Tenneco Inc. (NYSE: TEN) announced today that it has commenced a cash tender offer for any and all of its outstanding $500 million 6 7/8% Senior Notes due 2020. The tender offer is being made on the terms and subject to the conditions set forth in the offer to purchase dated June 6, 2016 and the related letter of transmittal.
The tender offer will expire at 5:00 p.m., New York City time, on June 10, 2016, unless extended or earlier terminated as described in the offer to purchase (such time and date, as they may be extended, the “Expiration Time”). Holders of notes who validly tender (and do not validly withdraw) their notes prior to the Expiration Time, or who deliver to the depositary and information agent a properly completed and duly executed notice of guaranteed delivery in accordance with the instructions described in the offer to purchase, will be eligible to receive in cash $1,038.10 for each $1,000 principal amount of notes that are accepted by Tenneco for purchase in the tender offer, plus accrued and unpaid interest to, but not including, the settlement date, which is expected to be June 13, 2016.
Certain information regarding the notes and the terms of the tender offer is summarized in the table below.
| Purchase Price per $1,000 | ||||||||||||
| Title of Security | CUSIP Number/ISIN | Outstanding Principal Amount | Principal Amount | |||||||||
|
6 7/8% Senior Notes |
880349AQ8/US | $500,000,000 | $1,038.10 | |||||||||
|
due 2020 |
880349AQ88 | |||||||||||
Tendered notes may be withdrawn at any time at or prior to the Expiration Time. Tenneco reserves the right to terminate, withdraw or amend the tender offer at any time, subject to applicable law.
The tender offer is subject to the satisfaction or waiver of certain conditions, including receipt by the Company of proceeds from a proposed debt financing on terms reasonably satisfactory to the Company that generates net proceeds in an amount that, supplemented, if necessary, with cash on hand and available liquidity, is sufficient to effect the repurchase of the notes validly tendered and accepted for purchase pursuant to the tender offer. If any notes remain outstanding after the consummation of the tender offer, the Company expects (but is not obligated) to redeem such notes in accordance with the terms and conditions set forth in the related indenture.
Tenneco has engaged BofA Merrill Lynch to act as dealer manager in connection with the tender offer, and has appointed Global Bondholder Services Corporation (“GBS”) to serve as the depositary and information agent for the tender offer.
For additional information regarding the terms of the tender offer, please contact BofA Merrill Lynch at (888) 292-0070 (toll-free) or (980) 388-3646 (collect). Questions regarding the tender offer should be directed to GBS at (212) 430-3774 (banks and brokers) or (866) 470-4500 (all others).
The complete terms and conditions of the tender offer are described in the offer to purchase and the related letter of transmittal and notice of guaranteed delivery. These documents are available at http://www.gbsc-usa.com/Tenneco/ and may also be obtained by contacting GBS by telephone.
