Dana Inc is proposing to issue $400 million aggregate principal amount of senior unsecured notes due 2025 in a private offering
Dana Incorporated (NYSE: DAN) announced the commencement of a cash tender offer (the “Offer”) for up to $75 million aggregate principal amount of its 5.375% Senior Notes due 2021 (CUSIP No. 235825AC0) (the “Notes”), upon the terms and conditions set forth in the Offer to Purchase dated March 21, 2017.
Dana -intends to use net proceeds from offering of 2025 notes to repay about $180 million of indebtedness of co’s units, among the others.
The Offer is scheduled to expire at 12:00 midnight, New York City time, at the end of April 17, 2017 (unless extended) (the “Expiration Time”).
Holders of Notes (“Holders”) who validly tender their Notes at or prior to 5:00 p.m., New York City time, on April 3, 2017 (the “Early Tender Time”) will be eligible to receive the “Total Consideration” of $1,040.31 per $1,000 principal amount of Notes tendered, which includes the “Early Tender Payment” of $30 per $1,000 of the Notes.
Holders who validly tender their Notes after the Early Tender Time but at or before the Expiration Time will be eligible to receive the “Tender Offer Consideration” which is equal to the “Total Consideration” minus the “Early Tender Payment.”
Dana’s obligation to accept for purchase, and to pay for, Notes validly tendered is subject to certain conditions, including the consummation of a new debt financing, the proceeds of which will be used to purchase Notes tendered in the Offer. Dana may waive any of the conditions if they are not satisfied.
Subject to the satisfaction or waiver of certain conditions, Dana reserves the right, following the Early Tender Time, to accept for purchase prior to the final settlement date all Notes validly tendered on or prior to the Early Tender Time (an “Early Settlement Election”).
Dana will announce whether it intends to exercise the Early Settlement Election following the Early Tender Time.
