Tenneco Reports First Quarter Results - Auto News at Automotive.com
»Locate a Dealer»Find a Used Car»Get Financing

Tenneco Reports First Quarter Results

Below is an auto news article from April 26, 2007 from Automotive.com and PRNewswire. View the most recent news or browse our full archives using the links below.
Text Size

Tenneco Reports First Quarter Results - Auto News from April 26, 2007
Ads by Google

LAKE FOREST, Ill., April 26 /PRNewswire-FirstCall/ -- Tenneco Inc. reported first quarter 2007 net income of $3 million, or 7-cents per diluted share, compared with $7 million, or 14-cents per diluted share, in first quarter 2006. Adjusted for the items below, net income was $8 million, or 17-cents per diluted share, versus $8 million, or 17-cents per diluted share, a year ago (the tables attached to the press release reconcile GAAP results to non-GAAP results).

EBIT (earnings before interest, taxes and minority interest) increased to $50 million, from $42 million a year ago. On an adjusted basis, EBIT was $52 million, up from $48 million in first quarter 2006. EBITDA (EBIT before depreciation and amortization) was $98 million, versus $86 million a year ago. Adjusted EBITDA was $100 million, compared with $92 million in first quarter 2006.

First quarter revenue increased 24% to $1.4 billion from $1.1 billion a year ago. Substrate sales were up 73% to $339 million from $196 million in first quarter 2006. Excluding substrate sales and favorable currency of $49 million, revenue was up 9% to $1.0 billion from $936 million a year ago. The company benefited from its balanced operations as revenue growth in Europe and China as well as the launch of incremental new emission control business in North America helped offset an 8% industry OE production decline in North America.

    Adjusted first quarter 2007 and 2006 results:

                                     Q1 2007                   Q1 2006

                                        Net   Per                 Net    Per
                           EBITDA EBIT Income Share  EBITDA EBIT Income Share
    Earnings Measures       $98   $50    $3   $0.07    $86   $42   $7   $0.14

    Adjustments (reflects
     non-GAAP measures):
     Restructuring and
      restructuring related
      expenses                2     2     1    0.03      6     6    4    0.09
     Charges related to
      refinancing             -     -     4    0.07      -     -    -       -
     Tax adjustments          -     -     -       -      -     -   (3)  (0.06)

    Non-GAAP earnings
     measures              $100   $52    $8   $0.17    $92   $48   $8   $0.17



    First quarter 2007 adjustments:

    -- Restructuring related expenses of $2 million pre-tax, or 3-cents per
       diluted share;
    -- Charges of $5 million pre-tax, $4 million after-tax, or 7-cents per
       diluted share, associated with refinancing the senior credit facility.

    First quarter 2006 adjustments:

    -- Restructuring related expenses of $6 million pre-tax, or 9-cents per
       diluted share;
    -- Tax benefit of $3 million, or 6-cents per diluted share, primarily
       related to resolution of tax issues with former affiliates.

"We're pleased with how Tenneco is positioned with a well-balanced global footprint, a good mix of OE and aftermarket customers, technology-driven growth on new platforms and a relentless focus on controlling costs, all which helped counter North American OE industry production declines this quarter," said Gregg Sherrill, chairman and CEO, Tenneco. "We remain intensely focused on generating growth with our advanced technology capabilities, particularly as emission control opportunities expand with tighter emissions regulations. Equally important is our focus on launching new OE platforms flawlessly, improving our operating efficiency and offsetting higher material costs."

Gross margin in the quarter was 15.7% versus 18.6% a year ago. The significant diesel platform launches in North America resulted in a higher mix of substrate sales. Substrates, an integral part of the emission control system, typically carry lower margins. These large OE launches also shifted the revenue balance between OE and aftermarket. Other items including higher material costs, lower restructuring and benefits from Lean manufacturing and Six Sigma programs impacted gross margin to a lesser degree.

Total steel costs in the quarter increased $14 million year-over-year. Tenneco is working aggressively to minimize these higher costs through cost reductions, material substitutions and low-cost country sourcing. The company is also recovering some of these costs with aftermarket price increases and with OE customers, having already completed negotiations on some OE platforms. The company is still negotiating with other OE customers and anticipates completing nearly all the agreements by the end of the second quarter.

SGA&E (selling, general, administrative and engineering) expenses as a percent of sales decreased to 8.7% versus 10.9% a year ago. Tenneco successfully leveraged its revenue growth in the quarter while reducing SGA costs and continuing to invest in engineering for new platform launches and to meet changes in future emissions regulations.

EBIT margin in the quarter was relatively even year-over-year. The SGA&E percentage improvement helped offset the impact of the gross margin percentage decline.

Interest expense in the quarter increased to $42 million, versus $34 million in first quarter 2006, mostly due to the $5 million expense for successfully refinancing the company's senior credit facility in March. The transaction enhances Tenneco's financial flexibility by extending the expiration of its revolving line of credit; extending the maturities of its term loan facility; and enhancing debt covenant flexibility.

As expected, significant business growth in North America drove up cash use in the quarter to an outflow of $95 million versus an outflow of $25 million a year ago. The company's 24% revenue increase resulted in higher accounts receivable and also impacted inventory as two of the new platforms use converters sourced from the company's South Africa operations. Seasonal build-up in the aftermarket also increased inventory.

At quarter-end, debt net of cash balances was $1.317 billion, compared with $1.288 billion a year ago and total debt was $1.453 billion, versus $1.384 billion at the end of first quarter 2006. At quarter-end, the ratio of debt net of cash balances to adjusted LTM (last twelve months) EBITDA was 3.1x, equal to a year ago.

    NORTH AMERICA

    -- North America OE revenue was $509 million, a 36% increase over $374
       million a year ago.  Excluding substrate sales, revenue was $343
       million, up 12% year-over-year from $308 million.  Incremental volume
       from new emissions control platform launches, like the Toyota Tundra
       and Ford Super Duty, drove the increase and more than offset an 8%
       decline in industry OE production.
    -- North America aftermarket revenue was $134 million, down from $141
       million a year ago.  Lower ride and exhaust unit sales were only
       partially offset by price increases to recover higher material costs.
    -- EBIT for North American operations was $29 million, down $5 million
       from a year ago.  The positive benefits from new platform launches were
       more than offset by start-up costs, higher material costs and added
       engineering expense.  Adjusted for the items below, EBIT was $30
       million, versus $37 million in first quarter 2006.
    -- First quarter 2007 EBIT includes $1 million in restructuring expense
       and first quarter 2006 EBIT includes $3 million in restructuring
       expense.

    EUROPE, SOUTH AMERICA AND INDIA

    -- Europe OE revenue increased 28% to $494 million from $387 million in
       first quarter 2006.   New launches on key platforms with BMW, Ford and
       PSA drove the increase.  Excluding $39 million in favorable currency
       and higher substrate sales, revenue was $333 million compared with $285
       million a year ago, a 17% increase versus an industry production
       increase of 4% in the quarter.
    -- Europe aftermarket revenue increased to $79 million from $75 million a
       year ago.  Excluding the benefit of currency, revenue was $73 million.
       Improvedride control sales and price increases to recover steel cost
       increases partially offset lower exhaust unit sales.
    -- South America and India revenue increased year-over-year to $70 million
       from $65 million, driven by stronger OE volumes and improved
       aftermarket sales.  Adjusting for currency and substrate sales, revenue
       was $61 million, versus $58 million a year ago.
    -- EBIT for Europe, South America and India increased 91% to $15 million,
       versus $8 million in first quarter 2006.   The significant improvement
       was driven by OE volumes and manufacturing efficiencies gained through
       Lean manufacturing and Six Sigma programs, which improved profitability
       on existing business and generated more profit on new platform
       launches.  EBIT included $2 million in favorable currency.
    -- EBIT in both first quarter 2007 and 2006 included $1 million in
       restructuring expenses.

    ASIA PACIFIC

    -- Asia revenue increased 39% to $70 million, versus $50 million in first
       quarter 2006.  Excluding substrate sales, Asia revenue was $44 million,
       versus $33 million a year ago.  Higher OE volumes and new platform
       launches in China drove the increase.
    -- Australia revenue rose 6% to $43 million, from $40 million a year ago.
       Excluding currency and substrate sales, revenue was $35 million
       compared with $36 million in first quarter 2006.
    -- Asia Pacific EBIT increased to $6 million, compared with breakeven a
       year ago.  The EBIT improvement was driven by higher OE volumes in
       China combined with benefits from restructuring charges taken in the
       first quarter of 2006.
    -- First quarter 2006 EBIT includes $2 million in restructuring expenses
       for Australia.

OUTLOOK

We're optimistic as we look ahead to the second quarter based on today's production schedules. We expect continued revenue growth from our emission control truck business as the ramp-up on these major platforms accelerates," said Sherrill. "We also expect the European segment and China operations will continue to perform well, which will help balance anticipated industry-wide OE production declines in North America. In addition, we will continue to benefit from our intense focus on all aspects of cost improvement and manufacturing efficiencies and anticipate finalizing nearly all of our negotiations with OE customers on steel cost recovery by the end of the quarter."


    Attachment 1:
    Statements of Income - 3 Months
    Balance Sheet
    Statements of Cash Flow - 3 Months

    Attachment 2:
    Reconciliation of GAAP Net Income to EBITDA - 3 Months
    Reconciliation of GAAP to Non-GAAP Earnings Measures - 3 Months
    Reconciliation of GAAP Revenues to Non-GAAP Revenues Measures - 3 Months
    Reconciliation of Non-GAAP Measures - Ratio of Debt Net of Cash to
     Adjusted EBITDA - LTM

CONFERENCE CALL

The company will host a conference call on Thursday, April 26, 2007 at 10:30 a.m. EDT. The dial-in number is 888-790-1408 (domestic) or 773-756-0157(international). The passcode is TENNECO. The call and accompanying slides will be available on the financial section of the Tenneco web site at http://www.tenneco.com. A recording of the call will be available one hour following completion of the call on April 26, 2007. To access this recording, dial 866-509-3863 (domestic) or 203-369-1914 (international). The purpose of the call is to discuss the company's operations for the quarter, as well as other matters that may impact the company's outlook. A copy of the press release is available on the financial and news sections of the Tenneco web site.

2007 ANNUAL MEETING

Tenneco will hold its annual meeting of shareholders on Tuesday, May 8, 2007 at 10:00 a.m. CDT. The meeting will be held at the corporate headquarters, 500 North Field Drive, Lake Forest, Illinois. The meeting will also be available by webcast. To access the listen-only annual meeting webcast, go to the financial section of the company's website at least 15 minutes prior to the meeting to register and download any necessary software. The webcast will include an audio transmission of the proceedings and slides used in the speaker presentation. Voting will not be available electronically through the webcast.

Tenneco is a $4.7 billion manufacturing company with headquarters in Lake Forest, Illinois and approximately 19,000 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. Among its products are Sensa-Trac(R) and Monroe Reflex(R) shocks and struts, Rancho(R) shock absorbers, Walker(R) Quiet-Flow(R) mufflers, Dynomax(R) performance exhaust products, and Clevite(R)Elastomer noise, vibration and harshness control components.

This press release contains forward-looking statements. Words such as "hopes," "estimates," "continue," "will," "plans," "outlook" "scheduled" and "goal" and similar expressions identify forward-looking statements. These forward-looking statements are based on the current expectations of the company (including its subsidiaries). Because these forward-looking statements involve risks and uncertainties, the company's plans, actions and actual results could differ materially. Among the factors that could cause these plans, actions and results to differ materially from current expectations are:

(i) changes in automotive manufacturers' production rates and their actual and forecasted requirements for the company's products;

(ii) the overall highly competitive nature of the automotive parts industry, including pricing pressure from the company's OE customers and the loss of any awards of business, or the failure to obtain new awards of business, from our large customers, on which we are dependent for a substantial portion of our revenues; for example, Ford, from whom the company derived more than 10% of its 2006 net sales, announced in 2006 a plan to significantly reduce the number of its global suppliers. While the company currently believes that its relationship with Ford will not be impacted by this plan, any significant reduction in sales to Ford could have a material adverse effect on the company;

(iii) the company's resultant inability to realize the sales represented by its awarded book of business which is based on anticipated pricing for the applicable program over its life, and is subject to increases or decreases due to changes in customer requirements, customer and consumer preferences, and the number of vehicles actually produced by customers;

(iv) increases in the costs of raw materials, including the company's ability to successfully reduce the impact of any such cost increases through materials substitutions, cost reduction initiatives, customer recovery and other methods;

(v) the cyclical nature of the global vehicular industry, including the performance of the global aftermarket sector, and changes in consumer demand and prices, including longer product lives of automobile parts and the cyclicality of automotive production and sales of automobiles which include the company's products, and the potential negative impact on the company's revenues and margins from such products;

(vi) the company's continued success in cost reduction and cash management programs and its ability to execute restructuring and other cost reduction plans and to realize anticipated benefits from these plans;

(vii) the general political, economic and competitive conditions in markets and countries where the company and its subsidiaries operate, including the strength of other currencies relative to the U.S. dollar and currency fluctuations and other risks associated with operating in foreign countries;

(viii) governmental actions, including the ability to receive regulatory approvals and the timing of such approvals;

(ix) changes in capital availability or costs, including increases in the company's costs of borrowing (i.e., interest rate increases), the amount of the company's debt, the ability of the company to access capital markets and the credit ratings of the company's debt;

(x) the cost and outcome of existing and any future legal proceedings, and compliance with changes in regulations, including environmental regulations;

(xi) workforce factors such as strikes or labor interruptions;

(xii) the company's ability to develop and profitably commercialize new products and technologies, and the acceptance of such new products and technologies by the company's customers and the market;

(xiii) further changes in the distribution channels for the company's aftermarket products, further consolidations among automotive parts customers and suppliers, and product warranty costs;

(xiv) changes by the Financial Accounting Standards Board or other accounting regulatory bodies to authoritative generally accepted accounting principles or policies;

(xv) acts of war, riots or terrorism, including, but not limited to the events taking place in the Middle East, the current military action in Iraq and the continuing war on terrorism, as well as actions taken or to be taken by the United States or other governments as a result of further acts or threats of terrorism, and the impact of these acts on economic, financial and social conditions in the countries where the company operates; and

(xvi) the timing and occurrence (or non-occurrence) of transactions and events which may be subject to circumstances beyond the control of the company and its subsidiaries. The company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release. Additional information regarding these risk factors and uncertainties is detailed from time to time in the company's SEC filings, including but not limited to its report on Form 10-K for the year ended December 31, 2006. Further information can be found on the company's web site at http://www.tenneco.com.

    Contacts:     Jane Ostrander                 Leslie Hunziker
                  Media Relations                Investor Relations
                  847 482-5607                   847 482-5042
                  jostrander@tenneco.com
	lhunziker@tenneco.com



                                                                  ATTACHMENT 1
                  TENNECO INC. AND CONSOLIDATED SUBSIDIARIES
                              STATEMENTS OF INCOME
                                    Unaudited
                          THREE MONTHS ENDED MARCH 31,
                  (Millions except share and per share amounts)


                                          2007              2006

    Net sales and operating revenues      $1,399            $1,132

    Costs and Expenses
       Cost of Sales (exclusive of
        depreciation shown below)          1,179 (a)           921 (c)
       Engineering, Research and
        Development                           27                22
       Selling, General and
        Administrative                        95 (a)           101
       Depreciation and Amortization of
        Other Intangibles                     48                44

              Total Costs and Expenses     1,349             1,088



    Loss on sale of receivables               (2)               (1)
    Other Income (Expense)                     2                (1)
    Total Other Expense                      -                  (2)

    Income before Interest Expense,
     Income Taxes, and Minority Interest
       North America                          29 (a)            34 (c)
       Europe & South America                 15 (a)             8 (c)
       Asia Pacific                            6                 - (c)
                                              50                42

    Less:
       Interest expense (net of
         interest capitalized)                42  (b)           34
       Income tax expense                      3                 - (d)
       Minority interest                       2                 1
    Net Income                                 3                 7


    Average common shares outstanding:
       Basic                                45.4              43.9
       Diluted                              47.3              46.7

    Earnings per share ofcommon stock:
       Basic                               $0.07             $0.15

       Diluted                             $0.07             $0.14


    (a) Includes restructuring and restructuring related charges of $2
        million pre-tax, $1 million after tax or $0.03 per share, of which $1
        million is recorded in cost of sales and $1 million is recorded in
        SGA&E. Geographically, $1 million is recorded in North America and $1
        million in Europe, South America and India.
    (b) Includes a pre-tax expense of $5 million, $4 million after-tax or
        $0.07 per share related to the write off of debt issuance costs from
        our debt refinancing in March of 2007.
    (c) Includes restructuring and restructuring related charges of $6
        million pre-tax, $4 million after tax or $0.09 per share, all of which
        is recorded in cost of sales.  Geographically, $3 million is recorded
        in North America, $1 million in Europe, South America and India and $2
        million in Asia Pacific.
    (d) Includes a $3 million or $0.06 per share tax benefit, primarily
        related to resolution of tax issues with former affiliates.



                                                                  ATTACHMENT 1
                  TENNECO INC. AND CONSOLIDATED SUBSIDIARIES
                                BALANCE SHEETS
                                 (Unaudited)
                                  (Millions)

                                        March 31, 2007       December 31, 2006

     Assets

        Cash and Cash Equivalents             $136                  $202

        Receivables, Net                       799 (a)               604 (a)

        Inventories                            516                   439

        Other Current Assets                   187                   177

        Investments and Other Assets           755                   748

        Plant, Property, and Equipment,
         Net                                 1,096                 1,093

        Total Assets                        $3,489                $3,263




    Liabilities and Shareholders' Equity

        Short-Term Debt                        $29                   $28

        Accounts Payable                       950                   782

        Accrued Taxes                           41                    49

        Accrued Interest                        31                    40

        Other Current Liabilities              243                   234

        Long-Term Debt                       1,424  (b)            1,350  (b)

        Deferred Income Taxes                  107                   107

        Deferred Credits and Other
         Liabilities                           390                   424

        Minority Interest                       29                    28

        Total Shareholders' Equity             245                   221

        Total Liabilities and
         Shareholders' Equity               $3,489                $3,263



                                        March 31, 2007       December 31, 2006

    (a) Accounts receivable securitization
        programs                              $145                  $133


    (b) Long term debt composed of:     March 31, 2007       December 31, 2006

          Borrowings against
           revolving credit facilities        $281                  $-
          Term loan A (Due 2012)               150                   -
          Term loan B (Due 2010)               -                    356
          10.25% senior notes (Due 2013)       487                  487
          8.625% subordinated
           notes (Due 2014)                    500                  500
          Other long term debt                   6                    7

                                            $1,424               $1,350



                                                                  ATTACHMENT 1
                  Tenneco Inc. and Consolidated Subsidiaries
                           Statements of Cash Flows
                                 (Unaudited)
                                  (Millions)

                                                     Three Months Ended
                                                           March 31,

                                                  2007                2006

       Operating activities:
         Net income                                $3                  $7
         Adjustments to reconcile income
          to net cash used by operating
          activities --
           Depreciation and amortization
            of other intangibles                   48                  44
           Stock option expense                     1                   1
           Deferred income taxes                   (3)                  5Loss on sale of assets, net              2                   1
           Changes in components of
            working capital --
             (Inc.)/dec. in receivables          (198)                (82)
             (Inc.)/dec. in inventories           (74)                (27)
             (Inc.)/dec. in prepayments
              and other current assets            (13)                (14)
             Inc./(dec.) in payables              150                  65
             Inc./(dec.) in taxes
              accrued                              (4)                 (2)
             Inc./(dec.) in interest
              accrued                              (9)                 (4)
             Inc./(dec.) in other
              current liabilities                   4                 (18)
           Other                                   (2)                 (1)
       Net cash used by operating
        activities                                (95)                (25)

       Investing activities:
         Net proceeds from sale of
          assets                                    -                   -
         Cash Payments for plant,
          property & equipment                    (38)                (36)
         Acquisition of business                    -                   -
         Cash payments for software-
          related intangibles                      (7)                 (3)
         Investments and other                      1                   -
       Net cash used by investing
        activities                                (44)                (39)

       Financing activities:
         Issuance of common shares                  2                   8
         Issuance of long-term debt               150                   -
         Debt issuance costs on long-
          term debt                                (6)                  -
         Retirement of long-term debt            (357)                 (1)
         Net inc./(dec.) in short-term
          debt excluding current
          maturities on long-term debt            280                   9
         Other                                      1                   -
       Net cash provided (used) by
        financing activities                       70                  16

       Effect of foreign exchange rate
        changes on cash and
        cash equivalents                            3                   3

       Decrease in cash and cash
        equivalents                               (66)                (45)
       Cash and cash equivalents,
        January 1                                 202                 141
       Cash and cash equivalents,
        March 31                                 $136                 $96

       Cash paid during the period for
        interest                                  $42                 $34
       Cash paid during the period for
        income taxes                                8                   -

       Period ended balance of payables
        for plant, property and equipment          17                  16



                                                                  ATTACHMENT 2
                                   TENNECO INC.
                  RECONCILIATION OF GAAP(1) NET INCOME TO EBITDA
                                    Unaudited


                                                        Q1 2007

                                            North    Europe    Asia
                                           America    & SA    Pacific   Total

    Net income                                                             $3

    Minority interest                                                       2

    Income tax expense                                                      3

    Interest expense (net of interest
     capitalized)                                                          42

    EBIT, Income before interest expense,
     income taxes and minority interest
     (GAAP measure)                          $29       $15      $6         50

    Depreciation and amortization of
     other intangibles                        23        21       4         48

    Total EBITDA(2)                          $52       $36      $10       $98



                                                       Q1 2006

                                           North     Europe    Asia
                                          America     & SA    Pacific    Total
    Net income                                                             $7

    Minority interest                                                       1

    Income tax expense                                                      -

    Interest expense (net of interest
     capitalized)                                                          34

    EBIT, Income before interest expense,income taxes and minority interest
     (GAAP measure)                          $34        $8       $-        42

    Depreciation and amortization of
     other intangibles                        22        19        3        44

    Total EBITDA(2)                          $56       $27       $3       $86

    (1) Generally Accepted Accounting Principles

    (2) EBITDA represents income before interest expense, income taxes,
        minority interest and depreciation and amortization.  EBITDA is not a
        calculation based upon generally accepted accounting principles.  The
        amounts included in the EBITDA calculation, however, are derived from
        amounts included in the historical statements of income data.  In
        addition, EBITDA should not be considered as an alternative to net
        income or operating income as an indicator of the company's operating
        performance, or as an alternative to operating cash flows as a measure
        of liquidity.  Tenneco has presented EBITDA because it regularly
        reviews EBITDA as a measure of the company's performance.  In
        addition, Tenneco believes its debt holders utilize and analyze our
        EBITDA for similar purposes.  Tenneco also believes EBITDA assists
        investors in comparing a company's performance on a consistent basis
        without regard to depreciation and amortization, which can vary
        significantly depending upon many factors.  However, the EBITDA
        measure presented may not always be comparable to similarly titled
        measures reported by other companies due to differences in the
        components of the calculation.



                                                                  ATTACHMENT 2
                                   TENNECO INC.
            RECONCILIATION OF GAAP(1) TO NON-GAAP EARNINGS MEASURES(2)
                                    Unaudited


                                       Q1 2007                 Q1 2006


                           EBITDA        Net    Per  EBITDA       Net    Per
                            (3)    EBIT Income Share  (3)   EBIT Income Share

    Earnings Measures       $98    $50    $3  $0.07   $86   $42   $7    $0.14

    Adjustments (reflects
     non-GAAP measures):
     Restructuring and
      restructuring
      related expenses        2      2     1   0.03     6     6    4     0.09
     Charges related to
      refinancing-      -     4   0.07     -     -    -        -
     Tax adjustments          -      -   -      -       -     -   (3)   (0.06)
    Non-GAAP earnings
     measures              $100    $52    $8  $0.17   $92   $48   $8    $0.17


                                                 Q1 2007

                                   North      Europe     Asia
                                  America      & SA     Pacific    Total

    EBIT                            $29         $15       $6        $50
     Restructuring and
      restructuring related
      expenses                        1           1        -          2
    Adjusted EBIT                   $30         $16       $6        $52


                                                 Q1 2006

                                   North      Europe     Asia
                                  America      & SA     Pacific    Total

    EBIT                            $34          $8       $-        $42
     Restructuring and
      restructuring related
      expenses                        3           1        2          6
    Adjusted EBIT                   $37          $9       $2        $48


    (1) Generally Accepted Accounting Principles

    (2) Tenneco presents the above reconciliation of GAAP to non-GAAP earnings
        measures primarily to reflect the results for the first quarters of
        2007 and 2006 in a manner that allows a better understanding of the
        results of operational activities separate from the financial impact
        of decisions made for the long-term benefit of the company.
        Adjustments similar to the ones reflected above have been recorded in
        earlier periods, and similar types of adjustments can reasonably be
        expected to be recorded in future periods.  Using only the non-GAAP
        earnings measures to analyze earnings would have material limitations
        because its calculation is based on the subjective determinations of
        management regarding the nature and classification of events and
        circumstances that investors may find material.  Management
        compensates for these limitations by utilizing both GAAP and non-GAAP
        earnings measures reflected above to understand and analyze the
        results of the business.  The company believes investors find the
        non-GAAP information helpful in understanding the ongoing performance
        of operations separatefrom items that may have a disproportionate
        positive or negative impact on the company's financial results in any
        particular period.

    (3) EBITDA represents income before interest expense, income taxes,
        minority interest and depreciation and amortization.  EBITDA is not a
        calculation based upon generally accepted accounting principles.  The
        amounts included in the EBITDA calculation, however, are derived from
        amounts included in the historical statements of income data.  In
        addition, EBITDA should not be considered as an alternative to net
        income or operating income as an indicator of the company's operating
        performance, or as an alternative to operating cash flows as a measure
        of liquidity.  Tenneco has presented EBITDA because it regularly
        reviews EBITDA as a measure of the company's performance.  In
        addition, Tenneco believes its debt holders utilize and analyze our
        EBITDA for similar purposes.  Tenneco also believes EBITDA assists
        investors in comparing a company's performance on a consistent basis
        without regard to depreciation and amortization, which can vary
        significantly depending upon many factors.  However, the EBITDA
        measure presented may not always be comparable to similarly titled
        measures reported by other companies due to differences in the
        components of the calculation.



                                                                  ATTACHMENT 2
                                   TENNECO INC.
           RECONCILIATION OF GAAP REVENUE TO NON-GAAP REVENUE MEASURES
                                    Unaudited


                                                  Q1 2007


                                                                      Revenues
                                                              Sub-    Exclud-
                                                              strate   ing
                                                              Sales   Currency
                                                    Revenues  Exclud-  and
                                                     Exclud-   ing     Sub-
                                            Currency   ing    Currency strate
                                   Revenues  Impact  Currency Impact   Sales
    North America Original
     Equipment
       Ride Control                  $133      $-      $133     $  -    $133
       Exhaust                        376       -       376      166     210
       Total North America
        Original Equipment            509       -       509      166     343

    North America Aftermarket
       Ride Control                    98       -        98        -      98
       Exhaust                         36       -        36        -      36
       Total North America
        Aftermarket                   134       -       134        -     134

    Total North America               643       -       643      166     477

    Europe Original Equipment
       Ride Control                   107       10       97        -      97
       Exhaust                        387       29      358      122     236
       Total Europe
        Original Equipment            494       39      455      122     333

    Europe Aftermarket
       Ride Control                    39        2       37        -      37
       Exhaust                         40        4       36        -      36
       Total Europe Aftermarket        79        6       73        -      73

    South America & India              70        1       69        8      61

    Total Europe,
     South America & India            643       46      597      130     467

    Asia                               70        -       70       26      44

    Australia                          43        3       40        5      35

    Total Asia Pacific                113        3      110       31      79

    Total Tenneco Inc.             $1,399      $49   $1,350     $327  $1,023



                                                 Q1 2006

                                                                      Revenues
                                                               Sub-   Exclud-
                                                              strate   ing
                                                              Sales  Currency
                                                    Revenues  Exclud-  and
                                                     Exclud-   ing     Sub-
                                            Currency   ing    Currency strate
                                   Revenues  Impact  Currency  Impact  Sales
    North America
     Original Equipment
       Ride Control                  $131     $-       $131     $-      $131
       Exhaust243      -        243      66      177
       Total North
        America Original
        Equipment                     374      -        374      66      308

    North America Aftermarket
       Ride Control                   101      -        101      -       101
       Exhaust                         40      -         40      -        40
       Total North
        America Aftermarket           141      -        141      -       141

    Total North America               515      -        515      66      449

    Europe Original Equipment
       Ride Control                    95      -         95      -        95
       Exhaust                        292      -        292     102      190
       Total Europe
        Original Equipment            387      -        387     102      285

    Europe Aftermarket
       Ride Control                    36      -         36      -        36
       Exhaust                         39      -         39      -        39
       Total Europe Aftermarket        75      -         75      -        75

    South America & India              65      -         65       7       58

    Total Europe,
     South America & India            527      -        527     109      418

    Asia                               50      -         50      17       33

    Australia                          40      -         40       4       36

    Total Asia Pacific                 90      -         90      21       69

    Total Tenneco Inc.             $1,132     $-     $1,132    $196     $936


       Tenneco presents the above reconciliation of revenues in order to
       reflect the trend in the company's sales, in various product lines and
       geographical regions, separately from the effects of doing business in
       currencies other than the U.S. dollar.  Additionally, substrate sales
       which the company previously referred to as pass-through sales include
       precious metals pricing, which may be volatile.  Substrate sales occur
       when, at the direction of its OE customers, Tenneco purchases catalytic
       converters or components thereof from suppliers, uses them in its
       manufacturing processes and sells them as part of the completed system.
       While Tenneco original equipment customers assume the risk of this
       volatility, it impacts reported revenue.  Excluding substrate sales
       removes this impact.  Tenneco uses this information to analyze the
       trend in revenues before these factors.  Tenneco believes investors
       find this information useful in understanding period to period
       comparisons in the company's revenues.



                                                                  ATTACHMENT 2
                                 TENNECO INC.
                      RECONCILIATION OF NON-GAAP MEASURES
                   Debt net of cash / Adjusted EBITDA - LTM


                                               Quarter Ended March 31

                                                 2007          2006

    Total debt                                  $1,453        $1,384

    Cash and cash equivalents                      136            96

    Debt net of cash balances (1)                1,317         1,288

    Adjusted LTM EBITDA                            419           413

    Ratio of net debt to adjusted LTM
     EBITDA (2)                                   3.1x          3.1x



                                         Q2 06  Q3 06  Q4 06  Q1 07  Q1 07 LTM


    Net income                            24      6      14     3       47

    Minority interest                      1      2       2     2        7

    Income tax expense                    15      3     (15)    3        6

    Interest expense
    (net of interest capitalized)         33     34      35    42      144

    EBIT, Income before
     interest expense,
     income taxes and
     minority interest
     (GAAP measure)                       73     45      36    50      204

    Depreciation and
     amortization of
     other intangibles                    47     45      48    48      188

    Total EBITDA(3)                      120     90      84    98      392

    Restructuring and
     restructuring related expenses        8      7       6     2       23
    New Aftermarket customer
     changeover costs (4)                  6      -       -     -        6
    Pension Curtailment (5)                -      -      (7)            (7)
    Reserve for receivables from
     former affiliate                      -      -       3              3
    Stock Option Adjustment (6)            -      -       2              2

    Total Adjusted EBITDA (7)            134     97      88   100      419


                                         Q2 05  Q3 05  Q4 05  Q1 06  Q1 06 LTM

    Net income33     10       8     7       58

    Minority interest                      -      -       1     1        2

    Income tax expense                    18      7      (4)    -       21

    Interest expense
     (net of interest capitalized)        32     33      33    34      132

    EBIT, Income before
     interest expense,
     income taxes and
     minority interest
     (GAAP measure)                       83     50      38    42      213

    Depreciation and
     amortization of
     other intangibles                    44     44      43    44      175

    Total EBITDA(3)                      127     94      81    86      388

    Restructuring and restructuring
     related expenses                      2      2       5     6       15

    New Aftermarket customer changeover
     costs (4)                             -      -      10     -       10

    Total adjusted EBITDA(7)             129     96      96    92      413

    (1) Tenneco presents debt net of cash balances because management
        believes it is a useful measure of Tenneco's credit position and
        progress toward reducing leverage.  The calculation is limited in that
        the company may not always be able to use cash to repay debt on a
        dollar-for-dollar basis.

    (2) Tenneco presents the above reconciliation of the ratio debt net of
        cash to the last twelve months (LTM) of adjusted EBITDA to show trends
        that investors may find useful in understanding the company's ability
        to service its debt.  For purposes of this calculation, adjusted LTM
        EBITDA is used as an indicator of the company's performance over the
        most recent twelve months and debt net of cash is presented as an
        indicator of our credit position and progress toward reducing our
        financial leverage.  LTM adjusted EBITDA is used to reflect annual
        values and remove seasonal fluctuations.  This reconciliation is
        provided as supplemental information and not intended to replace the
        company's existing covenant ratios or any other financial measures
        that investors may find useful in describing the company's financial
        position. See notes (1), (3) and (4) for a description of the
        limitations of using debt net of cash, EBITDA and adjusted EBITDA.

    (3) EBITDA represents income before interest expense, income taxes,
        minority interest and depreciation and amortization.  EBITDA is not a
        calculation based upon generally accepted accounting principles.  The
        amounts included in the EBITDA calculation, however, are derived from
        amounts included in the historical statements of income data.  In
        addition, EBITDA should not be considered as an alternative to net
        income or operating income as an indicator of the company's operating
        performance, or as an alternative to operating cash flows as a measure
        of liquidity.  Tenneco Inc. has presented EBITDA because it regularly
        reviews EBITDA as a measure of the company's performance.  In
        addition, Tenneco believes its debt holders utilize and analyze our
        EBITDA for similar purposes.  Tenneco also believes EBITDA assists
        investors in comparing a company's performance on a consistent basis
        without regard to depreciation and amortization, which can vary
        significantly depending upon many factors.  However, the EBITDA
        measure presented may not always be comparable to similarly titled
        measures reported by other companies due to differences in the
        components of the calculation.

    (4) Represents costs associated with changing new aftermarket customers
        from their prior suppliers to an inventory of our products. Although
        our aftermarket business regularly incurs changeover costs, we
        specifically identify in the table above those changeovercosts that,
        based on the size or number of customers involved, we believe are of
        an unusual nature for the quarter in which they were incurred.

    (5) In August 2006, we announced that we were freezing future accruals
        under our U.S. defined benefit pension plans for substantially all our
        U.S. salaried and non-union hourly employees effective December 31,
        2006. In lieu of those benefits, we are offering additional benefits
        under defined contribution plan.

    (6) The adjustment is related to our past administration of stock option
        grants and represents an adjustment for several prior years.

    (7) Adjusted EBITDA is presented in order to reflect the results in a
        manner that allows a better understanding of operational activities
        separate from the financial impact of decisions made for the long term
        benefit of the company and other items impacting comparability between
        the periods.  Adjustments similar to the ones reflected above have
        been recorded in earlier periods, and similar types of adjustments can
        reasonably be expected to be recorded in future periods. The company
        believes investors find the non-GAAP information helpful in
        understanding the ongoing performance of operations separate from
        items that may have a disproportionate positive or negative impact on
        the company's financial results in any particular period.

Photo: http://www.newscom.com/cgi-bin/prnh/20051028/CGF002LOGO
AP Archive: http://photoarchive.ap.org
PRN Photo Desk, photodesk@prnewswire.com

Tenneco Inc.

FIND A CAR