Dana enters stock and purchase agreement for $70 million fluid products hose and tubing business sale

By Caroline Salls

Pittsburgh, March 28 - Dana Corp. entered into a $70 million stock and asset purchase agreement for the sale of its non-core fluid products hose and tubing business to Orhan Holding, AS, a Turkish industrial firm and joint-venture partner of Dana, according to a company news release.

The agreement calls for Orhan to acquire assets of Dana's fluid products hose and tubing business and the stock of some 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.

According to the release, the operations being sold reported consolidated revenues of $266 million in 2006.

In addition to the purchase price, the buyers will assume some liabilities of the business at closing, which is subject to the approval from the U.S. Bankruptcy Court for the Southern District of New York, regulatory approvals and customary closing conditions.

In connection with the proposed sale, Dana has filed a motion seeking approval of the bidding procedures, and Dana said it expects to complete the bidding process and to close the sale of the entire fluid products business in the second quarter of 2007.

According to court documents, the auction is scheduled for June 4 and the sale hearing will be held June 6.

Orhan will pay a $3 million deposit.

If Orhan is not the high bidder, Dana will pay it a $2.1 million break-up fee and up to $525,000 for expense reimbursement.

Competing bids must be for at least more than $4.63 more than the purchase price, which includes $2 million, plus the break-up fee and the expense reimbursement.

Subsequent bids at auction must be made in increments of at least $500,000.

A hearing on approval of the bid procedures is scheduled for April 11.

Specifically, 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, Ohio, Paris, Tenn.; and Rochester Hills, Mich.

These operations employ about 1,800 people in seven countries.

The release said the fluid products business is comprised 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 for which Dana said it is also seeking a buyer.

Dana, a Toledo, Ohio-based supplier of components, modules and systems to vehicle manufacturers and related aftermarkets, filed for bankruptcy on March 3, 2006 in the U.S. Bankruptcy Court for the Southern District of New York. Its Chapter 11 case number is 06-10354.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.