archive: http://photoarchive.ap.org
PRN Photo Desk, photodesk@prnewswire.com
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CONTACT:
Chuck Hartlage of Dana Corporation,
+1-419-535-4728, or chuck.hartlage@dana.com
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