TOLEDO, OH -- Dana Corp. has entered into a stock and asset purchase agreement for the sale of its non-core fluid products hose and tubing business to Orhan Holding, A.S., a Turkish industrial firm and joint-venture partner of Dana.
The agreement provides for Orhan and certain of its affiliates to acquire certain assets of Dana's fluid products hose and tubing business and the stock of certain Dana affiliates engaged in the business. The assets to be sold are located in three plants in the United States and one each in Mexico and the United Kingdom. Dana will also sell its stock in three companies in France, Slovakia and Spain and interests in three joint ventures with Orhan Holdings, which include one operation in France and two in Turkey. The operations being sold reported consolidated revenues of $266 million in 2006. The aggregate purchase price will be $70 million, subject to usual closing adjustments, and the buyers will assume certain liabilities of the business at closing.
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 hose and tubing business and the remaining coupled products portion of the fluid products business before the sale is approved by the Court. Dana expects to complete the bidding process and to close the sale of the entire fluid products business in the second quarter of 2007.
The fluid products hose and tubing plants and/or assets proposed to be sold to Orhan are located in: Vitry, France; San Luis Potosi, Mexico; Dolny Kubin, Slovakia; Barcelona, Spain; Birmingham, U.K.; and Archbold, OH; Paris, TN; and Rochester Hills, MI, in the U.S. Collectively, the operations manufacture fuel lines; power-assisted steering products; heating, ventilation, and air conditioning (HVAC) under body products; engine and transmission cooling lines; exhaust gas recirculation tubes; and airbag fill tubes. These operations employ approximately 1,800 people in seven countries.
Dana announced its intention to sell its fluid products business in late 2005. The fluid products business is composed of the fluid products hose and tubing business involved in the proposed Orhan sale, as well as the company's coupled products business, which includes six additional facilities. Dana is also seeking a buyer for its coupled products assets.
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