Tenneco begins tender offer, solicits consents for 8 1/8% senior notes

By Marisa Wong

Madison, Wis., March 8 - Tenneco Inc. announced a cash tender offer for any and all of its $250 million of outstanding 8 1/8% senior notes due 2015 and a solicitation of consents to certain proposed amendments to the indenture governing the notes.

The proposed amendments would eliminate substantially all restrictive covenants and certain event of default provisions and reduce the minimum notice period to call the notes from 30 days to five days.

The tender offer is scheduled to expire at 8 a.m. ET on April 5.

Holders who tender their notes and deliver their consents before 5 p.m. ET on March 21, the consent expiration, will be eligible to receive $1,044.38, which includes a $30.00 consent payment, for each $1,000 principal amount of notes tendered.

Holders who tender their notes after the consent expiration but before the expiration of the tender offer will be eligible to receive $1,014.38 for each $1,000 of notes, the total consideration less the $30.00 consent payment.

Tenneco will also pay accrued interest up to but excluding the applicable payment date. Holders who tender their notes before the consent expiration will be paid on the initial payment date, which is expected to be March 22. The final payment date is expected to be April 5.

Holders may not tender their notes without delivering consents or deliver consents without tendering their notes.

Tendered notes may be withdrawn and consents may be revoked before the consent expiration but not after.

The tender offer is subject to the satisfaction of certain conditions, including receipt of consents from holders of a majority in principal amount of the outstanding notes and execution of a supplemental indenture effecting the proposed amendments, a financing condition and certain other customary conditions.

The company intends to fund the tender offer with proceeds of one or more debt financing transactions and potentially with loans under a new $700 million revolving credit facility and a new $250 million term loan A facility.

Bank of America Merrill Lynch (888 292-0070 or 980 387-3907) is the dealer manager and solicitation agent. Global Bondholder Services Corp. (866 873-7700 or 212 430-3774) is the depositary and information agent.

Based in Lake Forest, Ill., Tenneco manufactures and markets emission control and ride control products and systems for the automotive and commercial vehicle original equipment markets and the aftermarket.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.