TENNECO INC 8-K (Events or Changes Between Quarterly Reports) 2009-02-23

Processed and formatted by SEC Watch - Visit SECWatch.
com
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): February 23, 2009 (February 23, 2009)
TENNECO INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-12387 76-0515284

(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Processed and formatted by SEC Watch - Visit SECWatch.com
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On February 23, 2009, Tenneco Inc. announced that it had entered into the Fourth Amendment (the “Amendment”) to the Second Amended
and Restated Credit Agreement (as amended, the “Credit Agreement”). The Amendment amends the financial covenants and the pricing and
commitment fee rates under the Credit Agreement.
The leverage and interest coverage ratios for each quarter from the first quarter of 2009 through the second quarter of 2011 were revised as
follows:
Consolidated Net Leverage Ratio Consolidated Interest Coverage Ratio

P eriod Current As amended Current As amended
First Quarter 2009 3.75x 5.50x 2.25x 2.25x
Second Quarter 2009 3.75x 7.35x 2.25x 1.85x
Third Quarter 2009 3.75x 7.90x 2.25x 1.55x
Fourth Quarter 2009 3.75x 6.60x 2.25x 1.60x
Third Quarter 2010 3.50x 4.75x 2.40x 2.30x
Fourth Quarter 2010 3.50x 4.50x 2.40x 2.35x
Third and Fourth Quarters 2011 3.50x 3.50x 2.55x 2.55x
Fiscal Year 2012 and thereafter 3.50x 3.50x 2.75x 2.75x
The pricing for the revolving loans and Tranche A Term Loans was amended as follows:
Consolidated Net Applicable Margin for Applicable Margin for

Leverage Ratio Commitment Fee Rate ABR Loans Eurodollar Loans
≥5.0 to 1.0 0.75% 4.50% 5.50%
≥4.0 to 1.0 0.50% 4.00% 5.00%
<4.0 to 1.0 0.50% 3.50% 4.50%
The pricing on the company’s B-1 Term Loans was amended as follows:
Applicable Margin for Applicable Margin for

Consolidated Net Leverage Ratio ABR Loans Eurodollar Loans
≥5.0 to 1.0 4.50% 5.50%
<5.0 to 1.0 4.00% 5.00%
The Amendment also modifies certain other provisions of the Credit Agreement. Tenneco has agreed to pay each consenting lender a fee.
That fee plus other amendment costs are expected to total approximately $8 million. The above summary of the Amendment is not complete
and is qualified in its entirety by reference to the terms of the Amendment, a copy of which is filed as Exhibit 4.1 hereto and is incorporated by
reference herein.
The company also announced that it had renewed its U.S. securitization program in an amount of $100 million through February 22, 2010.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits
Exhibit No. Description
4.1 Fourth Amendment to the Second Amended and Restated Credit Agreement, dated as of February 19, 2009 among Tenneco
Inc, the several lenders from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent for the lenders
and the other financial institutions named therein as agents for the lenders.
99.1 Press release issued February 23, 2009

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: February 23, 2009 By: /s/ David A. Wardell

David A. Wardell
Senior Vice President,
General Counsel and Secretary
Exhibit 4.1
FOURTH AMENDMENT
FOURTH AMENDMENT, dated as of February 23, 2009 (this “Amendment”), under the Second Amended and Restated Credit
Agreement, dated as of March 16, 2007 (amending and restating the Amended and Restated Credit Agreement dated as of December 12, 2003
(amending and restating the Credit Agreement dated as of September 30, 1999)) (as amended and waived by the Amendment and Waiver dated
as of July 23, 2007, the Second Amendment dated as of November 26, 2007 and the Third Amendment dated as of December 23, 2008 and as
further amended, supplemented, or otherwise modified from time to time, the “Credit Agreement”), among TENNECO INC., a Delaware
corporation (the “Borrower”), the several lenders from time to time parties thereto (the “Lenders”), JPMORGAN CHASE BANK, N.A., a
national banking association, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”), and the other financial
institutions named therein as agents for the Lenders.
W I T N E S S E T H:
WHEREAS, the Borrower, the Lenders and the Administrative Agent and certain other parties are parties to the Credit Agreement;
WHEREAS, the Borrower has requested an amendment under the Credit Agreement; and
WHEREAS, the Required Lenders and the Administrative Agent are willing to agree to such amendment of the Credit Agreement,
subject to the terms and conditions set forth herein;
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, the Borrower, the Required Lenders and
the Administrative Agent hereby agree as follows:
1. Defined Terms. Unless otherwise defined herein, capitalized terms which are defined in the Credit Agreement, as amended hereby, are
used herein as therein defined.
2. Amendments to Section 1.1. Section 1.1 of the Credit Agreement is hereby amended as follows:
(a) by inserting the following new definitions in proper alphabetical order:
“Advanced Vehicle Manufacturing Facility Loans”: loans made by the Secretary of Energy pursuant to Section 136 of the Energy
Independence and Security Act of 2007, 42 U.S.C. § 17013, for the costs of reequipping, expanding, or establishing a manufacturing facility
in the United States to produce qualifying advanced technology vehicles or qualifying components and engineering integration
performed in the United States of qualifying vehicles and qualifying components.
“Fourth Amendment”: the Fourth Amendment dated as of February 23, 2009 to this Agreement.
“Fourth Amendment Effective Date”: the date the Fourth Amendment becomes effective.
(b) by deleting the definition of “ABR” in its entirety and substituting therefor the following definition:
“ABR”: for any day, a rate per annum (rounded upwards, if necessary, to the next 1/16 of 1%) equal to the greatest of (a) the Prime Rate
in effect on such day, (b) the Federal Funds Effective Rate in effect on such day plus 1 /2 of 1% and (c) the Eurodollar Rate for a Eurodollar
Loan with a one-month interest period commencing on such day. For purposes hereof “Prime Rate” shall mean the rate of interest per
annum publicly announced from time to time by JPMCB as its prime rate in effect at its principal office in New York City (the Prime Rate not
being intended to be the lowest rate of interest charged by JPMCB in connection with extensions of credit to debtors). Any change in the
ABR due to a change in the Prime Rate, the Federal Funds Effective Rate or such Eurodollar Rate shall be effective as of the opening of
business on the day of such change in the Prime Rate, the Federal Funds Effective Rate or such Eurodollar Rate, respectively.
(c) by inserting the following proviso at the end of the definition of Applicable Margin:
and provided further that from and after the Fourth Amendment Effective Date, the Applicable Margin with respect to the Tranche B-1
Loans will be determined pursuant to the Tranche B-1 Pricing Grid.
(d) by deleting subclauses (i) and (ii) of clause (c) of the definition of “Applicable Prepayment Percentage” and substituting therefor the
phrase “, 50%”;
(e) by amending the definition of “Consolidated EBITDA” by (i) deleting the amount “$80,000,000” in the fourth sentence thereof and
substituting therefor the phrase “the amount of such cash restructuring charges announced and taken prior to the Fourth Amendment
Effective Date plus $40,000,000” and (ii) deleting the amount “$10,000,000” in the sixth sentence thereof (beginning “In addition ...”) and
substituting therefor the amount “$4,000,000”;
(f) by deleting the amount “$150,000,000” in the definition of “Consolidated Net Leverage Ratio” and substituting therefor the amount
“$100,000,000”; and
(g) by deleting the amount “$50,000,000” in the definition of “Swingline Commitment” and substituting therefor the amount
“$20,000,000”.
3. Amendment to Section 2.4(d) (Investment of Amounts in Tranche B-1 Credit Linked Accounts. Section 2.4(d) of the Credit Agreement
is hereby amended by deleting the percentage “0.10%” in clause (ii) thereof and substituting therefor the percentage “0.25%”.
4. Amendment to Section 2.8 (Swingline Commitment). Paragraph (b) of Section 2.8 of the Credit Agreement is hereby amended by
deleting such clause (b) in its entirety and substituting therefor the following:
(b) The Borrower shall repay to the Swingline Lender the then unpaid principal amount of each Swingline Loan on the earlier of the
Revolving Termination Date and the date that is five Business Days after such Swingline Loan is made.
5. Amendment to Section 2.27 (Incremental Loan Extensions). Section 2.27 of the Credit Agreement is hereby amended by deleting the
phrase “2.5 to 1.0” in clause (iii) of the first sentence thereof and substituting therefor the phrase “2.0 to 1.0”.
6. Amendments to Section 7.1 (Financial Condition Covenants). Section 7.1 of the Credit Agreement is hereby amended as follows:
(a) by deleting the table in clause (a) thereof in its entirety and substituting therefor the following table:
Consolidated Net
P eriod Leverage Ratio
Fourth Quarter 2008 4.25 to 1.00
First Quarter 2009 5.50 to 1.00
Second Quarter 2009 7.35 to 1.00
Third Quarter 2009 7.90 to 1.00
Third and Fourth Quarters 2011 3.50 to 1.00
Fiscal Year 2012 and thereafter 3.50 to 1.00
(b) by deleting the table in clause (b) thereof in its entirety and substituting therefor the following table:
Consolidated
Interest
P eriod Coverage Ratio
Consolidated
Interest
P eriod Coverage Ratio
Third and Fourth Quarters 2011 2.55 to 1.00
Fiscal Year 2012 and thereafter 2.75 to 1.00
7. Amendments to Section 7.2 (Indebtedness). Section 7.2 of the Credit Agreement is hereby amended as follows:
(a) by deleting the amount “$125,000,000” in clause (e) thereof and substituting therefor the amount “$25,000,000”;
(b) by deleting the phrase “in an aggregate principal amount not to exceed the local currency equivalent of $150,000,000 at any time
outstanding” in clause (h) thereof and substituting therefor the phrase “; provided, that, at the time any such Indebtedness is incurred, after
giving effect to such incurrence, the aggregate principal amount of all such Indebtedness permitted under this clause (h) shall not exceed the
local currency equivalent of (i) $100,000,000 if the Consolidated Net Leverage Ratio (calculated after giving effect to the incurrence of such
Indebtedness) is equal to or greater than 3.0 to 1.0 as of the last day of the most recently ended fiscal quarter, or (ii) $150,000,000 at any time if
the Consolidated Net Leverage Ratio (calculated after giving effect to the incurrence of such Indebtedness) is less than 3.0 to 1.0 as of the last
day of the most recently ended fiscal quarter”;
(c) by deleting the amount “$150,000,000” in clause (j) thereof and substituting therefor the amount “$35,000,000 plus the remainder of (x)
$40,000,000 less (y) the amount of all Indebtedness permitted and outstanding under clause (p) below”;
(d) by deleting the word “and” at the end of clause (n) thereof;
(e) by deleting the period at the end of clause (o) thereof and substituting therefor the phrase “; and”; and
(f) by inserting the following new clause (p) therein:
(p) unsecured Indebtedness of the Borrower in respect of Advanced Vehicle Manufacturing Facility Loans in an aggregate principal
amount not to exceed $40,000,000.
8. Amendment to Section 7.3 (Liens). Section 7.3 of the Credit Agreement is hereby amended by deleting from clause (n) the amount
“$100,000,000” therein and substituting therefor the amount “$50,000,000”.
9. Amendment to Section 7.5 (Disposition of Property). Section 7.5 of the Credit Agreement is hereby amended as follows:
(a) by deleting the word “and” at the end of clause (n) thereof;
(b) by deleting the period at the end of clause (o) thereof and substituting therefor the phrase “; and”; and
(c) by inserting the following new paragraph (p):
(p) at the request of the Administrative Agent, the shares of any Foreign Subsidiary formed or organized under the laws of the
Czech Republic may be transferred to any Wholly Owned Subsidiary to the extent necessary to pledge up to 65% of the voting capital
stock of such Subsidiary under the laws of the Czech Republic pursuant to the Security Documents.
10. Amendments to Section 7.6 (Restricted Payments). Section 7.6 of the Credit Agreement is hereby amended as follows:
(a) by deleting paragraph (b) and substituting therefor the following:
(b) so long as no Default or Event of Default shall have occurred and be continuing, the Borrower may purchase the Borrower’s
common stock or common stock options from present or former officers or employees of the Borrower or its Subsidiaries upon the
death, disability or termination of employment of such officer or employee, provided that the aggregate amount of Restricted
Payments under this paragraph (b) shall not exceed $1,000,000;
(b) by inserting the following new paragraph (c):
(c) the Borrower may make Restricted Payments in an aggregate amount not to exceed $30,000,000 in any fiscal year as long as, after
giving effect to each such Restricted Payment, the pro forma Consolidated Leverage Ratio is less than 3.25 to 1.0 (as calculated on the
last day of the most recent fiscal quarter for which financial statements are available); and provided if, after giving effect to a
Restricted Payment, the pro forma Consolidated Leverage Ratio would be less than 2.5 to 1.0 (as calculated on the last day of the most
recent fiscal quarter for which financial statements are available), then the Borrower may make Restricted Payments after the Closing
Date in an aggregate amount not to exceed the sum of $100,000,000 plus 50% of Consolidated Net Income accruing from the Closing
Date (it being understood that any Restricted Payment permitted at the time it was made shall be deemed to be permitted
notwithstanding that the conditions specified in paragraph (c) for such Restricted Payment may no longer be satisfied thereafter); and
provided further that the amount of Restricted Payments permitted
under this paragraph (c) for any period shall be reduced by the amount of any Restricted Payments made pursuant to paragraph
(b) above in such period. No Restricted Payment may be made pursuant to this paragraph (c) during a Default or Event of Default other
than Restricted Payments required pursuant to contractual obligations to purchase Capital Stock or options of the Borrower or any
Subsidiary from officers or employees or former officers or employees of the Borrower and its Subsidiaries; and
and (c) by making paragraph (c) new paragraph (d).
11. Amendments to Section 7.8 (Investments). Section 7.8 of the Credit Agreement is hereby amended as follows:
(a) by amending clause (g) thereof by (i) deleting the amount “$125,000,000” and substituting therefor the amount “$75,000,000” and
(ii) deleting the proviso thereto.
(b) by deleting the amount “$250,000,000” in clause (k) thereof and substituting therefor the amount “$50,000,000”; and
(c) by deleting the amount “$100,000,000” in clause (m) thereof and substituting therefor the amount “$50,000,000”.
12. Amendment to Section 7.9 (Optional Payments and Modifications of Senior Subordinated Notes). Section 7.9 of the Credit Agreement
is hereby amended by (a) deleting the table at the end thereof and substituting therefor the following table:
Aggregate Senior
Subordinated Notes
Senior Subordinated and Second Lien
P F Consolidated Notes Aggregate Notes Maximum
Leverage Ratio Maximum Amount Amount
≥ 3.0x $0 $10 million
≥ 2.5x 100 million 300 million
< 2.5x 125 million 375 million
(b) by deleting the word “and” where it appears at the end of clause (i) of such Section and (c) inserting the following clause (iii) at the end of
such Section:
and (iii) its Senior Subordinated Notes in exchange for Permitted Refinancing Indebtedness or in exchange for shares of common stock
of the Borrower.
13. Amendment to Section 7.15 (Optional Payments and Modifications of Second Lien Notes). Section 7.15 of the Credit Agreement is
hereby amended by (a) deleting the amount “$150 million” in the table at the end thereof and substituting therefor the amount “$10 million”
(b) by deleting the word “and” where it appears at the end of clause (v) of such Section and (c) inserting the following clause (vii) at the end of
such Section:
and (vii) in exchange for Permitted Refinancing Indebtedness or in exchange for shares of common stock of the Borrower.
14. Amendment to Annex A (Pricing Grid). Annex A to the Credit Agreement is hereby deleted and replaced with Annex A attached to
this Amendment.
15. Waiver. The Required Lenders hereby waive any Default or Event of Default under Section 6.1(a) of the Credit Agreement if (a) such
Default or Event of Default arises out of the existence of a “going concern” or like qualification or exception in the auditor’s report
accompanying the financial statements delivered pursuant to Section 6.1(a) of the Credit Agreement for the fiscal year ending December 31,
2008 and (b) any such “going concern” or like qualification or exception is based in whole or significant part on conditions in the automotive
industry, including without limitation uncertainty regarding the Borrower’s level of business with certain major customers.
16. Representations and Warranties. The Borrower hereby confirms that the representations and warranties set forth in Section 4 of the
Credit Agreement, as amended by this Amendment, are true and correct in all material respects as if made as of the Fourth Amendment
Effective Date (except such representations and warranties as are made as of a particular date, which such representations and warranties shall
be true and correct in all material respects as if made as of such date). The Borrower represents and warrants that, after giving effect to this
Amendment, no Default or Event of Default has occurred and is continuing.
17. Effectiveness. This Amendment shall become effective as of the date set forth above (the “Fourth Amendment Effective Date”) on
the date on which:
(a) the Administrative Agent shall have received this Amendment executed and delivered by the Administrative Agent, the Borrower
and the Required Lenders (or, in the case of any Lender, a lender addendum or joinder agreement in a form specified by the Administrative
Agent) and acknowledged by the Loan Parties; and
(b) the Administrative Agent shall have received payment of all fees required to be paid to the Administrative Agent and the Lenders
by the Borrower on or prior to the date the conditions precedent set forth in this Section 17 have been satisfied in connection with this
Amendment and payment of all reasonable out-of-pocket expenses of the Administrative Agent in connection with this Amendment which
have been invoiced on or prior to such date.
18. Amendment Fee. The Borrower hereby agrees to pay an amendment fee for the account of each Lender which approves this
Amendment by delivering an executed counterpart hereof to the Administrative Agent on or prior to 12:00 Noon, New York City time, on
February 19, 2009 in an amount equal to 0.50% of the sum of such Lender’s Revolving Commitment, Tranche B-1 Credit Linked Deposit
Amount and Term Loans, payable on the date the conditions precedent set forth in Section 17 of this Amendment have been satisfied.
19. Continuing Effect of the Credit Agreement. This Amendment shall not constitute an amendment or waiver of any provision of the
Credit Agreement not expressly
referred to herein and shall not be construed as a waiver or consent to any further or future action on the part of the Borrower that would
require a waiver or consent of the Lenders and the Administrative Agent. Except as expressly amended hereby, the provisions of the Credit
Agreement are and shall remain in full force and effect.
20. Counterparts. This Amendment may be executed by the parties hereto in any number of separate counterparts (including telecopied
counterparts), each of which shall be deemed to be an original, and all of which taken together shall be deemed to constitute one and the same
instrument.
21. GOVERNING LAW. THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED AND INTERPRETED IN
ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be duly executed and delivered by their respective
proper and duly authorized officers as of the day and year first above written.
TENNECO INC.
By:
Name:
Title:
JPMORGAN CHASE BANK, N.A., as

Administrative Agent and as a Lender
By:
Name:
Title:
FOURTH AMENDMENT dated as of February 23, 2009 to the

Tenneco Inc. Second Amended and Restated Credit Agreement,
dated as of March 16, 2007 (amended and restating the Amended and
Restated Credit Agreement dated as of December 12, 2003 (amending
and restating the Credit Agreement dated as of September 30, 1999))
[LENDER]
By:
Name:
Title:
The undersigned Loan Parties acknowledge and agree to the Fourth

Amendment and confirm that all of their obligations under the Loan
Documents remain in full force and effect after giving effect thereto
and the transactions contemplated thereby:
TENNECO INC.
TENNECO AUTOMOTIVE OPERATING COMPANY INC.
TENNECO INTERNATIONAL HOLDING CORP.
TENNECO GLOBAL HOLDINGS INC.
THE PULLMAN COMPANY
TMC TEXAS INC.
CLEVITE INDUSTRIES INC.
By:
Title:
Annex A
PRICING GRID FOR REVOLVING LOANS,

SWINGLINE LOANS, COMMITMENT FEES
AND TRANCHE A TERM FACILITY
Applicable
Margin Applicable
for Eurodollar Margin for Commitment
Consolidated Net Leverage Ratio Loans ABR Loans Fee Rate
Greater than or equal to 5.0 to 1.0 5.50% 4.50% .75%
Less than 5.0 to 1.0 and greater than or equal to 4.0 to 1.0 5.00% 4.00% .50%
Less than 4.0 to 1.0 4.50% 3.50% .50%
PRICING GRID FOR TRANCHE B-1 FACILITY
Applicable
Margin Applicable
for Eurodollar Margin for
Consolidated Net Leverage Ratio Loans ABR Loans
Greater than or equal to 5.0 to 1.0 5.50% 4.50%
Less than 5.0 to 1.0 5.00% 4.00%
Changes in the Applicable Margin with respect to Revolving Loans, Swingline Loans, Tranche A Term Loans, the Tranche B-1 Facility or the
Commitment Fee Rate resulting from changes in the Consolidated Net Leverage Ratio shall become effective on the date (the “Adjustment
Date”) on which financial statements are delivered to the Lenders pursuant to Section 6.1(a) or (b) (but in any event not later than the 45th day
after the end of each of the first three quarterly periods of each fiscal year or the 90th day after the end of each fiscal year, as the case may be)
and shall remain in effect until the next change to be effected pursuant to this paragraph. If any financial statements referred to above are not
delivered within the time periods specified above, then, until such financial statements are delivered, the Consolidated Net Leverage Ratio as
at the end of the fiscal period that would have been covered thereby shall for the purposes of this definition be deemed to be greater than 5.0
to 1.0. In addition, at all times while an Event of Default shall have occurred and be continuing, the Consolidated Net Leverage Ratio shall for
the purposes of this definition be deemed to be greater than 5.0 to 1.0. Each determination of the Consolidated Net Leverage Ratio pursuant to
this pricing grid shall be made with respect to (or, in the case of clause (a) of the definition thereof, as at the end of) the period of four
consecutive fiscal quarters of the Borrower ending at the end of the period covered by the relevant financial statements. Notwithstanding the
foregoing, the Applicable Margin and the Commitment Fee Rate from and after the Fourth Amendment Effective Date until the next
Adjustment Date shall be calculated as if the Consolidated Net Leverage Ratio is greater than 5.0 to 1.0.
Exhibit 99.1
news release (TENNECO LOGO)
TENNECO AMENDS SENIOR CREDIT FACILITY
Lake Forest, Illinois, February 23, 2009 – Tenneco Inc. (NYSE: TEN) announced today that its senior lenders have agreed to amend certain
terms of its senior secured credit facility, which includes revising the financial covenant ratios under the facility for each quarter, beginning
with first quarter 2009 and continuing through second quarter 2011. The company sought the amendment in response to the ongoing
challenging macroeconomic environment and difficult industry conditions that have decreased automotive production volumes globally.
The company also announced that it successfully renewed its U.S. securitization facility in the amount of $100 million through February 22,
2010. Tenneco’s limit for securitizing receivables under its credit facilities is $250 million and the company has the flexibility of using sources
globally in an effort to fully utilize the amounts under the limit.
Tenneco is required to meet two compliance ratios under its senior credit agreement: a maximum leverage ratio (total debt/EBITDA) and a
minimum interest coverage ratio (EBITDA/interest expense). More detailed information on the ratio adjustments,pricing and additional
changes to the senior secured credit facility can be found in the company’s 8-K filing today.
Tenneco has agreed to pay each consenting lender a fee. That fee plus other amendment costs are expected to total approximately $8 million.
Tenneco is a $5.9 billion 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®,
Walker®, Gillet™ and Clevite®Elastomer brand names.
Contacts: Jane Ostrander Jim Spangler

Investor Inquiries Media Inquiries
847 482-5607 847 482-5810
jostrander@tenneco.com jspangler@tenneco.com

TENNECO INC 8-K (Events or Changes Between Quarterly Reports) 2009-02-23

Uploaded by

Document Information

Copyright

Available Formats

Share this document

Share or Embed Document

Sharing Options

Did you find this document useful?

Is this content inappropriate?

Copyright:

Available Formats

TENNECO INC 8-K (Events or Changes Between Quarterly Reports) 2009-02-23

Uploaded by

Copyright:

Available Formats

Processed and formatted by SEC Watch - Visit SECWatch.

Pursuant To Section 13 or 15(d) of the

Delaware 1-12387 76-0515284

500 NORTH FIELD DRIVE, LAKE FOREST, ILLINOIS 60045

Registrant’s telephone number, including area code: (847) 482-5000

ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

Consolidated Net Leverage Ratio Consolidated Interest Coverage Ratio

Consolidated Net Applicable Margin for Applicable Margin for

Applicable Margin for Applicable Margin for

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No. Description

99.1 Press release issued February 23, 2009

Date: February 23, 2009 By: /s/ David A. Wardell

JPMORGAN CHASE BANK, N.A., as

FOURTH AMENDMENT dated as of February 23, 2009 to the

The undersigned Loan Parties acknowledge and agree to the Fourth

PRICING GRID FOR REVOLVING LOANS,

PRICING GRID FOR TRANCHE B-1 FACILITY

news release (TENNECO LOGO)

TENNECO AMENDS SENIOR CREDIT FACILITY

Contacts: Jane Ostrander Jim Spangler

You might also like