-----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, J5G2755GlGkm4InIAOgGi93M+7sgBuG9FFb72lrGup6PtxEsVZI7JjWW/rUIh7Ue 9yzKSLc9tR03ALLmMNCWEg== 0000950137-03-006235.txt : 20031204 0000950137-03-006235.hdr.sgml : 20031204 20031204172855 ACCESSION NUMBER: 0000950137-03-006235 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031204 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031204 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: 031038600 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 c81432e8vk.txt CURRENT REPORT UNITED STATES 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): December 4, 2003 TENNECO AUTOMOTIVE INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-12387 76-0515284 (State or other jurisdiction of (Commission (I.R.S. Employer of Incorporation incorporation or organization) 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 December 4, 2003, Tenneco Automotive Inc. announced that it has launched a transaction to refinance its existing $964 million credit facility, 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 December 4, 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: December 4, 2003 By: /s/ Kenneth R. Trammell -------------------------- Kenneth R. Trammell Senior Vice President and Chief Financial Officer EX-99.1 3 c81432exv99w1.txt PRESS RELEASE news release [TENNECO AUTOMOTIVE LOGO] 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 LAUNCHES REFINANCING OF SENIOR CREDIT FACILITY TO ENHANCE FINANCIAL FLEXIBILITY Lake Forest, Illinois, December 4, 2003 -- Tenneco Automotive (NYSE: TEN) announced today that it has launched a transaction to refinance its existing $964 million senior credit facility, which will be replaced by a new $800 million senior credit facility and the proposed issuance of $125 million of senior secured notes. "This refinancing transaction will be the culmination of a process we started in June when we refinanced a portion of our senior credit facility by successfully completing a $350 million note issuance. We are undertaking this transaction because it will ensure the company's access to a long-term source of liquidity, thereby improving our financial flexibility. It will also extend nearly all of our debt maturities to 2009 and beyond," said Mark P. Frissora, chairman and CEO, Tenneco Automotive. -More- -2- The new senior credit facility is expected to include a 5-year revolving line of credit of approximately $200 million, a 7-year term loan of approximately $400 million and a 7-year letter of credit facility of approximately $200 million, which can also be used as a revolving line of credit to fund short-term borrowings. The $125 million of senior secured notes are expected to be issued under the same indenture, and would be part of the same class as, and have the same terms as the $350 million of 10.25% senior secured notes due in 2013 that the company issued in June of this year. The company intends to use these new sources of financing to repay the $514 million of term loans and replace the $450 million revolving line of credit provided under its existing senior credit facility and for general corporate purposes. The $450 million revolving line of credit was set to expire in November 2005. The company is in the process of seeking commitments for the new senior credit facility and will formally offer the senior secured notes only if and when satisfactory commitments are received. The closing of the new senior credit facility and the proposed senior secured notes offering are each conditioned on the closing of the other. Although there can be no assurance, the company currently expects to be able to complete these transactions by mid-December. Tenneco Automotive will be offering 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. This news release contains forward-looking statements concerning Tenneco Automotive's proposed refinancing transaction. The terms of, and Tenneco Automotive's ability to complete, this transaction will depend upon prevailing market conditions and other factors. The forward-looking statements are subject to these and other 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-----