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): February 27, 2007
Dana Corporation
(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
Not applicable
(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 1.01. Entry into a Material Definitive Agreement.
On February 27, 2007, ten subsidiaries of Dana Corporation (Dana) located in the United
Kingdom (the U.K.) and the trustees of four U.K. defined benefit pension plans entered into an
Agreement as to Structure of Settlement and Allocation of Debt to compromise and settle the
liabilities owed by Danas U.K. operating subsidiaries to the pension plans. The agreement
provides for the trustees of the plans to release the operating subsidiaries from all such
liabilities in exchange for an aggregate cash payment of 47.5 million British pounds (approximately
$93 million at current exchange rates) and the transfer of a 33% equity interest in Danas axle
manufacturing and driveshaft assembly businesses in the U.K. for the benefit of the pension plan
participants. The agreement was necessitated primarily by Danas planned divestitures of several
non-core U.K. businesses which, upon completion, would have resulted in substantial pension funding
demands on the operating subsidiaries under U.K. pension law, in addition to their ongoing funding
obligations. Dana expects to take a charge in the range of $150 million to $170 million (including
a cash charge of $93 million) in connection with these transactions.
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