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. Apollo, a manager of alternative assets such as private equity and corporate credit, can unilaterally remove Russia and Ukraine from the list of required jurisdictions that must clear the deal with Tenneco, the filing shows. 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. Sound Familiar? With that said, it does not appear that Apollo overpaid for Tenneco. 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 system manufacturer up sharply. 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]. Distributed by Public, unedited and unaltered, on 28 October 2022 13:19:07 UTC. I am not receiving compensation for it (other than from Seeking Alpha). If the proposed transaction is consummated, Tenneco's stockholders will cease to have any equity interest in Tenneco and will have no right to participate in its earnings and future growth. Tenneco to Be Acquired by Apollo Funds. In light of the announced transaction with Apollo, Tenneco has cancelled the earnings conference call previously scheduled for February 24. LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco (NYSE: TEN) announced today it has entered into a definitive agreement to be Most recently, Voss was the president and CEO of Vectra, a technology-based industrial growth company. All quotes delayed a minimum of 15 minutes. 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. About ApolloApollo is a high-growth, global alternative asset manager. Investors and others should note that Tenneco routinely posts important information on its website and considers the Investor section,www.investors.tenneco.com, a channel of distribution. Merger Sub will merge with and into Tenneco (the So even if reality differs from its original expectations in light of the looming recession, Apollo looks positioned to make money on this transaction. When typing in this field, a list of search results will appear and be automatically updated as you type. With that said, ABC and Tenneco, while both automotive parts suppliers, have essentially no overlap in product offerings. I have a background in managing a small family portfolio as well as military and government service. 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. Until the closing of the Merger, the Company will continue to operate as an independent company. All conditions to closing under the Merger Agreement with respect to antitrust and/or foreign direct investment laws have been satisfied or waived in accordance with the terms and conditions of the Merger Agreement. The completion of the Merger and settlement for Notes tendered and not withdrawn is currently expected to occur in the second half of 2022. Therefore, Tenneco's current market price presents an opportunity for investors to make a spectacular +25% return in less than 6 months. About Bragar Eagel & Squire, P.C. Additionally, Apollo is getting Tenneco at a very attractive multiple, so it's unlikely they will baulk at the transaction. 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. It intends to do so through a new credit facility as well as selling new notes through private placement. Apollo Contacts For 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 [email protected]. tenneco apollo merger. Readers are cautioned not to place undue reliance on the Company's projections and other forward-looking statements, which speak only as of the date thereof. The Tender Offer and Consent Solicitation is being made solely by the Statement. Accordingly, the firm is investigating all relevant aspects of the deal and is committed to securing the best result possible for Tennecos stockholders. Signs of industry consolidation could be motive for regulators to take a harder look at the potential deal's impact. Reelection of Directors, Ratification of Auditors also Approved at 2022 Annual Shareholder Meeting. As a result of the transaction completion, Tennecos common stock no longer trades on the New York Stock Exchange. Home > Uncategorized > tenneco apollo merger. In light of the market downturn and Tenneco's increasing cost of borrowing, the company's equity would likely trade much lower than $10/sh in the event of a transaction break. In this case, the two parties - Apollo and Tenneco - do not offer similar products nor operate in the same industry. Veteran executive Jim Voss has been appointed CEO of Tenneco, effective immediately and as previously announced. For investor inquiries regarding Apollo, please contact: Tenneco Inc. published this content on 17 October 2022 and is solely responsible for the information contained therein. According to information provided by Global Bondholder Services Corporation, the Information and Tender Agent for the Tender Offer, the Company has received tenders and consents from holders of more than 99% of the total outstanding principal amount of the 5.125% Notes, and tenders and consents from holders of more than 98% of the total outstanding principal amount of the 7.875% Notes. Long-time Board member Jane L. Warner announced her retirement and was recognized for the many contributions made during her 18 years of service. The main risk to the merger is Apollo deciding not to consummate the transaction. 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. Delayed Nyse The final voting results on the proposals voted on at the annual meeting will be set forth in a Form8-Kfiled by Tenneco with the U.S. Securities and Exchange Commission. Therefore, Tenneco's current market price presents an opportunity for investors to make a spectacular +25% return in less than 6 months. Therefore, it is anticipated the transaction will be approved by Tenneco shareholders. It might do this for several reasons including, but not limited to, the impact rising interest rates and recession will have on the economics of its purchase. LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco (NYSE: TEN) announced today it has entered into a definitive agreement to be acquired by funds 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. Apollo Global Management, Inc.'s (APO) $7.1b acquisition of Tenneco Inc. (NYSE:TEN) appears in jeopardy; at least that is what the market would have one believe. These and other factors are identified and described in more detail in the Company's Annual Report on Form 10-Kfor the year ended December 31, 2021 as well as the. Through Athene, Apollo's retirement services business, it specializes in helping clients achieve financial security by providing a suite of retirement savings products and acting as a solutions provider to institutions. An antitrust issue arises when a transaction has anticompetitive effects. The full details of the Tender Offer and Consent Solicitation, including complete instructions on how to tender the Notes, are included in the Statement. Please disable your ad-blocker and refresh. For more information about the firm, please visit www.bespc.com. Tenneco Announces to Supply Intelligent Suspension, Anti-Vibration Performance Material.. Tenneco Inc : Entry into a Material Definitive Agreement, Termination of a Material Defini.. Tenneco Inc.(NYSE:TEN) dropped from S&P TMI Index, Tenneco Inc.(NYSE:TEN) dropped from S&P Global BMI Index. Our patient, creative, and knowledgeable approach to investing aligns our clients, businesses we invest in, our employees, and the communities we impact, to expand opportunity and achieve positive outcomes. 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 2021 revenues of $18 billion and approximately 71,000 team members working at more than 260 sites worldwide. paul ellis/Agence France-Presse/Getty Images. Apollo agreed to pay only ~5.6x 2021 EBITDA (=$7.150b/$1.273b) for Tenneco. At the date of this publication, there have been no public challenges put forth from shareholders related to the acquisition (aside from several run-of-the-mill corporate shakedown lawsuits brought by unrelated minority shareholders), suggesting shareholders are in favor of the deal. February 23, 2022 16:23 ET Apollo's 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. Such statements only reflect the Company's best assessment at this time and are indicated by words or phrases such as "plans," "intends," "will" or similar words or phrases. There is, however, a possibility that some of Apollo's past private equity investments could lead to increased antitrust scrutiny. . Apollo is a global, high-growth alternative asset manager. Cision Distribution 888-776-0942 These statements are subject to many risks, uncertainties and unknown future events that could cause actual results to differ materially. In the Merger Agreement, there are several conditions precedent in order to consummate the transaction. Veteran executive Jim Voss has been appointed CEO of Tenneco, effective immediately and as previously announced. Bonds backing Tenneco Inc. soared this morning on news that the automotive-components maker has agreed to be bought by affiliates of Apollo Global Management Inc. for $20 per share in cash a roughly 100% premium to Tuesday's closing price of $9.98 per share. Such statements generally include the words "believes," "plans," "intends," "targets," "will," "expects," "estimates," "suggests," "anticipates," "outlook," "continues," or similar expressions. Apollo Global Management, Inc. Monroe Launches New OESpectrum Shock and Mount Assembly for Popular Vehicle Applications. Reuters, the news and media division of Thomson Reuters, is the worlds largest multimedia news provider, reaching billions of people worldwide every day. We are excited for Tenneco to enter this exciting next chapter with Apollo and together see compelling opportunities to accelerate Tennecos growth trajectory and enhance operations, said CEO Jim Voss. To learn more, please visit www.apollo.com. 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). 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. Tenneco shareholders are entitled to receive $20.00 in cash for each share of Tenneco ($TEN) common stock owned. 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 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. Copyright 2023 Surperformance. February 23, 2022. LAKE FOREST, Ill., Feb. 23, 2022 - 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 Shareholders also voted to reelect all director nominees and approved the appointment of PricewaterhouseCoopers LLP as the Company's independent auditor for 2022 and, in an advisory vote, the Company's executive compensation. Build the strongest argument relying on authoritative content, attorney-editor expertise, and industry defining technology. The Company reserves the right to further amend the terms of the Tender Offer and Consent Solicitation, to further extend the Expiration Date for the Tender Offer and Consent Solicitation or to waive any and all conditions to the Tender Offer and Consent Solicitation, in its sole discretion, at any time. There is no cost or obligation to you. In light of the announced transaction with Apollo, Tenneco has cancelled the earnings conference call previously scheduled for February 24. TEN. Such statements generally include the words "believes," "plans," "intends," "targets," "will," "expects," "estimates," "suggests," "anticipates," "outlook," "continues," or similar expressions. 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. All rights reserved. As of September 30, 2022, Apollo had approximately $523 billion of assets under management. Holders are not entitled to withdraw previously tendered Notes or revoke Consents delivered pursuant to the Consent Solicitation, unless otherwise required by law. Tenneco shares hovered around $19.23 on Monday, very close to the $20 per share deal price. 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. As a result of the transaction completion, Tennecos common stock no longer trades on the New York Stock Exchange. Pegasus Merger Co. 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. Holders have until the Expiration Date, unless extended or earlier terminated, to tender their Notes pursuant to the Tender Offer. SKOKIE, Ill., June 7, 2022 /PRNewswire/ -- Tenneco Inc. (NYSE: TEN) today announced that its shareholders voted to approve Tenneco's pending acquisition by We are excited for Tenneco to enter this exciting next chapter with Apollo and together see compelling opportunities to accelerate Tennecos growth trajectory and enhance operations, said CEO Jim Voss. 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. With that said, a deal break has substantial downside for investors. SKOKIE, Ill., June 7, 2022 /PRNewswire/ -- Tenneco Inc. (NYSE: TEN) today announced that its shareholders voted to approve Tenneco's pending acquisition by Distributed by Public, unedited and unaltered, on 17 October 2022 20:42:04 UTC. Tenneco TEN stock jumped 96% to $19.53 in premarket trading. LAKE FOREST, Ill., Feb. 23, 2022 /PRNewswire/ -- Tenneco. 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 I have no business relationship with any company whose stock is mentioned in this article. Feb 2. Tenneco Shareholders to Receive $20.00 Per Share in Cash, Representing 100.4% Premium. Delayed Nyse Advisors. Post author: Post published: April 6, 2023; Post category: ABC is focused on automotive plastics, while Tenneco is concentrated on powertrain, performance and air. Apollo Acquisition: On Feb. 23, 2022, Tenneco announced that it had entered into a definitive agreement to be acquired by funds managed by affiliates of For instance, IHS Market downgraded projected full year 2022 auto sales in April nearly 1 million units citing continued supply chain issues, war in Ukraine, and ongoing COVID19 lockdowns in China: If these issues persist longer than originally anticipated, or if rising rates substantially subdue consumer demand, it could lead to Apollo reevaluating, or even repudiating, the transaction. 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. Furthermore, failure to consummate the transaction for lack of debt funding puts Apollo on the hook to pay a $108m reverse termination fee. 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. 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. 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. Monroe Releases New Part Numbers in February, Including New Monroe OESpectrum Shock and Mount Assembly, Quick-Strut Assemblies, Conversion Kit for Vehicles with Factory-Equipped Magnetic Ride Control, and More. As of June 30, 2022, Apollo had approximately $515 billion of assets under management. As previously announced, this transaction was unanimously approved by Tenneco's Board of Directors, who recommended that the Company's shareholders approve the transaction. 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. I wrote this article myself, and it expresses my own opinions. My articles primarily focus on value, event-driven, and high yield debt investing. One risk to the deal is rising interest rates. AI Is Moving Fast Enough to Break Things. Certain funds managed by affiliates of Apollo Globa.. Tenneco Inc : Other Events, Financial Statements and Exhibits (form 8-K), Group of Banks Led by Citi, Bank of America to Fund $5.4 Billion Debt of Tenneco, JPMorgan Reinstates Tenneco at Overweight With $20 Price Target. 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. Tenneco shareholders are entitled to receive $20.00 in cash for each share of Tenneco ($TEN) common stock owned. Bragar Eagel & Squire is concerned that Tennecos board of directors oversaw an unfair process and ultimately agreed to an inadequate merger agreement. Apollo Global Management, Inc. (NYSE: APO), 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). Editing by Matthew Lewis, Unstable markets drag Canadian M&A, debt issuance to four-year low, Dominion Energy, National Grid pursuing pipeline sales - WSJ, Exclusive: Buyout firm EnCap eyes nearly $3 bln of Permian asset sales -sources, UBS CEO tells Credit Suisse staff to stay focused on clients and the business, United will cut some New York-area, D.C. flights after US waiver, Southwest Airlines CEO receives higher bonus despite holiday meltdown, Some people living near Colombian volcano loathe to evacuate, Borrowing from key Fed lending facilities cools a bit in latest week, Jes Staley attacks JPMorgan, demands separate trial over Jeffrey Epstein. Additionally, Apollo is getting Tenneco at a very attractive EV/EBITDA multiple, so it's unlikely they will baulk at the transaction. Feb 28 (Reuters) - Apollo Global Management Inc (APO.N) negotiated a carve-out earlier this month in its agreement to acquire auto parts maker Tenneco Inc (TEN.N) for $7.1 billion, including debt, that allows it to sidestep regulatory approval from Russia and Ukraine, a regulatory filing shows. Except as required by applicable law, the Company 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. Voss brings significant experience in industrial manufacturing, with more than 25 years of experience in the specialty materials industry and having served as an operating partner to Apollo Funds since 2012. The mission of an FDI review is to protect a country's citizens by identifying and vetting certain transactions that would jeopardize safety and security. Visit a quote page and your recently viewed tickers will be displayed here. 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