DCN Dana Cp

Dana Corporation Announces Pricing of Tender Offer TOLEDO, Ohio, Dec. 8 /PRNewswire-FirstCall/ -- Dana Corporation (NYSE:DCN) ("Dana") announced today the consideration to be paid in its tender offer for its $250 million of 10-1/8% Notes due 2010 (the "10-1/8% Notes"), EUR 200 million of 9% EUR Notes due 2011 (the "9% EUR Notes") and $575 million of 9% USD Notes due 2011 (the "9% USD Notes") (collectively, the "Notes"). (Photo: http://www.newscom.com/cgi-bin/prnh/19990903/DANA ) Holders who tendered their Notes by the applicable early tender date will receive the applicable Total Consideration (as set forth in the table below), subject to the terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement dated November 15, 2004 (as amended by the Supplement dated November 30, 2004, the "Amended Offer to Purchase"), which includes the applicable Early Tender Payment. Holders who tender their Notes after the applicable early tender date and at or prior to 5:00 p.m., New York City time, on December 22, 2004 (the "Expiration Date") will receive the applicable Tender Offer Consideration (as set forth in the table below), subject to the terms and conditions set forth in the Amended Offer to Purchase, but will not receive the Early Tender Payment. The following table sets forth certain material terms of the tender offer. Principal Tender Offer Early Total Title of Outstanding Amount Consider- Tender Consider- Security Amount Tendered ation(1) Payment(1) ation(1) 10-1/8% Notes due 2010 (USD) $250,000,000 $169,502,000(2) $1,078.58 $50.00 $1,128.58 9.00% Euro Notes due 2011 (EUR) 200,000,000 163,658,000(3) 1,219.64 50.00 1,269.64 9.00% Notes due 2011 (USD) $575,000,000 $445,430,000(2) $1,180.37 $50.00 $1,230.37 (1) Per $1,000 principal amount, or EUR 1,000 principal amount, as the case may be, of each issue of Notes that is accepted for purchase. (2) As of 5:00 p.m., New York City Time, on November 29, 2004. (3) As of 5:00 p.m., New York City Time, on December 3, 2004. In addition, holders of Notes who delivered valid tenders and whose Notes are accepted for payment will receive accrued and unpaid interest from the last interest payment date to, but not including, the applicable settlement date. Holders who validly tendered their Notes by the applicable early tender date will receive payment on the early settlement date, which is expected to be on or about December 10, 2004. Holders who tender their Notes after the applicable early tender date, but on or prior to the expiration date, and whose Notes are accepted for payment will receive payment on the final settlement date, which is expected to be on or about December 23, 2004. Withdrawal rights with respect to tendered Notes have expired. Accordingly, any Notes previously or hereafter tendered may not be withdrawn. The tender offer is scheduled to expire at 5:00 p.m., New York City time, on December 22, 2004, unless extended or earlier terminated by Dana. Dana has retained Banc of America Securities, Deutsche Bank Securities and J.P. Morgan Securities to act as the joint-lead dealer managers in connection with the tender offer and solicitation agents in connection with the consent solicitation. Banc of America Securities (the coordinator for the offer and consent solicitation) can be contacted at (+1) 888-292-0070 (U.S. toll free), (+1) 212-847-5834 (collect), or (+44) 20-7174-4737. Deutsche Bank Securities can be contacted at (+1) 866-627-0391 (U.S. toll free), (+1) 212-250-2955 (collect), or (+44) 20-7545-8011. J.P. Morgan Securities can be contacted at (+1) 866-834-4666 (U.S. toll free), (+1) 212-834-3424 (collect) or (+44) 20-7742-7506. Holders can request documentation from D.F. King & Co., Inc. and D.F. King (Europe) Limited, the information agents for the offer, at (+1) 800-859-8509 (U.S. toll free), (+1) 212-269-5550 (collect), and (+44) 20-7920-9720. About Dana Corporation Dana Corporation is a global leader in the design, engineering, and manufacture of value-added products and systems for automotive, commercial, and off-highway vehicles. Delivering on a century of innovation, Dana employs approximately 45,000 people worldwide dedicated to advancing the science of mobility. Founded in 1904 and based in Toledo, Ohio, Dana operates technology, manufacturing, and customer-service facilities in 30 countries. Sales from continuing operations totaled $7.9 billion in 2003. Dana's Internet address is: http://www.dana.com/. http://www.newscom.com/cgi-bin/prnh/19990903/DANA http://photoarchive.ap.org/ DATASOURCE: Dana Corporation CONTACT: Michelle L. Hards of Dana Corporation, +1-419-535-4636, or Web site: http://www.dana.com/ Company News On-Call: http://www.prnewswire.com/comp/226839.html

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