Dana posts early results of tender offer, solicitation for 2024 notes

Chicago, May 13 – Dana Inc. announced the early results of its tender offer and consent solicitation for its $425 million 5˝% senior notes due 2024 (Cusip: 235825AE6) in a press release on Thursday morning.

Dana has received tenders from noteholders holding about $254 million, or 60%, of the outstanding amount of notes by the early tender deadline at 5 p.m. ET on May 12. The early deadline was also the withdrawal deadline. Dana is planning to accept all tendered notes for payment.

The company was also soliciting consents to amend the indenture governing the notes, needing a majority to effect the amendment.

Accordingly, with 60% of the notes tendered, the required consents were obtained, and the amendments to the indenture will become operative when Dana accepts the notes for payment.

The amendment will eliminate substantially all of the restrictive covenants, some events of default and some other provisions and shorten the required notice period for redemption of the notes to two business days from 30 days.

As previously reported, the company is offering to pay $1,020 per $1,000 notes. The consideration includes a $30 consent and early tender payment for notes tendered by the early tender deadline.

Noteholders who now tender after the early tender time will be eligible to receive $990 per $1,000 note tendered.

In either case, interest will be paid to the settlement date.

The offer expires at 12 a.m. ET on May 26.

However, Dana said it is notifying the trustee that it is rescinding its previous notice of conditional full redemption and will instead redeem on May 17 all of the 2024 notes outstanding following the early settlement of the tender offer and consent solicitation. The notes will be redeemed at 101.833, plus interest. A redemption was originally slated for May 29.

According to the original offer, early settlement could occur, at the company’s option, shortly after the early tender time, or the notes could be settled on the final settlement date. The latest press release does refer to, but does not specify, an early settlement. Final settlement was scheduled for May 27.

The offer was conditioned upon the receipt of at least $400 million of funds from a new offer of notes.

Citigroup Global Markets Inc. is the dealer manager and solicitation agent for the offer (800 558-3745, 212 723-6106).

D.F. King & Co., Inc. is the tender and information agent for the offer (800 901-0068, 212 269-5550, dana@dfking.com).

Dana is a Maumee, Ohio-based supplier of automotive transmissions.

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