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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): MAY 7, 2001
TENNECO AUTOMOTIVE INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 1-12387 76-0515284
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
500 NORTH FIELD DRIVE, LAKE FOREST, ILLINOIS 60045
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (847) 482-5000
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ITEM 5. OTHER EVENTS.
On May 7, 2001, Mark P. Frissora, Chairman and Chief Executive Officer
of Tenneco Automotive Inc., gave an interview to Bloomberg Forum. Mr. Frissora
is quoted as stating that the company is "in a position now where we'll be able
to meet or exceed expectations in the marketplace" and that the company "is
looking to" repay $300 to $400 million of debt over the next two to three years.
The company is filing this Current Report to clarify that Mr. Frissora's
statements (i) relate to the company's belief that it should at least meet the
current average earnings per share expectation in the marketplace for the second
quarter of 2001, which predicts a loss of $0.07 per share, and (ii) indicate
that while it is the company's goal to aggressively reduce debt over the next
several years, by as much as $300 to $400 million, the company is not currently
forecasting such a debt reduction.
The statement in this Current Report regarding the company's
anticipated earnings per share for the second quarter 2001 is, and the statement
regarding the Company's goal of debt reduction may be considered to be,
forward-looking and such statements are based on the current expectations of the
company (including its subsidiaries). Because forward-looking statements involve
risks and uncertainties, the company's actual results could differ materially.
Among the factors that could cause results to differ materially from current
expectations are: (i) the general political, economic and competitive conditions
in markets and countries where the company and its subsidiaries operate,
including currency fluctuations and other risks associated with operating in
foreign countries; (ii) changes in capital availability or costs, including
increases in the company's costs of borrowing (i.e., interest rate increases);
(iii) changes in automotive manufacturers' production rates and their actual and
forecasted requirements for the company's products, including the company's
resultant inability to realize the sales represented by its awarded book of
business; (iv) changes in consumer demand and prices, including decreases in
demand for automobiles which include the company's products, and the potential
negative impact on the company's revenues and margins from such products; (v)
the cost of compliance with changes in regulations, including environmental
regulations; (vi) workforce factors such as strikes or labor interruptions;
(vii) material substitutions and increases in the costs of raw materials; (viii)
the company's ability to execute restructuring and other cost reduction plans
and to realize anticipated benefits from these plans; and (ix) the timing and
occurrence (or non-occurrence) of transactions and events which may be subject
to circumstances beyond the control of the company and its subsidiaries.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TENNECO AUTOMOTIVE INC.
Date: May 8, 2001 By: /s/ Mark A. McCollum
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Mark A. McCollum
Senior Vice President and
Chief Financial Officer