US Market News
1日前
Dana Incorporated Announces Agreement to Combine with Eaton's Mobility Business, Strengthens Dana's Position as a Leading Global Powertrain Systems ProviderJune 11, 2026 6:30 AM
PR Newswire (US) Creates a premier, global powertrain leader focused on commercial and light vehicles with approximately $11 billion in sales and approximately $1.7 billion adjusted EBITDA (approximately 15% adjusted EBITDA margin) on a fully synergized, pro forma 2026 estimated basisValues Eaton Mobility at approximately $5.1 billion and the combined company at over $10 billion in enterprise valueCombined company expected to achieve $250 million of run-rate synergies within 24 months following closingFinancially compelling combination effected through a Reverse Morris Trust transaction resulting in Eaton shareholders owning at least 50.1% and Dana shareholders owning approximately 49.9% of the combined company at closeAccelerates and expands Dana 2030 strategy with 2030 targets increased to $14–$15 billion in sales, approximately 18% adjusted EBITDA margin, and an 8%–9% adjusted free cash flow marginEnhances ability to deliver greater value to customers with a more comprehensive portfolio and deepened capabilities, and diversifies customer base and improves end-market mixMAUMEE, Ohio, June 11, 2026 /PRNewswire/ -- Dana Incorporated (NYSE: DAN) today announced it has entered into a definitive agreement with Eaton Corporation plc (NYSE: ETN) to combine with Eaton's Mobility business in a transaction valued at approximately $5.1 billion, representing approximately 8.3x estimated 2026 pro forma adjusted EBITDA before synergies, or approximately 5.9x including run-rate synergies. The transaction combines two highly complementary powertrain portfolios to create a comprehensive, differentiated leader in commercial and light vehicle markets. The transaction is structured as a Reverse Morris Trust with Eaton shareholders owning at least 50.1% and Dana shareholders owning approximately 49.9% of the combined company at close. Under the terms of the agreement, Eaton will receive a cash distribution of approximately $1.1 billion (subject to adjustments for cash and indebtedness).Dana's Chairman, R. Bruce McDonald, will serve as Executive Chairman of the combined company with responsibility for integration and synergy realization, and Byron Foster will serve as Chief Executive Officer, with both assuming their roles on July 1, 2026. Timothy Kraus will continue as Chief Financial Officer, and Eaton's Erin Rowse, Senior Vice President Human Resources, Industrial, will serve as Chief Human Resources Officer at closing. The broader leadership team will include executives from both organizations. The combined company's Board of Directors will be comprised of all the members of Dana's Board of Directors and three Eaton designees.The combination will integrate Dana's global powertrain, thermal, and sealing technologies with Eaton Mobility's commercial vehicle transmissions, engine and emissions products, and advanced electrification capabilities, creating a more comprehensive supplier serving commercial and light vehicle markets, as well as the associated aftermarket channels."This transaction marks an important milestone in our transformation and positions Dana as a leading, scaled provider of powertrain solutions," said Byron Foster, Dana's incoming Chief Executive Officer. "By expanding our presence in core markets with new products and complementary technologies, we are enhancing our ability to deliver greater value to customers while strengthening margins through a more balanced portfolio and meaningful synergies. Importantly, we are bringing together highly skilled and dedicated teams whose expertise will drive our future success. This combination further accelerates the execution and expands the scope of our Dana 2030 strategy by increasing scale, deepening our aftermarket capabilities, and advancing both our traditional and electrification technologies."Paulo Ruiz, Eaton Chief Executive Officer, said, "We are pleased to have reached this agreement, which delivers significant value to Eaton and its shareholders, further aligns our existing portfolio with powerful megatrends and supports Eaton's 2030 growth strategy to lead, invest, and execute for growth. Together, Eaton Mobility and Dana will create a leading and global engineering solutions partner, well positioned to serve commercial vehicle and light vehicle markets worldwide. We are incredibly proud of the reputation and credibility that our Eaton Mobility team has built, and we are confident that this highly complementary combination will drive meaningful value for customers, employees and shareholders alike.""This transaction meaningfully enhances our long-term financial outlook and enables us to significantly increase our Dana 2030 targets," said Timothy Kraus, Dana's Chief Financial Officer. "Our prior targets included approximately $10 billion in sales, 14% to 15% adjusted EBITDA margins, and a 6% adjusted free cash flow margin. With the addition of Eaton Mobility, we are now targeting $14 to $15 billion in sales, approximately 18% adjusted EBITDA margins, and an 8%-9% adjusted free cash flow margin by 2030. Importantly, after funding the approximately $1.1 billion cash distribution to Eaton, we expect to maintain a strong balance sheet with approximately 1.2x net leverage on a pro forma 2026 estimated basis, supporting continued investment and disciplined capital allocation."Following closing, Dana is expected to operate with expanded global scale, higher margins, broader customer coverage, and a more complete portfolio spanning mechanical systems and electrified power delivery solutions. The combined company strengthens OEM relationships across commercial and light vehicle markets, and related aftermarkets.Transaction Details
The transaction, which has been unanimously approved by the Boards of both companies, is structured as a "Reverse Morris Trust" transaction, where Eaton will first separate its Mobility Group to Eaton shareholders through either an exchange offer (split-off) or a pro rata distribution (spin-off), at Eaton's election. Immediately thereafter, Dana will merge with a subsidiary of the Mobility Group, with Dana surviving as a wholly owned subsidiary of the Mobility Group. Upon close of the transaction, existing Eaton shareholders will own at least 50.1% of the shares of the combined company.The transaction values Eaton Mobility at $5.1 billion on a cash-free, debt-free basis, representing approximately 5.9x fully synergized estimated 2026 pro forma adjusted EBITDA. In connection with the transaction, Eaton is expected to receive a cash distribution of approximately $1.1 billion (subject to adjustments for cash and indebtedness), funded through new debt raised prior to closing.The combination creates a company with approximately $11 billion in sales on a pro forma 2026 estimated basis. The significantly enhanced financial profile includes improved margins and free cash flow supported by cost synergies and a stronger mix of aftermarket and higher-margin product offerings.The transaction is expected to deliver $250 million in annual run-rate synergies within 24 months following closing, driven by reduced structural costs, purchasing scale, manufacturing optimization, and engineering efficiencies.Following completion of the transaction, the combined company is expected to maintain a strong balance sheet with net leverage of approximately 1.2x on a fully synergized pro forma 2026 estimated basis, and Dana is expected to maintain its current credit rating.The combined company will continue to operate under the Dana Incorporated name and retain its listing on the New York Stock Exchange.The transaction is expected to be tax-free to Dana and Eaton shareholders for U.S. federal income tax purposes and is expected to close in the first quarter of 2027, subject to approval by Dana shareholders, receipt of regulatory approvals, and other customary closing conditions.Eaton today issued a separate press release regarding this transaction.Advisors
Goldman Sachs & Co. LLC is serving as exclusive financial advisor, Kirkland & Ellis LLP is serving as legal counsel to Dana, and Ernst and Young LLP is serving as transaction advisor. Goldman Sachs Bank USA is serving as sole underwriter of the committed financing for the transaction.Dana to Host Conference Call at 8:30 a.m. Thursday, June 11
Dana will discuss this transaction in a conference call at 8:30 a.m. EDT on Thursday, June 11. The conference call can be accessed by telephone from both domestic and international locations using the information provided below:Conference ID: 9943139
Participant Toll-Free Dial-In Number: (888) 440-5873
Participant Toll Dial-In Number: 1 (646) 960-0319Audio streaming and slides will be available online via a link provided on the Dana investor website: www.dana.com/investors. Phone registration will be available beginning at 8:00 a.m. EDT.
A webcast replay can be accessed via Dana's investor website following the call.About Dana Incorporated
Dana Incorporated (NYSE: DAN) is a global leader in the design and manufacture of highly efficient propulsion solutions for the light- and commercial-vehicle markets. Guided by its vision to be the world's best powertrain company, Dana delivers advanced conventional and clean-energy technologies that help customers improve the performance, efficiency, and durability of their vehicles. The company supplies leading vehicle manufacturers and related aftermarkets with industry-defining drive systems, electrodynamic technologies, and thermal and sealing solutions.Headquartered in Maumee, Ohio, USA, Dana reported sales of $7.5 billion in 2025. With a history dating to 1904, the company employs 27,000 people in 24 countries across six continents. Learn more at dana.comCautionary Notes on Forward-Looking Statements
This communication includes "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, including statements regarding the proposed transaction between Eaton Corporation plc ("Eaton"), Dana Incorporated ("Dana") and Mobility (USA) Corporation ("SpinCo"). These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "forecast," "outlook," "target," "endeavor," "seek," "predict," "intend," "strategy," "plan," "may," "could," "should," "will," "would," or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. All statements, other than historical facts, including, but not limited to, statements regarding the expected timing and structure of the proposed transaction and financing of the transaction, the ability of the parties to complete the proposed transaction, the expected benefits of the proposed transaction, including future financial and operating results and strategic and synergistic benefits, the tax consequences of the proposed transaction, and the combined company's plans, objectives, expectations and intentions, legal, economic and regulatory conditions, and any assumptions underlying any of the foregoing, are forward looking statements.These forward-looking statements are based on Eaton and Dana's current expectations and are subject to risks and uncertainties. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, the ability to complete the proposed transaction on the timeframe or on the terms currently anticipated or at all, including due to a failure to obtain requisite stockholder and/or regulatory approvals; risks related to difficulties, inabilities or delays in integrating the businesses of Dana and SpinCo; the ability to realize the anticipated benefits of the proposed transaction, including estimated combined EBITDA, estimated combined revenue and estimated run-rate cost synergies; potential impact of the announcement or consummation of the proposed transaction on Eaton and Dana's stock prices; restrictions on the conduct of Eaton and Dana's respective businesses prior to closing and on each of their ability to pursue alternatives to the proposed transaction; the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, or unforeseen or unknown liabilities; the ability of the combined company to implement its business strategy; the inability of the combined company to retain and hire key personnel; the occurrence of any event that could give rise to termination of the proposed transaction; the risk that stockholder litigation in connection with the proposed transaction or other litigation, settlements or investigations may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and liability; risks relating to the ability to obtain financing for the transaction upon acceptable terms or at all; evolving legal, regulatory and tax regimes; changes in general economic and/or industry specific conditions; global economic repercussions related to U.S. and global inflationary pressures and potential recessionary concerns; the risks that the anticipated tax treatment of the proposed transaction is not obtained; the risk of greater than expected difficulty in separating the business of SpinCo from the other businesses of Eaton; risks related to the disruption of management time from ongoing business operations due to the pendency of the proposed transaction, or other effects of the pendency of the proposed transaction on the relationship of any of the parties to the transaction with their employees, customers, suppliers, or other counterparties; and other risk factors detailed from time to time in Eaton and Dana's reports filed with the Securities and Exchange Commission (the "SEC"), including Eaton and Dana's annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other documents filed with the SEC, including documents that will be filed with the SEC in connection with the proposed transaction. The foregoing list of important factors is not exclusive.Any forward-looking statements speak only as of the date of this communication. None of Eaton, Dana or SpinCo undertakes, and each party expressly disclaims, any obligation to update any forward-looking statements, whether as a result of new information or development, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.It should also be noted that projected financial information for the combined company is based on management's estimates, assumptions and projections and has not been prepared in conformance with the applicable accounting requirements of Regulation S-X relating to pro forma financial information, and the required pro forma adjustments have not been applied and are not reflected therein. None of this information should be considered in isolation from, or as a substitute for, the historical financial statements of Dana or SpinCo.Important Information About the Transaction and Where to Find ItIn connection with the proposed transaction, SpinCo may file with the SEC an information statement on Form 10 ("Form 10") or a registration statement on Form S-1/S-4 (the "Form S-1/S-4") that constitutes a prospectus with respect to the shares of common stock, par value $0.01 per share, of SpinCo (the "SpinCo shares") to be issued to Eaton shareholders in the proposed exchange offer (the "prospectus/offer to exchange"). Eaton may also file with the SEC a tender offer statement (the "Schedule TO") with respect to the offer by Eaton to exchange all SpinCo shares for ordinary shares, par value $0.01 per share, of Eaton that are validly tendered and not properly withdrawn prior to the expiration of the exchange offer (if any). In addition, SpinCo intends to file with the SEC a registration statement on Form S-4 (the "Form S-4") that will include a proxy statement of Dana and that also constitutes a prospectus of SpinCo with respect to the SpinCo shares to be issued in the proposed merger (the "proxy statement/prospectus"). Each of Eaton, SpinCo and Dana may also file other relevant documents with the SEC regarding the proposed transaction. This document is not a substitute for the Form 10, Form S-1/S-4, Schedule TO, Form S-4, prospectus/offer to exchange, proxy statement/prospectus or any other document that Eaton, SpinCo or Dana may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS, THE SCHEDULE TO; THE PROSPECTUS/OFFER TO EXCHANGE, THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT EATON, DANA, SPINCO AND THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain free copies of the Form 10, Form S-1/S-4, Schedule TO, Form S-4, the prospectus/offer to exchange and the proxy statement/prospectus (if and when available) and other documents containing important information about Eaton, Dana and SpinCo and the proposed transaction, once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with, or furnished to, the SEC by Eaton and SpinCo will be available free of charge on Eaton's website at https://www.eaton.com/us/en-us/company/investor-relations.html. Copies of the documents filed with, or furnished to, the SEC by Dana will be available free of charge on Dana's website at https://danaincorporated.gcs-web.com/. The information included on, or accessible through, Eaton or Dana's website is not incorporated by reference into this communication.Participants in the SolicitationEaton, Dana, SpinCo and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information about the directors and executive officers of Eaton, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Eaton's proxy statement for its 2026 Annual General Meeting of Shareholders, which was filed with the SEC on March 13, 2026. Information about the directors and executive officers of Dana, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Dana's proxy statement for its 2026 Annual Meeting of Stockholders, which was filed with the SEC on March 13, 2026. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Form S-4 and the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transaction when such materials become available. Investors should read the Form 10, Form S-1/S-4, Schedule TO, Form S-4, the prospectus/offer to exchange and the proxy statement/prospectus carefully if and when available before making any voting or investment decisions. You may obtain free copies of these documents from Eaton or Dana using the sources indicated above.No Offer or SolicitationThis communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy or exchange any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act or in a transaction exempt from the registration requirements of the Securities Act.Note Regarding Use of Non-GAAP Financial MeasuresIn addition to the financial measures presented in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"), this communication includes certain non-GAAP financial measures (collectively, the "Non-GAAP Measures"), such as adjusted EBITDA, adjusted EBITDA margin and adjusted free cash flow margin. These Non-GAAP Measures should not be used in isolation or as a substitute or alternative to results determined in accordance with U.S. GAAP. In addition, Dana's and Eaton's definitions of these Non-GAAP Measures may not be comparable to similarly titled non-GAAP financial measures reported by other companies. A reconciliation of these Non-GAAP Measures to the most directly comparable financial measures calculated and reported in accordance with U.S. GAAP can be found in Dana's filings with the SEC except for financial guidance and other forward-looking information since such a reconciliation is not practicable without unreasonable effort as Dana is unable to reasonably forecast certain amounts that are necessary for such reconciliation. View original content to download multimedia:https://www.prnewswire.com/news-releases/dana-incorporated-announces-agreement-to-combine-with-eatons-mobility-business-strengthens-danas-position-as-a-leading-global-powertrain-systems-provider-302797498.htmlSOURCE Dana Incorporated Original: Dana Incorporated Announces Agreement to Combine with Eaton's Mobility Business, Strengthens Dana's Position as a Leading Global Powertrain Systems Provider
US Market News
4月前
Dana Incorporated Reports Strong 2025 Financial Results; Reaffirms 2026 Targets Featuring New Business Growth, Increased MarginsFebruary 18, 2026 6:59 AM
PR Newswire (US)
2025 Highlights:
Sales of $7.5 billionAdjusted EBITDA of $610 million; $10 million higher than preliminary estimate8.1 percent adjusted EBITDA margin; 10 basis points higher than preliminary estimateAdjusted free cash flow of $331 million; $16 million higher than preliminary estimateCompleted sale of the Off-Highway businessAchieved $248 million in cost savings; in line with our preliminary estimateReturned $704 million to shareholdersRepurchased 34 million shares, representing 23% of shares outstanding2026 Highlights:
Completed nearly $2 billion in debt reduction, supported by proceeds from the Off-Highway saleAnnounced capital return program has been extended and increased from $1 billion to $2 billionRepurchased $100 million in shares in January; expect repurchases of up to $300 million in 2026Announced $750 million three-year new business backlog; $200 million incremental in 20262026 margin guidance range at a midpoint of 10.7 percentAnnounced new long-range targets for sales, profitability, and adjusted free cash flowWill host a Capital Markets Day on March 25, 2026MAUMEE, Ohio, Feb. 18, 2026 /PRNewswire/ -- Dana Incorporated today announced its full-year 2025 financial results, with adjusted EBITDA and adjusted free cash flow above the preliminary results issued in January. Dana also confirmed its outlook for 2026, highlighting stronger profitability, significant cost-reduction progress, increased capital return, and further improvements to its balance sheet.
"Over the past year, Dana made incredible progress on every one of our strategic priorities — from successfully completing the Off-Highway separation to realizing significant cost efficiencies across the enterprise," said R. Bruce McDonald, Chairman and Chief Executive Officer. "These actions have reshaped Dana into a more focused, more resilient organization with improved margins and enhanced financial agility. In 2026, we remain on track to finalize the balance of our $325 million cost-reduction initiative, deliver adjusted EBITDA margins in the 10 to 11 percent range. With a stronger balance sheet, a richer mix of higher-margin programs, a continued focus on disciplined execution, and our commitment to significant capital return in the years ahead."All results are for continuing operations.Fourth-quarter 2025 Financial Results
Sales in the fourth quarter of 2025 totaled $1.9 billion, compared with $1.8 billion in the same period of 2023. The improvement was driven by increased demand for our key light truck programs offsetting lower market demand for commercial trucks. Customer recovery and currency translation provided a further benefit.Adjusted EBITDA for the fourth quarter of 2025 was $208 million representing an 11.1 percent margin, compared with $84 million, or 4.7 percent, for the same period in 2024. Cost-savings actions and efficiency improvements were the primary drivers of the improvement.Operating cash flow in the fourth quarter of 2025 was $406 million, compared with $302 million in the same period of 2024. Adjusted free cash flow was $324 million, compared with $153 million in the fourth quarter of 2024. Full-year 2025 Financial Results
Sales for 2025 were $7.5 billion, compared with $7.7 billion in 2024. The decrease was due to lower demand for vehicles in all end markets partially offset by recoveries from customers and currency translation.Adjusted EBITDA for 2025 was $610 million, compared with $395 million in 2024, driven by cost-savings actions and performance improvements that more than offset the margin impact of lower sales and tariffs.Dana's three-year, new-business backlog totals $750 million, driven by new program awards, increased content, and expanded vehicle platforms across both the light-vehicle and commercial-vehicle segments. The company expects $200 million in incremental new business growth in 2026 from next-generation platforms with global OEMs."Dana today introduced its long-term financial guidance as part of the company's Dana 2030 strategy. In 2030, the company expects to generate approximately $10?billion in sales, reflecting a 33 percent increase over its 2026 outlook," said Byron Foster Senior Vice President and President, Light Vehicle Systems. "We are also targeting a significant expansion in profitability, with adjusted EBITDA margins projected to reach 14 to 15 percent—a 45 percent improvement versus our 2026 guidance—and adjusted free cash flow margins of roughly 6 percent, representing a 50 percent increase. Complementing these financial targets, the company announced a robust capital-return plan that includes a total of approximately $2?billion in share repurchases through 2030, reinforcing its commitment to delivering long-term shareholder value."Join the company for an in-depth discussion of the Dana 2030 strategy at their Capital Markets Day on March 25, 2026, in New York City.2026 Financial Targets
Preliminary Guidance Sales$7.30 to $7.70 billionAdjusted EBITDA$750 to $850 millionImplied adjusted EBITDA margin 10.0% to 11.0%Diluted Adjusted EPS$2.00 to $3.00 Adjusted free cash flow$250 to $350 million Dana to Host Conference Call at 9 a.m. Wednesday, February 18
Dana will discuss its 2025 results and 2026 outlook in a conference call at 9 a.m. EDT on Wednesday, February 1. The conference call can be accessed by telephone from both domestic and international 18ocations using the information provided below:Conference ID: 9943139
Participant Toll-Free Dial-In Number: 1 (888) 440-5873
Participant Toll Dial-In Number: 1 (646) 960-0319Audio streaming and slides will be available online via a link provided on the Dana investor website: www.dana.com/investors. Phone registration will be available beginning at 8:30 a.m. EDT.
A webcast replay can be accessed via Dana's investor website following the call.Non-GAAP Financial Information
Adjusted EBITDA is a non-GAAP financial measure which we have defined as net income (loss) before interest, income taxes, depreciation, amortization, equity grant expense, restructuring expense, non-service cost components of pension and other postretirement benefit costs and other adjustments not related to our core operations (gain/loss on debt extinguishment, pension settlements, divestitures, impairment, etc.). Adjusted EBITDA is a measure of our ability to maintain and continue to invest in our operations and provide shareholder returns. We use adjusted EBITDA in assessing the effectiveness of our business strategies, evaluating and pricing potential acquisitions and as a factor in making incentive compensation decisions. In addition to its use by management, we also believe adjusted EBITDA is a measure widely used by securities analysts, investors and others to evaluate financial performance of our company relative to other Tier 1 automotive suppliers. Adjusted EBITDA should not be considered a substitute for earnings (loss) before income taxes, net income (loss) or other results reported in accordance with GAAP. Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies.Adjusted net income (loss) attributable to the parent company is a non-GAAP financial measure which we have defined as net income (loss) attributable to the parent company, excluding any discrete income tax items, restructuring charges, amortization expense and other adjustments not related to our core operations (as used in adjusted EBITDA), net of any associated income tax effects. This measure is considered useful for purposes of providing investors, analysts and other interested parties with an indicator of ongoing financial performance that provides enhanced comparability to net income (loss) attributable to the parent company reported by other companies. Adjusted net income (loss) attributable to the parent company is neither intended to represent nor be an alternative measure to net income (loss) attributable to the parent company reported in accordance with GAAP.Diluted adjusted EPS is a non-GAAP financial measure which we have defined as adjusted net income (loss) attributable to the parent company divided by adjusted diluted shares. We define adjusted diluted shares as diluted shares as determined in accordance with GAAP based on adjusted net income (loss) attributable to the parent company. This measure is considered useful for purposes of providing investors, analysts and other interested parties with an indicator of ongoing financial performance that provides enhanced comparability to EPS reported by other companies. Diluted adjusted EPS is neither intended to represent nor be an alternative measure to diluted EPS reported in accordance with GAAPAdjusted free cash flow is a non-GAAP financial measure which we have defined as net cash provided by (used in) operating activities less purchases of property, plant and equipment plus proceeds from sale of property, plant and equipment plus cash paid for Off-Highway business divestiture related activities. We believe adjusted free cash flow is useful to investors in evaluating the operational cash flow of the company inclusive of the spending required to maintain the operations. Adjusted free cash flow is not intended to represent nor be an alternative to the measure of net cash provided by (used in) operating activities reported in accordance with GAAP. Adjusted free cash flow may not be comparable to similarly titled measures reported by other companies.Please reference the "Non-GAAP financial information" accompanying our quarterly earnings conference call presentations on our website at www.dana.com/investors for reconciliations of adjusted EBITDA and free cash flow to the most directly comparable financial measures calculated and presented in accordance with GAAP. We have not provided a reconciliation of our adjusted EBITDA outlook to the most comparable GAAP measures of net income. Providing net income (loss) guidance is potentially misleading and not practical given the difficulty of projecting event driven transactional and other non-core operating items that are included in net income, including restructuring actions, asset impairments and income tax valuation adjustments. The reconciliations of these non-GAAP measures with the most comparable GAAP measures for the historical periods presented on our website are indicative of the reconciliations that will be prepared upon completion of the periods covered by the non-GAAP guidance.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 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 Incorporated (NYSE: DAN) is a global leader in the design and manufacture of highly efficient propulsion solutions for the light- and commercial-vehicle markets. Guided by its vision to be the world's best powertrain company, Dana delivers advanced conventional and clean-energy technologies that help customers improve the performance, efficiency, and durability of their vehicles. The company supplies leading vehicle manufacturers and related aftermarkets with industry-defining drive systems, electrodynamic technologies, and thermal and sealing solutions.Headquartered in Maumee, Ohio, USA, Dana reported sales of $7.5 billion in 2025. With a history dating to 1904, the company employs 27,000 people in 24 countries across six continents. Learn more at dana.com.DANA INCORPORATED
Reconciliation of Net Cash Provided By Operating Activities to
Adjusted Free Cash Flow (Unaudited)
Three Months Ended (In millions)
December 31,
2025
2024 Net cash provided by operating activities
$ 406
$ 302 Purchases of property, plant and equipment - Continuing operations
(61)
(114) Purchases of property, plant and equipment - Discontinued operations
(23)
(39) Proceeds from sale of property, plant and equipment - Continuing operations
1
4 Proceeds from sale of property, plant and equipment - Discontinued operations
1
- Cash paid for Off-Highway business divestiture related activities
14
- Adjusted free cash flow
$ 324
$ 153
Year Ended (In millions)
December 31,
2025
2024 Net cash provided by operating activities
$ 512
$ 450 Purchases of property, plant and equipment - Continuing operations
(214)
(312) Purchases of property, plant and equipment - Discontinued operations
(56)
(68) Proceeds from sale of property, plant and equipment - Continuing operations
13
7 Proceeds from sale of property, plant and equipment - Discontinued operations
1
4 Cash paid for Off-Highway business divestiture related activities
75
- Adjusted free cash flow
$ 331
$ 81 DANA INCORPORATED
Segment Sales and Adjusted EBITDA (Unaudited)
For the Three Months Ended December 31, 2025 and 2024
Three Months Ended (In millions)
December 31,
2025
2024 Sales
Light Vehicle
$ 1,316
$ 1,201Commercial Vehicle
551
573 Total Sales
$ 1,867
$ 1,774
Adjusted EBITDA
Light Vehicle
$ 160
$ 84Commercial Vehicle
60
17Corporate expense and other items, net
(12)
(17) Adjusted EBITDA
$ 208
$ 84 DANA INCORPORATED
Segment Sales and Adjusted EBITDA (Unaudited)
For the Year December 31, 2025 and 2024
Year Ended (In millions)
December 31,
2025
2024 Sales
Light Vehicle
$ 5,217
$ 5,250Commercial Vehicle
2,283
2,484 Total Sales
$ 7,500
$ 7,734
Adjusted EBITDA
Light Vehicle
$ 466
$ 334Commercial Vehicle
199
134Corporate expense and other items, net
(55)
(73) Adjusted EBITDA
$ 610
$ 395 DANA INCORPORATED
Reconciliation of Loss From Continuing Operations Before Income Taxes
to Adjusted EBITDA (Unaudited)
For the Year December 31, 2025 and 2024
Three Months Ended (In millions)
December 31,
2025
2024 Income (loss) from continuing operations before income taxes
$ 12
$ (154) Adjustments related to continuing operations
Interest income
(2)
(4)Interest expense
51
41Depreciation
88
84Amortization
3
3Non-service cost components of pension and OPEB costs
4
5Restructuring charges, net
6
34Stock compensation expense
9
9Strategic transaction expenses
1Loss on sale of property, plant and equipment
1Electric vehicle program termination charges
36
Supplier capacity charge adjustment
46Loss on divestiture of ownership interests
2
Amounts attributable to previously closed/divested operations
9Other items
(1)
9 Adjusted EBITDA
$ 208
$ 84 DANA INCORPORATED
Reconciliation of Loss From Continuing Operations Before Income Taxes
to Adjusted EBITDA (Unaudited)
For the Year December 31, 2025 and 2024
Year Ended (In millions)
December 31,
2025
2024 Loss from continuing operations before income taxes
$ (33)
$ (321) Adjustments related to continuing operations
Interest income
(10)
(13)Interest expense
181
158Depreciation
345
337Amortization
12
13Non-service cost components of pension and OPEB costs
11
17Restructuring charges, net
23
70Stock compensation expense
40
30Strategic transaction expenses
12
3Loss on sale of property, plant and equipment
1Electric vehicle program termination charges
36
Supplier capacity charge adjustment
(21)
46Loss on divestiture of ownership interests
9
Loss on disposal group previously held for sale
26Amounts attributable to previously closed/divested operations
9Other items
5
19 Adjusted EBITDA
$ 610
$ 395
View original content to download multimedia:https://www.prnewswire.com/news-releases/dana-incorporated-reports-strong-2025-financial-results-reaffirms-2026-targets-featuring-new-business-growth-increased-margins-302691356.htmlSOURCE Dana Incorporated
Original: Dana Incorporated Reports Strong 2025 Financial Results; Reaffirms 2026 Targets Featuring New Business Growth, Increased Margins
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5年前
Short Interest in Dana Incorporated (NYSE:DAN) Grows By 44.9%
Posted by ABMN Staff on Feb 1st, 2021
Dana logoDana Incorporated (NYSE:DAN) saw a large increase in short interest in the month of January. As of January 15th, there was short interest totalling 3,680,000 shares, an increase of 44.9% from the December 31st total of 2,540,000 shares. Based on an average daily trading volume, of 1,310,000 shares, the days-to-cover ratio is currently 2.8 days. Currently, 2.6% of the company’s shares are short sold.
Shares of DAN opened at $19.36 on Monday. The company has a debt-to-equity ratio of 1.58, a quick ratio of 1.37 and a current ratio of 1.96. Dana has a twelve month low of $4.22 and a twelve month high of $22.69. The firm’s 50 day moving average price is $20.34 and its two-hundred day moving average price is $15.91. The firm has a market cap of $2.80 billion, a P/E ratio of -387.12, a PEG ratio of 1.36 and a beta of 2.60.
In other news, CAO James D. Kellett sold 1,800 shares of Dana stock in a transaction that occurred on Tuesday, November 24th. The shares were sold at an average price of $17.98, for a total transaction of $32,364.00. Following the completion of the sale, the chief accounting officer now owns 2,755 shares in the company, valued at approximately $49,534.90. The sale was disclosed in a filing with the SEC, which can be accessed through this link. Also, insider Robert D. Pyle sold 33,535 shares of Dana stock in a transaction that occurred on Tuesday, December 1st. The stock was sold at an average price of $17.57, for a total transaction of $589,209.95. Following the transaction, the insider now directly owns 57,070 shares in the company, valued at approximately $1,002,719.90. The disclosure for this sale can be found here. 0.80% of the stock is owned by insiders.
A number of institutional investors and hedge funds have recently made changes to their positions in the business. Crescent Capital Consulting LLC bought a new stake in shares of Dana in the fourth quarter worth $58,000. Guinness Atkinson Asset Management Inc lifted its position in shares of Dana by 54.9% in the third quarter. Guinness Atkinson Asset Management Inc now owns 4,880 shares of the auto parts company’s stock worth $60,000 after purchasing an additional 1,730 shares in the last quarter. American National Bank bought a new stake in shares of Dana in the third quarter worth $61,000.
Nisa Investment Advisors LLC lifted its position in shares of Dana by 122.5% in the third quarter. Nisa Investment Advisors LLC now owns 6,720 shares of the auto parts company’s stock worth $83,000 after purchasing an additional 3,700 shares in the last quarter.
Finally, Meeder Asset Management Inc. lifted its position in shares of Dana by 10.9% in the third quarter. Meeder Asset Management Inc. now owns 9,830 shares of the auto parts company’s stock worth $122,000 after purchasing an additional 965 shares in the last quarter. 94.29% of the stock is currently owned by hedge funds and other institutional investors.
Several research analysts recently weighed in on DAN shares. Royal Bank of Canada raised shares of Dana from a “sector perform” rating to an “outperform” rating and lifted their price objective for the stock from $13.00 to $18.00 in a research note on Thursday, October 8th. Deutsche Bank Aktiengesellschaft lifted their price objective on shares of Dana from $21.00 to $25.00 and gave the stock a “buy” rating in a research note on Wednesday, January 20th.
Bank of America lowered shares of Dana from a “buy” rating to a “neutral” rating in a research note on Monday, January 11th. Zacks Investment Research raised shares of Dana from a “hold” rating to a “buy” rating and set a $22.00 price objective on the stock in a research note on Tuesday, December 29th. Finally, KeyCorp lifted their price target on shares of Dana from $25.00 to $26.00 and gave the company an “overweight” rating in a research note on Monday, January 25th. Two investment analysts have rated the stock with a hold rating and eight have assigned a buy rating to the company’s stock. The company currently has a consensus rating of “Buy” and a consensus price target of $20.44.