-----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, Olx5TDG1gv5kTbBgNfDwpuOCT9q9iBajtkAHH8MW/11NHIBWDCI4uxgNG2KTEMDo kfZwxWXeIzxxpqxy225lCA== 0000950137-08-009240.txt : 20080710 0000950137-08-009240.hdr.sgml : 20080710 20080710135350 ACCESSION NUMBER: 0000950137-08-009240 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080710 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080710 DATE AS OF CHANGE: 20080710 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TENNECO 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: 08946775 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: TENNECO AUTOMOTIVE INC DATE OF NAME CHANGE: 19991112 FORMER COMPANY: FORMER CONFORMED NAME: NEW TENNECO INC DATE OF NAME CHANGE: 19961011 8-K 1 c28155e8vk.txt 8-K 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): July 10, 2008 TENNECO 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 or organization) File Number) Incorporation 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 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 8.01 OTHER EVENTS On July 10, 2008, Tenneco Inc. announced that the company has entered into a preliminary agreement to purchase the suspension business of Gruppo Marzocchi, an Italian-based worldwide leader in supplying suspension technology in the two-wheeler market. The agreement announced today is the initial step in the purchase process. A final agreement and closing on a potential purchase of Marzocchi's suspension business is dependent on a number of conditions and the legally-required consultation with the works councils representing Marzocchi employees. Those consultations will begin immediately. This acquisition would be made through Tenneco's assumption of the debt associated with Marzocchi's suspension business, which was approximately $15 million as of April 30, 2008. An acquisition by Tenneco of Marzocchi's suspension business would leverage the brand, technology and product synergies of the two companies, providing customers with integrated suspension systems (forks, shock absorbers and elastomers) for motorcycles and other applications. A copy of the company's press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description - ----------- ---------------------------------- 99.1 Press release issued July 10, 2008
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 INC. Date: July 10, 2008 By: /s/ David A.Wardell ------------------------------------ David A. Wardell Senior Vice President, General Counsel and Corporate Secretary EX-99.1 2 c28155exv99w1.txt EX-99.1 Exhibit 99.1 (NEWS RELEASE LOGO) (TENNECO LOGO) TENNECO ANNOUNCES POTENTIAL ACQUISITION OF SUSPENSION BUSINESS OF GRUPPO MARZOCCHI Lake Forest, IL, Brussels, Belgium, July 10, 2008 - Tenneco Inc. (NYSE: TEN) announced today that the company has entered into a preliminary agreement to purchase the suspension business of Gruppo Marzocchi, an Italian-based worldwide leader in supplying suspension technology in the two-wheeler market. The agreement announced today is the initial step in the purchase process. A final agreement and closing on a potential purchase of Marzocchi's suspension business is dependent on a number of conditions and the legally-required consultation with the works councils representing Marzocchi employees. Those consultations will begin immediately. This acquisition would be made through Tenneco's assumption of the debt associated with Marzocchi's suspension business, which was approximately $15 million as of April 30, 2008. An acquisition by Tenneco of Marzocchi's suspension business would leverage the brand, technology and product synergies of the two companies, providing customers with integrated suspension systems (forks, shock absorbers and elastomers) for motorcycles and other applications. Tenneco is a $6.2 billion global manufacturing company with headquarters in Lake Forest, Illinois and approximately 21,000 employees worldwide. Tenneco is one of the world's largest designers, manufacturers and marketers of emission control and ride control products and systems for the automotive original equipment market and the aftermarket. Tenneco markets its products principally under the Monroe(R), Walker(R), Gillet(TM) and Clevite(R)Elastomer brand names. ### Contacts: Jane Ostrander Leslie Hunziker Simonetta Esposito Media Relations Investor Relations Europe Media Relations 847 482-5607 847 482-5042 32 (0) 2 706 9147 jostrander@tenneco.com lhunziker@tenneco.com sesposito@tenneco.com Margie Pazikas Europe Media Relations 32 477 226152 margie.pazikas@skynet.be -----END PRIVACY-ENHANCED MESSAGE-----