April 10, 2018 / 11:23 AM / 14 days ago

BRIEF-Tenneco To Buy Federal-Mogul For $5.4 Bln

April 10 (Reuters) - Tenneco Inc:

* TENNECO TO CREATE TWO INDEPENDENT, PUBLIC COMPANIES WITH ACQUISITION OF FEDERAL-MOGUL

* DEAL FOR A TOTAL CONSIDERATION OF $5.4 BLN

* INTENTION TO SEPARATE COMBINED BUSINESSES INTO 2 INDEPENDENT, PUBLICLY TRADED COMPANIES

* FEDERAL-MOGUL IS BEING ACQUIRED FROM ICAHN ENTERPRISES L.P.

* DEAL TO BE FUNDED THROUGH CASH, TENNECO EQUITY AND ASSUMPTION OF DEBT

* INTENTION TO SEPARATE COMBINED BUSINESSES THROUGH A TAX-FREE SPIN-OFF TO SHAREHOLDERS

* ACQUISITION EXPECTED TO BE VALUE ACCRETIVE AND GENERATE SYNERGY OPPORTUNITIES OF AT LEAST $200 MLN IN ANNUAL EARNINGS

* TO BUY FEDERAL-MOGUL THROUGH $800 MLN IN CASH, 5.7 MLN SHARES OF TENNECO CLASS A COMMON STOCK, AMONG OTHERS

* PUT IN PLACE COMMITTED DEBT FINANCING TO FUND DEAL THAT WILL REPLACE EXISTING SENIOR CREDIT FACILITIES,SOME SENIOR FACILITIES AT FEDERAL-MOGUL

* TO BUY FEDERAL-MOGUL ALSO THROUGH 23.8 MLN SHARES OF NON-VOTING TENNECO CLASS B COMMON STOCK AND ASSUMPTION OF DEBT

* CAN REDUCE NUMBER OF SHARES OF CLASS B NON-VOTING STOCK BY UP TO 7.3 MLN SHARES, INCREASE CASH CONSIDERATION PROPORTIONATELY AT DEAL CLOSING

* DEAL INCLUDES SEPARATION OF AFTERMARKET & RIDE PERFORMANCE AND POWERTRAIN TECHNOLOGY COMPANIES

* WITH DEAL, AFTERMARKET AND RIDE PERFORMANCE COMPANY WILL INCLUDE TENNECO RIDE PERFORMANCE AND FEDERAL-MOGUL MOTORPARTS

* WITH DEAL, POWERTRAIN TECHNOLOGY COMPANY WILL INCLUDE TENNECO CLEAN AIR AND FEDERAL-MOGUL POWERTRAIN Source text for Eikon: Further company coverage:

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