UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 30, 2007
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Dana
Corporation |
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(Exact name of registrant as specified in its charter) |
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Virginia
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1-1063
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34-4361040 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification Number) |
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4500 Dorr Street, Toledo, Ohio
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43615 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (419) 535-4500
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Not applicable |
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(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Information.
(i) Dongfeng Transactions
Effective June 30, 2007, Dana Mauritius Limited (Dana Mauritius), a wholly owned subsidiary of
Dana Corporation (Dana), closed the purchase of 4% of the registered capital of Dongfeng Dana Axle
Co., Ltd. (a Chinese commercial vehicle axle manufacturer formerly known as Dongfeng Axle Co.,
Ltd.) from Dongfeng Motor Co., Ltd. and certain of its affiliates under the amended Sale and
Purchase Agreement among the parties that has been reported previously. Dana Mauritius paid
approximately $5 million for this equity interest.
Under the amended Sale and Purchase Agreement, Dana Mauritius has agreed, subject to certain
conditions, to purchase an additional 46% equity interest in Dongfeng Dana Axle Co., Ltd. within
the next three years for approximately $55 million.
(ii) Orhan Transactions
Effective July 1, 2007, Dana and certain of its affiliates closed the sale of the European
portion of their fluid products hose and tubing business to Orhan Holding, A.S. (Orhan) and certain
of its affiliates under the amended Agreement to Purchase Assets and Stock between Dana and Orhan
that has been reported previously. This sale included assets in the United Kingdom; shares of
fluid products companies in France, Slovakia and Spain; interests in three joint ventures with
operations in France and Turkey; and intellectual property related to Danas global hose and tubing
business. Dana received cash proceeds of approximately $67 million from this transaction.
By further amendment to the Agreement to Purchase Assets and Stock, the parties have deferred
closing the sale of the North American portion of the hose and tubing business until no later than
September 30, 2007. The deferred sale will include assets at three facilities in the United States
and one facility in Mexico. Dana expects to realize cash proceeds of approximately $18 million
from that transaction.
Dana expects to record an aggregate after-tax gain of approximately $34 million in the third
quarter of 2007 in connection with these two transactions.
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