Tenneco’s $5.4 Billion Acquisition of Federal-Mogul

Shearman & Sterling advised Barclays Capital as the lead financial advisor to global manufacturing company Tenneco on its $5.4 billion purchase of Federal-Mogul from Icahn Enterprises.

Tenneco intends to separate the combined businesses into two independent, publicly traded companies through a tax-free spinoff to shareholders that will establish an aftermarket and ride performance company and a powertrain technology company.

The acquisition – to be funded through cash, Tenneco equity and assumption of debt – is expected to close in the second half of 2018, subject to regulatory and shareholder approvals and other customary closing conditions, with the separation occurring in the second half of 2019.

Headquartered in Lake Forest, Illinois, Tenneco is one of the world’s leading designers, manufacturers and distributors of Ride Performance and Clean Air products and technology solutions for diversified markets. The company, led by Gregg M Sherrill, Brian J Kesseler and Ben Patel, in 2017 recorded $9.274 Million revenues.

Federal-Mogul Powertrain designs and manufactures original equipment powertrain components and systems protection products for automotive, heavy-duty, industrial and transport application. The company, led by Bradley S Norton, is based in Southfield (MI).

Icahn Enterprises is a diversified holding company engaged in 10 primary business segments: Investment, Automotive, Energy, Railcar, Gaming, Metals, Mining, Food Packaging, Real Estate and Home Fashion.

The Shearman & Sterling team included partner John Marzulli (Picture) and associate Christopher Glenn (both New York-Mergers & Acquisitions).


Involved fees earner: John Marzulli – Shearman & Sterling; Christopher Glenn – Shearman & Sterling;

Law Firms: Shearman & Sterling;

Clients: Barclays Bank;


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Author: Ambrogio Visconti