Acquisitions and Divestitures (Tables)

6 Months Ended

Jun. 30, 2019

Business Combinations [Abstract]

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed

The following table summarizes the preliminary fair values of assets acquired and liabilities assumed as of the acquisition date and the measurement period adjustments made during the six months ended June 30, 2019:

	Initial Allocation		Adjustments			Revised Allocation
Cash, cash equivalents and restricted cash	$	4	$	—		$	4
Customer notes and accounts receivable	19		—			19
Inventories	31		—			31
Prepayments and other current assets	2		—			2
Property, plant, and equipment	8		—			8
Goodwill	28		2			30
Intangibles	135		(2		)	133
Other assets	9		—			9
Total assets acquired	$	236	$	—		$	236
Short-term debt, including current maturities of long-term debt	$	10	$	—		$	10
Accounts payable	11		—			11
Accrued compensation and employee benefits	12		—			12
Deferred income taxes	18		—			18
Deferred credits and other liabilities	6		—			6
Total liabilities assumed	57		—			57
Redeemable noncontrolling interest	17		—			17
Net assets acquired	$	162	$	—		$	162

The following table summarizes the preliminary fair values of assets acquired and liabilities assumed as of the acquisition date and the measurement period adjustments made during the six months ended June 30, 2019:

	Initial Allocation		Adjustments			Revised Allocation
Cash, cash equivalents and restricted cash	$	277	$	—		$	277
Customer notes and accounts receivable	1,258		—			1,258
Other receivables	62		—			62
Inventories	1,551		(5		)	1,546
Prepayments and other current assets	198		1			199
Property, plant and equipment	1,711		(28		)	1,683
Long-term receivables	48		—			48
Goodwill	825		(40		)	785
Intangibles	1,530		71			1,601
Investments in nonconsolidated affiliates	528		(15		)	513
Deferred income taxes	166		—			166
Other assets	55		(6		)	49
Total assets acquired	$	8,209	$	(22	)	$	8,187
Short-term debt, including current maturities of long-term debt	$	130	$	—		$	130
Accounts payable	957		—			957
Accrued compensation and employee benefits	231		—			231
Accrued income taxes	49		—			49
Accrued expenses and other current liabilities	522		(8		)	514
Long-term debt	1,315		—			1,315
Deferred income taxes	56		—			56
Pension and postretirement benefits	879		—			879
Deferred credits and other liabilities	124		(5		)	119
Total liabilities assumed	4,263		(13		)	4,250
Redeemable noncontrolling interests	96		(8		)	88
Noncontrolling interests	143		(1		)	142
Net assets and noncontrolling interests acquired	$	3,707	$	—		$	3,707

Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination

Other intangible assets acquired include the following:

	Estimated Fair Value		Weighted-Average Useful Lives
Definite-lived intangible assets:
Customer platforms and relationships	$	37	10 years
Technology rights	41		10 years
Total definite-lived intangible assets	78
Indefinite-lived intangible assets:
Trade names and trademarks	55
Total	$	133

Other intangible assets acquired include the following:

	Estimated Fair Value		Weighted-Average Useful Lives
Definite-lived intangible assets:
Customer platforms and relationships	$	978	10 years
Technology rights	68		10 years
Packaged kits know-how	54		10 years
Catalogs	40		10 years
Licensing agreements	64		4.5 years
Land use rights	30		42.8 years
Total definite-lived intangible assets	1,234		10.5 years
Indefinite-lived intangible assets:
Trade names and trademarks	367
Total	$	1,601

Pro Forma Information

The following table summarizes, on a pro forma basis, the combined results of operations of the Company and the Federal-Mogul Acquisition, and the related financing, if the transaction had occurred as of January 1, 2017. The pro forma results are not necessarily indicative of either the actual consolidated results had the Federal-Mogul Acquisition occurred on January 1, 2017 or of future consolidated operating results.

	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019			2018
Net sales and operating revenues	$	4,504	$	4,618	$	8,988		$	9,298
Earnings (loss) before income taxes and noncontrolling interests	$	171	$	232	$	201		$	458
Net income (loss) attributable to Tenneco Inc.	$	43	$	78	$	(27	)	$	171
Basic earnings (loss) per share of common stock	$	0.54	$	0.97	$	(0.33	)	$	2.13
Diluted earnings (loss) per share of common stock	$	0.54	$	0.96	$	(0.33	)	$	2.12

Disposal Groups, Including Discontinued Operations

The related assets and liabilities were classified as held for sale as of June 30, 2019 and December 31, 2018:

	June 30, 2019		December 31, 2018
Assets
Inventories	$	3	$	33
Other current assets	—		5
Long-lived assets	1		23
Total assets held for sale	$	4	$	61
Liabilities
Accounts payable	$	2	$	21
Accrued liabilities	—		7
Other liabilities	1		11
Total liabilities held for sale	$	3	$	39