Dana Holding Corporation Business report FY2009

Business Highlights

Financial Overview

(in million dollars)

	FY2009	FY2008(*)	Rate of change (%)	Factors
Overall
Net Sales	5,228	7,344	-	1)
Net Income	(454)	(549)	-	-

(*) Eleven months ended Dec. 31, 2008

Factors
1)
-Exclusive of currency effects, sales in 2009 declined 28% in LVD, 27% in Thermal and 30% in Structures as compared to the combined periods in 2008, all principally due to lower production levels. The sales decline in Sealing, exclusive of currency effects, was somewhat lower at 22%, in part due to this business having a larger proportionate share of sales to the aftermarket. Improved pricing in the LVD and Structures segments helped offset some of the reduction attributed to lower production.

-The Commercial Vehicle segment is heavily concentrated in the North American market where Class 8 commercial truck production was down about 41% and Class 5-7 commercial truck production was down about 38%. The sales decline in Commercial Vehicle, exclusive of currency effects, was 31% as the volume reduction associated with lower production levels was partially offset by higher pricing under material cost recovery arrangements.

Contracts

-In Feb. 2009, the Company announced that it has begun supplying Spicer Life Series(R) propshafts for the 2009 Cadillac CTS-V, a GM model. The Company also supplies Victor Reinz(R) cam cover gaskets, exhaust manifold gaskets, and Long(R) auxiliary transmission oil coolers, for the CTS-V. (From a press release on Feb 4, 2009)

-The Company is supplying cylinder-head covers made of recycled material on Ford Motor Company's 3.0-liter Duratec engine, used in the 2010 Fusion and Escape vehicles. The cylinder-head covers are part of a module-based sealing system the Company provides for the two Ford models, which also includes the engine cover, gaskets, fasteners, baffle/air-oil separator, and isolators. (From a press release on November 9, 2009)

-The Company announced that it has developed a Long (R) heat exchanger designed to extend battery life in hybrid and electric vehicles. The heat exchanger debuted on Tesla Motors' 2010 all-electric Roadster Sport. (From a press release on November 11, 2009)

-The Company announced it is supplying Victor Reinz(R) sealing products for the 2010 Mercedes-Benz S400 HYBRID by Daimler, which is now available in the United States. The S400's 3.5-liter V-6 engine is sealed with its multi-layer steel cylinder-head gasket Wave-Stopper(R). the Company is also supplying thermal-acoustical protective shielding (TAPS), intake manifold gaskets and exhaust manifold gaskets. The company developed and is manufacturing these technologies at its facility in Neu-Ulm, Germany. (From a press release on November 30, 2009)

-The Company provides Wave-Stopper(R) multi-layer steel (MLS) cylinder head gasket for the four-cylinder E250 CDI BlueEFFICIENCY diesel engine on the Mercedes-Benz E-Class. The Company developed and is manufacturing this product at its facility in Neu-Ulm, Germany. (From a press release on November 30, 2009)

-The Company begun supplying its Spicer Life Series(R) propshafts for Volkswagen's pickup truck, the 2010 Amarok, from its manufacturing facility in Buenos Aries, Argentine. The Amarok launched in South America early 2010 and will also be sold in Europe, Russia, Australia, and South Africa. (From a press release on March 2, 2010)

Restructuring

-In Dec. 2009, the Company announced that it had signed an agreement to sell substantially all of the assets of its Structural Products business to Metalsa, S.A. de C.V. The Company will retain and continue to operate its Longview, TX Structural Products operation. The parties expect to complete the sale of all but the Venezuelan operations in March 2010, with Venezuela being completed as soon as the necessary governmental approvals are obtained.

-In January 2010, the Company announced that it would consolidate its Heavy Vehicle Products operations in the United States into two locations in the Toledo, Ohio and the Greater Detroit, Michigan areas. The facilities in Kalamazoo, Michigan as well as Statesville, North Carolina are expected to be closed by the end of 2010. (From a press release on January 28, 2010)

R&D

R&D Expenditure

(in million dollars)

	FY2009	FY2008*	FY2007
Total	119	193	189

R&D Structure

-At December 31, 2009, the Company had five major technical centers.

Product Development

Spicer 6x2 Convertible Tandem Drive Axle
-In 2009, the Company introduced the Dana Spicer 6x2 Convertible Tandem Drive Axle – providing the benefits of 6x2 axle while offering flexibility for future conversion to a 6x4 configuration.

Cylinder-head covers made of recycled material
-The cover, the first automotive product using EcoLon(R) recycled nylon, provides weight savings of nearly 20 percent when compared with aluminum die-cast product. The Company partnered with Wellman Engineering Resins - a US-based supplier of nylon resins - to develop the material and will manufacture the cylinder head covers at its Composite Sealing Center in Paris, Tennessee, USA. The Company is supplying the cylinder-head covers on Ford Motor Company's 3.0-liter Duratec engine, used in the 2010 Fusion and Escape vehicles. (From a press release on November 9, 2009)

Long (R) heat exchanger
-In Nov. 2009, the Company announced that it has developed a Long (R) heat exchanger designed to extend battery life in hybrid and electric vehicles. The heat exchanger debuted on Tesla Motors' 2010 all-electric Roadster Sport. The technology - the first of its kind - cools the battery by transferring heat generated within the battery to the vehicle's climate-control system. In addition, a temperature sensor mount provides continuous feedback to the climate-control system. This interface helps to maintain the battery's ideal temperature during operation, thus helping to extend battery life. The Company developed and is manufacturing the heat exchanger at its engineering center in Oakville, Ontario, Canada. (From a press release on November 11, 2009)

Investment Activities

Capital Expenditure

(in million dollars)

	FY2009	FY2008*	FY2007
LVD	32	69	87
Sealing	24	30	27
Thermal	5	10	15
Structures	9	43	38
Commercial Vehicle	20	57	47
Off-Highway	4	25	30
Eliminations and other	5	-	8
Total	99	234	252

*Eleven months ended Dec. 31, 2008

-In Feb. 2010, Spicer India Ltd., a joint venture between the Company and Anand Automotive Systems, is expanding its facility at Chakan near Pune, India, to set up a plant to manufacture gears and a testing center. The plant will produce 240,000 hypoid gear sets annually for the Indian OEMs. The Company has developed the AdvanTEK(R) series of axles for the Indian automotive market, which will also be manufactured in India. (From a press release on February 4, 2010)