Exhibit 99.2
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
JUDGE:Burton R. Lifland
| | |
| | CASE NO: 06-10354 (BRL) |
| | CHAPTER 11 |
DANA CORPORATION, ET. AL. (1)
MONTHLY OPERATING REPORT
PERIOD COVERED: APRIL 1, 2006 — APRIL 30, 2006
| | | | | | |
DEBTOR’S ADDRESS: | | MONTHLY DISBURSEMENTS: |
| | 4500 Dorr Street | | | | $414 million |
| | Toledo, OH 43615 | | | | |
| | | | | | |
DEBTOR’S ATTORNEY: | | MONTHLY OPERATING LOSS : |
| | Jones Day | | | | $16 million |
| | 222 East 41st Street | | | | |
| | New York, NY 10017 | | | | |
|
REPORT PREPARER: | | | | |
/s/ Kenneth A. Hiltz | | CHIEF FINANCIAL OFFICER |
| | |
SIGNATURE OF REPORT PREPARER | | TITLE |
| | | | | | |
KENNETH A. HILTZ | | May 31, 2006 |
| | |
PRINTED NAME OF REPORT PREPARER | | DATE |
The report preparer, having reviewed the attached report and being familiar with the Debtors’ financial affairs, verified under the penalty of perjury that the information contained therein is complete, accurate and truthful to the best of his knowledge. (2)
| | |
(1) | | See next page for a listing of Debtors by case number |
|
(2) | | All amounts herein are preliminary, unaudited and subject to revision. |
In re Dana Corporation, et al.
Case No. 06-10354 (BRL) (Jointly Administered)
Reporting Period: April 1, 2006 — April 30, 2006
| | |
Petitioning Entities: | | Case Number: |
Dana Corporation | | 06-10354 |
Dakota New York Corp | | 06-10351 |
Brake Systems, Inc. | | 06-10355 |
BWDAC, Inc. | | 06-10357 |
Coupled Products, Inc. | | 06-10359 |
Dana Atlantic, LLC | | 06-10360 |
Dana Automotive Aftermarket, Inc. | | 06-10362 |
Dana Brazil Holdings I, LLC | | 06-10363 |
Dana Brazil Holdings, LLC | | 06-10364 |
Dana Information Technology, LLC | | 06-10365 |
Dana International Finance, Inc. | | 06-10366 |
Dana International Holdings, Inc. | | 06-10367 |
Dana Risk Management Services, Inc. | | 06-10368 |
Dana Technology, Inc. | | 06-10369 |
Dana World Trade Corporation | | 06-10370 |
Dandorr L.L.C. | | 06-10371 |
Dorr Leasing Corporation | | 06-10372 |
DTF Trucking, Inc. | | 06-10373 |
Echlin-Ponce, Inc. | | 06-10374 |
EFMG, LLC | | 06-10375 |
EPE, Inc. | | 06-10376 |
ERS, LLC | | 06-10377 |
Flight Operations, Inc. | | 06-10378 |
Friction, Inc. | | 06-10379 |
Friction Materials, Inc. | | 06-10380 |
Glacier Vandervell, Inc. | | 06-10381 |
Hose & Tubing Products, Inc. | | 06-10382 |
Lipe Corporation | | 06-10383 |
Long Automotive, LLC | | 06-10384 |
Long Cooling, LLC | | 06-10385 |
Long USA, LLC | | 06-10386 |
Midland Brake, Inc. | | 06-10387 |
Prattville Mfg, Inc. | | 06-10388 |
Reinz Wisconsin Gasket, LLC | | 06-10390 |
Spicer Heavy Axle & Brake, Inc. | | 06-10391 |
Spicer Heavy Axle Holdings, Inc. | | 06-10392 |
Spicer Outdoor Power Equipment Components | | 06-10393 |
Torque-Traction Integration Techonologies, LLC | | 06-10394 |
Torque-Traction Manufacturing Techonologies, LLC | | 06-10395 |
Torque-Traction Technologies, LLC | | 06-10396 |
United Brake Systems, Inc. | | 06-10397 |
DANA CORPORATION, ET AL.
MONTHLY OPERATING REPORT
April 2006
INDEX
| | | | |
| | Pages | |
Financial Statements | | | | |
Condensed Statement of Loss with DCC on an Equity Basis (Preliminary and Unaudited) — Month of April 2006 and Two Months Ended April 30, 2006 | | | 4 | |
Condensed Balance Sheet with DCC on an Equity Basis (Unaudited) — April 30, 2006 | | | 5 | |
Condensed Statement of Cash Flow with DCC on an Equity Basis (Preliminary and Unaudited) — Month of April 2006 | | | 6 | |
| | | | |
Notes to Monthly Operating Report | | | 7 | |
| | | | |
Schedule of Disbursements | | | 13 | |
| | | | |
Schedule of Payroll Taxes — Liability and Deposits | | | 14 | |
| | | | |
Status of Post-petition Taxes | | | 15 | |
Case Number: 06-10354 (BRL) (Jointly Administered )
3
DANA CORPORATION
CONDENSED STATEMENT OF LOSS
WITH DCC ON AN EQUITY BASIS (UNAUDITED)
| | | | | | | | |
| | Month Ended | | | March 3, 2006 to | |
| | April 30, 2006 | | | April 30, 2006 | |
| | (in millions) | |
Net sales | | $ | 693 | | | $ | 1,519 | |
Costs and expenses | | | | | | | | |
Cost of sales | | | 659 | | | | 1,428 | |
Selling, general and administrative expenses | | | 35 | | | | 57 | |
Other income (expense), net | | | 12 | | | | 24 | |
| | | | | | |
Income (loss) from operations | | | 11 | | | | 57 | |
Interest expense (contractual interest of $16 in April and $30 for the two months year-to-date) | | | 7 | | | | 13 | |
Reorganization items | | | 7 | | | | 62 | |
| | | | | | |
Income (loss) before income taxes | | | (3 | ) | | | (18 | ) |
Income tax (expense) benefit | | | (8 | ) | | | (21 | ) |
Minority interest | | | (1 | ) | | | (1 | ) |
Equity in earnings of affiliates | | | (1 | ) | | | (8 | ) |
| | | | | | |
Loss from continuing operations | | | (13 | ) | | | (48 | ) |
Loss from discontinued operations | | | (3 | ) | | | (30 | ) |
| | | | | | |
Net loss | | $ | (16 | ) | | $ | (78 | ) |
| | | | | | |
The accompanying notes are an integral part of the financial statements
Case Number: 06-10354 (BRL) (Jointly Administered)
4
DANA CORPORATION
CONDENSED BALANCE SHEET
WITH DCC ON AN EQUITY BASIS (and UNAUDITED)
| | | | |
| | April 30, 2006 | |
| | (in millions) | |
Assets | | | | |
Current assets | | | | |
Cash and cash equivalents | | $ | 812 | |
Accounts receivable | | | | |
Trade | | | 1,354 | |
Other | | | 341 | |
Inventories | | | 704 | |
Assets of discontinued operations | | | 554 | |
Other current assets | | | 166 | |
| | | |
Total current assets | | | 3,931 | |
Investments and other assets | | | 1,355 | |
Investments in equity affiliates | | | 922 | |
Property, plant and equipment, net | | | 1,674 | |
| | | |
Total assets | | $ | 7,882 | |
| | | |
| | | | |
Liabilities and Shareholders’ Equity | | | | |
Current liabilities | | | | |
Notes payable, including current portion of long-term debt | | $ | 34 | |
Accounts payable | | | 978 | |
Liabilities of discontinued operations | | | 238 | |
Other accrued liabilities | | | 686 | |
| | | |
Total current liabilities | | | 1,936 | |
| | | | |
Liabilities subject to compromise | | | 4,413 | |
| | | | |
Deferred employee benefits and other noncurrent liabilities | | | 232 | |
Long-term debt | | | 15 | |
Debtor-in-possession financing | | | 700 | |
Minority interest in consolidated subsidiaries | | | 87 | |
Shareholders’ equity | | | 499 | |
| | | |
Total liabilities and shareholders’ equity | | $ | 7,882 | |
| | | |
The accompanying notes are an integral part of the financial statements
Case Number: 06-10354 (BRL) (Jointly Administered)
5
DANA CORPORATION
CONDENSED STATEMENT OF CASH FLOW
WITH DCC ON AN EQUITY BASIS (and UNAUDITED)
| | | | |
| | Month Ended | |
| | April 30, 2006 | |
| | (in millions) | |
Operating activities | | | | |
Net income (loss) | | $ | (16 | ) |
Depreciation and amortization | | | 21 | |
Reorganization items | | | 7 | |
Payment of reorganization items | | | | |
Working capital | | | 24 | |
Other | | | (1 | ) |
| | | |
Net cash flows provided by operating activities | | | 35 | |
| | | |
| | | | |
Investing activities | | | | |
Purchases of property, plant and equipment | | | (26 | ) |
Proceeds from sale of other assets | | | 1 | |
Other | | | (18 | ) |
| | | |
Net cash flows used for investing activities | | | (43 | ) |
| | | |
| | | | |
Financing activities | | | | |
Net change in short-term debt | | | 5 | |
Other | | | | |
| | | |
Net cash flows provided by financing activities | | | 5 | |
| | | |
| | | | |
Net increase (decrease) in cash and cash equivalents | | | (3 | ) |
Cash and cash equivalents — beginning of period | | | 815 | |
| | | |
Cash and cash equivalents — end of period | | $ | 812 | |
| | | |
The accompanying notes are an integral part of the financial statements
Case Number: 06-10354 (BRL) (Jointly Administered)
6
DANA CORPORATION, ET AL.
NOTES TO MONTHLY OPERATING REPORT
Note 1. Background and Organization
General
Dana Corporation (Dana) is a leading supplier of axle, driveshaft, frame, sealing and thermal products. Dana designs and manufactures products for every major vehicle producer in the world and is focused on being an essential partner to its automotive, commercial truck and off-highway vehicle customers.
Reorganization Under Chapter 11 of the Bankruptcy Code
On March 3, 2006 (the Filing Date), Dana and forty of its wholly-owned domestic subsidiaries (collectively, the Debtors) filed voluntary petitions for reorganization under Chapter 11 of the United States Bankruptcy Code (the Bankruptcy Code) in the United States Bankruptcy Court for the Southern District of New York (the Bankruptcy Court). These Chapter 11 cases are being jointly administered under Case Number 06-10354 (BRL) and are collectively referred to herein as the “Bankruptcy Cases.” A listing of the Debtors and their respective case numbers is set forth at the beginning of this Monthly Operating Report. The Debtors are managing their business and properties in the ordinary course as debtors in possession subject to the supervision of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court. Neither Dana Credit Corporation (DCC) and its wholly-owned subsidiaries nor any of Dana’s non-U.S. subsidiaries have filed bankruptcy petitions and none of these entities is a Debtor in the Bankruptcy Cases. The Office of the United States Trustee for the Southern District of New York (the U.S. Trustee) has appointed a statutory committee of unsecured creditors in the Bankruptcy Case which, in accordance with the provisions of the Bankruptcy Code, will have the right to be heard on all matters that come before the Bankruptcy Court.
This Monthly Operating Report has been prepared solely for the purpose of complying with the monthly reporting requirements applicable in the Bankruptcy Cases and is in a format acceptable to the U.S. Trustee and to the lenders under the DIP Credit Agreement (discussed below). The financial information contained herein is limited in scope and covers a limited time period. Moreover, such information is preliminary and unaudited, and, as discussed below, is not prepared in accordance with accounting principles generally accepted in the United States (GAAP). Accordingly, this Monthly Operating Report should not be used for investment purposes.
While Dana continues its reorganization under Chapter 11, investments in Dana securities will be highly speculative. Although shares of Dana common stock continue to trade on the Over the Counter Bulletin Board (OTCBB) under the symbol “DCNAQ,” the trading prices of the shares may have little or no relationship to the actual recovery, if any, by the holders under any eventual court-approved reorganization plan. The opportunity for any recovery by holders of Dana common stock under such reorganization plan is uncertain and Dana’s shares may be cancelled without any compensation pursuant to such plan.
Case Number: 06-10354 (BRL) (Jointly Administered )
7
DANA CORPORATION, ET AL.
NOTES TO MONTHLY OPERATING REPORT
Note 2. Basis of Presentation
Financial Information
The preliminary unaudited financial statements and supplemental information contained herein present the condensed financial information of Dana and its debtor and nondebtor subsidiaries, with DCC accounted for on an equity basis. Accordingly intercompany transactions with DCC have not been eliminated in these financial statements and are reflected as intercompany receivables, loans and payables. This presentation of condensed Dana financial statements with DCC on an equity basis, while consistent in format with the financial information required to be provided to the lenders under the DIP Credit Agreement (discussed below) and acceptable to the U.S. Trustee, does not conform to GAAP, which requires that DCC and its subsidiaries be consolidated along with Dana’s other majority-owned subsidiaries.
For consolidated financial statements for Dana prepared in conformity with GAAP and the notes thereto, see the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005 and Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2006, which have been filed with the U.S. Securities and Exchange Commission and are accessible at http//www.dana.com at the Investors link.
The results of operations presented herein include the month of April 2006 and the two months ended April 30, 2006 while the statement of cash flows is for the month of April 2006, onlyThe schedule of “Cash Disbursements by Petitioning Entity” contains further information regarding cash disbursements made by each of the Debtors during the period reported. Disbursements are included only for the post-petition period of April 1, 2006 through and including April 30, 2006.
The financial statements herein with DCC accounted for on an equity basis have been derived from Dana’s internal books and records and do not include all of the adjustments that would typically be made for quarterly financial statements in accordance with GAAP. Furthermore, the monthly information presented herein has not been subjected to the same level of accounting review and testing that Dana applies in the preparation of its quarterly financial information in accordance with GAAP. Accordingly, the financial information herein is subject to change and any such change could be material. Moreover, while the financial information furnished in this Monthly Operating Report includes normal recurring adjustments, it does not include all of the adjustments that would typically be made for quarterly GAAP reporting. In addition, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. The results of operations contained herein are not necessarily indicative of results which may be expected for any other period or the full year and may not reflect Dana’s consolidated results of operations, financial position and cash flows in the future.
Case Number: 06-10354 (BRL) (Jointly Administered)
8
DANA CORPORATION, ET AL.
NOTES TO MONTHLY OPERATING REPORT
Accounting Requirements
American Institute of Certified Public Accountants Statement of Position 90-7, “Financial Reporting by Entities in Reorganization under the Bankruptcy Code” (SOP 90-7), which is applicable to companies operating under Chapter 11, generally does not change the manner in which financial statements are prepared. However, SOP 90-7 does require that the financial statements for periods subsequent to the filing of the Chapter 11 petition distinguish transactions and events that are directly associated with the reorganization from the ongoing operations of the business. The condensed financial statements contained herein have been prepared in accordance with the guidance in SOP 90-7.
Taxes
Income taxes are accounted for in accordance with SFAS No. 109, “Accounting for Income Taxes.” Current and deferred income tax assets and liabilities are recognized based on events which have occurred and are measured by the enacted tax laws. Based on Dana’s recent history of losses in the U.S. and near-term prospects for continued losses, Dana established a 100% valuation allowance against its U.S. deferred tax assets during the third quarter of 2005. Deferred tax assets resulting from subsequent U.S. losses have been offset by increases in the valuation allowances, effectively eliminating the benefit of those losses.
The Debtors have received Bankruptcy Court approval, to pay pre-petition sales, use, and certain other taxes in the ordinary course of their businesses. The Debtors believe that they have paid all pre-petition and post-petition taxes when due from and after the Filing Date. See the accompanying schedules of “Payroll Taxes Paid“ and “Post-petition Sales, Use and Property Taxes” for information regarding taxes paid. The Debtors believe that all tax returns are being prepared and filed as due, or extended as necessary, and that they are paying all post-petition taxes as they become due or obtaining extensions for the payment thereof.
Contractual Interest Expense
This represents amounts due under the contractual terms of outstanding debt for the period March 3 through April 30, 2006, including debt subject to compromise for which interest expense of $17 ($9 for the month of April, only) is not recognized in the income statement in accordance with SOP 90-7.
Note 3. Debtor-in-Possession Financing (DIP Financing)
DIP Credit Agreement
Dana, as borrower, and the other Debtors, as guarantors, are parties to a Senior Secured Superpriority Debtor-in-Possession Credit Agreement (the DIP Credit Agreement) with Citicorp North America, Inc., Bank of America, N.A. and JPMorgan Chase Bank, N.A. as agents. The DIP Credit Agreement, as amended, was approved by the Bankruptcy Court in March 2006. Dana can borrow up to $750 under the revolving credit facility of the DIP Credit Agreement (of which $400 is available for the issuance of letters of credit) and $700 under the term loan facility, for an aggregate amount of up to $1,450.
Case Number: 06-10354 (BRL) (Jointly Administered)
9
DANA CORPORATION, ET AL.
NOTES TO MONTHLY OPERATING REPORT
All of the loans and other obligations under the DIP Credit Agreement will be due and payable on the earlier of 24 months after the effective date of the DIP Credit Agreement or the consummation of a plan of reorganization for the Debtors under the Bankruptcy Code.
As of April 30, 2006, Dana had borrowed $700 under the DIP Credit Agreement and used the proceeds (i) to pay off debt obligations outstanding under Dana’s pre-petition five-year bank facility (which had provided Dana with $400 in borrowing capacity) and its pre-petition accounts receivable securitization program (which had provided Dana with up to $275 borrowing capacity to meet periodic demand for short-term financing) and certain other pre-petition obligations, (ii) to pay certain other pre-petition obligations pursuant to authority granted by the Bankruptcy Court, and (iii) to provide for working capital and general corporate expenses.
Interest under the DIP Credit Agreement will accrue, at Dana’s option, either at the London interbank offered rate (LIBOR) plus a per annum margin of 2.25% for both the term loan facility and the revolving credit facility or the prime rate plus a per annum margin of 1.25% for both facilities. Dana will pay a fee for issued and un-drawn letters of credit in an amount per annum equal to the LIBOR margin applicable to the revolving credit facility and a per annum fronting fee of 25 basis points. Dana will also pay a commitment fee of 0.375% per annum for unused committed amounts under the revolving credit facility. The DIP Credit Agreement is guaranteed by substantially all of Dana’s domestic subsidiaries, excluding DCC. As collateral, Dana and each of its guarantor subsidiaries has granted a security interest in and lien on effectively all of its assets, including a pledge of 66% of the equity interests of each material foreign subsidiary owned directly or indirectly by Dana and each guarantor subsidiary.
Note 4. Reorganization Items
SOP 90-7 requires that reorganization items such as professional fees directly related to the process of reorganizing under Chapter 11, and provisions and adjustments to reflect the carrying value of certain pre-petition liabilities at their estimated allowable claim amounts should be reported separately. The Debtors’ reorganization items for the month of April 2006 consisted primarily of professional fees. Pursuant to orders of the Bankruptcy Court, professionals retained by the Debtors, the creditors’ committee and any other official statutory committees that may be appointed in the Bankruptcy Cases are entitled to receive payment for their fees and expenses on a monthly basis, subject to compliance with certain procedures established by orders of the Bankruptcy Court.
Case Number: 06-10354 (BRL) (Jointly Administered)
10
DANA CORPORATION, ET AL.
NOTES TO MONTHLY OPERATING REPORT
In some cases, the professionals retained by the Debtors in the Bankruptcy Cases are also providing services to the Debtors’ nondebtor subsidiaries and will be paid for such services by the nondebtor subsidiaries. With respect to the Debtors’ foreign nondebtor affiliates, it is anticipated that payments for services to these entities in U.S. dollars will be made in the first instance by the Debtors and reimbursed by the foreign nondebtor subsidiaries through the ordinary course netting process established under the Debtors’ consolidated cash management system. In addition, under the terms of the DIP Credit Agreement, the Debtors are obligated to reimburse the lenders thereunder for the fees and expenses of their professionals.
The Debtors are making and will continue to make the required payments to such professionals, as described above, and believe they are current with regard to such payments.
Note 5. Liabilities Subject to Compromise
As a result of the Chapter 11 filings, the payment of Debtors’ pre-petition indebtedness is subject to compromise (STC) or other treatment under a plan of reorganization. The Debtors have obtained orders from the Bankruptcy Court designed to minimize disruptions of their business operations and to facilitate their reorganization. Such orders authorize the Debtors to pay or otherwise honor certain of their pre-petition obligations, subject to certain restrictions, including employee wages, salaries, certain benefits and other employee obligations; pre-petition claims of foreign vendors and certain suppliers that are critical to the Debtors’ continued operation; and certain customer programs and warranty claims. During the period reported herein, the Debtors paid certain of such pre-petition obligations. The STC amount at April 30, 2006 of $4,413 includes intercompany balances with DCC (comprised primarily of a $288 note payable to DCC), which is not eliminated under this basis of presentation, whereas amounts payable to other non-debtor subsidiaries are eliminated through the consolidation process. Under the Bankruptcy Code, the Debtors have the right to assume or reject executory contracts and unexpired leases, subject to Bankruptcy Court approval and certain other conditions and limitations. In this context, “assuming” an executory contract or unexpired lease generally means that the Debtor will agree to perform its obligations and cure certain existing defaults under the contract or lease and “rejecting” means that the Debtor will be relieved of its obligations to perform further under the contract or lease, which will give rise to an unsecured, pre-petition claim for damages for the breach thereof that will be classified as subject to compromise. In March 2006, the Bankruptcy Court authorized the Debtors to reject certain unexpired leases and subleases.
Pursuant to the Bankruptcy Code, schedules will be filed by each of the Debtors setting forth their assets and liabilities as of the Filing Date. Differences between the amounts recorded by the Debtors and the claims filed by their creditors will be investigated and resolved as part of the proceedings in the Bankruptcy Cases. The schedules have not yet been filed and no bar date has been established for the filing of proofs of claim against the Debtors. Accordingly, the ultimate number and allowed amount of such claims cannot be presently determined.
Case Number: 06-10354 (BRL) (Jointly Administered)
11
DANA CORPORATION, ET AL.
NOTES TO MONTHLY OPERATING REPORT
SOP 90-7 requires that pre-petition liabilities subject to compromise be reported at the amounts expected to be allowed, even if they may be settled for lesser amounts. The amounts currently classified as liabilities subject to compromise represent Dana’s estimate of known or potential pre-petition claims to be addressed in connection with the Bankruptcy Cases. Such claims remain subject to future adjustments resulting from, among other things, negotiations with creditors, rejection of executory contracts and unexpired leases and orders of the Bankruptcy Court. The terms under which any allowed claims will be satisfied will be established at a later date in the Bankruptcy Cases.
Note 6. Post-petition Accounts Payable
The Debtors believe that all undisputed post-petition accounts payable have been and are being paid under agreed payment terms. Furthermore, the Debtors intend to continue paying all undisputed post-petition obligations as they become due. See the accompanying “Cash Disbursements by Petitioning Entity” for post-petition disbursements in April 2006.
Case Number: 06-10354 (BRL) (Jointly Administered)
12
| | |
In re Dana Corporation, et al. | | |
Case No. 06-10354 (BRL) (Jointly Administered) | | |
Reporting Period: April 1, 2006 — April 30, 2006 | | (in Thousands) |
Cash Disbursements by Petitioning Entity | | |
| | | | | | | | |
| | | | | | April, 2006 | |
Petitioning Entities: | | Case Number: | | | Disbursements | |
Dana Corporation | | | 06-10354 | | | $ | 412,494 | |
Dakota New York Corp | | | 06-10351 | | | | — | |
Brake Systems, Inc. | | | 06-10355 | | | | — | |
BWDAC, Inc. | | | 06-10357 | | | | — | |
Coupled Products, Inc. | | | 06-10359 | | | | — | |
Dana Atlantic, LLC | | | 06-10360 | | | | 397 | |
Dana Automotive Aftermarket, Inc. | | | 06-10362 | | | | — | |
Dana Brazil Holdings I, LLC | | | 06-10363 | | | | — | |
Dana Brazil Holdings, LLC | | | 06-10364 | | | | — | |
Dana Information Technology, LLC | | | 06-10365 | | | | — | |
Dana International Finance, Inc. | | | 06-10366 | | | | — | |
Dana International Holdings, Inc. | | | 06-10367 | | | | — | |
Dana Risk Management Services, Inc. | | | 06-10368 | | | | 4 | |
Dana Technology, Inc. | | | 06-10369 | | | | — | |
Dana World Trade Corporation | | | 06-10370 | | | | — | |
Dandorr L.L.C. | | | 06-10371 | | | | — | |
Dorr Leasing Corporation | | | 06-10372 | | | | — | |
DTF Trucking, Inc. | | | 06-10373 | | | | — | |
Echlin-Ponce, Inc. | | | 06-10374 | | | | — | |
EFMG, LLC | | | 06-10375 | | | | — | |
EPE, Inc. | | | 06-10376 | | | | — | |
ERS, LLC | | | 06-10377 | | | | — | |
Flight Operations, Inc. | | | 06-10378 | | | | — | |
Friction, Inc. | | | 06-10379 | | | | — | |
Friction Materials, Inc. | | | 06-10380 | | | | — | |
Glacier Vandervell, Inc. | | | 06-10381 | | | | 429 | |
Hose & Tubing Products, Inc. | | | 06-10382 | | | | — | |
Lipe Corporation | | | 06-10383 | | | | — | |
Long Automotive, LLC | | | 06-10384 | | | | — | |
Long Cooling, LLC | | | 06-10385 | | | | — | |
Long USA, LLC | | | 06-10386 | | | | — | |
Midland Brake, Inc. | | | 06-10387 | | | | — | |
Prattville Mfg, Inc. | | | 06-10388 | | | | — | |
Reinz Wisconsin Gasket, LLC | | | 06-10390 | | | | — | |
Spicer Heavy Axle & Brake, Inc. | | | 06-10391 | | | | — | |
Spicer Heavy Axle Holdings, Inc. | | | 06-10392 | | | | — | |
Spicer Outdoor Power Equipment Components | | | 06-10393 | | | | — | |
Torque-Traction Integration Techonologies, LLC | | | 06-10394 | | | | 2 | |
Torque-Traction Manufacturing Techonologies, LLC | | | 06-10395 | | | | 585 | |
Torque-Traction Technologies, LLC | | | 06-10396 | | | | — | |
United Brake Systems, Inc. | | | 06-10397 | | | | — | |
| | | | | | | |
Total Cash Disbursements | | | | | | $ | 413,911 | (a) |
| | |
(a) | | Total disbursements may include certain payments made by the Debtors on behalf of Dana's non-debtor subsidiaries pursuant to their cash management order. Excluding such disbursements, the Debtors’ disbursements are well in excess of $300 million. Disbursements reported represent actual cash disbursed during the period. |
13
In re Dana Corporation, et al.
Case No. 06-10354 (BRL) (Jointly Administered)
Reporting Period: April 1, 2006 — April 30, 2006
Schedule of Payroll Taxes Paid
(in thousands)
| | | | | | | | | | | | | | | | |
FEDERAL | | TOTALS |
| | Liabilities Incurred or Withheld | | | | |
FIT | | FICA-ER | | FICA-EE | | FUTA | | | | |
$7,971 | | | $4,938 | | | | $4,937 | | | | | | | | $17,846 | |
|
FEDERAL | | | | |
| | Deposits | | Paid | | | | | |
FIT | | FICA-ER | | FICA-EE | | FUTA | | | | |
(7,971) | | | (4,938 | ) | | | (4,937 | ) | | | | | | | (17,846 | ) |
|
STATE | | TOTALS |
| Liabilities Incurred or Withheld | | | | |
SIT | | SUI-ER | | SUI-EE | | SDI-EE | | | | |
2,324 | | | - | | | | - | | | | - | | | | 2,324 | |
|
STATE | | | | |
Deposits Paid | | | | |
SIT | | SUI-ER | | SUI-EE | | SDI-EE | | | | |
(2,251) | | | | | | | | | | | | | | | (2,251 | ) |
|
LOCAL | | TOTALS |
Liabilities Incurred or Withheld | | | | |
CIT | | | | | | | | | | | | | | | | |
463 | | | | | | | | | | | | | | | 463 | |
|
LOCAL | | | | |
Deposits Paid | | | | |
CIT | | | | | | | | | | | | | | | | |
(263) | | | | | | | | | | | | | | | (263 | ) |
14
| | |
In re Dana Corporation, et al. | | |
Case No. 06-10354 (BRL) (Jointly Administered) | | |
Reporting Period: April 1, 2006 — April 30, 2006 | | |
Postpetition Sales, Use and Property Taxes Paid | | (in thousands) |
| | | | | | | | |
Tax Authority | | State | | Type of Tax | | Taxes Paid | |
Arkansas Secretary of State | | AR | | Annual Report | | | 1 | |
Arkansas Secretary of State | | AR | | Sales/use | | | 38 | |
Bartholomew County | | IN | | Personal Property | | | — | |
Boone County | | KY | | Franchise | | | — | |
Borough of Pottstown | | PA | | Property | | | 2 | |
California Franchise Tax Board | | CA | | Franchise | | | 14 | |
Christian County | | KY | | Personal Property | | | — | |
City of Stockton | | CA | | Business License | | | 11 | |
Florida Department of Revenue | | FL | | Sales/use | | | 12 | |
Hendricks County Treasurer | | IN | | Property | | | 58 | |
Illiniois Dept. of Revenue | | IL | | Sales/use | | | 1 | |
Indiana Dept of Revenue | | IN | | Sales/use | | | 18 | |
Iowa Dept of Revenue | | IA | | Sales/use | | | 8 | |
Kansas Dept of Revenue | | KS | | Motor Carrier | | | — | |
Kansas Franchise Tax | | KS | | Franchise | | | — | |
Kansas Secretary of State | | KS | | Annual Report | | | — | |
Kentucky Dept of Revenue | | KY | | Sales/use | | | 133 | |
King County Treasury | | WA | | Property | | | 4 | |
Michigan Dept of Treasury | | MI | | Sales/use | | | 65 | |
Michigan Dept of Treasury | | Mi | | Single Business | | | 40 | |
Missouri Dept of Revenue | | MO | | Sales/use | | | 17 | |
Missouri Secretary of State | | MO | | Annual Report | | | — | |
Ohio State Treasurer | | OH | | Sales/use | | | 88 | |
PA Dept of Revenue | | PA | | Sales/use | | | 1 | |
Pottstown Tax Collection | | PA | | Property | | | 22 | |
SC Department of Revenue | | SC | | Sales/Use | | | 1 | |
State of New Jersey | | NJ | | Franchise | | | 1 | |
Tennessee Secretary of State | | TN | | Sales/use | | | 8 | |
Town of Collierville | | TN | | Business Licence | | | — | |
Wa State Dept of Revenue | | WA | | Business & Occupation | | | 7 | |
Whitley County Treasurer | | IN | | Property | | | 10 | |
Wisconsin Dept of Revenue | | WI | | Sales/use | | | — | |
| | | | | | | |
TOTAL | | | | | | | 560 | |
| | | | | | | |
The Debtors believe that a portion of these disbursements included payments for unpaid taxes incurred for prepetition periods which the Debtors have the authority to pay under their first day orders
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