Tenneco Announces Intention to Offer Senior Secured Notes

Rhea-AI Summary

Tenneco Inc. (NYSE: TEN) announced its intention to offer $500 million of Senior Secured Notes due 2029, subject to market conditions. The Notes will be guaranteed by Tenneco's subsidiaries and secured by first priority security interests in substantially all assets of Tenneco and its subsidiary guarantors. The net proceeds will be used to redeem outstanding 4.875% Senior Secured Notes due 2022. The offering is targeted towards qualified institutional buyers and non-U.S. persons outside the United States.

Positive

• Offering $500 million of Senior Secured Notes due 2029 may enhance capital structure.
• Proceeds from the offering aimed at redeeming higher-interest 2022 Notes, potentially reducing interest expenses.

Negative

• Dependence on favorable market conditions for the successful completion of the Offering.
• Potential risks associated with the redemption of existing debt affecting liquidity.

LAKE FOREST, Ill., Nov. 12, 2020 /PRNewswire/ -- Tenneco Inc. (NYSE: TEN) ("Tenneco") today announced that it intends, subject to market and other customary conditions, to offer (the "Offering") $500 million aggregate principal amount of Senior Secured Notes due 2029 (the "Notes"). 

The Notes will be guaranteed by each of Tenneco's subsidiaries that guarantees its credit facility and outstanding notes.  The Notes and the subsidiary guarantees will be secured by first priority security interests in substantially all of Tenneco's and the subsidiary guarantors' assets, subject to certain excluded assets, exceptions and permitted liens, which security interests will rank equally with the security interests securing its credit facility and outstanding secured notes.

Tenneco intends to use the net proceeds of the Offering to redeem all of its outstanding 4.875% Senior Secured Notes due 2022 (the "2022 Notes"), including the payment of premiums, accrued and unpaid interest and expenses related to such redemption. This press release shall not constitute a notice of redemption of the 2022 Notes.

The Notes and the related guarantees have not been and will not be registered under the Securities Act of 1933, as amended (the "Securities Act") or any state securities laws, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from such registration requirements. Accordingly, the Notes and the related guarantees will be offered and sold only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act and to non-U.S. persons in offshore transactions outside the United States in accordance with Regulation S under the Securities Act.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the Notes in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Tenneco
Tenneco is one of the world's leading designers, manufacturers and marketers of automotive products for original equipment and aftermarket customers, with 2019 revenues of $17.5 billion and approximately 78,000 team members working at more than 300 sites worldwide.  Through our four business groups, Motorparts, Ride Performance, Clean Air and Powertrain, Tenneco is driving advancements in global mobility by delivering technology solutions for diversified global markets, including light vehicle, commercial truck, off-highway, industrial, motorsport and the aftermarket. Visit www.tenneco.com to learn more.

Cautionary Note Regarding Forward-Looking Statements
The disclosures herein concerning the proposed Offering and the use of net proceeds of the Offering are statements that are "forward looking" within the meaning of federal securities law. Tenneco's ability to complete the Offering will depend on prevailing market conditions and other factors. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements.

Investor inquiries
Linae Golla
847 482-5162
lgolla@tenneco.com

Rich Kwas
248-849-1340
rich.kwas@tenneco.com

Media inquiries
Bill Dawson
847 482-5807
bdawson@tenneco.com

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SOURCE Tenneco Inc.

FAQ

What is the amount of the Senior Secured Notes Tenneco plans to offer?

Tenneco plans to offer $500 million of Senior Secured Notes due 2029.

What will Tenneco use the proceeds from the Senior Secured Notes for?

The proceeds will be used to redeem all outstanding 4.875% Senior Secured Notes due 2022.

Who will guarantee the Senior Secured Notes?

The Notes will be guaranteed by Tenneco's subsidiaries that guarantee its credit facility and outstanding notes.

When are the Senior Secured Notes due?

The Senior Secured Notes are due in 2029.

What are the risks associated with Tenneco's offering of Senior Secured Notes?

The offering's success depends on prevailing market conditions, which may pose risks to completion.