Dana Corporation Completes Restatements of Financial Statements

Dec 30, 2005

TOLEDO, Ohio, Dec. 30 /PRNewswire-FirstCall/ -- Dana Corporation (NYSE: DCN) announced today that it has completed the restatements of its financial statements for the first two quarters of 2005, the year 2004, and prior years, and has filed amended annual and quarterly reports for the applicable periods with the U.S. Securities and Exchange Commission. Specifically, the company has filed a Form 10-K/A for the fiscal year ended Dec. 31, 2004, and Forms 10-Q/A for the quarters ended March 31 and June 30, 2005.

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As a result of these restatements, the total reduction in net income after tax for all periods restated was $44 million.

The primary items in the restatements impacting the reduction in aggregate net income were inappropriate recognition of certain customer pricing increases and supplier reimbursement costs in the company's Commercial Vehicle business, which prompted internal investigations. As announced on Dec. 23, the reduction was also affected by a correction to the prior calculation of the company's 2004 LIFO inventory reserves with respect to steel surcharges.

Filings Mark Conclusion of Company's Investigations

The restatements were based upon the findings of internal investigations conducted by management and the Audit Committee of Dana's Board of Directors, in consultation with independent investigators retained by the Audit Committee, and have been reviewed by the company's independent registered public accounting firm, PricewaterhouseCoopers LLP.

"We are pleased to have completed our review and the filing of our restated financials," said Dana Chairman and CEO Michael J. Burns. "During our investigations, we identified material weaknesses in our system of internal control over financial reporting and we have taken - and will continue to take - appropriate actions to remediate these weaknesses."

The filing of Dana's restated financial statements cures a default in a covenant in certain of the company's indentures requiring it to maintain its financial statements in accordance with generally accepted accounting principles, and satisfies a delivery requirement for these financial statements pursuant to existing waivers under the company's bank and accounts receivable agreements. As previously announced, Dana is in discussions with its lenders regarding possible modifications to its existing facilities, or alternative financing arrangements.

Company Expects to Report Third-Quarter Results in Early January 2006

Dana also announced today that it expects to file its Form 10-Q for the quarter ended Sept. 30, 2005, in early January 2006. In conjunction with this filing and the issuance of its third-quarter 2005 earnings release, Dana Chairman and CEO Michael J. Burns and Chief Financial Officer Bob Richter will discuss the company's third-quarter 2005 and nine-month results in detail in a conference call, the date of which will be announced separately.

Improving Dana's Position for the Future

"This has been a difficult time for Dana's investors, customers, suppliers, and employees," Mr. Burns said. "Putting the restatements behind us allows Dana and our people to focus on improving operating and financial performance to benefit our stakeholders."

Among the strategic and operational initiatives the company is pursuing are:

   - Renewing its focus on light- and heavy-vehicle drivetrain, structural,
     sealing, and thermal products;
   - Divesting three non-core businesses - engine hard parts, fluid products
     and pump products - with annual revenues of $1.3 billion;
   - Restructuring within the Automotive Systems and Heavy Vehicle
     Technologies and Systems groups;
   - Increasing business efficiency and making workforce reductions;
   - Reducing benefit costs;
   - Taking steps to dissolve its joint venture with DESC S.A. de C.V. to
     enable Dana to acquire full ownership of core operations based in
     Mexico that manufacture and assemble axles and driveshafts;
   - Consolidating the North American operations of the Thermal Products
     group to reduce operating and overhead costs and strengthen
     competitiveness; and
   - Establishing an off-highway axle and transmission assembly facility in
     Gyor, Hungary, that is expected to begin production in the first
     quarter of 2006.

"These actions reflect our commitment to improved operating efficiency, while continuing to profitably grow our business," Mr. Burns said. "We intend to build upon these actions to provide world-class products, service, and support to all of our customers in the global market segments we know best."

About Dana Corporation

Dana people design and manufacture products for every major vehicle producer in the world. Dana is focused on being an essential partner to automotive, commercial, and off-highway vehicle customers, which collectively produce more than 60 million vehicles annually. A leading supplier of axle, driveshaft, engine, frame, chassis, and transmission technologies, Dana employs 46,000 people in 28 countries. Based in Toledo, Ohio, the company reported sales of $9.1 billion in 2004. Dana's Internet address is: http://www.dana.com/.

Forward-Looking Statements

Statements in this release that are not entirely historical, including those regarding Dana's future strategic and operational initiatives and the expected timing of the company's filing of its third-quarter 2005 Form 10-Q, constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements represent Dana's expectations based on current information and assumptions. Forward-looking statements are inherently subject to risks and uncertainties and there can be no assurances that the anticipated future initiatives will be implemented as currently contemplated or that the timing of Dana's third-quarter filing will not differ from what is currently expected. Forward-looking statements in this release speak only as of the date of the release. Dana does not undertake to update such forward-looking statements.

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SOURCE: Dana Corporation

CONTACT: Investor Relations, Michelle L. Hards, +1-419-535-4636, or
michelle.hards@dana.com, or Media Relations, Todd M. Romain, +1-419-535-4727,
or todd.romain@dana.com, both of Dana Corporation

Web site: http://www.dana.com/

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