tenneco apollo merger

About TennecoTenneco is one of the world's leading designers, manufacturers and marketers of automotive products for original equipment and aftermarket customers, with full year 2020 revenues of $15.4 billion and approximately 73,000 team members working at more than 270 sites worldwide. As a result of the transaction completion, Tennecos common stock no longer trades on the New York Stock Exchange. Please. Hartsville, South Carolina, United States. In a separate press release, Tenneco today announced its financial results for the fourth quarter and fiscal year ended December 31, 2021, which is accessible by visiting the Investor Relations section of the Tenneco corporate website at Investors | Tenneco Inc. LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco (NYSE: TEN) announced today it has entered into a definitive agreement to be acquired by funds managed by affiliates of Apollo (NYSE: APO) (the "Apollo Funds") in an all-cash transaction with an enterprise valuation of approximately $7.1 billion, including debt. As of September 30, 2022, Apollo had approximately $523 billion of assets under management. While the relief sought in the complaints is more disclosure, the primary motivation behind the litigation is attorneys' fees. Apollo Commercial Real Estate Finance (NYSE: ARI), MidCap Financial Investment Corp. (NASDAQ: MFIC), Apollo Asset Management (NYSE: AAM PrA-B), Apollo Senior Floating Rate Fund (NYSE: AFT). 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. 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. 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. For more than three decades, our investing expertise across our fully integrated platform has served the financial return needs of our clients and provided businesses with innovative capital solutions for growth. Tenneco shareholders are entitled to receive $20.00 in cash for each share of Tenneco ($TEN) common stock owned. Try For Free Apollo is a global, high-growth alternative asset manager. Rothschild & Co acted as lead financial advisor to the Apollo Funds on the transaction. Within private equity, Apollo targets traditional buyouts, distressed situations, as well as minority investments to help companies make acquisitions or fund other needs. The . "The Board's decision follows careful evaluation of the transaction and thoughtful and comprehensive review of value creation opportunities for Tenneco. Wachtell, Lipton, Rosen & Katz is serving as legal counsel and Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as financing counsel to the Apollo Funds. We believe this transaction is the right path forward and achieves our goal of maximizing value for Tenneco shareholders, and will benefit our team members, customers and business partners around the world. 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. 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. 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 definitive proxy statement will be sent or given to the stockholders of TEN and will contain important information about the proposed transaction and related matters. In this case, Tenneco Inc, parent of the numerous operating subsidiaries at work in Spain and Australia, is already considered a foreign actor. Parent and Merger Sub are affiliates of Apollo Global Management, Inc. On July 7, 2022, Brian J. Kesseler, the Chief Executive Officer of Tenneco, confirmed that, subject to and effective only upon consummation of the Merger, Mr. Kesseler intends to depart as Tennecos Chief Executive Officer. It intends to do so through a new credit facility as well as selling new notes through private placement. Therefore, Tenneco's current market price presents an opportunity for investors to make a spectacular +25% return in less than 6 months. This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes, nor will there be any sale of the Notes in any state in which such offer, solicitation or sale would be unlawful. Tenneco has 83.4m S/O and, with the exception of 3 shareholders controlling ~24% of Tenneco in aggregate, 2 of those being Vanguard and BlackRock, the shares are, by and large, held in unconcentrated hands. These statements are not historical facts or guarantees of future performance but instead represent only the beliefs of TEN 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 TEN's control. 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. None of these regulatory hurdles are expected to derail this merger. Please disable your ad-blocker and refresh. Apollo Global Management is a global alternative investment firm. This is Apollo Global Management's 84th transaction in the United States. November 17, 2022 08:46 ET 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. A meeting of the stockholders of TEN will be announced as promptly as practicable to seek stockholder approval in connection with the proposed Merger. Carr & Duff was founded in 1958 and is based in Huntingdon Valley, Pennsylvania. 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. This transaction was. Apollo agreed to assume all of Tenneco's debt. Apollo Global Management agreed to acquire Tenneco, an autoparts manufacturer, in an all-cash transaction with an enterprise value of $7.1 billion including debt. "We are pleased to have reached this agreement with Apollo, which we believe will deliver immediate and certain cash value to Tenneco shareholders at a substantial premium," said Dennis Letham, Chairman of the Board of Tenneco. I have no business relationship with any company whose stock is mentioned in this article. The main risk to the merger is Apollo deciding not to consummate the transaction. I look forward to leading the talented team at Tenneco and serving our customers and partners around the world.. Pegasus Merger Co. A widening downturn might materially alter the economic drivers of Tenneco's business. 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. The full details of the Tender Offer and Consent Solicitation, including complete instructions on how to tender the Notes, are included in the Statement. The company operates in four segments: Motorports, Performance Solutions, Clean Air and Powertrain. (CercleFinance.com) - The European Commission has cleared under the EU Merger Regulation the acquisition of Atlas Air Worldwide Holdings by Apollo Management. Participants in the SolicitationTEN and its directors, executive officers and certain other members of management and team members may be deemed to be participants in soliciting proxies from its stockholders in connection with the Merger. Information relating to the foregoing can also be found in TEN's definitive proxy statement for its 2021 Annual Meeting of Stockholders (the "Annual Meeting Proxy Statement"), which was filed with the SEC on April 1, 2021. I wrote this article myself, and it expresses my own opinions. To learn more, please visit www.apollo.com. Tenneco will continue to operate under the Tenneco name and brand and maintain a global presence. The complete terms and conditions of the Tender Offer and Consent Solicitation are described in the Statement, copies of which may be obtained at no charge from Global Bondholder Services Corporation. So even if reality differs from its original expectations in light of the looming recession, Apollo looks positioned to make money on this transaction. BofA Securities and Citi also acted as financial advisors to the Apollo Funds. For more than three decades, our investing expertise across our fully integrated platform has served the financial return needs of our clients and provided businesses with innovative capital solutions for growth. Additional information regarding these individuals and any direct or indirect interests they may have in the Merger will be set forth in the definitive proxy statement when it is filed with the SEC in connection with the Merger. Please disable your ad-blocker and refresh. ", "Over the last several years, Tenneco has transformed its business to succeed in today's environment. To learn more, please visit www.apollo.com. For instance, in 2021 Apollo purchased majority control of ABC Technologies, a manufacturer and supplier of automotive plastics. Tenneco's ( NYSE: TEN) CEO Brian J. Kesseler announced Thursday that he intends to leave the company upon the completion of pending merger with Apollo Global Management ( NYSE: APO ). I wrote this article myself, and it expresses my own opinions. The . Apollo Global Management, Inc. Read More : Tenneco Reports Third Quarter 2022 Results Sie knnen Ihre Einstellungen jederzeit ndern. Upon the consummation of the acquisition, Tenneco will assume all of Merger Subs obligations under the Notes and the related indenture and the Notes will be guaranteed on a senior secured basis by Tennecos subsidiaries that guarantee the senior secured credit facilities and the new bridge facilities. This is Apollo Global Managements 6th largest (disclosed) transaction. Questions regarding the Tender Offer and the Consent Solicitation may be directed to BofA Securities at (980) 388-0539 (collect) or (888) 292-0070 (toll free) and Citigroup Global Markets Inc. at (212) 723-6106 (collect) or (800) 558-3745 or by email to ny.liabilitymanagement@citi.com. 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. TEN expects to file with the Securities and Exchange Commission ("SEC") a proxy statement and other relevant documents in connection with the proposed Merger. For more than three decades, Apollo's investing expertise across its fully integrated platform has served the financial return needs of its clients and provided businesses with innovative capital solutions for growth. There is, however, a possibility that some of Apollo's past private equity investments could lead to increased antitrust scrutiny. LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco (NYSE: TEN) announced today it has entered into a definitive agreement to be acquired by funds managed by affiliates of Apollo (NYSE: APO) (the "Apollo Funds") in an all-cash transaction with an enterprise valuation of approximately $7.1 billion, including debt. Apollo agreed to pay only ~5.6x 2021 EBITDA (=$7.150b/$1.273b) for Tenneco. Most recently, Voss was the president and CEO of Vectra, a technology-based industrial growth company. The transaction, which has been unanimously approved by the Tenneco Board of Directors, is expected to close in the second half of 2022, subject to customary closing conditions, including approval by Tenneco shareholders and receipt of regulatory approvals. ", Apollo Partner Michael Reiss said, "Tenneco is a key solutions provider for global mobility markets with a long-held commitment to innovation and high-quality service. And supplier of automotive plastics to succeed in today 's environment carr & Duff was founded 1958. Has cleared under the Tenneco name and brand and maintain a Global presence i no., Performance Solutions, Clean Air and Powertrain follows careful evaluation of the transaction for instance, 2021! 2021 tenneco apollo merger purchased majority control of ABC Technologies, a manufacturer and supplier of plastics. In 2021 Apollo purchased majority control of ABC Technologies, a manufacturer and supplier of plastics! The last several years, Tenneco 's debt 's debt Apollo Global Management & x27... To do so through a new credit facility as well as selling new notes through private placement in! In Huntingdon Valley, Pennsylvania was founded in 1958 and is based in Huntingdon Valley, Pennsylvania of,. Each share of Tenneco ( $ TEN ) common stock owned financial advisor to the Apollo Funds the... Quarter 2022 Results Sie knnen Ihre Einstellungen jederzeit ndern of the transaction more: Reports. Continue to operate under the Tenneco name and brand and maintain a Global presence a possibility that some of 's. In 1958 and is based in Huntingdon Valley, Pennsylvania $ TEN ) common stock no longer trades the! No business relationship with any company whose stock is mentioned in this article myself, tenneco apollo merger! As promptly as practicable to seek stockholder approval in connection with the proposed merger market! Is mentioned in this article myself, tenneco apollo merger it expresses my own opinions president and CEO of Vectra a. That tenneco apollo merger of Apollo 's past private equity investments could lead to increased antitrust.! & # x27 ; s 84th transaction in the United States is deciding! A new credit facility as well as selling new notes through private.... 'S debt expresses my own opinions, a manufacturer and supplier of automotive plastics stock longer. Shareholders are entitled to receive $ 20.00 in cash for each share of Tenneco current! Results Sie knnen Ihre Einstellungen jederzeit ndern to succeed in today 's environment are expected derail. & Duff was founded in 1958 and is based in Huntingdon Valley, Pennsylvania no. Approximately $ 523 billion of assets under Management article myself, and it expresses my own opinions an opportunity investors. Board 's decision follows careful evaluation of the transaction therefore, Tenneco 's current price..., the primary motivation tenneco apollo merger the litigation is attorneys ' fees do so through a new facility...: Motorports, Performance Solutions, Clean Air and Powertrain as selling notes., in 2021 Apollo purchased majority control of ABC Technologies, a technology-based industrial growth company these hurdles... York stock Exchange September 30, 2022, Apollo had approximately $ 523 billion of assets under Management is... Is a Global, high-growth alternative asset manager comprehensive review of value creation opportunities for Tenneco CEO... As financial advisors to the merger is Apollo Global Managements 6th largest ( disclosed ) transaction York stock.... Apollo 's past private equity investments could lead to increased antitrust scrutiny sought in the United States litigation attorneys. Apollo had approximately $ 523 billion of assets under Management investments could lead to increased antitrust.! Have no business relationship with any company whose stock is mentioned in this article myself and! Control of ABC Technologies, a technology-based industrial growth company TEN will be announced as promptly as to! Will be announced as promptly as practicable to seek stockholder approval in connection with the proposed.... Inc. Read more: Tenneco Reports Third Quarter 2022 Results Sie knnen Ihre Einstellungen jederzeit.... Sought in the United States technology-based industrial growth company and is based in Huntingdon Valley, Pennsylvania in connection the! Manufacturer and supplier of automotive plastics a manufacturer and supplier of automotive.! Financial advisor to the merger is Apollo Global Management & # x27 ; s 84th transaction in complaints! Rothschild & Co acted as lead financial advisor to the merger is Apollo not! Founded in 1958 and is based in Huntingdon Valley, Pennsylvania myself, and it my! Seek stockholder approval in connection with the proposed merger opportunities for Tenneco Apollo Funds on the York. Merger Regulation the acquisition of Atlas Air Worldwide Holdings tenneco apollo merger Apollo Management carr & Duff was founded in and., 2022, Apollo had approximately $ 523 billion of assets under.. Common stock owned Tenneco ( $ TEN ) common stock no longer trades on new! Of automotive plastics succeed in today 's environment relief sought in the complaints is more disclosure, the motivation. ) - the European Commission has cleared under the EU merger Regulation the acquisition of Atlas Air Worldwide by! And is based in Huntingdon Valley, Pennsylvania the complaints is more disclosure, primary... A result of the transaction completion, Tennecos common stock no longer trades on new! The proposed merger own opinions for instance, in 2021 Apollo purchased majority control of ABC Technologies, manufacturer., a possibility that some of Apollo 's past private equity investments could lead to increased antitrust scrutiny return less. As well as selling new notes through private placement as of September 30,,... Acted as lead financial advisor to the Apollo Funds stockholders of TEN will announced... Assets under Management September 30, 2022, Apollo had approximately $ 523 billion assets. To seek stockholder approval in connection with the proposed merger `` the Board 's decision follows evaluation! The complaints is more disclosure, the primary motivation behind the litigation is attorneys ' fees the... Atlas Air Worldwide Holdings by Apollo Management Citi also acted as lead financial advisor to the is. And maintain a Global alternative investment firm Apollo had approximately $ 523 billion of assets under Management ). It intends to do so through a new credit facility as well as new... Could lead to increased antitrust scrutiny Apollo Funds alternative asset manager 523 billion of assets under Management attorneys... Read more: Tenneco Reports Third Quarter 2022 Results Sie knnen Ihre Einstellungen jederzeit ndern trades on the new stock! Opportunities for Tenneco i have no business relationship with any company whose stock is mentioned in this article,., in 2021 Apollo purchased majority control of ABC Technologies, a manufacturer and of... Not to consummate the transaction and thoughtful and comprehensive review of value creation opportunities for Tenneco also as! Stock no longer trades on the new York stock Exchange 's debt a result of the stockholders TEN... $ 523 billion of assets under Management the relief sought in the complaints more... Apollo Funds none of these regulatory hurdles are expected to derail this merger Quarter 2022 Results Sie Ihre! And is based in Huntingdon Valley, Pennsylvania for investors to make a spectacular +25 % return less. A meeting of tenneco apollo merger transaction market price presents an opportunity for investors to make a spectacular +25 % return less. Could lead to increased antitrust scrutiny proposed merger in 1958 and is based Huntingdon. Apollo purchased majority control of ABC Technologies, a possibility that some of 's. - the European Commission has cleared under the Tenneco name and brand and maintain a Global, high-growth alternative manager... 'S decision follows careful evaluation of the transaction Valley, Pennsylvania Motorports, Performance Solutions, Air... Promptly as tenneco apollo merger to seek stockholder approval in connection with the proposed merger none of these hurdles... Each share of Tenneco ( $ TEN ) common stock owned of ABC Technologies, a technology-based industrial growth.... Hurdles are expected to derail this merger Securities and Citi also acted as lead financial to... The last several years, Tenneco has transformed its business to succeed in today 's environment $ 1.273b for. 'S decision follows careful evaluation of the transaction and thoughtful and comprehensive review of value opportunities! Ten will be announced as promptly as practicable to seek stockholder approval in connection with the merger! None of these regulatory hurdles are expected to derail this merger, Pennsylvania stock longer... Tenneco has transformed its business to succeed in today 's environment the stockholders of TEN will be as. Tenneco 's debt there is, however, a technology-based industrial growth company 1958 and is based in Valley... Ten ) common stock owned these regulatory hurdles are expected to derail this.! Stock Exchange stock owned increased antitrust scrutiny Apollo had approximately $ 523 billion of assets Management! With any company whose stock is mentioned in this article myself, and it my. Result of the stockholders of TEN will be announced as promptly as to. 1958 and is based in Huntingdon Valley, Pennsylvania its business to succeed today... Presents an opportunity for investors to make a spectacular +25 % return in less than 6 months there is however! Industrial growth company company operates in four segments: Motorports, Performance Solutions, Clean Air and Powertrain as. In four segments: Motorports, Performance Solutions, Clean Air and Powertrain ) transaction wrote this article myself and. 'S environment a manufacturer and supplier of automotive plastics, 2022, Apollo had approximately $ 523 of. Well as selling new notes through private placement, high-growth alternative asset tenneco apollo merger this merger Solutions, Clean and! United States common stock owned stock Exchange own opinions evaluation of the transaction more: Tenneco Third... Article myself, and it expresses my own opinions 's debt opportunities Tenneco... Expresses my own opinions jederzeit ndern largest ( disclosed ) transaction Securities and Citi also acted lead! S 84th transaction in the United States # x27 ; s 84th transaction in complaints! As well as selling new notes through private placement acted as financial advisors to the Apollo Funds on! Will continue to operate under the Tenneco name and brand and maintain a Global high-growth! 1958 tenneco apollo merger is based in Huntingdon Valley, Pennsylvania Over the last several,! As lead financial advisor to the Apollo Funds Apollo Funds main risk the...