Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2020 | May 06, 2020 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 1-12387 | |
Entity Registrant Name | TENNECO INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 76-0515284 | |
Entity Address, Address Line One | 500 North Field Drive | |
Entity Address, City or Town | Lake Forest | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60045 | |
City Area Code | 847 | |
Local Phone Number | 482-5000 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Central Index Key | 0001024725 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Class A | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Class A Voting Common Stock, par value $0.01 per share | |
Trading Symbol | TEN | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding | 60,951,552 | |
Class B | ||
Document Information [Line Items] | ||
Entity Common Stock, Shares Outstanding | 20,308,454 | |
Preferred Stock Purchase Rights | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Preferred Stock Purchase Rights | |
Trading Symbol | TEN | |
Security Exchange Name | NYSE |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues | ||
Net sales and operating revenues | $ 3,836,000,000 | $ 4,484,000,000 |
Costs and expenses | ||
Cost of sales (exclusive of depreciation and amortization) | 3,339,000,000 | 3,870,000,000 |
Selling, general, and administrative | 249,000,000 | 318,000,000 |
Depreciation and amortization | 171,000,000 | 169,000,000 |
Engineering, research, and development | 77,000,000 | 92,000,000 |
Restructuring charges, net and asset impairments | 484,000,000 | 16,000,000 |
Goodwill and intangible impairment charges | 383,000,000 | 60,000,000 |
Costs and expenses | 4,703,000,000 | 4,525,000,000 |
Other income (expense) | ||
Non-service pension and other postretirement benefit (costs) credits | 1,000,000 | (2,000,000) |
Equity in earnings (losses) of nonconsolidated affiliates, net of tax | 13,000,000 | 16,000,000 |
Other income (expense), net | 8,000,000 | 3,000,000 |
Total other expense (income) | 22,000,000 | 17,000,000 |
Earnings (loss) before interest expense, income taxes, and noncontrolling interests | (845,000,000) | (24,000,000) |
Interest expense | (75,000,000) | (81,000,000) |
Earnings (loss) before income taxes and noncontrolling interests | (920,000,000) | (105,000,000) |
Income tax (expense) benefit | 94,000,000 | 0 |
Net income (loss) | (826,000,000) | (105,000,000) |
Less: Net income (loss) attributable to noncontrolling interests | 13,000,000 | 12,000,000 |
Net income (loss) attributable to Tenneco Inc. | $ (839,000,000) | $ (117,000,000) |
Basic earnings (loss) per share: | ||
Earnings (loss) per share (in dollars per share) | $ (10.34) | $ (1.44) |
Weighted average shares outstanding (in shares) | 81,168,562 | 80,874,637 |
Diluted earnings (loss) per share: | ||
Earnings (loss) per share (in dollars per share) | $ (10.34) | $ (1.44) |
Weighted average shares outstanding (in shares) | 81,168,562 | 80,874,637 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (826) | $ (105) |
Other comprehensive income (loss), net of tax: | ||
Foreign currency translation adjustment | (219) | 35 |
Cash flow hedges | (2) | 4 |
Defined benefit plans | 4 | 1 |
Other comprehensive income (loss), net of tax | (217) | 40 |
Comprehensive income (loss) | (1,043) | (65) |
Less: Comprehensive income (loss) attributable to noncontrolling interests | (7) | 18 |
Comprehensive income (loss) attributable to common shareholders | $ (1,036) | $ (83) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 767 | $ 564 |
Restricted cash | 3 | 2 |
Receivables: | ||
Customer notes and accounts, net | 2,146 | 2,438 |
Other | 96 | 100 |
Inventories | 2,001 | 1,999 |
Prepayments and other current assets | 623 | 632 |
Total current assets | 5,636 | 5,735 |
Property, plant and equipment, net | 3,012 | 3,627 |
Long-term receivables, net | 8 | 10 |
Goodwill | 505 | 775 |
Intangibles, net | 1,264 | 1,422 |
Investments in nonconsolidated affiliates | 509 | 518 |
Deferred income taxes | 747 | 607 |
Other assets | 543 | 532 |
Total assets | 12,224 | 13,226 |
Current liabilities: | ||
Short-term debt, including current maturities of long-term debt | 175 | 185 |
Accounts payable | 2,443 | 2,647 |
Accrued compensation and employee benefits | 294 | 325 |
Accrued income taxes | 96 | 72 |
Accrued expenses and other current liabilities | 968 | 1,070 |
Total current liabilities | 3,976 | 4,299 |
Long-term debt | 5,837 | 5,371 |
Deferred income taxes | 84 | 106 |
Pension and postretirement benefits | 1,109 | 1,145 |
Deferred credits and other liabilities | 497 | 490 |
Commitments and contingencies (Note 13) | ||
Total liabilities | 11,503 | 11,411 |
Redeemable noncontrolling interests | 72 | 196 |
Tenneco Inc. shareholders’ equity: | ||
Preferred stock — $0.01 par value; none issued | 0 | 0 |
Additional paid-in capital | 4,427 | 4,432 |
Accumulated other comprehensive loss | (908) | (711) |
Accumulated deficit | (2,206) | (1,367) |
Total shareholders equity before treasury stock | 1,314 | 2,355 |
Shares held as treasury stock — at cost: March 31, 2020 and December 31, 2019 — 14,592,888 | (930) | (930) |
Total Tenneco Inc. shareholders’ equity | 384 | 1,425 |
Noncontrolling interests | 265 | 194 |
Total equity | 649 | 1,619 |
Total liabilities, redeemable noncontrolling interests and equity | 12,224 | 13,226 |
Class A voting stock — $0.01 par value; shares issued: March 31, 2020 — 72,057,592 and December 31, 2019 — 71,727,061 | ||
Tenneco Inc. shareholders’ equity: | ||
Common stock | 1 | 1 |
Class B non-voting convertible stock — $0.01 par value; shares issued: March 31, 2020 and December 31, 2019 — 23,793,669 | ||
Tenneco Inc. shareholders’ equity: | ||
Common stock | $ 0 | $ 0 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Treasury shares (in shares) | 14,592,888 | 14,592,888 |
Class A | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 72,057,592 | 71,727,061 |
Treasury shares (in shares) | 14,592,888 | |
Class B | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares issued (in shares) | 23,793,669 | 23,793,669 |
Treasury shares (in shares) | 0 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating Activities | ||
Net income (loss) | $ (826) | $ (105) |
Adjustments to reconcile net income (loss) to cash (used) provided by operating activities: | ||
Goodwill and intangible impairment charges | 383 | 60 |
Depreciation and amortization | 171 | 169 |
Deferred income taxes | (166) | (8) |
Stock-based compensation | 2 | 7 |
Restructuring charges and asset impairments, net of cash paid | 454 | (14) |
Change in pension and other postretirement benefit plans | (19) | (17) |
Equity in earnings of nonconsolidated affiliates | (13) | (16) |
Cash dividends received from nonconsolidated affiliates | 13 | 15 |
Changes in operating assets and liabilities: | ||
Receivables | 139 | (312) |
Inventories | (73) | 11 |
Payables and accrued expenses | (136) | 157 |
Accrued interest and accrued income taxes | 29 | (38) |
Other assets and liabilities | (110) | (59) |
Net cash (used) provided by operating activities | (152) | (150) |
Investing Activities | ||
Acquisitions, net of cash acquired | 0 | (158) |
Proceeds from sale of assets | 2 | 1 |
Net proceeds from sale of business | 0 | 22 |
Cash payments for property, plant, and equipment | (137) | (210) |
Proceeds from deferred purchase price of factored receivables | 56 | 60 |
Other | 2 | 2 |
Net cash (used) provided by investing activities | (77) | (283) |
Financing Activities | ||
Proceeds from term loans and notes | 67 | 28 |
Repayments of term loans and notes | (84) | (64) |
Debt issuance costs of long-term debt | (8) | 0 |
Borrowings on revolving lines of credit | 3,161 | 2,119 |
Payments on revolving lines of credit | (2,659) | (1,981) |
Issuance (repurchase) of common shares | (1) | (2) |
Cash dividends | 0 | (20) |
Net increase (decrease) in bank overdrafts | (2) | (1) |
Other | 11 | (3) |
Distributions to noncontrolling interest partners | (2) | (1) |
Net cash (used) provided by financing activities | 483 | 75 |
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash | (50) | 19 |
Increase (decrease) in cash, cash equivalents and restricted cash | 204 | (339) |
Cash, cash equivalents and restricted cash, beginning of period | 566 | 702 |
Cash, cash equivalents and restricted cash, end of period | 770 | 363 |
Supplemental Cash Flow Information | ||
Cash paid during the period for interest | 67 | 74 |
Cash paid during the period for income taxes, net of refunds | 41 | 43 |
Lease assets obtained in exchange for new operating lease liabilities | 51 | 19 |
Non-cash Investing Activities | ||
Period end balance of accounts payable for property, plant, and equipment | 96 | 101 |
Deferred purchase price of receivables factored in the period | 60 | 58 |
Reduction in assets from redeemable noncontrolling interest transaction with owner | $ 53 | $ 0 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY (Unaudited) - USD ($) shares in Millions, $ in Millions | Total | Common Stock | Treasury Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Income (Loss) | Total Tenneco Inc. Shareholders' Equity | Noncontrolling Interests | Total Equity |
Balance at beginning of period at Dec. 31, 2018 | $ (930) | $ 4,360 | $ (1,013) | $ (692) | $ 1,726 | $ 190 | $ 1,916 | ||
Beginning balance (in shares) at Dec. 31, 2018 | 1 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | $ (117) | (117) | (117) | 7 | (110) | ||||
Foreign currency translation adjustments | 35 | 29 | 29 | 4 | 33 | ||||
Derivatives | 4 | 4 | 4 | 4 | |||||
Defined benefit plans | 1 | 1 | 1 | 1 | |||||
Comprehensive income (loss) | (65) | (83) | 11 | (72) | |||||
Stock-based compensation, net | 5 | 5 | 5 | ||||||
Cash dividends declared | (20) | (20) | (20) | ||||||
Purchase accounting measurement period adjustment | (8) | (1) | (1) | ||||||
Distributions declared to noncontrolling interests | 0 | (1) | (1) | ||||||
Ending balance (in shares) at Mar. 31, 2019 | 1 | ||||||||
Balance at end of period at Mar. 31, 2019 | (930) | 4,365 | (1,150) | (658) | 1,628 | 199 | 1,827 | ||
Balance at beginning of period at Dec. 31, 2019 | 1,619 | (930) | 4,432 | (1,367) | (711) | 1,425 | 194 | 1,619 | |
Beginning balance (in shares) at Dec. 31, 2019 | 1 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Net income (loss) | (839) | (839) | (839) | 2 | (837) | ||||
Foreign currency translation adjustments | (219) | (199) | (199) | (13) | (212) | ||||
Derivatives | (2) | (2) | (2) | (2) | |||||
Defined benefit plans | 4 | 4 | 4 | 4 | |||||
Comprehensive income (loss) | (1,043) | (1,036) | (11) | (1,047) | |||||
Stock-based compensation, net | 2 | 2 | 2 | ||||||
Purchase accounting measurement period adjustment | 0 | ||||||||
Reclassification of redeemable noncontrolling interest to permanent equity | 82 | 82 | |||||||
Redeemable noncontrolling interest transaction with owner | (7) | (7) | (7) | ||||||
Distributions declared to noncontrolling interests | (82) | ||||||||
Ending balance (in shares) at Mar. 31, 2020 | 1 | ||||||||
Balance at end of period at Mar. 31, 2020 | $ 649 | $ (930) | $ 4,427 | $ (2,206) | $ (908) | $ 384 | $ 265 | $ 649 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS EQUITY (Unaudited) (Parenthetical) | 3 Months Ended |
Mar. 31, 2019$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Cash dividends (in dollars per share) | $ 0.25 |
Description of Business
Description of Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business | 1. Description of Business Tenneco Inc. ("Tenneco" or "the Company") was formed under the laws of Delaware in 1996. Tenneco designs, manufactures, and sells products and services for light vehicle, commercial truck, off-highway, industrial, and aftermarket customers. The Company is one of the world's leading manufacturers of clean air, powertrain, and ride performance products and systems, and serves both original equipment manufacturers ("OEM") and replacement markets worldwide. On October 1, 2018, the Company completed the acquisition of Federal-Mogul LLC (“Federal-Mogul”) (the “Federal-Mogul Acquisition”), a global supplier of technology and innovation in vehicle and industrial products for fuel economy, emissions reductions, and safety systems. Federal-Mogul serves the world’s foremost OEM and servicers (“OES”, and together with OEM, “OE”) of automotive, light, medium and heavy-duty commercial vehicles, off road, agricultural, marine, rail, aerospace, and power generation and industrial equipment, as well as the worldwide aftermarket. |
Summary of Accounting Policies
Summary of Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation — Interim Financial Statements Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") have been condensed or omitted pursuant to such rules and regulations. These statements include all adjustments (consisting of normal recurring adjustments) management believes are necessary to fairly state the results of operations, comprehensive income, financial position, changes in shareholders' equity, and cash flows. The Company's management believes the disclosures are adequate to make the information presented not misleading when read in conjunction with the audited consolidated financial statements and the notes thereto included in its Annual Report on Form 10-K for the year ended December 31, 2019 , which was filed with the Securities and Exchange Commission on March 2, 2020. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 . There are many uncertainties related to the COVID-19 global pandemic that could negatively affect the Company's results of operations, financial position, and cash flows. At March 31, 2020, the Company was in compliance with all financial covenants under its credit agreement. After considering the effect of COVID-19 on its 2020 forecast, the Company determined it was likely it would not be able to maintain compliance with its financial covenants, as required by its credit agreement. As a result, on May 5, 2020, the Company entered into a third amendment to its credit agreement to increase the maximum leverage ratio and decrease the minimum interest coverage ratio. The amendment is discussed in more detail in Note 10, Debt and Other Financing Arrangements . In response to the expected economic effects of COVID-19, the Company plans to implement various cost reductions initiatives, including, but not limited to reductions to salaried costs and unpaid furloughs; the restructuring action discussed in Note 4, Restructuring Charges, Net and Asset Impairments ; and the deferral of the Company’s portion of its 2020 employer paid payroll taxes and its U.S. qualified pension plan contributions under the Coronavirus Aid, Relief, and Economic Security Act. Reclassifications: Certain amounts in the prior period have been aggregated or disaggregated to conform to current year presentation. These reclassifications included reclassifying amounts from restructuring charges, net and asset impairments to cost of sales (exclusive of depreciation and amortization) and selling, general, and administrative expenses. These reclassifications affected the three months ended March 31, 2019 and have no effect on previously reported net income, other comprehensive income (loss), and the cash provided (used) by operating, investing or financing activities within the condensed consolidated statements of cash flows. Redeemable Noncontrolling Interests: The Company has noncontrolling interests with redemption features. These redemption features could require the Company to make an offer to purchase the noncontrolling interests in the event of a change in control of Tenneco Inc. or certain of its subsidiaries or the passage of time. At March 31, 2020 and December 31, 2019 , the Company held redeemable noncontrolling interests of $41 million and $44 million which were not currently redeemable or probable of becoming redeemable. The redemption of these redeemable noncontrolling interests is not solely within the Company's control, therefore, they are presented in the temporary equity section of the Company's condensed consolidated balance sheets. The Company does not believe it is probable the redemption features related to these noncontrolling interest securities will be triggered, as a change in control event is generally not probable until it occurs. As such, these noncontrolling interests have not been remeasured to redemption value. In addition, at March 31, 2020 and December 31, 2019 , the Company held redeemable noncontrolling interests of $31 million and $152 million which were currently redeemable or probable of becoming redeemable. These noncontrolling interests are also presented in the temporary equity section of the Company's condensed consolidated balance sheets and have been remeasured to redemption value. The Company immediately recognizes changes to redemption value as a component of noncontrolling interest income (loss) in the condensed consolidated statements of income (loss). These redeemable noncontrolling interests include the following: • During the three months ended March 31, 2020 , the Company completed the process to make a tender offer of the shares it did not own for a subsidiary in India acquired by the Company as part of the Federal-Mogul Acquisition on October 1, 2018, in accordance with local regulations. As a result of completing the tender offer, the redeemable noncontrolling interest was no longer redeemable or probable of becoming redeemable and the amount of $82 million was reclassified to permanent equity during the three months ended March 31, 2020 . See Note 17, Related Party Transactions , for additional information related to the tender offer of this redeemable noncontrolling interest; and • A 9.5% ownership interest in Öhlins Intressenter AB (the “KÖ Interest”) was retained by K Öhlin Holding AB (“Köhlin”), as a result of the Öhlins acquisition on January 10, 2019. Köhlin has an irrevocable right at any time after the third anniversary of the Öhlins acquisition to sell the KÖ Interest to the Company. Since it is probable the KÖ Interest will become redeemable, the Company recognized the change in carrying value and recorded an adjustment of $15 million during the three months ended March 31, 2020 to reflect its redemption value of $31 million at March 31, 2020 . For the three months ended March 31, 2019 , the Company recorded a decrease to the redeemable noncontrolling interests of $8 million , as a result of adjustments made in the measurement period to the preliminary purchase price allocation from the Federal-Mogul Acquisition. The purchase price allocations for the Federal-Mogul acquisition have been finalized. The following is a rollforward of activities in the Company's redeemable noncontrolling interests: Three Months Ended March 31, 2020 2019 Balance at beginning of period $ 196 $ 138 Net income (loss) attributable to redeemable noncontrolling interests (4 ) 5 Other comprehensive income (loss) (7 ) 2 Acquisition and other — 16 Noncontrolling interest tender offer redemption (46 ) — Redemption value measurement adjustment 15 — Purchase accounting measurement period adjustment — (8 ) Reclassification of noncontrolling interest to permanent equity (82 ) — Dividends declared — — Balance at end of period $ 72 $ 153 Income taxes: On December 22, 2017, the Tax Cuts and Jobs Act ("TCJA") was enacted into U.S. law, which, among other provisions, included an anti-deferral provision (the Global Intangible Low-Taxed Income tax) effective from 2018 wherein taxes on foreign income are imposed in excess of a deemed return on tangible assets of non-U.S. corporations. The Company has elected the “tax law ordering approach” in that the Company will look to tax law ordering to determine whether its NOL carryforward deferred tax asset is expected to be realized. Based on the tax law ordering approach, NOL carryforwards are realizable if they will reduce the expected tax liability when utilized, regardless if the 50% GILTI deduction or related FTCs may have been available. Earnings (loss) per share: Basic earnings (loss) per share is calculated by dividing net earnings (loss) by the weighted average shares outstanding during the period. Diluted earnings (loss) per share reflects the weighted average effect of all potentially dilutive securities from the date of issuance. Actual weighted average shares outstanding used in calculating earnings (loss) per share were: Three Months Ended March 31, 2020 2019 Weighted average shares of common stock outstanding 81,168,562 80,874,637 Effect of dilutive securities: Restricted stock, PSUs, and RSUs — — Stock options — — Dilutive shares outstanding 81,168,562 80,874,637 For the three months ended March 31, 2020 and 2019 , the calculation of diluted earnings (loss) per share excluded 1,610,556 and 1,714,950 of share-based awards, as the effect on the calculation would have been anti-dilutive. New Accounting Pronouncements Adoption of New Accounting Standards Income Taxes — In December 2019, the FASB issued ASU 2019-12: S implifying the Accounting for Income Taxes (Topic 740), which removes certain exceptions to the general principles in Topic 740 and improves consistent application of and simplifies GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The ASU allows certain simplifications in the annual effective tax rate computations, which did not have a material effect on the financial statements. The Company has early adopted this ASU on a prospective basis beginning January 1, 2020. Intangibles — On January 1, 2020, the Company adopted ASU 2018-15, Intangibles – Goodwill and Other – Internal Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which includes amendments to align the accounting for costs incurred to implement a cloud computing arrangement that is a service contract with the guidance on capitalizing costs associated with developing or obtaining internal-use software. The Company adopted this guidance on a prospective basis beginning January 1, 2020 and the effects of the adoption were not material on the consolidated financial statements. Retirement benefits — In August 2018, the FASB issued ASU 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20). The new standard (i) requires the removal of disclosures that are no longer considered cost beneficial; (ii) clarifies specific requirements of certain disclosures; and (iii) adds new disclosure requirements, including reasons for significant gains and losses related to changes in the benefit obligation. The amendments in this update are effective for fiscal years ending after December 15, 2020. The Company will adopt the enhanced disclosures in the consolidated financial statements for the year ended December 31, 2020. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | 3. Acquisitions and Divestitures Öhlins Intressenter AB Acquisition On January 10, 2019, the Company completed the acquisition of a 90.5% ownership interest in Öhlins Intressenter AB (“Öhlins”, the “Öhlins Acquisition”), a Swedish technology company that develops premium suspension systems and components for the automotive and motorsport industries for a purchase price of $162 million (including $4 million of cash acquired). The remaining 9.5% ownership interest in Öhlins (the “KÖ Interest”) was retained by K Öhlin Holding AB (“Köhlin”). Köhlin has an irrevocable right at any time after the third anniversary of the Öhlins Acquisition to sell the KÖ Interest to the Company. Refer to Note 2, Summary of Significant Accounting Policies , for further information on the KÖ Interest. Pro Forma Results Pro forma results of operations have not been presented because the effects of the Öhlins Acquisition were not material to the Company’s condensed consolidated results of operations. Assets Held for Sale As the Company continues to rationalize its product portfolio and focus on core production lines, the Company has classified a non-core business in the Motorparts segment as held for sale. At March 31, 2020 , expected proceeds from a sale would be approximately $16 million , which is representative of its fair value. The related assets and liabilities were classified as held for sale at March 31, 2020 . A sale is expected to occur within the next twelve months. The related assets and liabilities are classified as held for sale at March 31, 2020 and December 31, 2019 : March 31, 2020 December 31, 2019 Assets Receivables $ 4 $ 5 Inventories 6 8 Other current assets 2 1 Long-lived assets 16 18 Goodwill 3 4 Impairment on carrying value (8 ) (8 ) Total assets held for sale $ 23 $ 28 Liabilities Accounts payable $ 3 $ 4 Accrued liabilities 2 2 Total liabilities held for sale $ 5 $ 6 The assets and liabilities held for sale are recorded in prepayments and other current assets and accrued expenses and other current liabilities in the condensed consolidated balance sheets at March 31, 2020 and December 31, 2019 . On March 1, 2019, in accordance with a stock and asset purchase agreement, the Company sold certain assets and liabilities related to a non-core business, and received sale proceeds of $22 million , subject to customary working capital adjustments, in the three months ended March 31, 2019 |
Restructuring Charges, Net and
Restructuring Charges, Net and Asset Impairments | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Charges, Net and Asset Impairments | 4. Restructuring Charges, Net and Asset Impairments The Company's restructuring activities are undertaken as necessary to execute management's strategy and streamline operations, consolidate and take advantage of available capacity and resources, and ultimately achieve net cost reductions. Restructuring activities include efforts to integrate and rationalize the Company's businesses and to relocate operations to best cost locations. The Company's restructuring charges consist primarily of employee costs (principally severance and/or termination benefits) and facility closure and exit costs. The 2019 amounts below reflect the reclassifications to the prior period as discussed in Note 2, Summary of Significant Accounting Policies . For the three months ended March 31, 2020 and 2019 , restructuring charges, net and asset impairments by segment are as follows: Three Months Ended March 31, 2020 Clean Air Powertrain Ride Performance Motorparts Corporate Total Severance and other charges, net $ — $ 1 $ 6 $ 2 $ 4 $ 13 Other non-restructuring asset impairments — — 455 — 16 471 Total restructuring charges, net and asset impairments $ — $ 1 $ 461 $ 2 $ 20 $ 484 Three Months Ended March 31, 2019 Clean Air Powertrain Ride Performance Motorparts Corporate Total Severance and other charges, net $ 5 $ 1 $ 5 $ 4 $ 1 $ 16 Other non-restructuring asset impairments — — — — — — Total restructuring charges, net and asset impairments $ 5 $ 1 $ 5 $ 4 $ 1 $ 16 Severance and other charges, net During the three months ended March 31, 2020 , the Company incurred $6 million in restructuring and other costs related to plant relocation and closures within its Ride Performance segment. The Company also incurred $4 million in restructuring for the elimination of certain redundant positions within its corporate component. In response to the COVID-19 global pandemic, and in conjunction with the Company's previously announced Project Accelerate, the Company expects to reduce its headcount globally, subject to negotiation with works councils in certain jurisdictions. The Company will begin implementing headcount reductions during the second quarter of 2020 and expects these actions to be completed during 2020. The Company expects to record a charge in the range of $25 million to $30 million for the second quarter of 2020 in connection with the cash severance costs expected to be paid. During the three months March 31, 2019 , charges included the following items: • The Company incurred $6 million in restructuring and related costs related to a restructuring plan designed to achieve a portion of the synergies the Company anticipated achieving in connection with the Federal-Mogul Acquisition. Pursuant to the plan, the Company reduced its headcount globally across all segments. The Company began implementing headcount reductions in January 2019 and these actions continued through the end of 2019. • The Ride Performance segment incurred $3 million in restructuring and other costs related to a previously announced plant relocation in Beijing, China and the Hartwell and Owen Sound plant closures. • The Clean Air segment incurred $3 million restructuring and other costs related to the closing of a plant in Rennes, France. Restructuring Reserve Rollforward Amounts related to activities that were charges to restructuring reserves by reportable segments are as follows: Reportable Segments Clean Air Powertrain Ride Performance Motorparts Total Reportable Segments Corporate Total Balance at December 31, 2019 $ 23 $ 30 $ 23 $ 16 $ 92 $ 9 $ 101 Provisions — 2 7 2 11 4 15 Revisions to estimates — (1 ) (1 ) — (2 ) — (2 ) Payments (4 ) (4 ) (9 ) (4 ) (21 ) (9 ) (30 ) Foreign currency — — (1 ) — (1 ) — (1 ) Balance at March 31, 2020 $ 19 $ 27 $ 19 $ 14 $ 79 $ 4 $ 83 Reportable Segments Clean Air Powertrain Ride Performance Motorparts Total Reportable Segments Corporate Total Balance at December 31, 2018 $ 17 $ 15 $ 25 $ 43 $ 100 $ 3 $ 103 Provisions 5 1 5 4 15 1 16 Payments (6 ) (3 ) (5 ) (14 ) (28 ) (2 ) (30 ) Balance at March 31, 2019 $ 16 $ 13 $ 25 $ 33 $ 87 $ 2 $ 89 The following table provides a summary of the Company's restructuring liabilities and related activity for each type of exit costs: Three months ended March 31, 2020 Three months ended March 31, 2019 Employee Costs Facility Closure and Other Costs Total Employee Costs Facility Closure and Other Costs Total Balance at beginning of period $ 97 $ 4 $ 101 $ 98 $ 5 $ 103 Provisions 10 5 15 11 5 16 Revisions to estimates (2 ) — (2 ) — — — Payments (23 ) (7 ) (30 ) (25 ) (5 ) (30 ) Foreign currency (1 ) — (1 ) — — — Balance at end of period $ 81 $ 2 $ 83 $ 84 $ 5 $ 89 Asset impairments The Company evaluates its long-lived assets for impairment whenever events or circumstances indicate the value of these long-lived asset groups are not recoverable. As a result of the effects of the COVID-19 global pandemic on the Company's projected financial information, the Company concluded impairment triggers had occurred for certain long-lived asset groups in the Ride Performance segment. Accordingly, the Company tested these long-lived asset groups for recoverability by performing undiscounted cash flow analyses. Based on these analyses, the net carrying values of these asset groups exceeded their undiscounted future cash flows. As such, the Company estimated the fair values of these asset groups at March 31, 2020 and compared them to their carrying values. As the fair values of these long-lived asset groups exceeded their carrying values, the Company recorded long-lived asset impairment charges for property, plant, and equipment of $455 million during the three months ended March 31, 2020 . See Note 9, Fair Value for additional information on the fair value estimates used in these analyses. As a result of changes in the business, the Company assessed and concluded an impairment trigger had occurred for a long-lived asset group in its corporate component. Accordingly, the Company tested this long-lived asset group for recoverability. The Company estimated the fair value of this asset group at March 31, 2020 and compared it to the carrying value. As the fair value of this long-lived asset group exceeded the carrying value, the Company recorded long-lived asset impairment charges of $16 million during the three months ended March 31, 2020 , consisting of $11 million of property, plant, and equipment and $5 million of operating lease right-of-use assets, included in other assets within the condensed consolidated balance sheets. There are many uncertainties regarding the COVID-19 global pandemic that could negatively affect the Company's results of operations, financial position, and cash flows. As a result, if there is an adverse change to the Company’s projected financial information, due to business performance or market conditions, this may be indicative the value of its long-lived assets are not recoverable, which may result in additional non-cash long-lived asset impairment charges in a future period. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Inventories | 5. Inventories At March 31, 2020 and December 31, 2019 , inventory consists of the following: March 31, 2020 December 31, 2019 Finished goods $ 981 $ 1,027 Work in process 483 460 Raw materials 435 408 Materials and supplies 102 104 $ 2,001 $ 1,999 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 6. Goodwill and Other Intangible Assets As a result of the effects of the COVID-19 global pandemic on the Company's projected financial information, the Company concluded it was more likely than not the fair values value of certain reporting units and its indefinite-lived intangible assets had declined to below their carrying values during the three months ended March 31, 2020 . The Company completed a goodwill impairment analysis for four reporting units with goodwill in the Powertrain, Motorparts, and Ride Performance segments. The difference between the reporting units' carrying values and fair values were recognized as impairment charges. The Company recognized $267 million in non-cash impairment charges related to its goodwill during the three months ended March 31, 2020 , which represented full impairments of the goodwill in one reporting unit in the Powertrain segment and one reporting unit in the Ride Performance segment, and partial impairments of goodwill in one reporting unit in the Powertrain segment and one reporting unit in the Motorparts segment. The Company also completed an analysis to determine the fair value of its trade names and trademarks for its reporting units in the Ride Performance and Motorparts segments. It was determined their carrying values exceeded their fair values and the Company recognized $51 million in non-cash impairment charges related these indefinite-lived assets, which represented a full impairment of the trade names and trademarks in one of the reporting units in the Motorparts segment, and a partial impairment of the trade names and trademarks in one of the reporting units in the Ride Performance segment and one of the reporting units in the Motorparts segment. As a result, the remaining carrying value of the Company's trade names and trademarks equals fair value at March 31, 2020 . As discussed in more details in Note 4, Restructuring Charges, Net and Asset Impairments , the Company concluded impairment triggers had occurred for certain long-lived asset groups within the Ride Performance segment. As a result, the Company recorded non-cash impairment charges of $65 million related to its definite-lived intangible assets, which represented full impairments of the definite-lived intangible assets in these two reporting units. As a result, impairment charges for goodwill and intangible assets recognized by segment during the three months ended March 31, 2020 consist of the following: Three months ended March 31, 2020 Powertrain Ride Performance Motorparts Total Goodwill impairment charges $ 160 $ 37 $ 70 $ 267 Trade names and trademarks intangible asset impairment charges — 11 40 51 Definite-lived intangible assets impairment charges — 65 — 65 $ 160 $ 113 $ 110 $ 383 There are many uncertainties regarding the COVID-19 global pandemic that could negatively affect the Company's results of operations, financial position, and cash flows. As a result, if there is an adverse change to the Company’s projected financial information, due to business performance or market conditions, this may be indicative the fair value of its reporting units have declined below their carrying values, which may result in additional non-cash goodwill or intangible asset impairment charges in a future period. The following table shows a summary of the number of reporting units with goodwill in each segment and whether or not the reporting unit's fair value exceeds its carrying value by more or less than 10% at March 31, 2020 : Segments Clean Air Powertrain Ride Performance Motorparts Number of reporting units with goodwill 3 1 1 1 Number of reporting units where fair value exceeds carrying value: Greater than 10% 3 — 1 — Less than 10% — 1 — 1 Goodwill for reporting units where fair value exceeds carrying value: Greater than 10% $ 22 $ — $ 7 $ — Less than 10% — 165 — 311 $ 22 $ 165 $ 7 $ 311 At March 31, 2020 and December 31, 2019 , goodwill consists of the following: Clean Air Powertrain Ride Performance Motorparts Total Gross carrying amount at December 31, 2019 $ 22 $ 343 $ 259 $ 620 $ 1,244 Foreign exchange — — (3 ) — (3 ) Gross carrying amount at March 31, 2020 22 343 256 620 1,241 Accumulated impairment loss at December 31, 2019 — (18 ) (212 ) (239 ) (469 ) Impairment — (160 ) (37 ) (70 ) (267 ) Accumulated impairment loss at March 31, 2020 — (178 ) (249 ) (309 ) (736 ) Net carrying value at end of period $ 22 $ 165 $ 7 $ 311 $ 505 During the first quarter of 2019, the Company reorganized the reporting structure of its Aftermarket, Ride Performance, and Motorparts segments and the underlying reporting units within those segments. The Company reassigned assets and liabilities (excluding goodwill) to the reporting units affected. Goodwill was then reassigned to the reporting units using a relative fair value approach based on the fair value of the elements transferred and the fair value of the elements remaining within the original reporting units. The Company tested goodwill for impairment on a pre-reorganization basis and determined there was no impairment for the affected reporting units. The Company also performed an impairment analysis on a post-reorganization basis and determined $60 million of goodwill was impaired for two reporting units within its Ride Performance segment, one of which was a full impairment of the goodwill. As a result, this non-cash charge was recorded in the three months ended March 31, 2019 . Goodwill allocated to other reporting units was supported by the valuation performed at that time. At March 31, 2020 and December 31, 2019 , the Company's intangible assets consist of the following: March 31, 2020 December 31, 2019 Useful Lives Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Definite-lived intangible assets: Customer relationships and platforms 10 years $ 984 $ (209 ) $ 775 $ 988 $ (123 ) $ 865 Customer contract 10 years 8 (6 ) 2 8 (6 ) 2 Patents 10 to 17 years 1 (1 ) — 1 (1 ) — Technology rights 10 to 30 years 131 (41 ) 90 133 (37 ) 96 Packaged kits know-how 10 years 54 (8 ) 46 54 (7 ) 47 Catalogs 10 years 47 (7 ) 40 47 (6 ) 41 Licensing agreements 3 to 5 years 62 (23 ) 39 63 (18 ) 45 Land use rights 28 to 46 years 46 (3 ) 43 47 (3 ) 44 1,333 (298 ) 1,035 1,341 (201 ) 1,140 Indefinite-lived intangible assets: Trade names and trademarks 229 282 Total $ 1,264 $ 1,422 The amortization expense associated with definite-lived intangible assets is as follows: Three Months Ended March 31, 2020 2019 Amortization expense $ 34 $ 35 The expected future amortization expense for the Company's definite-lived intangible assets is as follows: 2020 2021 2022 2023 2024 2025 and thereafter Total Expected amortization expense $ 98 $ 126 $ 122 $ 120 $ 113 $ 456 $ 1,035 |
Investment in Nonconsolidated A
Investment in Nonconsolidated Affiliates | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Investment in Nonconsolidated Affiliates | 7. Investment in Nonconsolidated Affiliates The Company's ownership interest in affiliates accounted for under the equity method is as follows: March 31, 2020 December 31, 2019 Anqing TP Goetze Piston Ring Company Limited (China) 35.7 % 35.7 % Anqing TP Powder Metallurgy Co., Ltd (China) 20.0 % 20.0 % Dongsuh Federal-Mogul Industrial Co. Ltd. (Korea) 50.0 % 50.0 % Farloc Argentina SAIC Y F (Argentina) 23.9 % 23.9 % Federal-Mogul Powertrain Otomotiv A.S. (Turkey) 50.0 % 50.0 % Federal-Mogul TP Liner Europe Otomotiv Ltd. Sti. (Turkey) 25.0 % 25.0 % Federal-Mogul TP Liners, Inc. (USA) 46.0 % 46.0 % Frenos Hidraulicos Automotrices, S.A. de C.V. (Mexico) 49.0 % 49.0 % JURID do Brasil Sistemas Automotivos Ltda. (Brazil) 19.9 % 19.9 % KB Autosys Co., Ltd. (Korea) 33.6 % 33.6 % Montagewerk Abgastechnik Emden GmbH (Germany) 50.0 % 50.0 % The Company's investments in its nonconsolidated affiliates at March 31, 2020 and December 31, 2019 is as follows: March 31, 2020 December 31, 2019 Investments in nonconsolidated affiliates $ 509 $ 518 The carrying amount of the Company's investments in its nonconsolidated affiliates accounted for under the equity method exceeded its share of the underlying net assets by $252 million and $251 million at March 31, 2020 and December 31, 2019 . The following table represents the activity from the Company's investments in its nonconsolidated affiliates for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Equity in earnings (losses) of nonconsolidated affiliates, net of tax $ 13 $ 16 Cash dividends received from nonconsolidated affiliates $ 13 $ 15 The following tables present summarized aggregated financial information of the Company's nonconsolidated affiliates for the three months ended March 31, 2020 and 2019 . The amounts represent 100% of the interest in the nonconsolidated affiliates and not the Company's proportionate share: Three Months Ended March 31, 2020 Statements of Income Otomotiv A.S. Anqing TP Goetze Other Total Sales $ 96 $ 30 $ 105 $ 231 Gross profit $ 26 $ 6 $ 20 $ 52 Income from continuing operations $ 23 $ 7 $ 9 $ 39 Net income $ 18 $ 6 $ 6 $ 30 Three Months Ended March 31, 2019 Statements of Income Otomotiv A.S. Anqing TP Goetze Other Total Sales $ 91 $ 39 $ 125 $ 255 Gross profit $ 21 $ 16 $ 23 $ 60 Income from continuing operations $ 19 $ 11 $ 13 $ 43 Net income $ 18 $ 9 $ 11 $ 38 See Note 17, Related Party Transactions , for additional information on balances and transactions with equity method investments. |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Activities | 8. Derivatives and Hedging Activities The Company is exposed to market risk, such as fluctuations in foreign currency exchange rates, commodity prices, equity compensation liabilities, and changes in interest rates, which may result in cash flow risks. For exposures not offset within its operations, the Company may enter into various derivative transactions pursuant to its risk management policies, which prohibit holding or issuing derivative financial instruments for speculative purposes. Designation of derivative instruments is performed on a transaction basis to support hedge accounting. The changes in fair value of these hedging instruments are offset in part or in whole by corresponding changes in the fair value or cash flows of the underlying exposures being hedged. The Company assesses the initial and ongoing effectiveness of its hedging relationships in accordance with its documented policy. Market Risks Foreign Currency Risk The Company manufactures and sells its products in North America, South America, Asia, Europe, and Africa. As a result, the Company's financial results could be significantly affected by factors such as changes in foreign currency exchange rates or weak economic conditions in foreign markets in which the Company manufactures and sells its products. The Company generally tries to use natural hedges within its foreign currency activities, including the matching of revenues and costs, to minimize foreign currency risk. Where natural hedges are not in place, the Company considers managing certain aspects of its foreign currency activities and larger transactions through the use of foreign currency options or forward contracts. Principal currencies hedged have historically included the U.S. dollar, euro, British pound, Polish zloty, Singapore dollar, Thailand bhat, South African rand, Mexican peso, and Canadian dollar. Concentrations of Credit Risk Financial instruments including cash equivalents and derivative contracts expose the Company to counterparty credit risk for non-performance. The Company's counterparties for cash equivalents and derivative contracts are banks and financial institutions that meet the Company's requirement of high credit standing. The Company's counterparties for derivative contracts are substantial investment and commercial banks with significant experience using such derivatives. The Company manages its credit risk through policies requiring minimum credit standing and limiting credit exposure to any one counterparty and through monitoring counterparty credit risks. The Company's concentration of credit risk related to derivative contracts at March 31, 2020 and December 31, 2019 is not material. Other The Company presents its derivative positions and any related material collateral under master netting agreements on a net basis. For derivatives designated as cash flow hedges, changes in the time value are excluded from the assessment of hedge effectiveness. Unrealized gains and losses associated with ineffective hedges, determined using the hypothetical derivative method, are recognized in cost of sales in the condensed consolidated statements of income (loss). Derivative gains and losses included in accumulated other comprehensive income (loss) for effective hedges are reclassified into operations upon recognition of the hedged transaction. Derivative gains and losses associated with undesignated hedges are recognized in cost of sales in the condensed consolidated statements of income (loss). Derivative Instruments Foreign Currency Forward Contracts The Company enters into foreign currency forward purchase and sale contracts to mitigate its exposure to changes in exchange rates on certain intercompany and third-party trade receivables and payables. In managing its foreign currency exposures, the Company identifies and aggregates existing offsetting positions and then hedges residual exposures through third-party derivative contracts. The gains or losses on these contracts is recognized in cost of sales in the condensed consolidated statements of income (loss). The fair value of foreign currency forward contracts is recorded in prepayments and other current assets or accrued expenses and other current liabilities in the condensed consolidated balance sheets. The fair value of these derivative instruments are not considered material, see Note 9, Fair Value for additional information. The following table summarizes by position the notional amounts for foreign currency forward contracts at March 31, 2020 (all of which mature in 2021): Notional Amount Long positions $ 52 Short positions $ (53 ) Cash-Settled Share and Index Swap Transactions The Company selectively uses swaps to reduce market risk associated with its deferred compensation liabilities, which increase as the Company's stock price increases and decrease as the Company's stock price decreases. The Company has entered into a cash-settled share swap agreement that moves in the opposite direction of these liabilities, allowing the Company to fix a portion of the liabilities at a stated amount. At March 31, 2020 , the Company hedged its deferred compensation liability related to approximately 1,350,000 common share equivalents, an increase of 750,000 common share equivalents from December 31, 2019 . In the first quarter of 2020, the Company entered into an S&P 500 index fund ETF swap agreement to further reduce its market risk. This agreement will act as a natural hedge offsetting an equivalent amount of indexed investments in the Company's deferred compensation plans. The fair value of these swap agreements is recorded in prepayments and other current assets or accrued expenses and other current liabilities in the condensed consolidated balance sheets. The fair value of these derivative instruments are not considered material, see Note 9, Fair Value for additional information. Hedging Instruments Cash Flow Hedges — Commodity Price Risk — The Company’s production processes are dependent upon the supply of certain raw materials that are exposed to price fluctuations on the open market. The primary purpose of the Company’s commodity price forward contract activity is to manage the volatility associated with forecasted purchases for up to eighteen months in the future. The Company monitors its commodity price risk exposures regularly to maximize the overall effectiveness of its commodity forward contracts. Principal raw materials hedged include copper, tin, and nickel. In certain instances, within this program, foreign currency forwards may be used in order to match critical terms for commodity exposure. The Company has designated these contracts as cash flow hedging instruments. The Company records unrecognized gains and losses in other comprehensive income (loss) (“OCI or OCL”) and makes regular reclassifying adjustments into cost of sales within the condensed consolidated statements of income (loss) when the underlying hedged transaction is recognized in earnings. The Company had commodity derivatives outstanding with an equivalent notional amount of $21 million and $19 million at March 31, 2020 and December 31, 2019 . Substantially all of the commodity price hedge contracts mature within one year . Net Investment Hedge — Foreign Currency Borrowings — The Company has foreign currency denominated debt, €784 million of which was designated as a net investment hedge in certain foreign subsidiaries and affiliates of the Company. Changes to its carrying value are included in shareholders' equity in the foreign currency translation component of OCL and offset against the translation adjustment on the underlying net assets of those foreign subsidiaries and affiliates, which are also recorded in OCL. The Company’s debt instruments are discussed further in Note 10, Debt and Other Financing Arrangements . The following table is a summary of the carrying value of derivative and non-derivative instruments designated as hedges at March 31, 2020 and December 31, 2019 : Carrying Value Balance sheet classification March 31, 2020 December 31, 2019 Commodity price hedge contracts designated as cash flow hedges Accrued expenses and other current liabilities $ 3 $ — Foreign currency borrowings designated as net investment hedges Long-term debt $ 865 $ 850 The following table represents the amount of gain (loss) recognized in accumulated other comprehensive income (loss) before any reclassifications into net income (loss) for derivative and non-derivative instruments designated as hedges for the three months ended March 31, 2020 and 2019 : Three months ended March 31, 2020 2019 Commodity price hedge contracts designated as cash flow hedges $ (3 ) $ 4 Foreign currency borrowings designated as net investment hedges $ 14 $ 19 The Company estimates about $3 million included in accumulated OCI or OCL at March 31, 2020 will be reclassified into earnings within the following twelve months. See Note 15, Shareholders' Equity for further information. |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 9. Fair Value A three-level valuation hierarchy, based upon observable and unobservable inputs, is used for fair value measurements. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions based on the best evidence available. A financial instrument’s categorization within the hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fair value hierarchy definition prioritizes the inputs used in measuring fair value into the following levels: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Inputs, other than quoted prices in active markets, that are observable either directly or indirectly. Level 3 — Unobservable inputs based on our own assumptions. Assets and Liabilities Measured at Fair Value on a Recurring Basis The following table presents the assets and liabilities included in the Company's condensed consolidated balance sheets at March 31, 2020 and December 31, 2019 that are recognized at fair value on a recurring basis and indicate the fair value hierarchy utilized to determine such fair values: March 31, 2020 December 31, 2019 Fair value Carrying Fair Carrying Fair Derivative asset (liability) instruments: Swap agreements Level 2 $ (2 ) $ (2 ) $ (1 ) $ (1 ) Commodity contracts Level 2 $ (3 ) $ (3 ) $ — $ — Asset and Liability Instruments The carrying value of cash and cash equivalents, restricted cash, short and long-term receivables, accounts payable, and short-term debt approximates fair value. Cash-Settled Share and Index Swap Agreements The Company's stock price is used as an observable input in determining the fair value of the cash-settled share swap agreement. The S&P 500 index ETF price is used as an observable input in determining the fair value of this swap agreement. Commodity Contracts and Foreign Currency Contracts The Company calculates the fair value of its commodity contracts and foreign currency contracts using commodity forward rates and currency forward rates, to calculate forward values, and then discounts the forward values. The discount rates for all derivative contracts are based on bank deposit rates. The fair value of the Company's foreign currency forward contracts was a net liability position of $1 million at March 31, 2020 and net asset position of less than $1 million at December 31, 2019 . Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis In addition to items measured at fair value on a recurring basis, assets may be measured at fair value on a nonrecurring basis. These assets include long-lived assets and intangible assets which may be written down to fair value as a result of impairment. Long-Lived Assets The Company evaluates its long-lived assets for impairment whenever events or circumstances indicate the value of these long-lived asset groups are not recoverable. As a result of the effects of the COVID-19 global pandemic on the Company's projected financial information, the Company concluded certain impairment triggers had occurred for certain long-lived asset groups. After failing the undiscounted cash flow recoverability test, the Company estimated the fair values of these long-lived asset groups at March 31, 2020 and compared them to their net carrying values. The fair value measurements related to these long-lived asset groups rely primarily on Company-specific inputs and the Company's assumptions about the use of the assets, as observable inputs are not available (level 3). To determine the fair value of the long-lived asset groups, the Company utilized an asset-based approach. The Company believes the assumptions and estimates used to determine the estimated fair values of the long-lived asset groups are reasonable; however, these estimates and assumptions are subject to a high degree of uncertainty. Due to the many variables inherent in estimating fair value differences in assumptions could have a material effect on the results of the analyses. As the fair values of the long-lived asset groups exceeded their net carrying values, the Company recorded long-lived asset impairment charges consisting of $65 million of definite-lived intangible assets and $455 million of property, plant, and equipment, during the three months ended March 31, 2020 . See Note 4, Restructuring Charges, Net and Asset Impairments for additional information on asset impairments and see Note 6, Goodwill and Other Intangible Assets , for additional information on the definite-lived intangible asset impairments. Goodwill and Indefinite-Lived Intangible Assets The Company evaluates the carrying value of its goodwill and indefinite-lived intangible assets for impairment annually in the fourth quarter of each year, or more frequently if events or circumstances indicate these assets might be impaired. As a result of the effects of the COVID-19 global pandemic on the Company's projected financial information, the Company concluded it was more likely than not the fair values of certain reporting units and its indefinite-lived intangible assets had declined to below their carrying values. The Company completed analyses to estimate the fair values of these reporting units and its trade names and trademarks. These fair value measurements require the Company to make significant assumptions and estimates about the (i) projected operating margins, (ii) revenue growth rate, and (iii) discount rate, which is risk-adjusted based on the aforementioned items, as observable inputs are not available (level 3). The Company believes the assumptions and estimates used to determine the estimated fair value are reasonable; however, these estimates and assumptions are subject to a high degree of uncertainty. Due to the many variables inherent in estimating fair value, differences in assumptions could have a material effect on the results of the analyses. It was determined the carrying values of the reporting units, and trade names and trademarks exceeded their fair values. As result, the Company recognized $267 million in non-cash impairment charges related to its goodwill and $51 million in non-cash impairment charges related to its indefinite-lived assets during the three months ended March 31, 2020 . As a result, the remaining carrying value of the Company's trade names and trademarks equals fair value at March 31, 2020 . See Note 6, Goodwill and Other Intangible Assets , for additional information on the goodwill and indefinite-lived intangible asset impairments. During the first quarter of 2019, the Company reorganized the reporting structure of its Aftermarket, Ride Performance, and Motorparts segments and the underlying reporting units within those segments. See Note 6, Goodwill and Other Intangible Assets , for additional information on the goodwill impairment recognized in the three months ended March 31, 2019 . Financial Instruments Not Carried at Fair Value The estimated fair value of the Company's outstanding debt is as follows: March 31, 2020 December 31, 2019 Fair value Carrying Fair Carrying Fair Long-term debt (including current maturities): Term loans and senior notes Level 2 $ 5,128 $ 3,871 $ 5,179 $ 5,113 The fair value of the Company's public senior notes and private borrowings under its senior credit facility is based on observable inputs, and its borrowings on the revolving credit facility approximate fair value. The Company also had $183 million and $192 million at March 31, 2020 and December 31, 2019 |
Debt and Other Financing Arrang
Debt and Other Financing Arrangements | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt and Financing Arrangements | 10. Debt and Other Financing Arrangements Long-Term Debt A summary of our long-term debt obligations at March 31, 2020 and December 31, 2019 is set forth in the following table: March 31, 2020 December 31, 2019 Principal Carrying Amount (a) Principal Carrying Amount (a) Credit Facilities Revolver Borrowings Due 2023 $ 700 $ 700 $ 183 $ 183 Term Loans LIBOR plus 1.75% Term Loan A due 2019 through 2023 1,594 1,584 1,615 1,608 LIBOR plus 3.00% Term Loan B due 2019 through 2025 1,679 1,619 1,683 1,623 Senior Unsecured Notes $225 million of 5.375% Senior Notes due 2024 225 222 225 222 $500 million of 5.000% Senior Notes due 2026 500 494 500 494 Senior Secured Notes €415 million 4.875% Euro Fixed Rate Notes due 2022 458 470 465 479 €300 million of Euribor plus 4.875% Euro Floating Rate Notes due 2024 331 334 336 340 €350 million of 5.000% Euro Fixed Rate Notes due 2024 386 405 392 413 Other debt, primarily foreign instruments 12 12 14 13 5,840 5,375 Less - maturities classified as current 3 4 Total long-term debt $ 5,837 $ 5,371 (a) Carrying amount is net of unamortized debt issuance costs and debt discounts or premiums. Total unamortized debt issuance costs were $78 million and $76 million at March 31, 2020 and December 31, 2019. Total unamortized debt (premium) discount, net was $(33) million and $(37) million at March 31, 2020 and December 31, 2019. Short-Term Debt The Company's short-term debt at March 31, 2020 and December 31, 2019 consists of the following: March 31, December 31, 2020 2019 Maturities classified as current $ 3 $ 4 Short-term borrowings (a) 171 179 Bank overdrafts 1 2 Total short-term debt $ 175 $ 185 (a) Includes borrowings under both committed credit facilities and uncommitted lines of credit and similar arrangements. Amortization of debt issuance costs and original issue discounts (premiums) Interest expense associated with the amortization of the debt issuance costs and original issue discounts recognized in the Company's condensed consolidated statements of income (loss) for the three months ended March 31, 2020 and 2019 is: Three Months Ended March 31, 2020 2019 Amortization of debt issuance fees $ 5 $ 5 Included in the table above is the amortization of debt issuance costs on the revolver of $1 million in both the three months ended March 31, 2020 and 2019 . These costs are included in other assets in the condensed balance sheets. The amortization of the debt premium on the Senior Secured Notes reduced interest expense by $3 million in both the three months ended March 31, 2020 and 2019 . Credit Facilities Financing Arrangements Committed Credit Facilities Term Available (b) (in billions) Tenneco Inc. revolving credit facility (a) 2023 $ 0.8 Tenneco Inc. Term Loan A 2023 — Tenneco Inc. Term Loan B 2025 — Subsidiaries’ credit agreements 2020 - 2028 — $ 0.8 (a) The Company is required to pay commitment fees under the revolving credit facility on the unused portion of the total commitment. (b) Letters of credit reduce the available borrowings under the revolving credit facility. The Company also has $69 million of outstanding letters of credit under uncommitted facilities at March 31, 2020 . As of March 31, 2020, the Company had liquidity of $1.57 billion , comprised of $770 million cash and $800 million undrawn on its revolving credit facility. Subsequent to March 31, 2020, the Company drew down the remaining amount available under its revolving credit facility to enhance its liquidity position. Term Loans On October 1, 2018, the Company entered into a new credit agreement with JPMorgan Chase Bank, N.A., as administrative agent and other lenders (the "New Credit Facility") in connection with the Federal-Mogul Acquisition, which has been amended by the first amendment, dated February 14, 2020 ("the "First Amendment"), by the second amendment, dated February 14, 2020 ("the Second Amendment"), and by the third amendment, dated May 5, 2020 (the "Third Amendment"). The New Credit Facility provides $4.9 billion of total debt financing, consisting of a five -year $1.5 billion revolving credit facility, a five -year $1.7 billion term loan A facility ("Term Loan A"), and a seven -year $1.7 billion term loan B facility ("Term Loan B"). The Company paid $8 million in one-time fees in connection with the First Amendment and Second Amendment and paid $10 million in connection with the Third Amendment. New Credit Facility — Interest Rates and Fees At March 31, 2020, before giving effect to the Third Amendment, the interest rate on borrowings under the revolving credit facility and the Term Loan A facility was LIBOR plus 2.00% and will remain at LIBOR plus 2.00% for each relevant period for which the Company’s consolidated net leverage ratio (as defined by the New Credit Facility) is equal to or greater than 3.0 to 1. The interest rate on borrowings under the revolving credit facility and the Term Loan A facility are subject to step-downs as follows: Consolidated net leverage ratio Interest rate greater than 3.0 to 1 LIBOR plus 2.00% less than 3.0 to 1 and greater than 2.5 to 1 LIBOR plus 1.75% less than 2.5 to 1 and greater than 1.5 to 1 LIBOR plus 1.50% less than 1.5 to 1 LIBOR plus 1.25% The Third Amendment provides for an increase to the margin applicable to borrowings under the revolving credit facility and the Term Loan A facility at certain leverage levels as set forth below as one of several conditions for obtaining the less restrictive financial maintenance covenants described below under New Credit Facility — Other Terms and Conditions : Consolidated net leverage ratio Interest rate greater than 6.0 to 1 LIBOR plus 2.50% less than 6.0 to 1 and greater than 4.5 to 1 LIBOR plus 2.25% Initially, and so long as the Company’s corporate family rating is Ba3 (with a stable outlook) or higher from Moody’s Investors Service, Inc. (“Moody’s”) and BB- (with a stable outlook) or higher from Standard & Poor’s Financial Services LLC (“S&P”), the interest rate on borrowings under the Term Loan B facility will be LIBOR plus 2.75% ; at any time the foregoing conditions are not satisfied, the interest rate on the Term Loan B facility will be LIBOR plus 3.00% . When the Term Loan B facility is no longer outstanding and the Company and its subsidiaries have no other secured indebtedness (with certain exceptions set forth in the New Credit Facility), and upon the Company achieving and maintaining two or more corporate credit and/or corporate family ratings higher than or equal to BBB- from S&P, BBB- from Fitch Ratings Inc. (“Fitch”) and/or Baa3 from Moody’s (in each case, with a stable or positive outlook), the collateral under the New Credit Facility may be released. On June 3, 2019, Moody’s lowered our corporate family rating to B1 and the interest rate on borrowings under the term loan B was raised to LIBOR plus 3.00% . New Credit Facility — Other Terms and Conditions — Before giving effect to the Third Amendment, the New Credit Facility also contained two financial maintenance covenants for the revolving credit facility and the Term Loan A facility including (i) a requirement to have a consolidated net leverage ratio (as defined in the New Credit Facility) at the end of each fiscal quarter, with step-downs, as follows: (i) Consolidated net leverage ratio not greater than 4.50 to 1 through March 31, 2021 not greater than 4.25 to 1 through September 30, 2021 not greater than 4.00 to 1 through March 31, 2022 not greater than 3.75 to 1 through September 30, 2022 not greater than 3.50 to 1 thereafter and (ii) a requirement to maintain a consolidated interest coverage ratio (as defined in the New Credit Facility) for any period of four consecutive fiscal quarters of not less than 2.75 to 1. After giving effect to the Third Amendment, the Company must comply with certain less restrictive financial maintenance covenants for the revolving credit facility and the Term Loan A facility. The financial maintenance covenants are subject to several covenant reset triggers (“Covenant Reset Triggers”) that limit certain activities of the Company by implementing more restrictive affirmative and negative covenants, as more fully described below. If a Covenant Reset Trigger occurs, the financial maintenance covenants revert back to the previous financial maintenance covenants in effect immediately prior to the Third Amendment (and described above) (the “Prior Financial Covenants”). The financial maintenance covenants include (i) a requirement to have a senior secured leverage ratio (as defined in the New Credit Facility), with step-downs, as detailed in the table below; (ii) a requirement to have a consolidated net leverage ratio (as defined in the New Credit Facility), with step-downs, as follows: (i) Senior secured net leverage ratio (ii) Consolidated net leverage ratio not greater than 6.75 to 1 at June 30, 2020 not greater than 4.50 to 1 at March 31, 2020 not greater than 9.50 to 1 at September 30, 2020 not greater than 5.25 to 1 at March 31, 2022 not greater than 8.75 to 1 at December 31, 2020 not greater than 4.75 to 1 at June 30, 2022 not greater than 8.25 to 1 at March 31, 2021 not greater than 4.25 to 1 at September 30, 2022 not greater than 4.50 to 1 at June 30, 2021 not greater than 3.75 to 1 thereafter not greater than 4.25 to 1 at September 30, 2021 not greater than 4.00 to 1 at December 31, 2021 and (iii) a requirement to maintain a consolidated interest coverage ratio (as defined in the New Credit Facility) for any period of four consecutive fiscal quarters of not less than 2.75 to 1 as of March 31, 2020, 2.00 to 1 as of June 30, 2020, 1.50 to 1 through March 31, 2021, and 2.75 to 1 thereafter. The Company may make a one-time election to revert back to the Prior Financial Covenants and terminate the Covenant Reset Triggers upon delivery of a covenant reset certificate that attests to compliance with the Prior Financial Covenants as of the end of the relevant fiscal period (“Covenant Reset Certificate”). The Covenant Reset Triggers include certain limitations on the ability of the Company and its restricted subsidiaries to, among other things, (a) incur additional indebtedness, (b) enter into additional sales and leasebacks, (c) create additional liens over their assets, (d) pay dividends or distributions to Tenneco’s stockholders, (e) prepay certain unsecured indebtedness of the Company or its restricted subsidiaries (as more fully described below), (f) make additional investments, (g) dispose of material intellectual property, and (h) reinvest the proceeds of certain asset sales in the business in lieu of repaying indebtedness, each as more specifically described in the Third Amendment. These limitations are in addition to other affirmative and negative covenants (with customary exceptions, materiality qualifiers and limitations) in the New Credit Agreement, including with respect to: financial reporting; payment of taxes; maintenance of existence; compliance with law and material contractual obligations; maintenance of property and insurance; inspection of property, books and records; notices of certain events; compliance with environmental laws; provision and maintenance of collateral perfection; satisfaction of the financial maintenance covenants described above; incurrence of indebtedness; permitting liens over assets; mergers, consolidations, dispositions or other fundamental transactions; dispositions and asset sales; restricted payments; investments; compliance with limitations on certain transactions with nonconsolidated affiliates; sale and leaseback transactions; changes in fiscal periods; negative pledge clauses in certain contracts; changes to lines of business; prepayments and modifications of certain subordinated indebtedness (as more fully described below); use of proceeds; transactions involving special purpose finance subsidiaries; and transactions related to effectuating a spin-off (as defined in the New Credit Agreement), each as more specifically described in the New Credit Agreement. After giving effect to the Third Amendment, so long as no default exists under its New Credit Facility, the Company would be permitted to (i) make regularly scheduled interest and principal payments as and when due in respect of the Senior Unsecured Notes, (ii) refinance the Senior Unsecured Notes with the net cash proceeds of permitted refinancing indebtedness (as defined in the New Credit Facility); (iii) make payments in respect of the Senior Unsecured Notes in an amount equal to the net cash proceeds of qualified capital stock (as defined in the New Credit Facility) issued after May 5, 2020; (iv) convert any Senior Unsecured Notes into qualified capital stock issued after May 5, 2020; and (v) make additional payments of the Senior Unsecured Notes provided that after giving effect to such additional payments the consolidated leverage ratio would be equal to or less than 2.00 to 1 after giving effect to such additional payments. The foregoing limitations regarding repayment and refinancing of the Senior Unsecured Notes and such incremental equivalent debt apply from the effectiveness of the Third Amendment until delivery of a Covenant Reset Certificate. The covenants in the New Credit Facility generally prohibit the Company from repaying certain subordinated indebtedness. So long as no default exists, the Company would, under its New Credit Facility, be permitted to repay or refinance its subordinated indebtedness (i) with the net cash proceeds of permitted refinancing indebtedness (as defined in the New Credit Facility); (ii) in an amount equal to the net cash proceeds of qualified capital stock (as defined in the New Credit Facility) issued after October 1, 2018; (iii) in exchange for qualified capital stock issued after October 1, 2018; and (iv) with additional payments provided that such additional payments are capped based on a pro forma consolidated leverage ratio after giving effect to such additional payments. Such additional payments on subordinated indebtedness (x) will not be permitted at any time the pro forma consolidated leverage ratio is greater than 2.00 to 1 after giving effect to such additional payments and (y) will be permitted in an unlimited amount at any time the pro forma consolidated leverage ratio is equal to or less than 2.00 to 1 after giving effect to such additional payments. The New Credit Facility contains customary representations and warranties, including, as a condition to future revolver borrowings, that all such representations and warranties are true and correct, in all material respects, on the date of borrowing, including representations (with customary exceptions, materiality qualifiers and limitations) as to: existence; compliance with law; power, authority and enforceability; no violation of law or material contracts; material litigation; no default under the New Credit Agreement and related documents; ownership of property, including material intellectual property; payment of material taxes; compliance with margin stock regulations; labor matters; ERISA; Investment Company Act matters; subsidiaries; use of loan proceeds; environmental matters; accuracy of information; security documents; solvency; anti-corruption laws and sanctions; and that since December 31, 2017 there has been no development or event that has had a material adverse effect on the business or financial condition of the Company and its subsidiaries, each as more specifically described in the New Credit Facility. The New Credit Facility includes customary events of default and other provisions that could require all amounts due thereunder to become immediately due and payable, either automatically or at the option of the lenders, if the Company fails to comply with the terms of the New Credit Facility or if other customary events occur. These events of default (with customary exceptions, materiality qualifiers, limitations and grace periods) include (i) failure to pay obligations under the New Credit Agreement when due; (ii) material inaccuracy of representations and warranties; (iii) failure to comply with the covenants in the New Credit Facility and related documents (as summarized above); (iv) cross-default to material indebtedness; (v) commencement of bankruptcy or insolvency proceedings; (vi) ERISA events; (vii) certain material judgments; (viii) invalidity of unenforceability of security and guarantee documents; and (ix) change of control, each as more specifically described in the New Credit Facility. Senior Notes The Company has outstanding 5.375% senior unsecured notes due December 15, 2024 ("2024 Senior Notes") and 5.000% senior unsecured notes due July 15, 2026 ("2026 Senior Notes" and together with the 2024 Senior Notes, the "Senior Unsecured Notes"). The Company has outstanding 5.000% euro denominated fixed rate notes which are due July 15, 2024 (" 5.000% Euro Fixed Rate Notes"), 4.875% euro denominated fixed rate notes due April 15, 2022 (" 4.875% Euro Fixed Rate Notes"), and floating rate notes due April 15, 2024 ("Euro Floating Rate Notes", together with the 5.000% Euro Fixed Rate Notes and the 4.875% Euro Fixed Notes, the "Senior Secured Notes"). Senior Unsecured Notes and Senior Secured Notes — Other Terms and Conditions — The Senior Unsecured Notes and Senior Secured Notes contain covenants that will, among other things, limit the Company's ability to create liens and enter into sale and leaseback transactions. In addition, the Senior Secured Notes and 2024 Senior Unsecured Notes also require that, as a condition precedent to incurring certain types of indebtedness not otherwise permitted, the Company's consolidated fixed charge coverage ratio, as calculated on a pro forma basis, be greater than 2.00 , as well as containing restrictions on its operations, including limitations on: (i) incurring additional indebtedness; (ii) paying dividends; (iii) distributions and stock repurchases; (iv) investments; (v) asset sales and (vi) mergers and consolidations. Subject to limited exceptions, all of the Company's existing and future material domestic wholly owned subsidiaries fully and unconditionally guarantee its Senior Unsecured Notes and Senior Secured Notes on a joint and several basis. There are no significant restrictions on the ability of the subsidiaries that have guaranteed the Company's Senior Notes to make distributions to the Company. At March 31, 2020 , the Company was in compliance with all of its financial covenants. Other Debt Other debt consists primarily of subsidiary debt. Accounts Receivable Securitization and Factoring On-Balance Sheet Arrangements The Company has securitization programs for some of its accounts receivable, with limited recourse provisions. Borrowings on these securitization programs, which are recorded in short-term debt, at March 31, 2020 and December 31, 2019 are as follows: March 31, 2020 December 31, 2019 Borrowings on securitization programs $ 8 $ 4 Off-Balance Sheet Arrangements In the Company's European and U.S. accounts receivable factoring programs, accounts receivables are transferred in their entirety to the acquiring entities and are accounted for as a sale. The fair value of assets received as proceeds in exchange for the transfer of accounts receivable under these factoring programs approximates the fair value of such receivables. Certain programs in Europe have deferred purchase price arrangements with the banks. The Company is the servicer of the receivables under some of these arrangements and is responsible for performing all accounts receivable administration functions. Where the Company receives a fee to service and monitor these transferred accounts receivables, such fees are sufficient to offset the costs and as such, a servicing asset or liability is not recorded as a result of such activities. In the U.S and Canada, the Company participates in supply chain financing programs with certain of the Company's aftermarket customers through a drafting program. The amount of accounts receivable outstanding and derecognized for these factoring and drafting arrangements was $1.1 billion and $1.0 billion at March 31, 2020 and December 31, 2019 . In addition, the deferred purchase price receivable was $37 million and $33 million at March 31, 2020 and December 31, 2019 . Proceeds from the factoring of accounts receivable qualifying as sales and drafting programs was $1.2 billion for both the three months ended March 31, 2020 and 2019 . The following table represents the Company's expenses associated with these arrangements for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Loss on sale of receivables (a) $ 6 $ 8 (a) Amount is included in "Interest expense" in the condensed consolidated statements of income (loss). |
Pension Plans, Postretirement a
Pension Plans, Postretirement and Other Employee Benefits | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Pension Plans, Postretirement and Other Employee Benefits | 11. Pension Plans, Postretirement and Other Employee Benefits The Company sponsors several defined benefit pension plans ("Pension Benefits") and health care and life insurance benefits ("Other Postretirement Benefits", or "OPEB") for certain employees and retirees around the world. Components of net periodic benefit cost (credit) for the three months ended March 31, 2020 and 2019 are as follows: Three Months Ended March 31, Pension Other Postretirement Benefits 2020 2019 U.S. Non-U.S. U.S. Non-U.S. 2020 2019 Service cost $ — $ 6 $ 1 $ 6 $ — $ — Interest cost 10 4 13 7 2 3 Expected return on plan assets (16 ) (4 ) (17 ) (5 ) — — Net amortization: Actuarial loss 2 2 1 1 1 1 Prior service cost (credit) — — — — (2 ) (2 ) Net pension and postretirement costs (credits) $ (4 ) $ 8 $ (2 ) $ 9 $ 1 $ 2 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes For interim tax reporting, the Company estimates its annual effective tax rate and applies it to year-to-date ordinary income. Jurisdictions where no tax benefit can be recognized due to a valuation allowance are excluded from the estimated annual effective tax rate. The effect of including these jurisdictions on the quarterly effective rate calculation could result in a higher or lower effective tax rate during a quarter due to the mix and timing of actual earnings versus annual projections. The tax effects of certain items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are excluded from the estimated annual effective tax rate calculation and recognized in the interim period in which they occur. For the three months ended March 31, 2020 , the Company recorded income tax benefit of $94 million on loss from continuing operations before income taxes of $ 920 million . This compares to recording no income tax expense on losses from continuing operations of $ 105 million in the three months ended March 31, 2019 . Income tax expense for the three months ended March 31, 2020 differs from the U.S. statutory rate due primarily to $105 million of tax benefit recognized relating to the impairment of $854 million of assets, pre-tax income taxed at rates higher than the U.S. statutory rate, and pre-tax losses with no tax benefit. Income tax expense for the three months ended March 31, 2019 differs from the U.S. statutory rate due primarily to pre-tax income taxed at rates higher than the U.S. statutory rate and pre-tax losses with no tax benefit. The Company evaluates its deferred tax assets quarterly to determine if valuation allowances are required or should be adjusted. This assessment considers, among other matters, the nature, frequency and amount of recent losses, the duration of statutory carryforward periods, and tax planning strategies. In making such judgments, significant weight is given to evidence that can be objectively verified. If operational results decline due to the COVID-19 global pandemic in certain jurisdictions, exceed current estimates, or economic recovery takes longer than currently anticipated, the Company believes it is reasonably possible there may be sufficient negative evidence for a valuation allowance to be recorded in the next twelve months. This may result in a one-time tax expense of up to $550 million , primarily related to the U.S., China, France, Poland, and Spain. The Company believes it is reasonably possible up to $32 million in unrecognized tax benefits related to the expiration of foreign statute of limitations and the conclusion of income tax examinations may be recognized within the next twelve months . After considering the effect of COVID-19 on the 2020 forecast, the Company is not projecting sufficient income to utilize its 2011 and 2012 foreign tax credit carryforwards of $29 million and $21 million . The Company has certain U.S. reserves that provide positive evidence these foreign tax credits would be utilized in the event of an assessment by the U.S. tax authorities; therefore, it has netted the foreign tax credit carryforward deferred tax assets with its uncertain tax position liability on the |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 13. Commitments and Contingencies Environmental Matters The Company is subject to a variety of environmental and pollution control laws and regulations in all jurisdictions in which it operates. The Company has been notified by the U.S. Environmental Protection Agency, other national environmental agencies, and various provincial and state agencies it may be a potentially responsible party (“PRP”) under such laws for the cost of remediating hazardous substances pursuant to the Comprehensive Environmental Response, Compensation, and Liability Act ("CERCLA") and other national and state or provincial environmental laws. PRP designation typically requires the funding of site investigations and subsequent remedial activities. Many of the sites that are likely to be the costliest to remediate are often current or former commercial waste disposal facilities to which numerous companies sent wastes. Despite the potential joint and several liability which might be imposed on the Company under CERCLA and some of the other laws pertaining to these sites, its share of the total waste sent to these sites generally has been small. The Company believes its exposure for liability at these sites is not material. On a global basis, the Company has also identified certain other present and former properties at which it may be responsible for cleaning up or addressing environmental contamination, in some cases as a result of contractual commitments and/or federal or state environmental laws. The Company is seeking to resolve its responsibilities for those sites for which a claim has been received. The Company expenses or capitalizes, as appropriate, expenditures for ongoing compliance with environmental regulations. At March 31, 2020 , the Company has an obligation to remediate or contribute towards the remediation of certain sites, including the sites discussed above at which it may be a PRP. The Company maintains the aggregated estimated share of environmental remediation costs for all these sites on a discounted basis in the condensed consolidated balance sheets as follows: March 31, 2020 December 31, 2019 Accrued expenses and other current liabilities $ 7 $ 8 Deferred credits and other liabilities 28 28 $ 35 $ 36 For those locations where the liability was discounted, the weighted average discount rate used was 0.5% and 1.3% at March 31, 2020 and December 31, 2019. The Company's expected payments of environmental remediation costs for non-indemnified locations are estimated to be approximately: 2020 2021 2022 2023 2024 2025 and thereafter Expected payments $ 6 $ 4 $ 2 $ 2 $ 2 $ 15 Based on information known to the Company from site investigations and the professional judgment of consultants, the Company has established reserves it believes are adequate for these costs. Although the Company believes these estimates of remediation costs are reasonable and are based on the latest available information, the costs are estimates, difficult to quantify based on the complexity of the issues, and are subject to revision as more information becomes available about the extent of remediation required. At some sites, the Company expects other parties will contribute to the remediation costs. In addition, certain environmental statutes provide the Company's liability could be joint and several, meaning the Company could be required to pay amounts in excess of its share of remediation costs. The financial strength of the other PRPs at these sites has been considered, where appropriate, in the determination of the estimated liability. The Company does not believe any potential costs associated with its current status as a PRP, or as a liable party at the other locations referenced herein, will be material to its annual consolidated financial position, results of operations, or liquidity. Antitrust Investigations and Litigation On March 25, 2014, representatives of the European Commission (EC) were at Tenneco GmbH's Edenkoben, Germany administrative facility to gather information in connection with an ongoing global antitrust investigation concerning multiple automotive suppliers. On the same date, the Company also received a related subpoena from the U.S. Department of Justice (“DOJ”). On November 5, 2014, the DOJ granted conditional leniency to the Company, its subsidiaries, and its 50% affiliates as of such date ("2014 Tenneco Entities") pursuant to an agreement the Company entered into under the Antitrust Division's Corporate Leniency Policy. This agreement provides important benefits to the 2014 Tenneco Entities in exchange for the Company's self-reporting of matters to the DOJ and its continuing full cooperation with the DOJ's resulting investigation. For example, the DOJ will not bring any criminal antitrust prosecution against the 2014 Tenneco Entities, nor seek any criminal fines or penalties, in connection with the matters the Company reported to the DOJ. Additionally, there are limits on the liability of the 2014 Tenneco Entities related to any follow-on civil antitrust litigation in the United States. The limits include single rather than treble damages, as well as relief from joint and several antitrust liability with other relevant civil antitrust action defendants. These limits are subject to the Company satisfying the DOJ and any court presiding over such follow-on civil litigation. On April 27, 2017, the Company received notification from the EC that it has administratively closed its global antitrust inquiry regarding the production, assembly, and supply of complete exhaust systems. No charges against the Company or any other competitor were initiated at any time and the EC inquiry is now closed. Certain other competition agencies are also investigating possible violations of antitrust laws relating to products supplied by the Company and its subsidiaries, including Federal-Mogul. The Company has cooperated and continues to cooperate fully with all of these antitrust investigations and take other actions to minimize its potential exposure. The Company and certain of its competitors are also currently defendants in civil putative class action litigation and are subject to similar claims filed by other plaintiffs, in the United States and Canada. More related lawsuits may be filed, including in other jurisdictions. Plaintiffs in these cases generally allege that defendants have engaged in anticompetitive conduct, in violation of federal and state laws, relating to the sale of automotive exhaust systems or components thereof. Plaintiffs seek to recover, on behalf of themselves and various purported classes of purchasers, injunctive relief, damages and attorneys’ fees. However, as explained above, because the DOJ granted conditional leniency to the 2014 Tenneco Entities, the Company's civil liability in U.S. follow-on actions with respect to these entities is limited to single damages and the Company will not be jointly and severally liable with the other defendants, provided that the Company has satisfied its obligations under the DOJ leniency agreement and approval is granted by the presiding court. Typically, exposure for follow-on actions in Canada is less than the exposure for U.S. follow-on actions. Following the EC's decision to administratively close its antitrust inquiry into exhaust systems in 2017, receipt by the 2014 Tenneco Entities of conditional leniency from the DOJ and discussions during the third quarter of 2017 following the appointment of a special settlement master in the civil putative class action cases pending against the Company and/or certain of its competitors in the United States, the Company continues to vigorously defend itself and/or take actions to minimize its potential exposure to matters pertaining to the global antitrust investigation, including engaging in settlement discussions when it is in the best interests of the Company and its stockholders. For example, in October 2017, the Company settled an administrative action brought by Brazil's competition authority for an amount that was not material. In December 2018, the Company settled a separate administrative action brought by Brazil’s competition authority against a Federal-Mogul subsidiary, also for an amount that was not material. Additionally, in February 2018, the Company settled civil putative class action litigation in the United States brought by classes of direct purchasers, end-payors and auto dealers. No other classes of plaintiffs have brought claims against the Company in the United States. Based upon those earlier developments, including settlement discussions, the Company established a reserve of $132 million in its second quarter 2017 financial results for settlement costs that were probable, reasonably estimable, and expected to be necessary to resolve its antitrust matters globally, which primarily involves the resolution of civil suits and related claims. Of the $132 million reserve that was established, $109 million was paid through March 31, 2020 . In connection with the resolution of certain claims, $9 million was released from the reserve in the third quarter of 2019 and $30 million was paid out in the first quarter of 2020 from amounts that were included in the reserve. At March 31, 2020 the reserve was $14 million , of which $2 million was recorded in accrued expenses and other current liabilities and $12 million was recorded in deferred credits and other liabilities in the Company's condensed consolidated balance sheets. While the Company, including its Federal-Mogul subsidiaries, continues to cooperate with certain competition agencies investigating possible violations of antitrust laws relating to products supplied by the Company, and the Company may be subject to other civil lawsuits and/or related claims, no amount of this reserve is attributable to matters with the DOJ or the EC, and no such amount is expected based on current information. The Company's reserve for its antitrust matters is based upon all currently available information and an assessment of the probability of events for those matters where the Company can make a reasonable estimate of the costs to resolve such outstanding matters. The Company's estimate involves significant judgment, given the number, variety and potential outcomes of actual and potential claims, the uncertainty of future rulings and approvals by a court or other authority, the behavior or incentives of adverse parties or regulatory authorities, and other factors outside of its control. As a result, the Company's reserve may change from time to time, and actual costs may vary. Although the ultimate outcome of any legal matter cannot be predicted with certainty, based on current information, the Company does not expect any such change in the reserve will have a material adverse effect on the Company's annual consolidated financial position, results of operations or liquidity. Other Legal Proceedings, Claims and Investigations For many years the Company has been and continues to be subject to lawsuits initiated by claimants alleging health problems as a result of exposure to asbestos. The Company's current docket of active and inactive cases is less than 500 cases in the United States and less than 50 in Europe. With respect to the claims filed in the United States, the substantial majority of the claims are related to alleged exposure to asbestos in the Company's line of Walker® exhaust automotive products although a significant number of those claims appear also to involve occupational exposures sustained in industries other than automotive. A small number of claims have been asserted against one of the Company's subsidiaries by railroad workers alleging exposure to asbestos products in railroad cars. The Company believes, based on scientific and other evidence, it is unlikely that U.S. claimants were exposed to asbestos by the Company's former products and that, in any event, they would not be at increased risk of asbestos-related disease based on their work with these products. Further, many of these cases involve numerous defendants. Additionally, in many cases the plaintiffs either do not specify any, or specify the jurisdictional minimum, dollar amount for damages. With respect to the claims filed in Europe, the substantial majority relate to occupational exposure claims brought by current and former employees of Federal-Mogul facilities in France and amounts paid out were not material. A small number of occupational exposure claims have also been asserted against Federal-Mogul entities in Italy and Spain. As major asbestos manufacturers and/or users continue to go out of business or file for bankruptcy, the Company may experience an increased number of these claims. The Company vigorously defends itself against these claims as part of its ordinary course of business. In future periods, the Company could be subject to cash costs or charges to earnings if any of these matters are resolved unfavorably to the Company. To date, with respect to claims that have proceeded sufficiently through the judicial process, the Company has regularly achieved favorable resolutions. Accordingly, the Company presently believes that these asbestos-related claims will not have a material adverse effect on the Company's annual consolidated financial position, results of operations or liquidity. The Company is also from time to time involved in other legal proceedings, claims or investigations. Some of these matters involve allegations of damages against the Company relating to environmental liabilities (including toxic tort, property damage and remediation), intellectual property matters (including patent, trademark and copyright infringement, and licensing disputes), personal injury claims (including injuries due to product failure, design or warning issues, and other product liability related matters), taxes, unclaimed property, employment matters, advertising matters, and commercial or contractual disputes, sometimes related to acquisitions or divestitures. Additionally, some of these matters involve allegations relating to legal compliance. While the Company vigorously defends itself against all of these legal proceedings, claims and investigations and take other actions to minimize its potential exposure, in future periods, the Company could be subject to cash costs or charges to earnings if any of these matters are resolved on unfavorable terms. Although the ultimate outcome of any legal matter cannot be predicted with certainty, based on current information, including the Company's assessment of the merits of the particular claim, the Company does expect the legal proceedings, claims or investigations currently pending against it will have any material adverse effect on its annual consolidated financial position, results of operations or liquidity. Asset Retirement Obligations The Company’s primary asset retirement obligations ("ARO") activities relate to the removal of hazardous building materials at its facilities. The Company records an ARO at fair value upon initial recognition when the amount is probable and can be reasonably estimated. ARO fair values are determined based on the Company’s determination of what a third party would charge to perform the remediation activities, generally using a present value technique. The Company's ARO liabilities in the condensed consolidated balance sheets are as follows: March 31, 2020 December 31, 2019 Accrued expenses and other current liabilities $ 3 $ 3 Deferred credits and other liabilities 12 13 $ 15 $ 16 Warranty Matters The Company provides warranties on some of its products. The warranty terms vary but range from one year up to limited lifetime warranties on some of its premium aftermarket products. Provisions for estimated expenses related to product warranty are made at the time products are sold or when specific warranty issues are identified with the Company's products. These estimates are established using historical information about the nature, frequency, and average cost of warranty claims. The Company believes the warranty reserve is appropriate; however, actual claims incurred could differ from the original estimates, requiring adjustments to the reserve. The reserve is included in both current and long-term liabilities on the condensed consolidated balance sheets. The following represents the changes in the Company's warranty accrual for the three months ended March 31, 2020 and 2019 : Three months ended March 31, 2020 2019 Balance at beginning of period $ 54 $ 45 Accruals related to product warranties 3 5 Reductions for payments made (6 ) (2 ) Foreign currency — — Balance at end of period $ 51 $ 48 |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | 14. Share-Based Compensation Share-Based Compensation Expense (Benefit) Share-based compensation expense is included in selling, general and administrative expenses in the condensed consolidated statements of income (loss). The total share-based compensation expense is as follows: Three Months Ended March 31, 2020 2019 Cash-settled share-based compensation expense (benefit) $ — $ (1 ) Share-settled share-based compensation expense (benefit) 2 7 $ 2 $ 6 Cash-Settled Awards The Company has granted restricted stock units ("RSUs") to certain key employees that are payable in cash. These awards are classified as liabilities, valued based on the fair value of the award at the grant date, and remeasured at each reporting date until settlement, with compensation expense being recognized in proportion to the completed requisite period up until date of settlement. In the first quarter of 2020 , all cash-settled, share-based long-term performance units were paid and none remain outstanding. At March 31, 2020 , approximately $3 million of total unrecognized compensation costs is expected to be recognized on the cash-settled RSU's over a weighted-average period 3 years. Share-Settled Awards The Company has granted restricted stock, RSUs, and performance share units ("PSUs") to its directors and certain key employees that are payable in common stock. These awards are settled in shares upon vesting and recognized in equity based on their fair value. The following table reflects the status of all nonvested restricted shares, share-settled RSUs, and PSUs for the three months ended March 31, 2020 : Restricted Stock Share-Settled RSUs PSUs Shares Weighted Avg. Units Weighted Avg. Units Weighted Avg. Nonvested balance at beginning of period 35,630 $ 63.27 1,125,346 $ 37.91 806,233 $ 34.12 Granted 169,781 9.15 1,389,681 7.47 — — Vested (196,332 ) 39.59 (280,394 ) 41.47 — — Forfeited — — (238,283 ) 34.37 (213,843 ) 26.74 Nonvested balance at end of period 9,079 $ 57.92 1,996,350 $ 27.84 592,390 $ 36.25 At March 31, 2020 , approximately $32 million of total unrecognized compensation costs is expected to be recognized on the share-settled awards over a weighted-average period of approximately 2 |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Shareholders' Equity | 15. Shareholders' Equity Common Stock Outstanding The Company has authorized 175,000,000 shares ( $0.01 par value) of Class A Common Stock at March 31, 2020 and December 31, 2019 . The Company has authorized 25,000,000 shares ( $0.01 par value) of Class B Common Stock at March 31, 2020 and December 31, 2019 . Total common stock outstanding and changes in common stock issued are as follows: Three Months Ended March 31, Class A Common Stock Class B Common Stock 2020 2019 2020 2019 Shares issued at beginning of period 71,727,061 71,675,379 23,793,669 23,793,669 Issuance (repurchased) pursuant to benefit plans 450,175 120,622 — — Restricted stock forfeited and withheld for taxes (119,644 ) (54,293 ) — — Stock options exercised — 8,438 — — Shares issued at end of period 72,057,592 71,750,146 23,793,669 23,793,669 Treasury stock 14,592,888 14,592,888 — — Total shares outstanding 57,464,704 57,157,258 23,793,669 23,793,669 Class B Common Stock Conversion Effective April 1, 2020, Icahn Enterprises L.P. ("IEP") exercised its right to convert 3,485,215 shares of the Company’s Class B Common Stock into 3,485,215 shares of the Company’s Class A Common Stock. As a result, IEP holds 9,136,392 shares, or approximately 14.99% , of the Company’s outstanding Class A Common Stock and 20,308,454 shares of the Company’s Class B Common Stock. Preferred Stock The Company had 50,000,000 shares of preferred stock ( $0.01 par value) authorized at both March 31, 2020 and December 31, 2019 . No shares of preferred stock were issued or outstanding at those dates. Shareholder Rights Plan On April 15, 2020, the Company's Board of Directors approved a Section 382 Rights Plan, which will expire on the earliest to occur of (i) the close of business on the day following the certification of the voting results of the Company’s 2021 annual meeting of stockholders, if at such stockholder meeting or any other meeting of stockholders of the Company duly held prior to such meeting, a proposal to ratify the Section 382 Rights Plan has not been passed by the requisite vote of the Company’s stockholders; (ii) the date on which the Board of Directors determines in its sole discretion that (x) the Section 382 Rights Plan is no longer necessary for the preservation of material valuable tax attributes or (y) the tax attributes have been fully utilized and may no longer be carried forward; and (iii) the close of business on October 2, 2021. Pursuant to the Section 382 Rights Plan, our Board of Directors declared a dividend of (i) one preferred share purchase right (a “Class A Right”), payable on April 27, 2020, for each share of Class A Voting Common Stock and (ii) one preferred share purchase right (a “Class B Right” and, together with the Class A Rights, the “Rights”), payable on April 27, 2020, for each share of Class B Non-Voting Common Stock, in each case, outstanding on April 27, 2020 to the stockholders of record on that date. Each Right, which is exercisable only in the event that any person or group acquires 4.9% or more of the Company’s outstanding shares of Class A Voting Common Stock (with certain limited exceptions), would entitle any holder other than the person or group whose ownership position has exceeded the ownership limit to purchase common stock having a value equal to twice the exercise price of the Right, or, at the election of the Board of Directors, to exchange each Right for one share of Class A Common Stock per Class A Right or one share of Class B Non-Voting Common Stock per Class B Right. Accumulated Other Comprehensive Income (Loss) The following represents the Company's changes in accumulated other comprehensive income (loss) by component, net of tax for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Foreign currency translation adjustments and other: Balance at beginning of period $ (369 ) $ (395 ) Other comprehensive income (loss) before reclassifications adjustments (199 ) 27 Reclassification from other comprehensive income (loss) — — Other comprehensive income (loss) (199 ) 27 Income tax provision (benefit) — 2 Balance at end of period (568 ) (366 ) Pensions and other postretirement benefits: Balance at beginning of period (342 ) (297 ) Other comprehensive income (loss) before reclassifications — — Reclassification from other comprehensive income (loss) 3 1 Other comprehensive income (loss) 3 1 Income tax provision (benefit) 1 — Balance at end of period (338 ) (296 ) Cash flow hedge instruments Balance at beginning of period — — Other comprehensive income (loss) before reclassifications (3 ) 4 Reclassification from other comprehensive income (loss) — — Other comprehensive income (loss) (3 ) 4 Income tax provision (benefit) 1 — Balance at end of period (2 ) 4 Accumulated other comprehensive loss at end of period $ (908 ) $ (658 ) Other comprehensive income (loss) attributable to noncontrolling interests $ (20 ) $ 6 |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | 16. Segment Information The Company intends to separate its businesses to form two independent companies: New Tenneco and DRiV. The future New Tenneco consists of two operating segments: Powertrain and Clean Air. DRiV also consists of two operating segments: Motorparts and Ride Performance. Costs related to other business activities, primarily corporate headquarter functions, are disclosed separately from the four operating segments as "Corporate." Management uses EBITDA including noncontrolling interests as the key performance measure of segment profitability and uses the measure in its financial and operational decision-making processes, for internal reporting, and for planning and forecasting purposes to effectively allocate resources. EBITDA including noncontrolling interests is defined as earnings before interest expense, income taxes, noncontrolling interests, and depreciation and amortization. Segment assets are not presented as it is not a measure reviewed by the Chief Operating Decision Maker in allocating resources and assessing performance. EBITDA including noncontrolling interests should not be considered a substitute for results prepared in accordance with U.S. GAAP and should not be considered an alternative to net income, which is the most directly comparable financial measure to EBITDA including noncontrolling interests that is in accordance with U.S. GAAP. EBITDA including noncontrolling interests, as determined and measured by the Company, should not be compared to similarly titled measures reported by other companies. Segment results for the three months ended March 31, 2020 and 2019 are as follows: Reportable Segments Clean Air Powertrain Ride Performance Motorparts Total Corporate Reclass & Elims Total For the Three Months Ended March 31, 2020 Revenues from external customers $ 1,545 $ 997 $ 588 $ 706 $ 3,836 $ — $ — $ 3,836 Intersegment revenues $ 6 $ 38 $ 29 $ 9 $ 82 $ — $ (82 ) $ — Equity in earnings of nonconsolidated affiliates, net of tax $ — $ 11 $ — $ 2 $ 13 $ — $ — $ 13 For the Three Months Ended March 31, 2019 Revenues from external customers $ 1,779 $ 1,175 $ 733 $ 797 $ 4,484 $ — $ — $ 4,484 Intersegment revenues $ — $ 46 $ 46 $ 11 $ 103 $ — $ (103 ) $ — Equity in earnings of nonconsolidated affiliates, net of tax $ — $ 13 $ 1 $ 2 $ 16 $ — $ — $ 16 Segment EBITDA including noncontrolling interests and the reconciliation to earnings before interest expense, income taxes, and noncontrolling interests are as follows: Three Months Ended March 31, 2020 2019 EBITDA including noncontrolling interests by Segments: Clean Air $ 99 $ 131 Powertrain (70 ) 113 Ride Performance (577 ) (45 ) Motorparts (40 ) 45 Total Reportable Segments (588 ) 244 Corporate (86 ) (99 ) Depreciation and amortization (171 ) (169 ) Earnings (loss) before interest expense, income taxes, and noncontrolling interests (845 ) (24 ) Interest expense (75 ) (81 ) Income tax (expense) benefit 94 — Net income (loss) $ (826 ) $ (105 ) Disaggregated Revenue Original Equipment Value-Added Sales OE revenue is generated from providing original equipment manufacturers and servicers with products for automotive, heavy duty, and industrial applications. Supply relationships typically extend over the life of the related vehicle, subject to interim design and technical specification revisions, and do not require the customer to purchase a minimum quantity. Substrate/Passthrough Sales Generally, in connection with the sale of exhaust systems to certain OE manufacturers, the Company purchases catalytic converters and diesel particulate filters or components thereof including precious metals (“substrates”) on behalf of its customers which are used in the assembled system. These substrates are included in inventory and are “passed through” to the customer at cost, plus a small margin. Since the Company takes title to the substrate inventory and has responsibility for both the delivery and quality of the finished product including the substrates, the revenues and related expenses are recorded at gross amounts. Aftermarket Aftermarket revenue is generated from providing products for the global vehicle aftermarket to a wide range of warehouse distributors, retail parts stores, and mass merchants that distribute these products to customers ranging from professional service providers to “do-it-yourself” consumers. Revenue from contracts with customers is disaggregated by customer type and geography, as it depicts the nature and amount of the Company’s revenue that is aligned with the Company's key growth strategies. In the following tables, revenue is disaggregated accordingly: Reportable Segments By Customer Type Clean Air Powertrain Ride Performance Motorparts Total Three Months Ended March 31, 2020 OE - Substrate $ 700 $ — $ — $ — $ 700 OE - Value add 845 997 588 — 2,430 Aftermarket — — — 706 706 Total $ 1,545 $ 997 $ 588 $ 706 $ 3,836 Three Months Ended March 31, 2019 OE - Substrate $ 706 $ — $ — $ — $ 706 OE - Value add 1,073 1,175 733 — 2,981 Aftermarket — — — 797 797 Total $ 1,779 $ 1,175 $ 733 $ 797 $ 4,484 Reportable Segments By Geography Clean Air Powertrain Ride Performance Motorparts Total Three Months Ended March 31, 2020 North America $ 704 $ 344 $ 198 $ 476 $ 1,722 Europe, Middle East and Africa 565 492 297 197 1,551 Rest of world 276 161 93 33 563 Total $ 1,545 $ 997 $ 588 $ 706 $ 3,836 Three Months Ended March 31, 2019 North America $ 793 $ 405 $ 232 $ 507 $ 1,937 Europe, Middle East and Africa 641 575 378 237 1,831 Rest of world 345 195 123 53 716 Total $ 1,779 $ 1,175 $ 733 $ 797 $ 4,484 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 17. Related Party Transactions The following table summarizes the net sales, purchases, and royalty and other income from related parties for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Net Sales Purchases Royalty and Other Income Net Sales Purchases Royalty and Other Income Anqing TP Goetze Piston Ring Company Limited $ 4 $ 10 $ — $ — $ 14 $ — Anqing TP Powder Metallurgy Company Limited $ 1 $ 1 $ — $ — $ 1 $ — Dongsuh Federal-Mogul Industrial Co., Ltd. $ 1 $ 2 $ — $ 1 $ 2 $ — Federal-Mogul Powertrain Otomotiv A.S. $ 12 $ 59 $ 4 $ 28 $ 59 $ 1 Federal-Mogul TP Liner Europe Otomotiv Ltd. Sti. $ — $ 1 $ — $ — $ 3 $ — Federal-Mogul TP Liners, Inc. $ 4 $ 12 $ — $ 4 $ — $ — Icahn Automotive Group LLC $ 33 $ — $ 1 $ 43 $ — $ 1 Montagewerk Abgastechnik Emden GmbH $ 3 $ — $ — $ 2 $ — $ — PSC Metals, Inc. $ — $ — $ — $ 1 $ — $ — The following table is a summary of amounts due to and from the Company's related parties at March 31, 2020 and December 31, 2019 : March 31, 2020 December 31, 2019 Receivables Payables and accruals Receivables Payables and accruals Anqing TP Goetze Piston Ring Company Limited $ 6 $ 17 $ 1 $ 26 Anqing TP Powder Metallurgy Company Limited $ — $ 1 $ — $ 1 Dongsuh Federal-Mogul Industrial Co., Ltd. $ — $ 2 $ — $ 2 Farloc Argentina SAIC $ — $ — $ 1 $ — Federal-Mogul Powertrain Otomotiv A.S. $ 7 $ 25 $ 8 $ 31 Federal-Mogul TP Liners, Inc. $ 2 $ 6 $ 2 $ 7 Icahn Automotive Group LLC $ 41 $ 8 $ 52 $ 10 Montagewerk Abgastechnik Emden GmbH $ — $ — $ 1 $ — See Note 7, Investment in Nonconsolidated Affiliates , for further information for companies within the tables above that represent equity method investments. Amounts presented as Icahn Automotive Group LLC represent the Company's activity with Auto Plus and Pep Boys. As part of the Federal-Mogul Acquisition, the Company acquired a redeemable noncontrolling interest related to a subsidiary in India. In accordance with local regulations, the Company initiated a process to make a tender offer of the shares it did not own due to the change in control triggered by the Federal-Mogul Acquisition. The Company entered into separate agreements with IEP subsequent to the purchase agreement whereby IEP agreed to fund and execute the tender offer for the shares on behalf of the Company. During the three months ended March 31, 2020, the tender offer for the shares was completed. Since the transaction was funded and executed by IEP, the completion of the tender offer resulted in an adjustment to additional paid-in capital during the three months ended March 31, 2020 |
Summary of Accounting Policies
Summary of Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation — Interim Financial Statements Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") have been condensed or omitted pursuant to such rules and regulations. These statements include all adjustments (consisting of normal recurring adjustments) management believes are necessary to fairly state the results of operations, comprehensive income, financial position, changes in shareholders' equity, and cash flows. The Company's management believes the disclosures are adequate to make the information presented not misleading when read in conjunction with the audited consolidated financial statements and the notes thereto included in its Annual Report on Form 10-K for the year ended December 31, 2019 , which was filed with the Securities and Exchange Commission on March 2, 2020. Operating results for the three months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 . There are many uncertainties related to the COVID-19 global pandemic that could negatively affect the Company's results of operations, financial position, and cash flows. At March 31, 2020, the Company was in compliance with all financial covenants under its credit agreement. After considering the effect of COVID-19 on its 2020 forecast, the Company determined it was likely it would not be able to maintain compliance with its financial covenants, as required by its credit agreement. As a result, on May 5, 2020, the Company entered into a third amendment to its credit agreement to increase the maximum leverage ratio and decrease the minimum interest coverage ratio. The amendment is discussed in more detail in Note 10, Debt and Other Financing Arrangements . In response to the expected economic effects of COVID-19, the Company plans to implement various cost reductions initiatives, including, but not limited to reductions to salaried costs and unpaid furloughs; the restructuring action discussed in Note 4, Restructuring Charges, Net and Asset Impairments ; and the deferral of the Company’s portion of its 2020 employer paid payroll taxes and its U.S. qualified pension plan contributions under the Coronavirus Aid, Relief, and Economic Security Act. |
Reclassifications | Reclassifications: Certain amounts in the prior period have been aggregated or disaggregated to conform to current year presentation. These reclassifications included reclassifying amounts from restructuring charges, net and asset impairments to cost of sales (exclusive of depreciation and amortization) and selling, general, and administrative expenses. These reclassifications affected the three months ended March 31, 2019 and have no effect on previously reported net income, other comprehensive income (loss), and the cash provided (used) by operating, investing or financing activities within the condensed consolidated statements of cash flows. |
Redeemable Noncontrolling Interests | Redeemable Noncontrolling Interests: |
Earnings (loss) per share | Earnings (loss) per share: |
New Accounting Pronouncements | New Accounting Pronouncements Adoption of New Accounting Standards Income Taxes — In December 2019, the FASB issued ASU 2019-12: S implifying the Accounting for Income Taxes (Topic 740), which removes certain exceptions to the general principles in Topic 740 and improves consistent application of and simplifies GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The ASU allows certain simplifications in the annual effective tax rate computations, which did not have a material effect on the financial statements. The Company has early adopted this ASU on a prospective basis beginning January 1, 2020. Intangibles — On January 1, 2020, the Company adopted ASU 2018-15, Intangibles – Goodwill and Other – Internal Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which includes amendments to align the accounting for costs incurred to implement a cloud computing arrangement that is a service contract with the guidance on capitalizing costs associated with developing or obtaining internal-use software. The Company adopted this guidance on a prospective basis beginning January 1, 2020 and the effects of the adoption were not material on the consolidated financial statements. Retirement benefits — In August 2018, the FASB issued ASU 2018-14, Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20). The new standard (i) requires the removal of disclosures that are no longer considered cost beneficial; (ii) clarifies specific requirements of certain disclosures; and (iii) adds new disclosure requirements, including reasons for significant gains and losses related to changes in the benefit obligation. The amendments in this update are effective for fiscal years ending after December 15, 2020. The Company will adopt the enhanced disclosures in the consolidated financial statements for the year ended December 31, 2020. |
Summary of Accounting Policie_2
Summary of Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Redeemable Noncontrolling Interests | The following is a rollforward of activities in the Company's redeemable noncontrolling interests: Three Months Ended March 31, 2020 2019 Balance at beginning of period $ 196 $ 138 Net income (loss) attributable to redeemable noncontrolling interests (4 ) 5 Other comprehensive income (loss) (7 ) 2 Acquisition and other — 16 Noncontrolling interest tender offer redemption (46 ) — Redemption value measurement adjustment 15 — Purchase accounting measurement period adjustment — (8 ) Reclassification of noncontrolling interest to permanent equity (82 ) — Dividends declared — — Balance at end of period $ 72 $ 153 |
Schedule of Earnings Per Share, Basic and Diluted | Actual weighted average shares outstanding used in calculating earnings (loss) per share were: Three Months Ended March 31, 2020 2019 Weighted average shares of common stock outstanding 81,168,562 80,874,637 Effect of dilutive securities: Restricted stock, PSUs, and RSUs — — Stock options — — Dilutive shares outstanding 81,168,562 80,874,637 |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Business Combinations [Abstract] | |
Disposal Groups, Including Discontinued Operations | The related assets and liabilities are classified as held for sale at March 31, 2020 and December 31, 2019 : March 31, 2020 December 31, 2019 Assets Receivables $ 4 $ 5 Inventories 6 8 Other current assets 2 1 Long-lived assets 16 18 Goodwill 3 4 Impairment on carrying value (8 ) (8 ) Total assets held for sale $ 23 $ 28 Liabilities Accounts payable $ 3 $ 4 Accrued liabilities 2 2 Total liabilities held for sale $ 5 $ 6 |
Restructuring Charges, Net an_2
Restructuring Charges, Net and Asset Impairments (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Restructuring | Amounts related to activities that were charges to restructuring reserves by reportable segments are as follows: Reportable Segments Clean Air Powertrain Ride Performance Motorparts Total Reportable Segments Corporate Total Balance at December 31, 2019 $ 23 $ 30 $ 23 $ 16 $ 92 $ 9 $ 101 Provisions — 2 7 2 11 4 15 Revisions to estimates — (1 ) (1 ) — (2 ) — (2 ) Payments (4 ) (4 ) (9 ) (4 ) (21 ) (9 ) (30 ) Foreign currency — — (1 ) — (1 ) — (1 ) Balance at March 31, 2020 $ 19 $ 27 $ 19 $ 14 $ 79 $ 4 $ 83 Reportable Segments Clean Air Powertrain Ride Performance Motorparts Total Reportable Segments Corporate Total Balance at December 31, 2018 $ 17 $ 15 $ 25 $ 43 $ 100 $ 3 $ 103 Provisions 5 1 5 4 15 1 16 Payments (6 ) (3 ) (5 ) (14 ) (28 ) (2 ) (30 ) Balance at March 31, 2019 $ 16 $ 13 $ 25 $ 33 $ 87 $ 2 $ 89 The following table provides a summary of the Company's restructuring liabilities and related activity for each type of exit costs: Three months ended March 31, 2020 Three months ended March 31, 2019 Employee Costs Facility Closure and Other Costs Total Employee Costs Facility Closure and Other Costs Total Balance at beginning of period $ 97 $ 4 $ 101 $ 98 $ 5 $ 103 Provisions 10 5 15 11 5 16 Revisions to estimates (2 ) — (2 ) — — — Payments (23 ) (7 ) (30 ) (25 ) (5 ) (30 ) Foreign currency (1 ) — (1 ) — — — Balance at end of period $ 81 $ 2 $ 83 $ 84 $ 5 $ 89 For the three months ended March 31, 2020 and 2019 , restructuring charges, net and asset impairments by segment are as follows: Three Months Ended March 31, 2020 Clean Air Powertrain Ride Performance Motorparts Corporate Total Severance and other charges, net $ — $ 1 $ 6 $ 2 $ 4 $ 13 Other non-restructuring asset impairments — — 455 — 16 471 Total restructuring charges, net and asset impairments $ — $ 1 $ 461 $ 2 $ 20 $ 484 Three Months Ended March 31, 2019 Clean Air Powertrain Ride Performance Motorparts Corporate Total Severance and other charges, net $ 5 $ 1 $ 5 $ 4 $ 1 $ 16 Other non-restructuring asset impairments — — — — — — Total restructuring charges, net and asset impairments $ 5 $ 1 $ 5 $ 4 $ 1 $ 16 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | At March 31, 2020 and December 31, 2019 , inventory consists of the following: March 31, 2020 December 31, 2019 Finished goods $ 981 $ 1,027 Work in process 483 460 Raw materials 435 408 Materials and supplies 102 104 $ 2,001 $ 1,999 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets and Goodwill [Table Text Block] | As a result, impairment charges for goodwill and intangible assets recognized by segment during the three months ended March 31, 2020 consist of the following: Three months ended March 31, 2020 Powertrain Ride Performance Motorparts Total Goodwill impairment charges $ 160 $ 37 $ 70 $ 267 Trade names and trademarks intangible asset impairment charges — 11 40 51 Definite-lived intangible assets impairment charges — 65 — 65 $ 160 $ 113 $ 110 $ 383 |
Schedule of Goodwill | The following table shows a summary of the number of reporting units with goodwill in each segment and whether or not the reporting unit's fair value exceeds its carrying value by more or less than 10% at March 31, 2020 : Segments Clean Air Powertrain Ride Performance Motorparts Number of reporting units with goodwill 3 1 1 1 Number of reporting units where fair value exceeds carrying value: Greater than 10% 3 — 1 — Less than 10% — 1 — 1 Goodwill for reporting units where fair value exceeds carrying value: Greater than 10% $ 22 $ — $ 7 $ — Less than 10% — 165 — 311 $ 22 $ 165 $ 7 $ 311 At March 31, 2020 and December 31, 2019 , goodwill consists of the following: Clean Air Powertrain Ride Performance Motorparts Total Gross carrying amount at December 31, 2019 $ 22 $ 343 $ 259 $ 620 $ 1,244 Foreign exchange — — (3 ) — (3 ) Gross carrying amount at March 31, 2020 22 343 256 620 1,241 Accumulated impairment loss at December 31, 2019 — (18 ) (212 ) (239 ) (469 ) Impairment — (160 ) (37 ) (70 ) (267 ) Accumulated impairment loss at March 31, 2020 — (178 ) (249 ) (309 ) (736 ) Net carrying value at end of period $ 22 $ 165 $ 7 $ 311 $ 505 |
Schedule of Indefinite-Lived Intangible Assets | At March 31, 2020 and December 31, 2019 , the Company's intangible assets consist of the following: March 31, 2020 December 31, 2019 Useful Lives Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Definite-lived intangible assets: Customer relationships and platforms 10 years $ 984 $ (209 ) $ 775 $ 988 $ (123 ) $ 865 Customer contract 10 years 8 (6 ) 2 8 (6 ) 2 Patents 10 to 17 years 1 (1 ) — 1 (1 ) — Technology rights 10 to 30 years 131 (41 ) 90 133 (37 ) 96 Packaged kits know-how 10 years 54 (8 ) 46 54 (7 ) 47 Catalogs 10 years 47 (7 ) 40 47 (6 ) 41 Licensing agreements 3 to 5 years 62 (23 ) 39 63 (18 ) 45 Land use rights 28 to 46 years 46 (3 ) 43 47 (3 ) 44 1,333 (298 ) 1,035 1,341 (201 ) 1,140 Indefinite-lived intangible assets: Trade names and trademarks 229 282 Total $ 1,264 $ 1,422 |
Schedule of Finite-Lived Intangible Assets | At March 31, 2020 and December 31, 2019 , the Company's intangible assets consist of the following: March 31, 2020 December 31, 2019 Useful Lives Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Definite-lived intangible assets: Customer relationships and platforms 10 years $ 984 $ (209 ) $ 775 $ 988 $ (123 ) $ 865 Customer contract 10 years 8 (6 ) 2 8 (6 ) 2 Patents 10 to 17 years 1 (1 ) — 1 (1 ) — Technology rights 10 to 30 years 131 (41 ) 90 133 (37 ) 96 Packaged kits know-how 10 years 54 (8 ) 46 54 (7 ) 47 Catalogs 10 years 47 (7 ) 40 47 (6 ) 41 Licensing agreements 3 to 5 years 62 (23 ) 39 63 (18 ) 45 Land use rights 28 to 46 years 46 (3 ) 43 47 (3 ) 44 1,333 (298 ) 1,035 1,341 (201 ) 1,140 Indefinite-lived intangible assets: Trade names and trademarks 229 282 Total $ 1,264 $ 1,422 |
Finite-lived Intangible Assets Amortization Expense | The amortization expense associated with definite-lived intangible assets is as follows: Three Months Ended March 31, 2020 2019 Amortization expense $ 34 $ 35 The expected future amortization expense for the Company's definite-lived intangible assets is as follows: 2020 2021 2022 2023 2024 2025 and thereafter Total Expected amortization expense $ 98 $ 126 $ 122 $ 120 $ 113 $ 456 $ 1,035 |
Investment in Nonconsolidated_2
Investment in Nonconsolidated Affiliates (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Equity Method Investments | The following tables present summarized aggregated financial information of the Company's nonconsolidated affiliates for the three months ended March 31, 2020 and 2019 . The amounts represent 100% of the interest in the nonconsolidated affiliates and not the Company's proportionate share: Three Months Ended March 31, 2020 Statements of Income Otomotiv A.S. Anqing TP Goetze Other Total Sales $ 96 $ 30 $ 105 $ 231 Gross profit $ 26 $ 6 $ 20 $ 52 Income from continuing operations $ 23 $ 7 $ 9 $ 39 Net income $ 18 $ 6 $ 6 $ 30 Three Months Ended March 31, 2019 Statements of Income Otomotiv A.S. Anqing TP Goetze Other Total Sales $ 91 $ 39 $ 125 $ 255 Gross profit $ 21 $ 16 $ 23 $ 60 Income from continuing operations $ 19 $ 11 $ 13 $ 43 Net income $ 18 $ 9 $ 11 $ 38 The Company's ownership interest in affiliates accounted for under the equity method is as follows: March 31, 2020 December 31, 2019 Anqing TP Goetze Piston Ring Company Limited (China) 35.7 % 35.7 % Anqing TP Powder Metallurgy Co., Ltd (China) 20.0 % 20.0 % Dongsuh Federal-Mogul Industrial Co. Ltd. (Korea) 50.0 % 50.0 % Farloc Argentina SAIC Y F (Argentina) 23.9 % 23.9 % Federal-Mogul Powertrain Otomotiv A.S. (Turkey) 50.0 % 50.0 % Federal-Mogul TP Liner Europe Otomotiv Ltd. Sti. (Turkey) 25.0 % 25.0 % Federal-Mogul TP Liners, Inc. (USA) 46.0 % 46.0 % Frenos Hidraulicos Automotrices, S.A. de C.V. (Mexico) 49.0 % 49.0 % JURID do Brasil Sistemas Automotivos Ltda. (Brazil) 19.9 % 19.9 % KB Autosys Co., Ltd. (Korea) 33.6 % 33.6 % Montagewerk Abgastechnik Emden GmbH (Germany) 50.0 % 50.0 % The Company's investments in its nonconsolidated affiliates at March 31, 2020 and December 31, 2019 is as follows: March 31, 2020 December 31, 2019 Investments in nonconsolidated affiliates $ 509 $ 518 The following table represents the activity from the Company's investments in its nonconsolidated affiliates for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Equity in earnings (losses) of nonconsolidated affiliates, net of tax $ 13 $ 16 Cash dividends received from nonconsolidated affiliates $ 13 $ 15 |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Summarization for Foreign Currency Forward Purchase and Sale Contracts | The following table summarizes by position the notional amounts for foreign currency forward contracts at March 31, 2020 (all of which mature in 2021): Notional Amount Long positions $ 52 Short positions $ (53 ) |
Schedule of Derivative Instruments | The following table is a summary of the carrying value of derivative and non-derivative instruments designated as hedges at March 31, 2020 and December 31, 2019 : Carrying Value Balance sheet classification March 31, 2020 December 31, 2019 Commodity price hedge contracts designated as cash flow hedges Accrued expenses and other current liabilities $ 3 $ — Foreign currency borrowings designated as net investment hedges Long-term debt $ 865 $ 850 The following table represents the amount of gain (loss) recognized in accumulated other comprehensive income (loss) before any reclassifications into net income (loss) for derivative and non-derivative instruments designated as hedges for the three months ended March 31, 2020 and 2019 : Three months ended March 31, 2020 2019 Commodity price hedge contracts designated as cash flow hedges $ (3 ) $ 4 Foreign currency borrowings designated as net investment hedges $ 14 $ 19 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Carrying and Estimated Fair Value | The following table presents the assets and liabilities included in the Company's condensed consolidated balance sheets at March 31, 2020 and December 31, 2019 that are recognized at fair value on a recurring basis and indicate the fair value hierarchy utilized to determine such fair values: March 31, 2020 December 31, 2019 Fair value Carrying Fair Carrying Fair Derivative asset (liability) instruments: Swap agreements Level 2 $ (2 ) $ (2 ) $ (1 ) $ (1 ) Commodity contracts Level 2 $ (3 ) $ (3 ) $ — $ — The estimated fair value of the Company's outstanding debt is as follows: March 31, 2020 December 31, 2019 Fair value Carrying Fair Carrying Fair Long-term debt (including current maturities): Term loans and senior notes Level 2 $ 5,128 $ 3,871 $ 5,179 $ 5,113 |
Debt and Other Financing Arra_2
Debt and Other Financing Arrangements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Summary of Long-term Debt Obligations | Interest expense associated with the amortization of the debt issuance costs and original issue discounts recognized in the Company's condensed consolidated statements of income (loss) for the three months ended March 31, 2020 and 2019 is: Three Months Ended March 31, 2020 2019 Amortization of debt issuance fees $ 5 $ 5 A summary of our long-term debt obligations at March 31, 2020 and December 31, 2019 is set forth in the following table: March 31, 2020 December 31, 2019 Principal Carrying Amount (a) Principal Carrying Amount (a) Credit Facilities Revolver Borrowings Due 2023 $ 700 $ 700 $ 183 $ 183 Term Loans LIBOR plus 1.75% Term Loan A due 2019 through 2023 1,594 1,584 1,615 1,608 LIBOR plus 3.00% Term Loan B due 2019 through 2025 1,679 1,619 1,683 1,623 Senior Unsecured Notes $225 million of 5.375% Senior Notes due 2024 225 222 225 222 $500 million of 5.000% Senior Notes due 2026 500 494 500 494 Senior Secured Notes €415 million 4.875% Euro Fixed Rate Notes due 2022 458 470 465 479 €300 million of Euribor plus 4.875% Euro Floating Rate Notes due 2024 331 334 336 340 €350 million of 5.000% Euro Fixed Rate Notes due 2024 386 405 392 413 Other debt, primarily foreign instruments 12 12 14 13 5,840 5,375 Less - maturities classified as current 3 4 Total long-term debt $ 5,837 $ 5,371 (a) Carrying amount is net of unamortized debt issuance costs and debt discounts or premiums. Total unamortized debt issuance costs were $78 million and $76 million at March 31, 2020 and December 31, 2019. Total unamortized debt (premium) discount, net was $(33) million and $(37) million at March 31, 2020 and December 31, 2019. |
Schedule of Short-term Debt | The Company's short-term debt at March 31, 2020 and December 31, 2019 consists of the following: March 31, December 31, 2020 2019 Maturities classified as current $ 3 $ 4 Short-term borrowings (a) 171 179 Bank overdrafts 1 2 Total short-term debt $ 175 $ 185 (a) Includes borrowings under both committed credit facilities and uncommitted lines of credit and similar arrangements. |
Financing Arrangements | Before giving effect to the Third Amendment, the New Credit Facility also contained two financial maintenance covenants for the revolving credit facility and the Term Loan A facility including (i) a requirement to have a consolidated net leverage ratio (as defined in the New Credit Facility) at the end of each fiscal quarter, with step-downs, as follows: (i) Consolidated net leverage ratio not greater than 4.50 to 1 through March 31, 2021 not greater than 4.25 to 1 through September 30, 2021 not greater than 4.00 to 1 through March 31, 2022 not greater than 3.75 to 1 through September 30, 2022 not greater than 3.50 to 1 thereafter and (ii) a requirement to maintain a consolidated interest coverage ratio (as defined in the New Credit Facility) for any period of four consecutive fiscal quarters of not less than 2.75 to 1. Consolidated net leverage ratio Interest rate greater than 3.0 to 1 LIBOR plus 2.00% less than 3.0 to 1 and greater than 2.5 to 1 LIBOR plus 1.75% less than 2.5 to 1 and greater than 1.5 to 1 LIBOR plus 1.50% less than 1.5 to 1 LIBOR plus 1.25% Financing Arrangements Committed Credit Facilities Term Available (b) (in billions) Tenneco Inc. revolving credit facility (a) 2023 $ 0.8 Tenneco Inc. Term Loan A 2023 — Tenneco Inc. Term Loan B 2025 — Subsidiaries’ credit agreements 2020 - 2028 — $ 0.8 (a) The Company is required to pay commitment fees under the revolving credit facility on the unused portion of the total commitment. (b) Letters of credit reduce the available borrowings under the revolving credit facility. The Third Amendment provides for an increase to the margin applicable to borrowings under the revolving credit facility and the Term Loan A facility at certain leverage levels as set forth below as one of several conditions for obtaining the less restrictive financial maintenance covenants described below under New Credit Facility — Other Terms and Conditions : Consolidated net leverage ratio Interest rate greater than 6.0 to 1 LIBOR plus 2.50% less than 6.0 to 1 and greater than 4.5 to 1 LIBOR plus 2.25% (i) Senior secured net leverage ratio (ii) Consolidated net leverage ratio not greater than 6.75 to 1 at June 30, 2020 not greater than 4.50 to 1 at March 31, 2020 not greater than 9.50 to 1 at September 30, 2020 not greater than 5.25 to 1 at March 31, 2022 not greater than 8.75 to 1 at December 31, 2020 not greater than 4.75 to 1 at June 30, 2022 not greater than 8.25 to 1 at March 31, 2021 not greater than 4.25 to 1 at September 30, 2022 not greater than 4.50 to 1 at June 30, 2021 not greater than 3.75 to 1 thereafter not greater than 4.25 to 1 at September 30, 2021 not greater than 4.00 to 1 at December 31, 2021 |
Schedule of Gain (Loss) on Securitizations or Asset-backed Financing Arrangements of Financial Assets Accounted for as Sale | The Company has securitization programs for some of its accounts receivable, with limited recourse provisions. Borrowings on these securitization programs, which are recorded in short-term debt, at March 31, 2020 and December 31, 2019 are as follows: March 31, 2020 December 31, 2019 Borrowings on securitization programs $ 8 $ 4 The following table represents the Company's expenses associated with these arrangements for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Loss on sale of receivables (a) $ 6 $ 8 (a) Amount is included in "Interest expense" in the condensed consolidated statements of income (loss). |
Pension Plans, Postretirement_2
Pension Plans, Postretirement and Other Employee Benefits (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | Components of net periodic benefit cost (credit) for the three months ended March 31, 2020 and 2019 are as follows: Three Months Ended March 31, Pension Other Postretirement Benefits 2020 2019 U.S. Non-U.S. U.S. Non-U.S. 2020 2019 Service cost $ — $ 6 $ 1 $ 6 $ — $ — Interest cost 10 4 13 7 2 3 Expected return on plan assets (16 ) (4 ) (17 ) (5 ) — — Net amortization: Actuarial loss 2 2 1 1 1 1 Prior service cost (credit) — — — — (2 ) (2 ) Net pension and postretirement costs (credits) $ (4 ) $ 8 $ (2 ) $ 9 $ 1 $ 2 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Environmental Loss Contingencies | The Company's expected payments of environmental remediation costs for non-indemnified locations are estimated to be approximately: 2020 2021 2022 2023 2024 2025 and thereafter Expected payments $ 6 $ 4 $ 2 $ 2 $ 2 $ 15 The Company maintains the aggregated estimated share of environmental remediation costs for all these sites on a discounted basis in the condensed consolidated balance sheets as follows: March 31, 2020 December 31, 2019 Accrued expenses and other current liabilities $ 7 $ 8 Deferred credits and other liabilities 28 28 $ 35 $ 36 |
Schedule of Asset Retirement Obligations | The Company's ARO liabilities in the condensed consolidated balance sheets are as follows: March 31, 2020 December 31, 2019 Accrued expenses and other current liabilities $ 3 $ 3 Deferred credits and other liabilities 12 13 $ 15 $ 16 |
Warranty Accrual Table | : Three months ended March 31, 2020 2019 Balance at beginning of period $ 54 $ 45 Accruals related to product warranties 3 5 Reductions for payments made (6 ) (2 ) Foreign currency — — Balance at end of period $ 51 $ 48 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-based Compensation | The total share-based compensation expense is as follows: Three Months Ended March 31, 2020 2019 Cash-settled share-based compensation expense (benefit) $ — $ (1 ) Share-settled share-based compensation expense (benefit) 2 7 $ 2 $ 6 |
Unvested Restricted Shares | The following table reflects the status of all nonvested restricted shares, share-settled RSUs, and PSUs for the three months ended March 31, 2020 : Restricted Stock Share-Settled RSUs PSUs Shares Weighted Avg. Units Weighted Avg. Units Weighted Avg. Nonvested balance at beginning of period 35,630 $ 63.27 1,125,346 $ 37.91 806,233 $ 34.12 Granted 169,781 9.15 1,389,681 7.47 — — Vested (196,332 ) 39.59 (280,394 ) 41.47 — — Forfeited — — (238,283 ) 34.37 (213,843 ) 26.74 Nonvested balance at end of period 9,079 $ 57.92 1,996,350 $ 27.84 592,390 $ 36.25 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Stock by Class | Total common stock outstanding and changes in common stock issued are as follows: Three Months Ended March 31, Class A Common Stock Class B Common Stock 2020 2019 2020 2019 Shares issued at beginning of period 71,727,061 71,675,379 23,793,669 23,793,669 Issuance (repurchased) pursuant to benefit plans 450,175 120,622 — — Restricted stock forfeited and withheld for taxes (119,644 ) (54,293 ) — — Stock options exercised — 8,438 — — Shares issued at end of period 72,057,592 71,750,146 23,793,669 23,793,669 Treasury stock 14,592,888 14,592,888 — — Total shares outstanding 57,464,704 57,157,258 23,793,669 23,793,669 |
Schedule of AOCI | The following represents the Company's changes in accumulated other comprehensive income (loss) by component, net of tax for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 2019 Foreign currency translation adjustments and other: Balance at beginning of period $ (369 ) $ (395 ) Other comprehensive income (loss) before reclassifications adjustments (199 ) 27 Reclassification from other comprehensive income (loss) — — Other comprehensive income (loss) (199 ) 27 Income tax provision (benefit) — 2 Balance at end of period (568 ) (366 ) Pensions and other postretirement benefits: Balance at beginning of period (342 ) (297 ) Other comprehensive income (loss) before reclassifications — — Reclassification from other comprehensive income (loss) 3 1 Other comprehensive income (loss) 3 1 Income tax provision (benefit) 1 — Balance at end of period (338 ) (296 ) Cash flow hedge instruments Balance at beginning of period — — Other comprehensive income (loss) before reclassifications (3 ) 4 Reclassification from other comprehensive income (loss) — — Other comprehensive income (loss) (3 ) 4 Income tax provision (benefit) 1 — Balance at end of period (2 ) 4 Accumulated other comprehensive loss at end of period $ (908 ) $ (658 ) Other comprehensive income (loss) attributable to noncontrolling interests $ (20 ) $ 6 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment results for the three months ended March 31, 2020 and 2019 are as follows: Reportable Segments Clean Air Powertrain Ride Performance Motorparts Total Corporate Reclass & Elims Total For the Three Months Ended March 31, 2020 Revenues from external customers $ 1,545 $ 997 $ 588 $ 706 $ 3,836 $ — $ — $ 3,836 Intersegment revenues $ 6 $ 38 $ 29 $ 9 $ 82 $ — $ (82 ) $ — Equity in earnings of nonconsolidated affiliates, net of tax $ — $ 11 $ — $ 2 $ 13 $ — $ — $ 13 For the Three Months Ended March 31, 2019 Revenues from external customers $ 1,779 $ 1,175 $ 733 $ 797 $ 4,484 $ — $ — $ 4,484 Intersegment revenues $ — $ 46 $ 46 $ 11 $ 103 $ — $ (103 ) $ — Equity in earnings of nonconsolidated affiliates, net of tax $ — $ 13 $ 1 $ 2 $ 16 $ — $ — $ 16 Segment EBITDA including noncontrolling interests and the reconciliation to earnings before interest expense, income taxes, and noncontrolling interests are as follows: Three Months Ended March 31, 2020 2019 EBITDA including noncontrolling interests by Segments: Clean Air $ 99 $ 131 Powertrain (70 ) 113 Ride Performance (577 ) (45 ) Motorparts (40 ) 45 Total Reportable Segments (588 ) 244 Corporate (86 ) (99 ) Depreciation and amortization (171 ) (169 ) Earnings (loss) before interest expense, income taxes, and noncontrolling interests (845 ) (24 ) Interest expense (75 ) (81 ) Income tax (expense) benefit 94 — Net income (loss) $ (826 ) $ (105 ) |
Disaggregation of Revenue | Revenue from contracts with customers is disaggregated by customer type and geography, as it depicts the nature and amount of the Company’s revenue that is aligned with the Company's key growth strategies. In the following tables, revenue is disaggregated accordingly: Reportable Segments By Customer Type Clean Air Powertrain Ride Performance Motorparts Total Three Months Ended March 31, 2020 OE - Substrate $ 700 $ — $ — $ — $ 700 OE - Value add 845 997 588 — 2,430 Aftermarket — — — 706 706 Total $ 1,545 $ 997 $ 588 $ 706 $ 3,836 Three Months Ended March 31, 2019 OE - Substrate $ 706 $ — $ — $ — $ 706 OE - Value add 1,073 1,175 733 — 2,981 Aftermarket — — — 797 797 Total $ 1,779 $ 1,175 $ 733 $ 797 $ 4,484 Reportable Segments By Geography Clean Air Powertrain Ride Performance Motorparts Total Three Months Ended March 31, 2020 North America $ 704 $ 344 $ 198 $ 476 $ 1,722 Europe, Middle East and Africa 565 492 297 197 1,551 Rest of world 276 161 93 33 563 Total $ 1,545 $ 997 $ 588 $ 706 $ 3,836 Three Months Ended March 31, 2019 North America $ 793 $ 405 $ 232 $ 507 $ 1,937 Europe, Middle East and Africa 641 575 378 237 1,831 Rest of world 345 195 123 53 716 Total $ 1,779 $ 1,175 $ 733 $ 797 $ 4,484 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table is a summary of amounts due to and from the Company's related parties at March 31, 2020 and December 31, 2019 : March 31, 2020 December 31, 2019 Receivables Payables and accruals Receivables Payables and accruals Anqing TP Goetze Piston Ring Company Limited $ 6 $ 17 $ 1 $ 26 Anqing TP Powder Metallurgy Company Limited $ — $ 1 $ — $ 1 Dongsuh Federal-Mogul Industrial Co., Ltd. $ — $ 2 $ — $ 2 Farloc Argentina SAIC $ — $ — $ 1 $ — Federal-Mogul Powertrain Otomotiv A.S. $ 7 $ 25 $ 8 $ 31 Federal-Mogul TP Liners, Inc. $ 2 $ 6 $ 2 $ 7 Icahn Automotive Group LLC $ 41 $ 8 $ 52 $ 10 Montagewerk Abgastechnik Emden GmbH $ — $ — $ 1 $ — The following table summarizes the net sales, purchases, and royalty and other income from related parties for the three months ended March 31, 2020 and 2019 : Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Net Sales Purchases Royalty and Other Income Net Sales Purchases Royalty and Other Income Anqing TP Goetze Piston Ring Company Limited $ 4 $ 10 $ — $ — $ 14 $ — Anqing TP Powder Metallurgy Company Limited $ 1 $ 1 $ — $ — $ 1 $ — Dongsuh Federal-Mogul Industrial Co., Ltd. $ 1 $ 2 $ — $ 1 $ 2 $ — Federal-Mogul Powertrain Otomotiv A.S. $ 12 $ 59 $ 4 $ 28 $ 59 $ 1 Federal-Mogul TP Liner Europe Otomotiv Ltd. Sti. $ — $ 1 $ — $ — $ 3 $ — Federal-Mogul TP Liners, Inc. $ 4 $ 12 $ — $ 4 $ — $ — Icahn Automotive Group LLC $ 33 $ — $ 1 $ 43 $ — $ 1 Montagewerk Abgastechnik Emden GmbH $ 3 $ — $ — $ 2 $ — $ — PSC Metals, Inc. $ — $ — $ — $ 1 $ — $ — |
Summary of Accounting Policie_3
Summary of Accounting Policies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Redeemable Noncontrolling Interest [Line Items] | |||
Redeemable noncontrolling interest, not currently redeemable | $ 41 | $ 44 | |
Redeemable noncontrolling interest, redemption value | 31 | $ 152 | |
Reclassification of noncontrolling interest to permanent equity | (82) | $ 0 | |
Noncontrolling interest tender offer redemption | 15 | 0 | |
Purchase accounting measurement period adjustment | $ 0 | $ 8 | |
Öhlins Intressenter AB | K Öhlin Holding AB | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Ownership percentage | 9.50% |
Summary of Accounting Policie_4
Summary of Accounting Policies - Redeemable Non Controlling Interest (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Redeemable Noncontrolling Interest [Roll Forward] | ||
Balance at beginning of period | $ 196 | $ 138 |
Net income (loss) attributable to redeemable noncontrolling interests | (4) | 5 |
Other comprehensive income (loss) | (7) | 2 |
Acquisition and other | 0 | 16 |
Noncontrolling interest tender offer redemption | (46) | 0 |
Noncontrolling interest tender offer redemption | 15 | 0 |
Purchase accounting measurement period adjustment | 0 | (8) |
Reclassification of noncontrolling interest to permanent equity | (82) | 0 |
Dividends declared | 0 | 0 |
Balance at end of period | $ 72 | $ 153 |
Summary of Accounting Policie_5
Summary of Accounting Policies - Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Weighted average shares of common stock outstanding (in shares) | 81,168,562 | 80,874,637 |
Dilutive shares outstanding (in shares) | 81,168,562 | 80,874,637 |
Anti-dilutive shares (in shares) | 1,610,556 | 1,714,950 |
Restricted stock, PSUs, and RSUs | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Effect of dilutive securities (in shares) | 0 | 0 |
Stock options | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Effect of dilutive securities (in shares) | 0 | 0 |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Öhlins Intressenter AB (Details) - USD ($) $ in Millions | Jan. 10, 2019 | Dec. 31, 2019 |
Öhlins Intressenter AB | ||
Business Acquisition [Line Items] | ||
Percentage of business acquired | 90.50% | |
Purchase price | $ 162 | |
Cash acquired | $ 4 | |
K Öhlin Holding AB | Öhlins Intressenter AB | ||
Business Acquisition [Line Items] | ||
Ownership percentage | 9.50% |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Assets Held For Sale (Details) - USD ($) $ in Millions | Mar. 01, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of assets | $ 2 | $ 1 | ||
Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Receivables | 4 | $ 5 | ||
Inventories | 6 | 8 | ||
Other current assets | 2 | 1 | ||
Long-lived assets | 16 | 18 | ||
Goodwill | 3 | 4 | ||
Impairment on carrying value | (8) | (8) | ||
Total assets held for sale | 23 | 28 | ||
Accounts payable | 3 | 4 | ||
Accrued liabilities | 2 | 2 | ||
Total liabilities held for sale | 5 | $ 6 | ||
Motorsports Certain Assets and Liabilities | Held-for-sale | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Proceeds from sale of assets | $ 22 | $ 16 |
Restructuring Charges, Net an_3
Restructuring Charges, Net and Asset Impairments - Incurred Costs (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Severance and other charges, net | $ 13 | $ 16 |
Other non-restructuring asset impairments | 471 | 0 |
Total restructuring charges, net and asset impairments | 484 | 16 |
Total Reportable Segments | Clean Air | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance and other charges, net | 0 | 5 |
Other non-restructuring asset impairments | 0 | 0 |
Total restructuring charges, net and asset impairments | 0 | 5 |
Total Reportable Segments | Powertrain | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance and other charges, net | 1 | 1 |
Other non-restructuring asset impairments | 0 | 0 |
Total restructuring charges, net and asset impairments | 1 | 1 |
Total Reportable Segments | Ride Performance | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance and other charges, net | 6 | 5 |
Other non-restructuring asset impairments | 455 | 0 |
Total restructuring charges, net and asset impairments | 461 | 5 |
Total Reportable Segments | Motorparts | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance and other charges, net | 2 | 4 |
Other non-restructuring asset impairments | 0 | 0 |
Total restructuring charges, net and asset impairments | 2 | 4 |
Corporate | ||
Restructuring Cost and Reserve [Line Items] | ||
Severance and other charges, net | 4 | 1 |
Other non-restructuring asset impairments | 16 | 0 |
Total restructuring charges, net and asset impairments | $ 20 | $ 1 |
Restructuring Charges, Net an_4
Restructuring Charges, Net and Asset Impairments - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Jun. 30, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | |||
Severance and other charges, net | $ 13 | $ 16 | |
Restructuring charges | 15 | 16 | |
Revisions to estimates | (2) | 0 | |
Asset impairment charges | 854 | ||
Facility Closure and Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 5 | 5 | |
Revisions to estimates | 0 | 0 | |
Employee Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 10 | 11 | |
Revisions to estimates | (2) | 0 | |
Ride Performance | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 3 | ||
Impairment of property, plant and equipment | 455 | ||
Ride Performance | Facility Closure and Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 6 | ||
Clean Air | Facility Closure and Other Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 3 | ||
Federal-Mogul | Employee Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 6 | ||
Operating Segments | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | 11 | 15 | |
Revisions to estimates | (2) | ||
Operating Segments | Ride Performance | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and other charges, net | 6 | 5 | |
Restructuring charges | 7 | 5 | |
Revisions to estimates | (1) | ||
Operating Segments | Clean Air | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and other charges, net | 0 | 5 | |
Restructuring charges | 0 | 5 | |
Revisions to estimates | 0 | ||
Corporate | |||
Restructuring Cost and Reserve [Line Items] | |||
Severance and other charges, net | 4 | 1 | |
Restructuring charges | 4 | $ 1 | |
Revisions to estimates | 0 | ||
Asset impairment charges | 16 | ||
Impairment of property, plant and equipment | 11 | ||
Operating lease impairment | $ 5 | ||
Forecast | Minimum | Employee Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 25 | ||
Forecast | Maximum | Employee Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring charges | $ 30 |
Restructuring Charges, Net an_5
Restructuring Charges, Net and Asset Impairments - Roll Forward of Restructuring Reserve (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | $ 101 | $ 103 |
Provisions | 15 | 16 |
Revisions to estimates | (2) | 0 |
Payments | (30) | (30) |
Foreign currency | (1) | 0 |
Restructuring reserve, ending balance | 83 | 89 |
Employee Costs | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 97 | 98 |
Provisions | 10 | 11 |
Revisions to estimates | (2) | 0 |
Payments | (23) | (25) |
Foreign currency | (1) | 0 |
Restructuring reserve, ending balance | 81 | 84 |
Facility Closure and Other Costs | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 4 | 5 |
Provisions | 5 | 5 |
Revisions to estimates | 0 | 0 |
Payments | (7) | (5) |
Foreign currency | 0 | 0 |
Restructuring reserve, ending balance | 2 | 5 |
Total Reportable Segments | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 92 | 100 |
Provisions | 11 | 15 |
Revisions to estimates | (2) | |
Payments | (21) | (28) |
Foreign currency | (1) | |
Restructuring reserve, ending balance | 79 | 87 |
Total Reportable Segments | Clean Air | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 23 | 17 |
Provisions | 0 | 5 |
Revisions to estimates | 0 | |
Payments | (4) | (6) |
Foreign currency | 0 | |
Restructuring reserve, ending balance | 19 | 16 |
Total Reportable Segments | Powertrain | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 30 | 15 |
Provisions | 2 | 1 |
Revisions to estimates | (1) | |
Payments | (4) | (3) |
Foreign currency | 0 | |
Restructuring reserve, ending balance | 27 | 13 |
Total Reportable Segments | Ride Performance | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 23 | 25 |
Provisions | 7 | 5 |
Revisions to estimates | (1) | |
Payments | (9) | (5) |
Foreign currency | (1) | |
Restructuring reserve, ending balance | 19 | 25 |
Total Reportable Segments | Motorparts | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 16 | 43 |
Provisions | 2 | 4 |
Revisions to estimates | 0 | |
Payments | (4) | (14) |
Foreign currency | 0 | |
Restructuring reserve, ending balance | 14 | 33 |
Corporate | ||
Restructuring Reserve [Roll Forward] | ||
Restructuring reserve, beginning balance | 9 | 3 |
Provisions | 4 | 1 |
Revisions to estimates | 0 | |
Payments | (9) | (2) |
Foreign currency | 0 | |
Restructuring reserve, ending balance | $ 4 | $ 2 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 981 | $ 1,027 |
Work in process | 483 | 460 |
Raw materials | 435 | 408 |
Materials and supplies | 102 | 104 |
Total inventories | $ 2,001 | $ 1,999 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Additional Information (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020USD ($)reporting_unit | Mar. 31, 2019USD ($)reporting_unit | Dec. 31, 2019USD ($) | |
Goodwill [Line Items] | |||
Goodwill, increase (decrease) | $ 505 | $ 775 | |
Goodwill impairment charges | 267 | ||
Trade names and trademarks intangible asset impairment charges | 51 | ||
Definite-lived intangible assets impairment charges | 65 | ||
Motorparts | |||
Goodwill [Line Items] | |||
Goodwill, increase (decrease) | 311 | ||
Goodwill impairment charges | 70 | ||
Trade names and trademarks intangible asset impairment charges | 40 | ||
Definite-lived intangible assets impairment charges | $ 0 | ||
Number of reporting units with goodwill | reporting_unit | 1,000,000 | 1 | |
Ride Performance | |||
Goodwill [Line Items] | |||
Goodwill, increase (decrease) | $ 7 | ||
Goodwill impairment charges | 37 | $ 60 | |
Trade names and trademarks intangible asset impairment charges | 11 | ||
Definite-lived intangible assets impairment charges | $ 65 | ||
Number of reporting units with goodwill | reporting_unit | 1,000,000 | 2 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Impairment Charges (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Goodwill impairment charges | $ 267 | |
Trade names and trademarks intangible asset impairment charges | 51 | |
Definite-lived intangible assets impairment charges | 65 | |
Total impairment charges | 383 | $ 60 |
Powertrain | ||
Segment Reporting Information [Line Items] | ||
Goodwill impairment charges | 160 | |
Trade names and trademarks intangible asset impairment charges | 0 | |
Definite-lived intangible assets impairment charges | 0 | |
Total impairment charges | 160 | |
Ride Performance | ||
Segment Reporting Information [Line Items] | ||
Goodwill impairment charges | 37 | $ 60 |
Trade names and trademarks intangible asset impairment charges | 11 | |
Definite-lived intangible assets impairment charges | 65 | |
Total impairment charges | 113 | |
Motorparts | ||
Segment Reporting Information [Line Items] | ||
Goodwill impairment charges | 70 | |
Trade names and trademarks intangible asset impairment charges | 40 | |
Definite-lived intangible assets impairment charges | 0 | |
Total impairment charges | $ 110 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Goodwill (Details) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020USD ($)reporting_unit | Mar. 31, 2019USD ($)reporting_unit | Dec. 31, 2019USD ($) | |
Goodwill [Roll Forward] | |||
Gross carrying amount at beginning of period | $ 1,244 | ||
Foreign exchange | (3) | ||
Gross carrying amount at end of period | 1,241 | ||
Accumulated impairment loss, beginning balance | (469) | ||
Impairment | (267) | ||
Accumulated impairment loss, ending balance | (736) | ||
Net carrying value at end of period | $ 505 | $ 775 | |
Clean Air | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 3,000,000 | ||
Goodwill [Roll Forward] | |||
Gross carrying amount at beginning of period | $ 22 | ||
Foreign exchange | 0 | ||
Gross carrying amount at end of period | 22 | ||
Accumulated impairment loss, beginning balance | 0 | ||
Impairment | 0 | ||
Accumulated impairment loss, ending balance | 0 | ||
Net carrying value at end of period | $ 22 | ||
Powertrain | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 1,000,000 | ||
Goodwill [Roll Forward] | |||
Gross carrying amount at beginning of period | $ 343 | ||
Foreign exchange | 0 | ||
Gross carrying amount at end of period | 343 | ||
Accumulated impairment loss, beginning balance | (18) | ||
Impairment | (160) | ||
Accumulated impairment loss, ending balance | (178) | ||
Net carrying value at end of period | $ 165 | ||
Ride Performance | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 1,000,000 | 2 | |
Goodwill [Roll Forward] | |||
Gross carrying amount at beginning of period | $ 259 | ||
Foreign exchange | (3) | ||
Gross carrying amount at end of period | 256 | ||
Accumulated impairment loss, beginning balance | (212) | ||
Impairment | (37) | $ (60) | |
Accumulated impairment loss, ending balance | (249) | ||
Net carrying value at end of period | $ 7 | ||
Motorparts | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 1,000,000 | 1 | |
Goodwill [Roll Forward] | |||
Gross carrying amount at beginning of period | $ 620 | ||
Foreign exchange | 0 | ||
Gross carrying amount at end of period | 620 | ||
Accumulated impairment loss, beginning balance | (239) | ||
Impairment | (70) | ||
Accumulated impairment loss, ending balance | (309) | ||
Net carrying value at end of period | $ 311 | ||
Greater than 10% | Clean Air | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 3 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 22 | ||
Greater than 10% | Powertrain | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 0 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 0 | ||
Greater than 10% | Ride Performance | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 1 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 7 | ||
Greater than 10% | Motorparts | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 0 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 0 | ||
Less than 10% | Clean Air | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 0 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 0 | ||
Less than 10% | Powertrain | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 1 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 165 | ||
Less than 10% | Ride Performance | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 0 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 0 | ||
Less than 10% | Motorparts | |||
Goodwill [Line Items] | |||
Number of reporting units with goodwill | reporting_unit | 1 | ||
Goodwill for reporting units where fair value exceeds carrying value | $ 311 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 1,333 | $ 1,341 |
Accumulated amortization | (298) | (201) |
Net carrying value | 1,035 | 1,140 |
Indefinite-lived intangible assets | 229 | 282 |
Intangible assets, net | $ 1,264 | 1,422 |
Customer platforms and relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 10 years | |
Gross carrying value | $ 984 | 988 |
Accumulated amortization | (209) | (123) |
Net carrying value | $ 775 | 865 |
Customer contract | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 10 years | |
Gross carrying value | $ 8 | 8 |
Accumulated amortization | (6) | (6) |
Net carrying value | 2 | 2 |
Patents | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | 1 | 1 |
Accumulated amortization | (1) | (1) |
Net carrying value | $ 0 | 0 |
Patents | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 10 years | |
Patents | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 17 years | |
Technology rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 131 | 133 |
Accumulated amortization | (41) | (37) |
Net carrying value | $ 90 | 96 |
Technology rights | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 10 years | |
Technology rights | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 30 years | |
Packaged kits know-how | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 10 years | |
Gross carrying value | $ 54 | 54 |
Accumulated amortization | (8) | (7) |
Net carrying value | $ 46 | 47 |
Catalogs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 10 years | |
Gross carrying value | $ 47 | 47 |
Accumulated amortization | (7) | (6) |
Net carrying value | 40 | 41 |
Licensing agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | 62 | 63 |
Accumulated amortization | (23) | (18) |
Net carrying value | $ 39 | 45 |
Licensing agreements | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 3 years | |
Licensing agreements | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 5 years | |
Land use rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying value | $ 46 | 47 |
Accumulated amortization | (3) | (3) |
Net carrying value | $ 43 | $ 44 |
Land use rights | Minimum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 28 years | |
Land use rights | Maximum | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite useful life of intangible assets | 46 years |
Goodwill and Other Intangible_7
Goodwill and Other Intangible Assets - Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization of intangible assets | $ 34 | $ 35 | |
2020 | 98 | ||
2021 | 126 | ||
2022 | 122 | ||
2023 | 120 | ||
2024 | 113 | ||
2025 and thereafter | 456 | ||
Net carrying value | $ 1,035 | $ 1,140 |
Investment in Nonconsolidated_3
Investment in Nonconsolidated Affiliates (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | |||
Investments in nonconsolidated affiliates | $ 509 | $ 518 | |
Equity in earnings of nonconsolidated affiliates, net of tax | 13 | $ 16 | |
Cash dividends received from nonconsolidated affiliates | 13 | $ 15 | |
Difference between carrying amount and underlying net assets | $ 252 | $ 251 | |
Anqing TP Goetze Piston Ring Company Limited (China) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 35.70% | 35.70% | |
Anqing TP Powder Metallurgy Co., Ltd (China) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 20.00% | 20.00% | |
Dongsuh Federal-Mogul Industrial Co. Ltd. (Korea) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 50.00% | 50.00% | |
Farloc Argentina SAIC Y F (Argentina) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 23.90% | 23.90% | |
Federal-Mogul Powertrain Otomotiv A.S. (Turkey) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 50.00% | 50.00% | |
Federal-Mogul TP Liner Europe Otomotiv Ltd. Sti. (Turkey) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 25.00% | 25.00% | |
Federal-Mogul TP Liners, Inc. (USA) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 46.00% | 46.00% | |
Frenos Hidraulicos Automotrices, S.A. de C.V. (Mexico) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 49.00% | 49.00% | |
JURID do Brasil Sistemas Automotivos Ltda. (Brazil) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 19.90% | 19.90% | |
KB Autosys Co., Ltd. (Korea) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 33.60% | 33.60% | |
Montagewerk Abgastechnik Emden GmbH (Germany) | |||
Schedule of Equity Method Investments [Line Items] | |||
Ownership percentage | 50.00% | 50.00% |
Investment in Nonconsolidated_4
Investment in Nonconsolidated Affiliates - Summarized Financial Data (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Schedule of Equity Method Investments [Line Items] | ||
Sales | $ 231 | $ 255 |
Gross profit | 52 | 60 |
Income from continuing operations | 39 | 43 |
Net income | 30 | 38 |
Otomotiv A.S. | ||
Schedule of Equity Method Investments [Line Items] | ||
Sales | 96 | 91 |
Gross profit | 26 | 21 |
Income from continuing operations | 23 | 19 |
Net income | 18 | 18 |
Anqing TP Goetze | ||
Schedule of Equity Method Investments [Line Items] | ||
Sales | 30 | 39 |
Gross profit | 6 | 16 |
Income from continuing operations | 7 | 11 |
Net income | 6 | 9 |
Other | ||
Schedule of Equity Method Investments [Line Items] | ||
Sales | 105 | 125 |
Gross profit | 20 | 23 |
Income from continuing operations | 9 | 13 |
Net income | $ 6 | $ 11 |
Derivatives and Hedging Activ_3
Derivatives and Hedging Activities - Additional Information (Details) shares in Thousands, € in Millions, $ in Millions | 3 Months Ended | ||
Mar. 31, 2020USD ($)shares | Mar. 31, 2020EUR (€)shares | Dec. 31, 2019USD ($)shares | |
Financial Instruments [Line Items] | |||
Long-term debt | $ 5,837 | $ 5,371 | |
Net derivative losses to be reclassified within twelve months (less than) | $ 3 | ||
Swap agreements | |||
Financial Instruments [Line Items] | |||
Notional amount | shares | 1,350 | 1,350 | 750 |
Commodity contracts | |||
Financial Instruments [Line Items] | |||
Period of forecasted purchases | 18 months | ||
Derivative, Notional Amount | $ 21 | $ 19 | |
Term of derivative | 1 year | ||
Net Investment Hedging | |||
Financial Instruments [Line Items] | |||
Long-term debt | € | € 784 |
Fair Value - Carrying and Estim
Fair Value - Carrying and Estimated Fair Value (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Foreign Exchange Forward | ||
Carrying And Estimated Fair Value [Line Items] | ||
Derivative liability | $ (1) | |
Derivative asset | $ 1 | |
Level 2 | Carrying Amount | Swap agreements | ||
Carrying And Estimated Fair Value [Line Items] | ||
Derivative liability | (2) | (1) |
Level 2 | Carrying Amount | Commodity contracts | ||
Carrying And Estimated Fair Value [Line Items] | ||
Derivative liability | (3) | 0 |
Level 2 | Fair Value | Swap agreements | ||
Carrying And Estimated Fair Value [Line Items] | ||
Derivative liability | (2) | (1) |
Level 2 | Fair Value | Commodity contracts | ||
Carrying And Estimated Fair Value [Line Items] | ||
Derivative liability | $ (3) | $ 0 |
Derivatives and Hedging Activ_4
Derivatives and Hedging Activities - Summarization for Foreign Currency Forward Purchase and Sale Contracts (Details) - Foreign Exchange Forward $ in Millions | Mar. 31, 2020USD ($) |
Long | |
Notional amount | $ 52 |
Short | |
Notional amount | $ 53 |
Fair Value - Additional Informa
Fair Value - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Asset impairment charges | $ 854 | ||
Definite-lived intangible assets impairment charges | 65 | ||
Goodwill impairment charges | 267 | ||
Trade names and trademarks intangible asset impairment charges | 51 | ||
Ride Performance | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Definite-lived intangible assets impairment charges | 65 | ||
Impairment of property, plant and equipment | 455 | ||
Goodwill impairment charges | 37 | $ 60 | |
Trade names and trademarks intangible asset impairment charges | 11 | ||
Foreign Exchange Forward | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative liability | $ 1 | ||
Derivative asset | $ 1 |
Derivatives and Hedging Activ_5
Derivatives and Hedging Activities - Carrying and Estimated Fair Value (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Commodity contracts | Cash Flow Hedging | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Amount of gain (loss) recognized in accumulated OCI or OCL (effective portion) | $ (3) | $ 4 | |
Foreign Currency | Net Investment Hedging | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Amount of gain (loss) recognized in accumulated OCI or OCL (effective portion) | 14 | $ 19 | |
Accrued expenses and other current liabilities | Commodity contracts | Cash Flow Hedging | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Derivative asset (liabilities) | 3 | $ 0 | |
Long-term debt | Foreign Currency | Net Investment Hedging | Carrying Amount | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Derivative asset (liabilities) | $ 865 | $ 850 |
Fair Value - Fair Value of Long
Fair Value - Fair Value of Long Term Debt (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Term loans and senior notes | Carrying Amount | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of long term debt | $ 5,128 | $ 5,179 |
Term loans and senior notes | Fair Value | Level 2 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of long term debt | 3,871 | 5,113 |
Other Debt | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of long term debt | $ 183 | $ 192 |
Debt and Other Financing Arra_3
Debt and Other Financing Arrangements - Summary of Long-Term Debt Obligations (Details) | Mar. 31, 2020USD ($) | Mar. 31, 2020EUR (€) | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | |||
Carrying amount | $ 5,840,000,000 | $ 5,375,000,000 | |
Less - maturities classified as current | 3,000,000 | 4,000,000 | |
Total long-term debt | 5,837,000,000 | 5,371,000,000 | |
Unamortized debt issuance costs | 78,000,000 | 76,000,000 | |
Unamortized premium | (33,000,000) | (37,000,000) | |
Line of Credit | Revolver Borrowings Due 2023 | |||
Debt Instrument [Line Items] | |||
Principal | 700,000,000 | 183,000,000 | |
Carrying amount | 700,000,000 | 183,000,000 | |
Term Loan | Tenneco Inc. Term Loan A | |||
Debt Instrument [Line Items] | |||
Principal | 1,594,000,000 | 1,615,000,000 | |
Carrying amount | $ 1,584,000,000 | 1,608,000,000 | |
Stated rate | 1.75% | 1.75% | |
Term Loan | Tenneco Inc. Term Loan B | |||
Debt Instrument [Line Items] | |||
Principal | $ 1,679,000,000 | 1,683,000,000 | |
Carrying amount | $ 1,619,000,000 | 1,623,000,000 | |
Stated rate | 3.00% | 3.00% | |
Senior Notes | 5 3/8% Senior Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Principal | $ 225,000,000 | € 225,000,000 | 225,000,000 |
Carrying amount | $ 222,000,000 | 222,000,000 | |
Stated rate | 5.375% | 5.375% | |
Senior Notes | 5.000% Senior Notes due 2026 | |||
Debt Instrument [Line Items] | |||
Principal | $ 500,000,000 | € 500,000,000 | 500,000,000 |
Carrying amount | $ 494,000,000 | 494,000,000 | |
Stated rate | 5.00% | 5.00% | |
Senior Notes | 4.875% Euro Fixed Rate Notes due 2022 | |||
Debt Instrument [Line Items] | |||
Principal | $ 458,000,000 | € 415,000,000 | 465,000,000 |
Carrying amount | $ 470,000,000 | 479,000,000 | |
Stated rate | 4.875% | 4.875% | |
Senior Notes | Euro Floating Rate Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Principal | $ 331,000,000 | € 300,000,000 | 336,000,000 |
Carrying amount | $ 334,000,000 | 340,000,000 | |
Stated rate | 4.875% | 4.875% | |
Senior Notes | 5.000% Euro Fixed Rate Notes due 2024 | |||
Debt Instrument [Line Items] | |||
Principal | $ 386,000,000 | € 350,000,000 | 392,000,000 |
Carrying amount | $ 405,000,000 | 413,000,000 | |
Stated rate | 5.00% | 5.00% | |
Other Debt, primarily foreign instruments | |||
Debt Instrument [Line Items] | |||
Principal | $ 12,000,000 | 14,000,000 | |
Carrying amount | $ 12,000,000 | $ 13,000,000 |
Debt and Other Financing Arra_4
Debt and Other Financing Arrangements - Short Term Debt (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Debt Disclosure [Abstract] | ||
Maturities classified as current | $ 3 | $ 4 |
Short-term borrowings | 171 | 179 |
Bank overdrafts | 1 | 2 |
Total short-term debt | $ 175 | $ 185 |
Debt and Other Financing Arra_5
Debt and Other Financing Arrangements - Interest Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Interest Expense | |||
Debt Instrument [Line Items] | |||
Amortization of debt issuance fees | $ 5 | $ 5 | |
Other assets | |||
Debt Instrument [Line Items] | |||
Amortization of debt issuance fees | 1 | $ 1 | |
Senior Notes | |||
Debt Instrument [Line Items] | |||
Amortization of debt premium | $ 3 | $ 3 |
Debt and Other Financing Arra_6
Debt and Other Financing Arrangements - Financing Arrangements (Details) $ in Millions | Mar. 31, 2020USD ($) |
Debt Instrument [Line Items] | |
Available | $ 800 |
Liquidity | 1,570 |
Cash and cash equivalents | 770 |
Tenneco Inc. revolving credit agreement | |
Debt Instrument [Line Items] | |
Available | 800 |
Tenneco Inc. Term Loan A | |
Debt Instrument [Line Items] | |
Available | 0 |
Tenneco Inc. Term Loan B | |
Debt Instrument [Line Items] | |
Available | 0 |
Subsidiaries’ credit agreements | |
Debt Instrument [Line Items] | |
Available | 0 |
Letters of credit | |
Debt Instrument [Line Items] | |
Available | $ 69 |
Debt and Other Financing Arra_7
Debt and Other Financing Arrangements - Term Loans (Details) - USD ($) $ in Millions | Oct. 01, 2018 | Mar. 31, 2020 |
Line of Credit | ||
Line of Credit Facility [Line Items] | ||
Borrowing capacity | $ 4,900 | |
Revolving Credit Facility | Line of Credit | ||
Line of Credit Facility [Line Items] | ||
Borrowing capacity | $ 1,500 | |
Debt term | 5 years | |
Term Loan A Facility | Term Loan | ||
Line of Credit Facility [Line Items] | ||
Borrowing capacity | $ 1,700 | |
Debt term | 5 years | |
Term Loan B Facility | Term Loan | ||
Line of Credit Facility [Line Items] | ||
Borrowing capacity | $ 1,700 | |
Debt term | 7 years | |
First Amendment and Second Amendment | Line of Credit | ||
Line of Credit Facility [Line Items] | ||
One-time fees | $ 8 | |
Third Amendment | Line of Credit | ||
Line of Credit Facility [Line Items] | ||
One-time fees | $ 10 |
Debt and Other Financing Arra_8
Debt and Other Financing Arrangements - New Credit Facility (Details) - Term Loan | 3 Months Ended |
Mar. 31, 2020 | |
Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 3 |
LIBOR | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Basis spread | 2.00% |
LIBOR | Term Loan B Facility | |
Line of Credit Facility [Line Items] | |
Basis spread | 2.75% |
Debt Covenant, Term 1 | LIBOR | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Basis spread | 2.00% |
Debt Covenant, Term 1 | LIBOR | Term Loan A, New Credit Facility, Third Amendment | |
Line of Credit Facility [Line Items] | |
Basis spread | 2.50% |
Debt Covenant, Term 1 | LIBOR | Term Loan B Facility | |
Line of Credit Facility [Line Items] | |
Basis spread | 3.00% |
Debt Covenant, Term 1 | Minimum | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 3 |
Debt Covenant, Term 1 | Minimum | LIBOR | Term Loan A, New Credit Facility, Third Amendment | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 6 |
Debt Covenant, Term 2 | LIBOR | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Basis spread | 1.75% |
Debt Covenant, Term 2 | LIBOR | Term Loan A, New Credit Facility, Third Amendment | |
Line of Credit Facility [Line Items] | |
Basis spread | 2.25% |
Debt Covenant, Term 2 | Minimum | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 2.5 |
Debt Covenant, Term 2 | Minimum | LIBOR | Term Loan A, New Credit Facility, Third Amendment | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 4.5 |
Debt Covenant, Term 2 | Maximum | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 3 |
Debt Covenant, Term 2 | Maximum | LIBOR | Term Loan A, New Credit Facility, Third Amendment | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 6 |
Debt Covenant, Term 3 | LIBOR | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Basis spread | 1.50% |
Debt Covenant, Term 3 | Minimum | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 1.5 |
Debt Covenant, Term 3 | Maximum | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 2.5 |
Debt Covenant, Term 4 | LIBOR | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Basis spread | 1.25% |
Debt Covenant, Term 4 | Maximum | Term Loan A, New Credit Facility | |
Line of Credit Facility [Line Items] | |
Consolidated net leverage ratio | 1.5 |
Debt and Other Financing Arra_9
Debt and Other Financing Arrangements - New Credit Facility - Other Terms (Details) - Term Loan | 3 Months Ended |
Mar. 31, 2020covenant | |
Term Loan A, New Credit Facility | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 3 |
Minimum | Term Loan A, New Credit Facility | Debt Covenant, Term 1 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 3 |
Minimum | Term Loan A, New Credit Facility | Debt Covenant, Term 2 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 2.5 |
Minimum | Term Loan A, New Credit Facility | Debt Covenant, Term 3 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 1.5 |
Maximum | Term Loan A, New Credit Facility | Debt Covenant, Term 2 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 3 |
Maximum | Term Loan A, New Credit Facility | Debt Covenant, Term 3 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 2.5 |
Maximum | Term Loan A, New Credit Facility | Debt Covenant, Term 4 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 1.5 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility | |
Debt Instrument [Line Items] | |
Number of covenants | 2 |
Consolidated interest coverage ratio | 2.75 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility | Debt Covenant, Term 1 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 4.50 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility | Debt Covenant, Term 2 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 4.25 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility | Debt Covenant, Term 3 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 4 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility | Debt Covenant, Term 4 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 3.75 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility | Debt Covenant, Term 5 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 3.50 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility, Third Amendment | Debt Covenant, Term 1 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 4.50 |
Consolidated interest coverage ratio | 2.75 |
Senior secured net leverage ratio | 6.75 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility, Third Amendment | Debt Covenant, Term 2 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 5.25 |
Consolidated interest coverage ratio | 2 |
Senior secured net leverage ratio | 9.50 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility, Third Amendment | Debt Covenant, Term 3 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 4.75 |
Consolidated interest coverage ratio | 1.50 |
Senior secured net leverage ratio | 8.75 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility, Third Amendment | Debt Covenant, Term 4 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 4.25 |
Consolidated interest coverage ratio | 2.75 |
Senior secured net leverage ratio | 8.25 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility, Third Amendment | Debt Covenant, Term 5 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 3.75 |
Senior secured net leverage ratio | 4.50 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility, Third Amendment | Debt Covenant, Term 6 | |
Debt Instrument [Line Items] | |
Senior secured net leverage ratio | 4.25 |
Financial Maintenance Covenant | Term Loan A, New Credit Facility, Third Amendment | Debt Covenant, Term 7 | |
Debt Instrument [Line Items] | |
Senior secured net leverage ratio | 4 |
Financial Maintenance Covenant | Minimum | Term Loan A, New Credit Facility | Debt Covenant, Term 1 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 2 |
Financial Maintenance Covenant | Maximum | Term Loan A, New Credit Facility | Debt Covenant, Term 1 | |
Debt Instrument [Line Items] | |
Consolidated net leverage ratio | 2 |
Debt and Other Financing Arr_10
Debt and Other Financing Arrangements - Senior Notes (Details) | 3 Months Ended |
Mar. 31, 2020 | |
Senior Notes | 5 3/8% Senior Notes due 2024 | |
Debt Instrument [Line Items] | |
Stated rate | 5.375% |
Senior Notes | 5.000% Senior Notes due 2026 | |
Debt Instrument [Line Items] | |
Stated rate | 5.00% |
Senior Notes | 5.000% Euro Fixed Rate Notes due 2024 | |
Debt Instrument [Line Items] | |
Stated rate | 5.00% |
Senior Notes | 4.875% Euro Fixed Rate Notes due 2022 | |
Debt Instrument [Line Items] | |
Stated rate | 4.875% |
Senior Notes | 4.875% Euro Fixed Rate Notes due 2024 | |
Debt Instrument [Line Items] | |
Stated rate | 4.875% |
Line of Credit | |
Debt Instrument [Line Items] | |
Consolidated fixed charge coverage ratio | 2 |
Debt and Other Financing Arr_11
Debt and Other Financing Arrangements - Accounts Receivable Securitization (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | |||
Accounts receivable outstanding and derecognized | $ 1,100 | $ 1,000 | |
Deferred purchase price receivable | 37 | 33 | |
Proceeds from factoring qualifying as sales | 1,200 | $ 1,200 | |
Accounts Receivable Securitization Programs | |||
Debt Instrument [Line Items] | |||
Borrowings on securitization programs | 8 | $ 4 | |
Interest Expense | |||
Debt Instrument [Line Items] | |||
Loss on sale of receivables | $ 6 | $ 8 |
Pension Plans, Postretirement_3
Pension Plans, Postretirement and Other Employee Benefits - Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
US | Pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | $ 0 | $ 1 |
Interest cost | 10 | 13 |
Expected return on plan assets | (16) | (17) |
Net amortization: | ||
Actuarial loss | 2 | 1 |
Prior service cost (credit) | 0 | 0 |
Net pension and postretirement costs (credits) | (4) | (2) |
US | Other Postretirement Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0 | 0 |
Interest cost | 2 | 3 |
Expected return on plan assets | 0 | 0 |
Net amortization: | ||
Actuarial loss | 1 | 1 |
Prior service cost (credit) | (2) | (2) |
Net pension and postretirement costs (credits) | 1 | 2 |
Non-U.S. | Pension | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 6 | 6 |
Interest cost | 4 | 7 |
Expected return on plan assets | (4) | (5) |
Net amortization: | ||
Actuarial loss | 2 | 1 |
Prior service cost (credit) | 0 | 0 |
Net pension and postretirement costs (credits) | $ 8 | $ 9 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Tax Contingency [Line Items] | ||
Income tax (expense) benefit | $ (94,000,000) | $ 0 |
Earnings before income taxes and noncontrolling interests | (920,000,000) | $ (105,000,000) |
Tax benefit relating to impairment | 105,000,000 | |
Asset impairments | 854,000,000 | |
Reasonably possible change in unrecognized tax benefits | 32,000,000 | |
U.S., China, France, Poland, and Spain | ||
Income Tax Contingency [Line Items] | ||
One-time tax expense | 550,000,000 | |
Tax Year 2011 | Foreign | ||
Income Tax Contingency [Line Items] | ||
Tax credit carryforward | 29,000,000 | |
Tax Year 2012 | Foreign | ||
Income Tax Contingency [Line Items] | ||
Tax credit carryforward | $ 21,000,000 |
Commitments and Contingencies -
Commitments and Contingencies - Environmental Matters (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Commitments and Contingencies Disclosure [Abstract] | ||
Accrued expenses and other current liabilities | $ 7 | $ 8 |
Deferred credits and other liabilities | 28 | 28 |
Environmental remediation accrual, discounted basis | $ 35 | $ 36 |
Weighted average discount rate | 0.50% | 1.30% |
Expected payments of environmental remediation costs, 2020 | $ 6 | |
Expected payments of environmental remediation costs, 2021 | 4 | |
Expected payments of environmental remediation costs, 2022 | 2 | |
Expected payments of environmental remediation costs, 2023 | 2 | |
Expected payments of environmental remediation costs, 2024 | 2 | |
Expected payments of environmental remediation costs, 2025 and thereafter | $ 15 |
Commitments and Contingencies_2
Commitments and Contingencies - Other Legal Proceedings, Claims and Investigations (Details) $ in Millions | 3 Months Ended | 33 Months Ended | ||
Mar. 31, 2020USD ($)LegalMatter | Sep. 30, 2019USD ($) | Mar. 31, 2020USD ($) | Jun. 30, 2017USD ($) | |
Loss Contingencies [Line Items] | ||||
Estimated liability | $ 14 | $ 14 | $ 132 | |
Payments for settlement | $ 30 | 109 | ||
Decrease in estimated liability | $ 9 | |||
United States | ||||
Loss Contingencies [Line Items] | ||||
Current docket of active and inactive cases nationwide relating to alleged exposure to asbestos from our product categories | LegalMatter | 500 | |||
Europe | ||||
Loss Contingencies [Line Items] | ||||
Current docket of active and inactive cases nationwide relating to alleged exposure to asbestos from our product categories | LegalMatter | 50 | |||
Minimum | ||||
Loss Contingencies [Line Items] | ||||
Warranty term | 1 year | |||
Accrued expenses and other current liabilities | ||||
Loss Contingencies [Line Items] | ||||
Estimated liability | $ 2 | 2 | ||
Deferred credits and other liabilities | ||||
Loss Contingencies [Line Items] | ||||
Estimated liability | $ 12 | $ 12 |
Commitments and Contingencies_3
Commitments and Contingencies - Asset Retirement Obligations (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Dec. 31, 2019 |
Loss Contingencies [Line Items] | ||
Asset retirement obligation | $ 15 | $ 16 |
Accrued expenses and other current liabilities | ||
Loss Contingencies [Line Items] | ||
Asset retirement obligation | 3 | 3 |
Deferred credits and other liabilities | ||
Loss Contingencies [Line Items] | ||
Asset retirement obligation | $ 12 | $ 13 |
Commitments and Contingencies_4
Commitments and Contingencies - Warranty Accrual Table (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | ||
Beginning balance | $ 54 | $ 45 |
Accruals related to product warranties | 3 | 5 |
Reductions for payments made | (6) | (2) |
Foreign currency | 0 | 0 |
Ending balance | $ 51 | $ 48 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Compensation expense | $ 2 | $ 6 |
Cash-settled | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Compensation expense | 0 | (1) |
Unrecognized compensation costs | $ 3 | |
Unrecognized compensation costs, not yet recognized | 3 years | |
Share-settled | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Compensation expense | $ 2 | $ 7 |
Unrecognized compensation costs | $ 32 | |
Unrecognized compensation costs, not yet recognized | 2 years |
Share-Based Compensation - Unve
Share-Based Compensation - Unvested Restricted Shares (Details) $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Restricted Shares | |
Nonvested Restricted Shares | |
Unvested, beginning balance (in shares) | shares | 35,630 |
Granted (in shares) | shares | 169,781 |
Vested (in shares) | shares | (196,332) |
Forfeited (in shares) | shares | 0 |
Unvested, ending balance (in shares) | shares | 9,079 |
Weighted Avg. Grant Date Fair Value | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 63.27 |
Granted (in dollars per share) | $ / shares | 9.15 |
Vested (in dollars per share) | $ / shares | 39.59 |
Forfeited (in dollars per share) | $ / shares | 0 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 57.92 |
Share-Settled RSUs | |
Nonvested Restricted Shares | |
Unvested, beginning balance (in shares) | shares | 1,125,346 |
Granted (in shares) | shares | 1,389,681 |
Vested (in shares) | shares | (280,394) |
Forfeited (in shares) | shares | (238,283) |
Unvested, ending balance (in shares) | shares | 1,996,350 |
Weighted Avg. Grant Date Fair Value | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 37.91 |
Granted (in dollars per share) | $ / shares | 7.47 |
Vested (in dollars per share) | $ / shares | 41.47 |
Forfeited (in dollars per share) | $ / shares | 34.37 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 27.84 |
Unrecognized compensation costs | $ | $ 32 |
Unrecognized compensation costs, not yet recognized | 2 years |
PSUs | |
Nonvested Restricted Shares | |
Unvested, beginning balance (in shares) | shares | 806,233 |
Granted (in shares) | shares | 0 |
Vested (in shares) | shares | 0 |
Forfeited (in shares) | shares | (213,843) |
Unvested, ending balance (in shares) | shares | 592,390 |
Weighted Avg. Grant Date Fair Value | |
Unvested, beginning balance (in dollars per share) | $ / shares | $ 34.12 |
Granted (in dollars per share) | $ / shares | 0 |
Vested (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 26.74 |
Unvested, ending balance (in dollars per share) | $ / shares | $ 36.25 |
Shareholders' Equity - Shares O
Shareholders' Equity - Shares Outstanding (Details) - $ / shares | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Treasury stock (in shares) | 14,592,888 | 14,592,888 | |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 | |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares issued (in shares) | 0 | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 | |
Class A | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 175,000,000 | 175,000,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Shares issued at beginning of period (in shares) | 71,727,061 | 71,675,379 | |
Issuance (repurchased) pursuant to benefit plans (in shares) | 450,175 | 120,622 | |
Restricted stock forfeited and withheld for taxes (in shares) | (119,644) | (54,293) | |
Stock options exercised (in shares) | 0 | 8,438 | |
Shares issued at end of period (in shares) | 72,057,592 | 71,750,146 | |
Treasury stock (in shares) | 14,592,888 | 14,592,888 | |
Total shares outstanding (in shares) | 57,464,704 | 57,157,258 | |
Class B | |||
Class of Stock [Line Items] | |||
Common stock, shares authorized (in shares) | 25,000,000 | 25,000,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||
Shares issued at beginning of period (in shares) | 23,793,669 | 23,793,669 | |
Issuance (repurchased) pursuant to benefit plans (in shares) | 0 | 0 | |
Restricted stock forfeited and withheld for taxes (in shares) | 0 | 0 | |
Stock options exercised (in shares) | 0 | 0 | |
Shares issued at end of period (in shares) | 23,793,669 | 23,793,669 | |
Treasury stock (in shares) | 0 | 0 | |
Total shares outstanding (in shares) | 23,793,669 | 23,793,669 |
Shareholders' Equity - Share Co
Shareholders' Equity - Share Conversion (Details) - Subsequent event | Apr. 01, 2020shares |
Class B | |
Conversion of Stock [Line Items] | |
Shares converted (in shares) | 3,485,215 |
Class A | |
Conversion of Stock [Line Items] | |
Shares issued upon conversion (in shares) | 3,485,215 |
Tenneco | Icahn Enterprises L.P. [Member] | Class B | |
Conversion of Stock [Line Items] | |
Shares owned (in shares) | 20,308,454 |
Tenneco | Icahn Enterprises L.P. [Member] | Class A | |
Conversion of Stock [Line Items] | |
Shares owned (in shares) | 9,136,392 |
Ownership percentage | 14.99% |
Shareholders' Equity - Accumula
Shareholders' Equity - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | $ 1,619 | |
Balance at end of period | 649 | |
Other comprehensive income (loss) attributable to noncontrolling interests | (20) | $ 6 |
Accumulated Other Comprehensive Income (Loss) | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (711) | (692) |
Balance at end of period | (908) | (658) |
Foreign currency translation adjustments and other: | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (369) | (395) |
Other comprehensive income (loss) before reclassifications adjustments | (199) | 27 |
Reclassification from other comprehensive income (loss) | 0 | 0 |
Other comprehensive income (loss) | (199) | 27 |
Income tax provision (benefit) | 0 | 2 |
Balance at end of period | (568) | (366) |
Pensions and other postretirement benefits: | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | (342) | (297) |
Other comprehensive income (loss) before reclassifications adjustments | 0 | 0 |
Reclassification from other comprehensive income (loss) | 3 | 1 |
Other comprehensive income (loss) | 3 | 1 |
Income tax provision (benefit) | 1 | 0 |
Balance at end of period | (338) | (296) |
Cash flow hedge instruments | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Balance at beginning of period | 0 | 0 |
Other comprehensive income (loss) before reclassifications adjustments | (3) | 4 |
Reclassification from other comprehensive income (loss) | 0 | 0 |
Other comprehensive income (loss) | (3) | 4 |
Income tax provision (benefit) | 1 | 0 |
Balance at end of period | $ (2) | $ 4 |
Segment Information - Additiona
Segment Information - Additional Information (Details) - Segment | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Number of operating segments | 4 | |
Forecast | ||
Segment Reporting Information [Line Items] | ||
Number of operating segments | 2 |
Segment Information - Segment I
Segment Information - Segment Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting [Line Items] | ||
Net sales and operating revenues | $ 3,836 | $ 4,484 |
Equity in earnings of nonconsolidated affiliates, net of tax | 13 | 16 |
Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | 0 | 0 |
Operating Segments | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 3,836 | 4,484 |
Equity in earnings of nonconsolidated affiliates, net of tax | 13 | 16 |
EBITDA including noncontrolling interests | (588) | 244 |
Operating Segments | Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | 82 | 103 |
Corporate | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
Equity in earnings of nonconsolidated affiliates, net of tax | 0 | 0 |
EBITDA including noncontrolling interests | (86) | (99) |
Corporate | Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | 0 | 0 |
Reclass & Elims | Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | (82) | (103) |
Clean Air | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 1,545 | 1,779 |
Clean Air | Operating Segments | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 1,545 | 1,779 |
Equity in earnings of nonconsolidated affiliates, net of tax | 0 | 0 |
EBITDA including noncontrolling interests | 99 | 131 |
Clean Air | Operating Segments | Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | 6 | 0 |
Powertrain | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 997 | 1,175 |
Powertrain | Operating Segments | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 997 | 1,175 |
Equity in earnings of nonconsolidated affiliates, net of tax | 11 | 13 |
EBITDA including noncontrolling interests | (70) | 113 |
Powertrain | Operating Segments | Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | 38 | 46 |
Ride Performance | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 588 | 733 |
Ride Performance | Operating Segments | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 588 | 733 |
Equity in earnings of nonconsolidated affiliates, net of tax | 0 | 1 |
EBITDA including noncontrolling interests | (577) | (45) |
Ride Performance | Operating Segments | Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | 29 | 46 |
Motorparts | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 706 | 797 |
Motorparts | Operating Segments | ||
Segment Reporting [Line Items] | ||
Net sales and operating revenues | 706 | 797 |
Equity in earnings of nonconsolidated affiliates, net of tax | 2 | 2 |
EBITDA including noncontrolling interests | (40) | 45 |
Motorparts | Operating Segments | Intersegment Revenues | ||
Segment Reporting [Line Items] | ||
Intersegment revenues | $ 9 | $ 11 |
Segment Information - Segment A
Segment Information - Segment Adjusted EBITDA (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||
Depreciation and amortization | $ (171,000,000) | $ (169,000,000) |
Earnings (loss) before interest expense, income taxes, and noncontrolling interests | (845,000,000) | (24,000,000) |
Interest expense | (75,000,000) | (81,000,000) |
Income tax (expense) benefit | 94,000,000 | 0 |
Net income (loss) | (826,000,000) | (105,000,000) |
Total Reportable Segments | ||
Segment Reporting Information [Line Items] | ||
EBITDA including noncontrolling interests | (588,000,000) | 244,000,000 |
Total Reportable Segments | Clean Air | ||
Segment Reporting Information [Line Items] | ||
EBITDA including noncontrolling interests | 99,000,000 | 131,000,000 |
Total Reportable Segments | Powertrain | ||
Segment Reporting Information [Line Items] | ||
EBITDA including noncontrolling interests | (70,000,000) | 113,000,000 |
Total Reportable Segments | Ride Performance | ||
Segment Reporting Information [Line Items] | ||
EBITDA including noncontrolling interests | (577,000,000) | (45,000,000) |
Total Reportable Segments | Motorparts | ||
Segment Reporting Information [Line Items] | ||
EBITDA including noncontrolling interests | (40,000,000) | 45,000,000 |
Corporate | ||
Segment Reporting Information [Line Items] | ||
EBITDA including noncontrolling interests | $ (86,000,000) | $ (99,000,000) |
Segment Information - Segment R
Segment Information - Segment Revenue (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | $ 3,836 | $ 4,484 |
Clean Air | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 1,545 | 1,779 |
Powertrain | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 997 | 1,175 |
Ride Performance | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 588 | 733 |
Motorparts | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 706 | 797 |
North America | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 1,722 | 1,937 |
North America | Clean Air | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 704 | 793 |
North America | Powertrain | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 344 | 405 |
North America | Ride Performance | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 198 | 232 |
North America | Motorparts | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 476 | 507 |
Europe, Middle East and Africa | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 1,551 | 1,831 |
Europe, Middle East and Africa | Clean Air | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 565 | 641 |
Europe, Middle East and Africa | Powertrain | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 492 | 575 |
Europe, Middle East and Africa | Ride Performance | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 297 | 378 |
Europe, Middle East and Africa | Motorparts | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 197 | 237 |
Rest of world | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 563 | 716 |
Rest of world | Clean Air | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 276 | 345 |
Rest of world | Powertrain | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 161 | 195 |
Rest of world | Ride Performance | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 93 | 123 |
Rest of world | Motorparts | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 33 | 53 |
OE - Substrate | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 700 | 706 |
OE - Substrate | Clean Air | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 700 | 706 |
OE - Substrate | Powertrain | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
OE - Substrate | Ride Performance | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
OE - Substrate | Motorparts | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
OE - Value add | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 2,430 | 2,981 |
OE - Value add | Clean Air | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 845 | 1,073 |
OE - Value add | Powertrain | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 997 | 1,175 |
OE - Value add | Ride Performance | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 588 | 733 |
OE - Value add | Motorparts | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
Aftermarket | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 706 | 797 |
Aftermarket | Clean Air | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
Aftermarket | Powertrain | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
Aftermarket | Ride Performance | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | 0 | 0 |
Aftermarket | Motorparts | ||
Disaggregation of Revenue [Line Items] | ||
Net sales and operating revenues | $ 706 | $ 797 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Anqing TP Goetze Piston Ring Company Limited | |||
Related Party Transaction [Line Items] | |||
Net Sales | $ 4 | $ 0 | |
Purchases | 10 | 14 | |
Royalty and Other Income | 0 | 0 | |
Receivables | 6 | $ 1 | |
Payables and accruals | 17 | 26 | |
Anqing TP Powder Metallurgy Company Limited | |||
Related Party Transaction [Line Items] | |||
Net Sales | 1 | 0 | |
Purchases | 1 | 1 | |
Royalty and Other Income | 0 | 0 | |
Receivables | 0 | 0 | |
Payables and accruals | 1 | 1 | |
Dongsuh Federal-Mogul Industrial Co., Ltd. | |||
Related Party Transaction [Line Items] | |||
Net Sales | 1 | 1 | |
Purchases | 2 | 2 | |
Royalty and Other Income | 0 | 0 | |
Receivables | 0 | 0 | |
Payables and accruals | 2 | 2 | |
Farloc Argentina SAIC | |||
Related Party Transaction [Line Items] | |||
Receivables | 0 | 1 | |
Payables and accruals | 0 | 0 | |
Federal-Mogul Powertrain Otomotiv A.S. | |||
Related Party Transaction [Line Items] | |||
Net Sales | 12 | 28 | |
Purchases | 59 | 59 | |
Royalty and Other Income | 4 | 1 | |
Receivables | 7 | 8 | |
Payables and accruals | 25 | 31 | |
Federal-Mogul TP Liner Europe Otomotiv Ltd. Sti. | |||
Related Party Transaction [Line Items] | |||
Net Sales | 0 | 0 | |
Purchases | 1 | 3 | |
Royalty and Other Income | 0 | 0 | |
Federal-Mogul TP Liners, Inc. | |||
Related Party Transaction [Line Items] | |||
Net Sales | 4 | 4 | |
Purchases | 12 | 0 | |
Royalty and Other Income | 0 | 0 | |
Receivables | 2 | 2 | |
Payables and accruals | 6 | 7 | |
Frenos Hidraulicos Autos | |||
Related Party Transaction [Line Items] | |||
Net Sales | 0 | 0 | |
Purchases | 0 | 0 | |
Royalty and Other Income | 0 | 0 | |
Icahn Automotive Group LLC | |||
Related Party Transaction [Line Items] | |||
Net Sales | 33 | 43 | |
Purchases | 0 | 0 | |
Royalty and Other Income | 1 | 1 | |
Receivables | 41 | 52 | |
Payables and accruals | 8 | 10 | |
Montagewerk Abgastechnik Emden GmbH | |||
Related Party Transaction [Line Items] | |||
Net Sales | 3 | 2 | |
Purchases | 0 | 0 | |
Royalty and Other Income | 0 | 0 | |
Receivables | 0 | 1 | |
Payables and accruals | 0 | $ 0 | |
PSC Metals, Inc. | |||
Related Party Transaction [Line Items] | |||
Net Sales | 0 | 1 | |
Purchases | 0 | 0 | |
Royalty and Other Income | $ 0 | $ 0 |