Dana Holding Corp. announced that it has closed on the sale of the majority of its global Structural Products business to Metalsa S.A. de C.V., a subsidiary of Grupo Proeza and manufacturer of structural components for the light and commercial vehicle markets. The transaction closing completes the sale to Metalsa of Structures operations in the United States, Brazil, Canada, Australia and Argentina, and a U.K. joint venture. The sale of Dana’s Structures facility in Venezuela is anticipated to conclude later this year.
Metalsa and certain of its affiliates acquired the equity and tangible and intangible assets of the global operations comprising Dana’s Structural Products business from Dana and certain of its affiliates for an aggregate purchase price of about $147 million and the buyer’s assumption of certain liabilities related to the business. The purchase price includes about $127 million payable at closing, subject to usual closing adjustments; $5 million payable on the first anniversary of closing; and up to $15 million subject to an earn-out.
In addition, the parties have entered into ancillary agreements, including a transition services agreement, supply agreements and intellectual property license arrangements. In connection with the completion of this transaction, Dana recorded an after-tax charge of $153 million in the fourth quarter of 2009 for asset impairment and costs associated with the sale.
“Completing the sale of the Structural Products business enables Dana to sharpen our focus and resources more squarely on product development and growth in our businesses serving the light, medium and heavy vehicle and off-highway markets,” says Jim Sweetnam, Dana president and chief executive officer. “We wish the talented people in the Structural Products operations the very best as they move forward with Metalsa. This is a good fit for Metalsa.”