-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GbSymoRqVnYMmq1YNvfDRHaFNQ5m+0Ohrrx2nyGrkcnddtXL2f/1WThtZ/uXli4T cyOhH2crYzsbUx64gs8oJA== 0000950124-03-002104.txt : 20030623 0000950124-03-002104.hdr.sgml : 20030623 20030623103347 ACCESSION NUMBER: 0000950124-03-002104 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030620 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030623 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TENNECO AUTOMOTIVE INC CENTRAL INDEX KEY: 0001024725 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 760515284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12387 FILM NUMBER: 03752646 BUSINESS ADDRESS: STREET 1: 500 NORTH FIELD DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 BUSINESS PHONE: 847-482-50 MAIL ADDRESS: STREET 1: 500 N FIELD DR STREET 2: ROOM T 2560B CITY: LAKE FOREST STATE: IL ZIP: 60045 FORMER COMPANY: FORMER CONFORMED NAME: NEW TENNECO INC DATE OF NAME CHANGE: 19961011 8-K 1 c77857e8vk.txt CURRENT REPORT SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ---------------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ---------------------------------- Date of report (Date of earliest event reported): JUNE 20, 2003 TENNECO AUTOMOTIVE INC. (Exact Name of Registrant as Specified in Charter) DELAWARE 1-12387 76-0515284 (State or Other (Commission (IRS Employer Jurisdiction of Incorporation) File Number) Identification No.) 500 NORTH FIELD DRIVE, LAKE FOREST, ILLINOIS 60045 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (847) 482-5000 ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE. On June 20, 2003, Tenneco Automotive Inc. announced the settling of a private offering of $350,000,000 of Senior Secured Notes which was contained in a press release, a copy of which is filed under Item 7 as Exhibit 99.1 and incorporated herein. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. Exhibit No. Description 99.1 Press release dated June 20, 2003. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TENNECO AUTOMOTIVE INC. Date: June 20, 2003 By: -------------------------------- Mark A. McCollum Senior Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit Number Description 99.1 Press Release dated June 20, 2003. EX-99.1 3 c77857exv99w1.txt PRESS RELEASE DATED JUNE 20, 2003 [TENNECO AUTOMOTIVE LOGO] NEWS RELEASE For Immediate Release Contacts: Jane Ostrander Media Relations 847 482-5607 jane.ostrander@tenneco-automotive.com Leslie Hunziker Investor Relations 847 482-5042 leslie.hunziker@tenneco-automotive.com TENNECO AUTOMOTIVE CLOSES ON OFFERING OF $350,000,000 OF SENIOR SECURED NOTES Lake Forest, Illinois, June 20, 2003 - Tenneco Automotive Inc. (NYSE: TEN) announced today that the company has settled on its private offering of $350,000,000 of 10.25 percent Senior Secured Notes, due July 15, 2013. The company used the proceeds of the transaction to repay approximately $199 million outstanding under the term loan A portion of its existing senior credit facility, in direct order of maturity of the upcoming amortization payments; to repay approximately $52 million outstanding under the term loan B and term loan C portion of the facility, pro rata in direct order of maturity of the upcoming amortization payments; and to repay outstanding borrowings under the revolving credit portion of the facility without reducing the commitments. The notes are senior secured obligations of Tenneco Automotive and will mature July 15, 2013 with interest payable semi-annually beginning on January 15, 2004. The notes are guaranteed by each Tenneco Automotive material domestic wholly-owned subsidiary. The notes and guarantees are secured by a second priority lien, subject to certain exceptions, on substantially all the assets of Tenneco Automotive and of the subsidiary guarantors, respectively, that secure obligations under the Tenneco Automotive senior credit facility. After giving effect to the use of proceeds, the company expects the offering will increase its annual interest expense by approximately $19 million. In the second quarter of 2003, the company expects to expense approximately $5 million of existing deferred debt issue cost as a result of retiring a portion of the term loans under the senior credit facility. -More- Tenneco Automotive offered the notes in reliance upon an exemption from registration under the Securities Act of 1933 for an offer and sale of securities that does not involve a public offering. The notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from registration. This news release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which it would be unlawful. Tenneco Automotive is a $3.5 billion manufacturing company with headquarters in Lake Forest, Illinois and approximately 19,600 employees worldwide. Tenneco Automotive is one of the world's largest producers and marketers of ride control and exhaust systems and products, which are sold under the Monroe(R) and Walker(R) global brand names. Among its products are Sensa-Trac(R) and Monroe Reflex(R) shocks and struts, Rancho(R) shock absorbers, Walker(R) Quiet-Flow(R) mufflers and DynoMax(R) performance exhaust products, and Monroe(R) Clevite(R) vibration control components. This news release contains forward-looking statements. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. ### -----END PRIVACY-ENHANCED MESSAGE-----