Allison Transmission Holdings is set to boost its global reach having entered into a definitive agreement to acquire the Off-Highway business of Dana Incorporated for approximately $2.7 billion (USD).
The acquisition was approved by both companies’ Boards of Directors, and it is expected to close late in the fourth quarter of 2025, pending customary regulatory approvals.
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In a media release from Indianapolis on June 11, 2025, Allison Transmission Chair and CEO David Graziosi said the deal would be a big win for his company’s customers.
“This acquisition marks a transformative milestone in our commitment to empowering our current and future customers with propulsion and drivetrain solutions that Improve the Way the World Works,” Graziosi said.
“We look forward to harnessing this momentum to increase value for all of our stakeholders worldwide.”
Dana’s Off-Highway business operates in over 25 countries and serves a global customer base supported by approximately 11,000 employees.
It provides solutions for a wide range of applications in construction, forestry, agriculture, specialty, aftermarket, industrial and mining segments, and is recognized for its industry-leading powertrain technologies, encompassing axles, propulsion solutions and drivetrain components.
Additionally, it specialises in hybrid and electric drive systems tailored to customer needs and has a global network of manufacturing facilities and technical centres.
“Dana’s off-highway business has long been committed to delivering innovative solutions for off-highway applications, and we are confident that under Allison’s ownership, the team will be well-positioned to continue that legacy,” Dana Chair and CEO R. Bruce McDonald said.
“This agreement represents a strategic opportunity to ensure the ongoing success of the business, while allowing Dana to focus on our core priorities. We look forward to seeing the off-highway business thrive under Allison’s leadership.”
The media statement states that: “The combined company will utilise its expanded global presence and technical expertise to realise new growth opportunities and develop differentiated solutions that meet customers’ evolving wants and needs. Allison will deploy a transition and integration process across the business that continues to support customers, employees, suppliers and partners”.
Allison intends to finance the transaction using a combination of cash on the company’s balance sheet and debt.
In its statement announcing the agreement, released in Maumee, Ohio on June 11, 2025, Dana Incorporated’s CEO said the deal would see strong capital return to its shareholders.
“This transaction is a critical step in our transformation, meaningfully strengthening our balance sheet, reducing complexity in our business, and allowing us to return significant capital to our shareholders,” McDonald said.
“Combined with our ongoing $300 million cost-savings initiatives, this transaction enables a focused path to grow and innovate, invest in our business, and continue to improve our cost structure.”
Following the successful close of the transaction, Dana expects to generate $2.4 billion of net cash proceeds after tax, other transaction expenses, and assumed liabilities. Dana plans to repay approximately $2 billion of debt to achieve target net leverage of approximately 1x over the business cycle.
Additionally, the Dana board of directors has authorised a $1 billion capital return program through 2027 with $550 million of capital return to shareholders at or before closing of the transaction.
Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC are serving as Dana’s financial advisors. Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as Dana’s legal counsel. Ernst and Young LLP is serving as transaction advisor.
