This Current Report on Form 8-Kcontains "forward-looking statements," within the meaning of Section 27A of the Securities Act, Section 21E of the Exchange Act and the Private Securities Litigation Reform Act of 1995.
Except as required by applicable law, Tenneco undertakes no obligation to update any forward-looking statement, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise. Browse an unrivalled portfolio of real-time and historical market data and insights from worldwide sources and experts. Pegasus Merger Co. For Tenneco investors:Linae Golla847-482-5162[emailprotected], For Tenneco media:Bill Dawson847-482-5807[emailprotected], For Apollo investors:Noah GunnGlobal Head of Investor RelationsApollo Global Management, Inc.(212) 822-0540[emailprotected], For Apollo media:Joanna RoseGlobal Head of Corporate CommunicationsApollo Global Management, Inc.(212) 822 0491[emailprotected], Japan's crackdown on truck driver overtime raises fears of economic breakdown, RPT-FOCUS-Toyota looks to overhaul EV strategy as new CEO takes charge, UPDATE 1-United will cut some New York-area, D.C. flights after US waiver, Southwest Airlines CEO receives higher bonus despite holiday meltdown, US Equity Futures Little Changed Before Jobs Data: Markets Wrap. Apollo is a global private equity firm while Tenneco is a leader in design and manufacturing of original and aftermarket engine, suspension, air, and powertrain components.
Tenneco Inc. agreed to be acquired by Apollo Global Management for $20/sh in cash. BofA Securities, Inc. and Citigroup Global Markets Inc. are acting as Dealer Managers for the Tender Offer and the Consent Solicitation.
Screen for heightened risk individual and entities globally to help uncover hidden risks in business relationships and human networks. As of June 30, 2022, Apollo had approximately $515 billion of assets under management. To learn more, please visit www.apollo.com. It is anticipated that all of these lawsuits will be settled out of court and that the concession derived from settlement negotiations will not derail this merger's completion. Nevertheless, until the facilities and loans are finalized and all the necessary approvals are obtained (or waived in respect to Ukraine and Russia), uncertainty will remain regarding this merger. articles a month for anyone to read, even non-subscribers! Banks Delay $5.4 Billion Buyout Financing to Apollo ($APO) for Tenneco ($TEN) - Bloomberg Markets Banks Delay $5.4 Billion Buyout Financing to Apollo for One risk to the deal is rising interest rates. Accordingly, the applicable conditions to the completion of the Merger in Japan and the European Union set forth in the Merger Agreement have been satisfied. otherwise and whether or not the Merger is consummated. Apollo and its private equity affiliates will pay $20 a share, almost twice Tennecos Feb. 22 closing price, the companies said in a statement Wednesday. Secure and increase the performance of your investments with our team of experts at your side. For investor inquiries regarding Apollo, please contact: Noah GunnGlobal Head of Investor RelationsApollo Global Management, Inc.(212) 822-0540[emailprotected], Joanna RoseGlobal Head of Corporate CommunicationsApollo Global Management, Inc.(212) 822-0491[emailprotected]. There are no apparent competitive concerns with this merger. A club of banks led by Citigroup Inc. and Bank of America Corp. has postponed the $5.4 billion buyout financing that was meant to launch this month to help fund Apollo Global Management Inc.s acquisition of Tenneco Inc. SKOKIE, Ill. and NEW YORK, Nov. 17, 2022 (GLOBE NEWSWIRE) -- Tenneco and Apollo (NYSE: APO) today announced that funds managed by Apollo from 8 AM - 9 PM ET. Additionally, Apollo is getting Tenneco at a very attractive EV/EBITDA multiple, so it's unlikely they will baulk at the transaction. Most are antitrust-related but two focus on foreign investment. paul ellis/Agence France-Presse/Getty Images. According to the proxy, on average acquirers paid ~7.3x EV/LTM EBITDA for similar target companies to Tenneco in the past.
Attorney advertising. If you own shares of Tenneco and are concerned about the proposed merger, or you are interested in learning more about the investigation or your legal rights and remedies, please contact Melissa Fortunato or Alexandra Raymond by email atmergers@bespc.comor telephone at (646) 860-9157, or byfilling out this contact form. The completion of the Merger and settlement for Notes tendered and not withdrawn is currently expected to occur in the second half of 2022. :Bragar Eagel & Squire, P.C. Consummation of the Tender Offer and payment for the Notes validly tendered pursuant to the Tender Offer are subject to the satisfaction of certain conditions, including, but not limited to, the consummation of the Merger and a financing condition. As of September 30, 2022, Apollo had approximately $523 billion of assets under management. There is no cost or obligation to you. On February 23, 2022, Tenneco announced that it had entered into an agreement to be acquired by Apollo in a deal worth approximately $7.1 billion. Prior results do not guarantee similar outcomes. Apollo Global Management, Inc.
In light of the announced transaction with Apollo, Tenneco has cancelled the earnings conference call previously scheduled for February 24. These statements are based on the Company's current expectations, estimates and assumptions and are subject to many risks, uncertainties and unknown future events that could cause actual results to differ materially. The table below sets forth the consideration payable in connection with the Tender Offer: For each $1,000 principal amount of Notes, excluding accrued but unpaid interest, which interest will be paid in addition to the Tender Consideration or Total Consideration, as applicable. Reelection of Directors, Ratification of Auditors also Approved at 2022 Annual Shareholder Meeting. I have no business relationship with any company whose stock is mentioned in this article. For more information about the firm, please visit www.bespc.com. Home > Uncategorized > tenneco apollo merger.
Russia contributed $100 million to the $15.4 billion annual revenue the company posted in 2020, and Tenneco does not own hard assets in Ukraine, according to a source familiar with the matter. The transaction is still awaiting the blessing from China, Japan, Mexico, the European Union, Ukraine, and Russia. SKOKIE, Ill. and NEW YORK, Nov. 17, 2022 (GLOBE NEWSWIRE) -- Tenneco and Apollo (NYSE: APO) today announced that funds managed by Apollo affiliates (the Apollo Funds) have completed the previously announced acquisition of Tenneco, a leading designer, manufacturer and marketer of automotive products for OEM and aftermarket customers. Tenneco ( TEN) said it struck a deal to be acquired by funds managed by affiliates of Apollo Management (NYSE: APO) for $20.00 per share. Merger Updates The EC remedy deadline for Activision/Microsoft falls on Friday, October 28. Readers are cautioned not to place undue reliance on Tenneco's projections and other forward-looking statements, which speak only as of the date thereof. Post author: Post published: April 6, 2023; Post category: February 23, 2022 - 7:00 am. is a nationally recognized law firm with offices in New York, California, and South Carolina. -, Tenneco Announces to Supply Intelligent Suspension, Anti-Vibration Performance Materials Solutions for Rivian R1T and R1S Electric Vehicles, Banks fund Tenneco buyout after failed sale attempt, Apollo Funds Closes Acquisition of Tenneco. Therefore, the impact on the competitive environment will be negligible. Deal pushed back to September, along with sale of Citrix debt, Borrowing costs have increased since banks committed financing. On its face, Apollo got a good deal. At this point, the interest rate Apollo will obtain to refinance the debt remains uncertain; and it could end up outside the rate Apollo modeled for when deciding to enter the transaction.
Right now, the brunt of recessionary pressure is only affecting asset prices; but if the Federal Reserve stays on its current path, sooner or later, recession is going to spill over into the broader economy. Google and Amazon Struggle to Lay Off Workers in Europe, Toronto-Dominion Becomes Biggest Bank Short With $3.7 Billion on the Line, Nassim Taleb On What Bitcoiners, Anti-Vaxxers, VCs and Deadlifters Are Getting Wrong, Traders on Guard Hoping for Just Right Jobs Data: Markets Wrap, Apples Complex, Secretive Gamble to Move Beyond China. I look forward to leading the talented team at Tenneco and serving our customers and partners around the world.. In our asset management business, we seek to provide our clients excess return at every point along the risk-reward spectrum from investment grade to private equity with a focus on three investing strategies: yield, hybrid, and equity. The parties have already set a date for the shareholder vote to approve the merger, submitted all regulatory filings and notifications to relevant authorities, and received debt and equity commitments in order to finance the transaction.
Tenneco shares hovered around $19.23 on Monday, very close to the $20 per share deal price.
Please. Such statements only reflect Merger Subs best assessment at this time and are indicated by words or phrases such as plans, intends, will or similar words or phrases. As of September 30, 2022, Apollo had approximately $523 billion of assets under management. Additionally, Apollo is getting Tenneco at a very attractive multiple, so it's unlikely they will baulk at the transaction. As previously announced, on February 22, 2022, Tenneco Inc., a Delaware corporation ("Tenneco" or the "Company"), entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among Tenneco, Pegasus Holdings III, LLC, a Delaware limited liability company ("Parent"), and Pegasus Merger Co., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub"), pursuant to which among other things, and subject to the terms and conditions set forth therein, Merger Sub will be merged with and into Tenneco, with Tenneco surviving as a wholly owned subsidiary of Parent (the "Merger"). The merger is currently faced with eight federal and one state lawsuits seeking to enjoin the merger until certain disclosures are made regarding the merging parties' proxy statement. And certainly, in its discussions with lenders, Apollo received a verbal, although not guaranteed, range at which the loan will be priced, giving them foresight into whether to execute the merger agreement. Actual results and outcomes may differ materially from what is contained in such forward-looking statements as a result of various factors, including, without limitation: (1) the inability to consummate the Merger within the anticipated time period, or at all, due to any reason, including the failure to obtain required regulatory approvals or the failure to satisfy the other conditions to the consummation of the Merger; (2) the risk that the Merger Agreement may be terminated in circumstances requiring Tenneco to pay a termination fee; (3) the risk that the Merger disrupts Tenneco's current plans and operations or diverts management's attention from its ongoing business; (4) the effect of the announcement of the Merger on the ability of Tenneco to retain and hire key personnel and maintain relationships with its customers, suppliers and others with whom it does business; (5) the effect of the announcement of the Merger on Tenneco's operating results and business generally; (6) the amount of costs, fees and expenses related to the Merger; (7) the risk that Tenneco's stock price may decline significantly if the Merger is not consummated; (8) the nature, cost and outcome of any litigation and other legal proceedings, including any such proceedings related to the Merger and instituted against Tenneco and others; (9) other factors that could affect Tenneco's business such as, without limitation, cyclical and seasonal nature of the industries that Tenneco serves; foreign operations, especially in emerging regions; changes in currency exchange rates; business disruptions due to public health or safety emergencies, such as the novel strain of coronavirus ("COVID-19") pandemic; the cost and availability of supplies, raw materials and energy; the effectiveness of Tenneco's research and development, new product introductions and growth investments; acquisitions and divestitures of assets and gains and losses from dispositions; developments affecting Tenneco's outstanding liquidity and indebtedness, including debt covenants and interest rate exposure; developments affecting Tenneco's funded and unfunded pension obligations; warranty and product liability claims; legal proceedings; the inability to establish or maintain certain business relationships and relationships with customers and suppliers or the inability to retain key personnel; the handling of hazardous materials and the costs of compliance with environmental regulations; extreme weather events and natural disasters; and (10) other risks to consummation of the proposed Merger, including the risk that the proposed Merger will not be consummated within the expected time period or at all. 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About Bragar Eagel & Squire, P.C. LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco (NYSE: TEN) announced today it has entered into a definitive agreement to be acquired by funds Sound Familiar? With an enterprise value of $7.1 billion including debt, the take | Source:
These statements are not historical facts or guarantees of future performance but instead represent only the beliefs of Tenneco and its management at the time the statements were made regarding future events which are subject to certain risks, uncertainties and other factors, many of which are outside Tenneco's control.
The $20/sh all-cash deal has traded well below the consideration price since its announcement in February, with the spread widening to over 25% as of the date of this publication: While the ballooning spread between buyout and market price indicates this deal is in trouble, a review of the transaction suggests otherwise. Therefore, Tenneco's current market price presents an opportunity for investors to make a spectacular +25% return in less than 6 months. The net proceeds from the Notes offering, together with borrowings under new senior secured credit facilities and new bridge facilities, and an equity contribution, will be used to finance the acquisition of Tenneco, repay or retire substantially all of Tennecos existing debt and pay fees and expenses in connection with the transactions. No offer, solicitation or purchase will be made in any jurisdiction in which such an offer, solicitation or purchase would be unlawful. Actual results and outcomes may differ materially from what is contained in such forward-looking statements as a result of various factors, including, without limitation: (1) the inability to consummate the Merger within the anticipated time period, or at all, due to any reason; (2) the risk that the Merger disrupts the Company's current plans and operations or diverts management's attention from its ongoing business; (3) the effect of the announcement of the Merger on the ability of the Company to retain and hire key personnel and maintain relationships with its customers, suppliers and others with whom it does business; (4) the effect of the announcement of the Merger on the Company's operating results and business generally; (5) the amount of costs, fees and expenses related to the Merger; (6) the risk that the Company's stock price may decline significantly if the Merger is not consummated; (7) the nature, cost and outcome of any litigation and other legal proceedings, including any such proceedings related to the Merger and instituted against the Company and others; and (8) other risks to consummation of the proposed Merger. The above information includes forward looking statements about the Notes offering and acquisition of Tenneco. Bragar Eagel & Squire is concerned that Tennecos board of directors oversaw an unfair process and ultimately agreed to an inadequate merger agreement. Pursuant to the terms of the transaction, an affiliate of the Apollo Funds acquired all of the outstanding shares of Tenneco stock. LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco (NYSE: TEN) announced today it has entered into a definitive agreement to be SKOKIE, Ill., June 7, 2022 /PRNewswire/ --Tenneco Inc. (NYSE: TEN) today announced that its shareholders voted to approve Tenneco's pending acquisition by affiliates of Apollo Global Management, Inc. at Tenneco's annual meeting of shareholders held earlier today. I/we have no stock, option or similar derivative position in any of the companies mentioned, but may initiate a beneficial Long position through a purchase of the stock, or the purchase of call options or similar derivatives in TEN over the next 72 hours.
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The main risk to the merger is Apollo deciding not to consummate the transaction. For instance, in 2021 Apollo purchased majority control of ABC Technologies, a manufacturer and supplier of automotive plastics. To learn more, please visit www.apollo.com. To learn more, please visit www.apollo.com. The acquisition was announced on Feb. 23, one day before Russia launched what it called a special military operation against Ukraine that has led to hundreds of casualties and has rattled global financial markets. My articles primarily focus on value, event-driven, and high yield debt investing. Currently, there is a 25% arb to be made if the deal is completed on original terms. With that said, Apollo has assurances in the form of debt commitment letters from lenders agreeing to underwrite certain credit facilities and loans to refinance Tenneco's debt. Apollos patient, creative, and knowledgeable approach to investing aligns its clients, businesses it invests in, its team members, and the communities it impacts, to expand opportunity and achieve positive outcomes. SKOKIE, Ill., June 7, 2022 /PRNewswire/ -- Tenneco Inc. (NYSE: TEN) today announced that its shareholders voted to approve Tenneco's pending acquisition by Copyright 2023 Surperformance. While the ballooning spread between Tenneco's buyout and market price indicates this deal is in trouble, a review of the transaction suggests otherwise. None of the Company, Tenneco, the Dealer Managers and Solicitation Agents, the Information and Tender Agent, or the trustees with respect to the Notes is making any recommendation as to whether Holders should tender any Notes in response to the Tender Offer. Veteran executive Jim Voss has been appointed CEO of Tenneco, effective immediately and as previously announced.
While the ballooning spread between Tenneco's buyout and market price Had Apollo not secured this exception, it would have had to pay Tenneco a $108 million break-up fee in the event that Russia or Ukraine objected to the deal, according to the filing. Webangus council phone number montrose.
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Securities registered pursuant to Section 12(b) of the Securities Act: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2of the Securities Exchange Act of 1934 (240.12b-2of this chapter). Except as set forth herein, all other terms, provisions and conditions of the Tender Offer and the Consent Solicitation will remain in full force and effect as set forth in the Company's Offer to Purchase and Consent Solicitation Statement, dated June 27, 2022 (as amended or supplemented from time to time, the "Statement"). Veteran executive Jim Voss has been appointed CEO of Tenneco, effective immediately and as previously announced. Disclosure: I/we have no stock, option or similar derivative position in any of the companies mentioned, but may initiate a beneficial Long position through a purchase of the stock, or the purchase of call options or similar derivatives in TEN over the next 72 hours.
The industry leader for online information for tax, accounting and finance professionals. Forward-looking statements may be identified by the context of the statement and generally arise when the Company or its management is discussing its beliefs, estimates or expectations. Safe Harbor for Forward-Looking StatementsThis announcement contains "forward-looking statements," within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. In all, regulatory approvals are not expected to cause a delay to this transaction. These statements are subject to many risks, uncertainties and unknown future events that could cause actual results to differ materially.
Were pleased to complete this acquisition and support Jim and the management team in making strategic investments across product categories to accelerate growth and deliver innovative customer solutions, said Apollo Partner Michael Reiss. kevin mccarthy staff directory See here for a complete list of exchanges and delays. announced today it has entered into a definitive agreement to be acquired by funds managed by affiliates of Apollo. Through our four business groups, Motorparts, Performance Solutions, 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. New York, NY, October 17, 2022- Pegasus Merger Co. (the "Company"), an affiliate of certain investment funds managed by affiliates of Apollo Global Management, Inc., announced today that it has amended the terms of the Company's previously announced cash tender offers (together, the "Tender Offer") and consent solicitations (together, the "Consent Solicitation") to purchase any and all of Tenneco Inc.'s ("Tenneco") outstanding 5.125% Senior Secured Notes due 2029 (the "5.125% Notes") and 7.875% Senior Secured Notes due 2029 (the "7.875% Notes" and together with the 5.125% Notes, the "Notes") to extend the expiration date from 5:00 p.m., New York City time, on October 17, 2022 to 5:00 p.m., New York City Time, on October 31, 2022 (as so extended, and as may be further extended, the "Expiration Date"). Persons under Regulation S under the Securities Act. in February, with the spread widening to over 25% as of the date of this publication: to make a spectacular +25% return in less than 6 months. Visit a quote page and your recently viewed tickers will be displayed here. In the asset management business, Apollo seeks to provide its clients excess return at every point along the risk-reward spectrum from investment grade to private equity with a focus on three business strategies: yield, hybrid, and equity. Most recently, Voss was the president and CEO of Vectra, a technology-based industrial growth company. Emerging growth company , If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. tenneco apollo merger. NEW YORK, Sept. 07, 2022 (GLOBE NEWSWIRE) -- Pegasus Merger Co. (the Company), an affiliate of certain investment funds managed by affiliates of Apollo Global Management, Inc., announced today that it has amended the terms of the Companys previously announced cash tender offers (together, the Tender Offer) and consent The lenders have decided to launch the leveraged loan and high-yield bond offerings after the US Labor Day holiday, which falls on Sept. 5 this year, in the hopes that the later timing will provide a calmer backdrop for bringing in investors, according to people familiar with the deal who requested anonymity discussing a private transaction. Through Athene, our retirement services business, we specialize in helping clients achieve financial security by providing a suite of retirement savings products and acting as a solutions provider to institutions. For instance, the Russell 2000 is down ~13% since the deal was announced in February: In addition, the bulk of Tenneco's debt is comprised of 2 floating rate term loans equaling $2.959b due starting in 2023. Bragar Eagel & Squire
As of June 30, 2022, Apollo had approximately $515 billion of assets under management. Clickhereto learn more and participate in the action.
The Notes will be offered only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A and outside the United States to non-U.S. Reuters, the news and media division of Thomson Reuters, is the worlds largest multimedia news provider, reaching billions of people worldwide every day. Accordingly, the firm is investigating all relevant aspects of the deal and is committed to securing the best result possible for Tennecos stockholders.
NEW YORK, Feb. 23, 2022 (GLOBE NEWSWIRE) -- Bragar Eagel & Squire, P.C., a nationally recognized stockholder rights law firm, has launched an investigation into whether the officers or directors of Tenneco Inc. (NYSE: TEN) breached their fiduciary duties or violated the federal securities laws in connection with the companys acquisition by affiliates of Apollo Global Management, Inc. (NYSE: APO). To learn more, please visit www.apollo.com. Apollo Global Management Inc. said Wednesday it agreed to pay a roughly 100% premium to buy Tenneco Inc., sending shares of the clean air and powertrain LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco. Delayed Nyse
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