MAUMEE, Ohio, May 11, 2021 /PRNewswire/ -- Dana Incorporated
(NYSE: DAN) ("Dana") today announced that its wholly-owned
subsidiary, Dana Financing Luxembourg S.à r.l., is proposing to
issue €325 million aggregate principal amount of senior unsecured
notes due 2029 (the "2029 Notes") in a private offering that is
exempt from the registration requirements of the Securities Act of
1933, as amended (the "Securities Act"). The 2029 Notes will be
fully and unconditionally guaranteed by Dana. Additionally, Dana
today issued a conditional notice of redemption for any and all
outstanding 6.500% Senior Notes due 2026 (the "2026 Notes") at a
redemption price of 103.250% of the principal amount thereof, plus
accrued and unpaid interest. Dana intends to use the net proceeds
from the offering of the 2029 Notes, together with cash on hand, to
(i) redeem all of Dana's outstanding 2026 Notes and (ii) pay
related fees and expenses.
The 2029 Notes are being offered only to qualified institutional
buyers in reliance on Rule 144A under the Securities Act, and
outside the United States, only to
non-U.S. investors in reliance on Regulation S under the Securities
Act. The 2029 Notes initially will not be registered under
the Securities Act or any state securities laws and may not be
offered or sold in the United
States absent an effective registration statement or an
applicable exemption from registration requirements or a
transaction not subject to the registration requirements of the
Securities Act or any state securities laws.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or other
jurisdiction.
This document is for distribution only to persons who (i) have
professional experience in matters relating to investments falling
within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (as amended, the "Financial
Promotion Order"), (ii) are persons falling within Article 49(2)(a)
to (d) ("high net worth companies, unincorporated associations,
etc.") of the Financial Promotion Order, (iii) are outside the
United Kingdom, or (iv) are
persons to whom an invitation or inducement to engage in investment
activity (within the meaning of section 21 of the Financial
Services and Markets Act 2000) in connection with the issue or sale
of any securities may otherwise lawfully be communicated or caused
to be communicated (all such persons together being referred to as
"relevant persons"). This document is directed only at relevant
persons and must not be acted on or relied on by persons who are
not relevant persons. Any investment or investment activity
to which this document relates is available only to relevant
persons and will be engaged in only with relevant persons.
Manufacturer target market (MIFID II and UK MiFIR product
governance) is eligible counterparties and professional clients
only (all distribution channels). No EEA or UK PRIIPs key
information document (KID) has been prepared as not available to
retail in EEA or UK.
Forward-Looking Statements
Certain statements and projections contained in this news release
are, by their nature, forward-looking within the meaning of the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements, including with respect to the use of
proceeds, are based on our current expectations, estimates and
projections about our industry and business, management's beliefs,
and certain assumptions made by us, all of which are subject to
change. Forward-looking statements can often be identified by words
such as "anticipates," "expects," "intends," "plans," "predicts,"
"believes," "seeks," "estimates," "may," "will," "should," "would,"
"could," "potential," "continue," "ongoing," and similar
expressions, and variations or negatives of these words. These
forward-looking statements are not guarantees of future results and
are subject to risks, uncertainties and assumptions that could
cause our actual results to differ materially and adversely from
those expressed in any forward-looking statement.
Dana's Annual Report on Form 10-K, subsequent Quarterly Reports
on Form 10-Q, recent Current Reports on Form 8-K, and other
Securities and Exchange Commission filings discuss important risk
factors that could affect our business, results of operations and
financial condition. The forward-looking statements in this news
release speak only as of this date. Dana does not undertake any
obligation to revise or update publicly any forward-looking
statement for any reason.
About Dana Incorporated
Dana is a leader in the design and manufacture of highly efficient
propulsion and energy-management solutions for all mobility markets
across the globe. The company's conventional and clean-energy
solutions support nearly every vehicle manufacturer with drive and
motion systems; electrodynamic technologies, including software and
controls; and thermal, sealing, and digital solutions.
Based in Maumee, Ohio, USA, the
company reported sales of $7.1
billion in 2020 with 38,000 associates in 33 countries
across six continents. Founded in 1904, Dana was named one of
"America's Most Responsible Companies 2021" by Newsweek for its
emphasis on sustainability and social responsibility. The company
is driven by a high-performance culture that focuses on its people,
which has earned it global recognition as a top employer, including
"World's Best Employer" from Forbes magazine.
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SOURCE Dana Incorporated