Tenneco Reports First Quarter 2020 Results

LAKE FOREST, Ill., May 8, 2020 /PRNewswire/ -- Tenneco (NYSE: TEN) reported first quarter 2020 revenue of $3.8 billion, versus $4.5 billion( )a year ago. Excluding unfavorable currency of $97M, total revenue decreased 12% versus last year, while light vehicle industry production* declined 23% in the quarter. Value-add revenue for the first quarter was $3.1 billion. The Company estimates the COVID-19 crisis represented approximately a $340 million negative impact on first quarter value-add revenue.

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Including non-cash impairments of $854 million, $737 million after tax, the Company reported a net loss for first quarter 2020 of $839 million, or $(10.34) per diluted share, compared with a first quarter net loss of $117 million, or $(1.44) per diluted share in 2019. First quarter EBIT (earnings before interest, taxes and noncontrolling interests) was a loss of $845 million, versus a loss of $24 million last year. EBIT as a percent of revenue was -22.0% versus -0.5% last year.

First quarter 2020 adjusted net loss was $26 million, or $(0.31) per diluted share, compared with income of $42 million, or 52-cents per diluted share last year. First quarter adjusted EBITDA was $239 million versus $327 million last year. Adjusted EBITDA as a percent of value-add revenue was 7.6% versus 8.7% last year. Cash flow used in operations was $152 million, on par with last year despite the COVID-19 driven impact of lower earnings.

"Tenneco responded quickly to the COVID-19 crisis to protect our team members' health and safety while taking aggressive actions to mitigate the financial impact of the pandemic on the company," said Brian Kesseler, Tenneco's Chief Executive Officer. "We expanded on the structural cost reductions introduced last quarter, and implemented a range of temporary cost reductions including plant closures, deferment of discretionary spending and the reduction of capital expenditures. We have amended the terms of the company's debt covenants to help us navigate the COVID-19-driven economic downturn, and adopted a shareholder rights plan to help protect the availability of Tenneco's tax assets."

Liquidity Update
As of March 31, 2020, Tenneco had liquidity of $1.57 billion, comprised of $770 million cash and $800 million undrawn on the Company's revolving credit facility. The Company has acted to further bolster its liquidity position by drawing the remaining amount available under this revolving facility. Based on available industry forecasts and Company estimates, the Company believes it has adequate liquidity to weather the current downturn.

Operations Update
Throughout the Company's operations, incremental health and safety precautions have been implemented, including rigorous cleaning and sanitation protocols, wellness checks for team members and changes within facilities to comply with social distancing requirements. In China, all of the Company's production facilities, distribution centers and offices are now open and operating at near pre-crisis levels. As of the first week of May, approximately 75% of the Company's plants and distribution centers worldwide are operating at various levels of production, up from a low of 47% during the first week of April.

"I appreciate the extraordinary effort made by our team members and their families, including helping the company safely maintain operations during the crisis to provide products and services that are considered vital to public security, health and safety," Kesseler added. "Our focus continues to be on protecting the wellbeing of our team members as we prepare to support our customers in the restart of production globally. In every part of our business, we've implemented enhanced operating protocols that will support a safe and efficient ramp up of our operations as customer demand grows."

Outlook
Tenneco continues to monitor the effects of the COVID-19 pandemic, which is impacting the global automotive industry. Due to uncertainty related to the crisis, the Company is not providing financial guidance for the balance of 2020 at this time.

In response to the lower demand environment related to the COVID-19 crisis, Tenneco will implement additional structural cost reductions expected to achieve an incremental $65 million in annual run rate cost savings by the end of 2020.

Recently, the Company also implemented a number of temporary cost reductions and actions to further mitigate the COVID-19 -related profit pressures and optimize cash performance. These actions include temporarily suspending or reducing operations, salary reductions and furloughs, reducing capital spending and lowering the Board of Director's retainer fees.


             *Source: IHS Markit April
              V2 2020 global light
              vehicle production
              forecast.

Attachment 1
Statements of Income (Loss) - 3 months
Balance Sheets
Statements of Cash Flows - 3 Months

Attachment 2
Reconciliation of GAAP to Non-GAAP Earnings Measures - 3 Months
Reconciliation of GAAP Revenue to Non-GAAP Revenue Measures - 3 Months
Reconciliation of Non-GAAP Measures - Debt Net of Cash/Adjusted LTM and pro forma adjusted LTM EBITDA including noncontrolling interests
Reconciliation of GAAP Revenue to Non-GAAP Revenue Measures - Original Equipment and Aftermarket Revenue - 3 Months
Reconciliation of GAAP Revenue and Earnings to Non-GAAP Revenue and Earnings Measures - 3 Months
Reconciliation of GAAP Revenue to Non-GAAP Revenue Measures - Original Equipment Commercial Truck, Off-Highway, Industrial and other revenues - quarterly

CONFERENCE CALL
The company will host a webcast conference call on Friday, May 8, 2020 at 9:30 a.m. ET. The purpose of the call is to discuss the company's financial results for the first quarter and full year 2020, as well as to provide other information regarding matters that may impact the company's outlook. For a "listen only" broadcast and access to the presentation materials, go to the company's website www.investors.tenneco.com. To participate by telephone, please dial: 1-833-366-1121 (domestic) or 1-412-902-6733 (international), using the passcode "Tenneco Inc." A call playback will be available for one week, starting approximately one hour after the conclusion of the call. To connect, please dial 1-877-344-7529 (domestic), 1-412-317-0088 (international), 855-669-9658 (Canada), using the replay access code 10138628.

About Tenneco
Headquartered in Lake Forest, Illinois, Tenneco is one of the world's leading designers, manufacturers and marketers of Aftermarket, Ride Performance, Clean Air and Powertrain products and technology solutions for diversified markets, including light vehicle, commercial truck, off-highway, industrial and the aftermarket, with 2019 revenues of $17.45 billion and approximately 78,000 employees worldwide. On October 1, 2018, Tenneco completed the acquisition of Federal-Mogul, a leading global supplier to original equipment manufacturers and the aftermarket. In the future, the company expects to separate its divisions to form two new, independent companies: DRiV, an Aftermarket and Ride Performance company, and New Tenneco, a Powertrain Technology company.

About DRiV(TM) - the future Aftermarket and Ride Performance Company
Following the separation, DRiV will be one of the largest global multi-line, multi-brand aftermarket companies, and one of the largest global OE ride performance and braking companies. DRiV's principal product brands will feature Monroe®, Öhlins®, Walker®, Clevite®Elastomers, MOOG®, Fel-Pro®, Wagner®, Ferodo®, Champion® and others. DRiV would have 2019 revenues of $5.9 billion, with 53% of those revenues from aftermarket and 47% from original equipment customers.

About the new Tenneco - the future Powertrain Technology Company
Following the separation, the new Tenneco will be one of the world's largest pure-play powertrain companies serving OE markets worldwide with engineered solutions addressing fuel economy, power output, and criteria pollution requirements for gasoline, diesel and electrified powertrains. The new Tenneco would have 2019 revenues of $11.5 billion, serving light vehicle, commercial truck, off-highway and industrial markets.

Safe Harbor
This press release contains forward-looking statements. The words "will," "would," "could," "plan," "expect," "anticipate," "estimate," "opportunities," and similar expressions (and variations thereof), identify these forward-looking statements. These forward-looking statements are based on the current expectations of the company (including its subsidiaries). Because these statements involve risks and uncertainties, actual results may differ materially from the expectations expressed in the forward-looking statements. Important factors that could cause actual results to differ materially from the expectations reflected in the forward-looking statements include:

    --  general economic, business and market conditions, including the effect
        of the COVID-19 pandemic;
    --  disasters, local and global public health emergencies or other
        catastrophic events, such as fires, earthquakes, and flooding, pandemics
        or epidemics (including the COVID-19 pandemic), where we or other
        customers do business, and any resultant disruptions in the supply or
        production of goods or services to us or by us in demand by our
        customers or in the operation of our system, disaster recovery
        capabilities or business continuity capabilities;
    --  our ability (or inability) to successfully execute cost reduction,
        performance improvement and other plans, including our plans to respond
        to the COVID-19 pandemic and our previously announced accelerated
        performance improvement plan ("Accelerate"), and to realize the
        anticipated benefits from these plans;
    --  changes in capital availability or costs, including increases in our
        cost of borrowing (i.e., interest rate increases), the amount of our
        debt, our ability to access capital markets at favorable rates, and the
        credit ratings of our debt and our financial flexibility to respond to
        COVID-19 pandemic;
    --  our ability to maintain compliance with the agreements governing our
        indebtedness and otherwise have sufficient liquidity through the
        COVID-19 pandemic;
    --  our ability to comply with the covenants contained in our debt
        instruments;
    --  our working capital requirements;
    --  our ability to source and procure needed materials, components and other
        products, and services in accordance with customer demand and at
        competitive prices;
    --  the cost and outcome of existing and any future claims, legal
        proceedings or investigations, including, but not limited to, any of the
        foregoing arising in connection with the ongoing global antitrust
        investigation, product performance, product safety or intellectual
        property rights;
    --  changes in consumer demand for our OE products or aftermarket products,
        prices and our ability to have our products included on top selling
        vehicles, including any shifts in consumer preferences away from
        historically higher margin products for our customers and us, to other
        lower margin vehicles, for which we may or may not have supply
        arrangements;
    --  the cyclical nature of the global vehicle industry, including the
        performance of the global aftermarket sector and the impact of vehicle
        parts' longer product lives;
    --  changes in automotive and commercial vehicle manufacturers' production
        rates and their actual and forecasted requirements for our products, due
        to difficult economic conditions and/or regulatory or legal changes
        affecting internal combustion engines and/or aftermarket products;
    --  our dependence on certain large customers, including the loss of any of
        our large OE manufacturer customers (on whom we depend for a significant
        portion of our revenues), or the loss of market shares by these
        customers if we are unable to achieve increased sales to other
        OE-customers or any change in customer demand due to delays in the
        adoption or enforcement of worldwide emissions regulations;
    --  new technologies that reduce the demand for certain of our products or
        otherwise render them obsolete;
    --  our ability to introduce new products and technologies that satisfy
        customers' needs in a timely fashion;
    --  the overall highly competitive nature of the automotive and commercial
        vehicle parts industries, and any resultant inability to realize the
        sales represented by our awarded book of business (which is based on
        anticipated pricing and volumes over the life of the applicable
        program);
    --  risks inherent in operating a multi-national company, including economic
        conditions, such as currency exchange and inflation rates, political
        conditions in the countries where we operate or sell our products,
        adverse changes in trade agreements, tariffs, immigration policies,
        political instability, and tax and other laws, and potential disruptions
        of production and supply;
    --  increasing competition from lower cost, private-label products;
    --  damage to the reputation of one or more of our leading brands;
    --  the impact of improvements in automotive parts on aftermarket demand for
        some of our products;
    --  industry-wide strikes, labor disruptions at our facilities or any labor
        or other economic disruptions at any of our significant customers or
        suppliers or any of our customers' other suppliers;
    --  developments relating to our intellectual property, including our
        ability to changes in technology and the availability and effectiveness
        of legal protection for our innovations and brands;
    --  costs related to product warranties and other customer satisfaction
        actions;
    --  the failure or breach of our information technology systems, including
        the consequences of any misappropriation, exposure or corruption of
        sensitive information stored on such systems and the interruption to our
        business that such failure or breach may cause;
    --  the impact of consolidation among vehicle parts suppliers and customers
        on our ability to compete in the highly competitive automotive and
        commercial vehicle supplier industry;
    --  changes in distribution channels or competitive conditions in the
        markets and countries where we operate;
    --  the evolution towards autonomous vehicles and car and ride sharing;
    --  customer acceptance of new products;
    --  our ability to successfully integrate, and benefit from, any
        acquisitions that we complete;
    --  our ability to effectively manage our joint ventures and other
        third-party relationships;
    --  the potential impairment in the carrying value of our long-lived assets,
        goodwill, and other intangible assets or the inability to fully realize
        our deferred tax assets;
    --  the negative impact of fuel price volatility on transportation and
        logistics costs, raw material costs, discretionary purchases of vehicles
        or aftermarket products and demand for off-highway equipment;
    --  increases in the costs of raw materials or components, including our
        ability to successfully reduce the impact of any such cost increases
        through materials substitutions, cost reduction initiatives, customer
        recovery and other methods;
    --  changes by the Financial Accounting Standards Board ("FASB") or the
        Securities and Exchange Commission ("SEC") of generally accepted
        accounting principles or other authoritative guidance;
    --  changes in accounting estimates and assumptions, including changes based
        on additional information;
    --  any changes by the International Organization for Standardization
        ("ISO") or other such committees in their certification protocols for
        processes and products, which may have the effect of delaying or
        hindering our ability to bring new products to market;
    --  the impact of the extensive, increasing, and changing laws and
        regulations to which we are subject, including environmental laws and
        regulations, which may result in our incurrence of environmental
        liabilities in excess of the amount reserved or increased costs or loss
        of revenues relating to products subject to changing regulation;
    --  potential volatility in our effective tax rate;
    --  acts of war and/or terrorism, as well as actions taken or to be taken by
        the United States and other governments as a result of further acts or
        threats of terrorism, and the impact of these acts on economic,
        financial and social conditions in the countries where we operate;
    --  pension obligations and other postretirement benefits;
    --  our hedging activities to address commodity price fluctuations; and
    --  the timing and occurrence (or non-occurrence) of other transactions,
        events and circumstances which may be beyond our control.

In addition, this release includes forward-looking statements regarding the Company's ongoing review of strategic alternatives and the planned separation of the Company into a powertrain technology company and an aftermarket and ride performance company. Important factors that could cause actual results to differ materially from the expectations reflected in the forward-looking statements include (in addition to the risks set forth above):

    --  the ability to identify and consummate strategic alternatives that yield
        additional value for shareholders;
    --  the timing, benefits and outcome of the Company's strategic review
        process;
    --  the structure, terms and specific risk and uncertainties associated with
        any potential strategic alternative;
    --  potential disruptions in our business and stock price as a result of our
        exploration, review and pursuit of any strategic alternatives;
    --  the possibility that the Company may not complete the separation of the
        aftermarket and ride performance business from the powertrain technology
        business (or achieve some or all of the anticipated benefits of such a
        separation);
    --  the ability to retain and hire key personnel and maintain relationships
        with customers, suppliers or other business partners;
    --  the potential diversion of management's attention resulting from the
        separation;
    --  the risk that the combined company and each separate company following
        the separation will underperform relative to our expectations;
    --  the ongoing transaction costs and risk we may incur greater costs
        following the separation of the business;
    --  the risk the spin-off is determined to be a taxable transaction;
    --  the risk the benefits of the separation may not be fully realized or may
        take longer to realize than expected;
    --  the risk the separation may not advance our business strategy; and
    --  the risk the transaction may have an adverse effect on existing
        arrangements with us, including those related to transition,
        manufacturing and supply services and tax matters.

The risks included here are not exhaustive. The Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release. Additional information regarding these risk factors and uncertainties is, and will be, detailed from time to time in the company's SEC filings, including but not limited to its annual report on Form 10-K for the year ended December 31, 2019.

Investor inquiries:
Linae Golla
847-482-5162
lgolla@tenneco.com

Rich Kwas
248-849-1340
rich.kwas@tenneco.com

Media inquiries:
Bill Dawson
847-482-5807
bdawson@tenneco.com


                                                                                                             
       ATTACHMENT 1




                                                
              
                TENNECO INC.


                             
              
                CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS)


                                                  
              
                Unaudited


                                
              (dollars in millions, except share and per share amounts)




                                                                                    Three Months Ended

                                                                
              
                March 31,


                                                                  2020                               2019

                                                                                                     ---


     Net sales and operating revenues:



     Clean Air - Value-add revenues                                         $
              845                              $
        1,073



     Clean Air - Substrate sales                                  700                                       706



     Powertrain                                                   997                                     1,175



     Motorparts                                                   706                                       797



     Ride Performance                                             588                                       733


                Total net sales and operating revenues           3,836                                     4,484



     Costs and expenses:


         Cost of sales (exclusive of depreciation and
          amortization)                                          3,339                                     3,870


         Selling, general, and administrative                      249                                       318



        Depreciation and amortization                             171                                       169


         Engineering, research, and development                     77                                        92


         Restructuring charges and asset impairments               484                                        16


         Goodwill and intangible impairment charge                 383                                        60



               Total costs and expenses                         4,703                                     4,525



     Other income (expense):


      Non-service pension and other postretirement
       benefit (costs) credits                                       1                                       (2)


      Equity in earnings (losses) of nonconsolidated
       affiliates, net of tax                                       13                                        16



     Other income (expense), net                                    8                                         3


                                                                    22                                        17


      Earnings (loss) before interest expense,
       income taxes, and noncontrolling interests                (845)                                     (24)



        Interest expense                                         (75)                                     (81)


      Earnings (loss) before income taxes and
       noncontrolling interests                                  (920)                                    (105)



     Income tax (expense) benefit                                  94



     Net income (loss)                                          (826)                                    (105)


      Less: Net income (loss) attributable to
       noncontrolling interests                                     13                                        12


      Net income (loss) attributable to Tenneco Inc.                       $
              (839)                             $
        (117)






     Basic earnings (loss) per share:



     Earnings (loss) per share                                          $
              (10.34)                            $
        (1.44)



     Weighted average shares outstanding                         81.2                                      80.9



     Diluted earnings (loss) per share:



     Earnings (loss) per share                                          $
              (10.34)                            $
        (1.44)



     Weighted average shares outstanding                         81.2                                      80.9


                                                                                                                                 
     ATTACHMENT 1




                                                        
              
                TENNECO INC.


                                                     
     
                CONDENSED CONSOLIDATED BALANCE SHEETS


                                                          
              
                Unaudited


                                                          
              (dollars in millions)




                                                            March 31,                                        December 31,

                                                                 2020                                                 2019




     Assets


      Cash and cash equivalents                                            $
              767                                            $
              564



     Restricted cash                                               3                                                          2



     Receivables, net                                          2,242                                    (a)               2,538               (a)



     Inventories                                               2,001                                                      1,999


      Prepayments and other
       current assets                                             623                                                        632


      Other noncurrent assets                                   3,576                                                      3,864


      Property, plant and
       equipment, net                                           3,012                                                      3,627



     Total assets                                                      $
              12,224                                         $
              13,226



      Liabilities and Shareholders' Equity


      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



     Long-term debt                                            5,837                                    (b)               5,371               (b)


      Deferred income taxes                                        84                                                        106


      Pension and postretirement
       benefits                                                 1,109                                                      1,145


      Deferred credits and other
       liabilities                                                497                                                        490


      Redeemable noncontrolling
       interests                                                   72                                                        196


      Tenneco Inc. shareholders'
       equity                                                     384                                                      1,425


      Noncontrolling interests                                    265                                                        194



      Total liabilities,
       redeemable noncontrolling
       interests, and equity                                            $
              12,224                                         $
              13,226







                                                            March 31,                                        December 31,

                                                                 2020                                                 2019




     (a) Accounts receivable net of:


        Accounts receivable
         outstanding and
         derecognized                                                    $
              1,061                                          $
              1,037





     (b) Long-term debt composed of:


        Revolver Borrowings                                                $
              700                                            $
              183


        LIBOR plus 1.75% Term Loan
         A due 2019 through 2023                                1,584                                                      1,608


        LIBOR plus 3.00% Term Loan
         B due 2019 through 2025                                1,619                                                      1,623



       $225 million of 5.375% Senior Notes due 2024              222                                                        222



       $500 million of 5.000% Senior Notes due 2026              494                                                        494


        EUR415 million 4.875% Euro
         Fixed Rate Notes due 2022                                470                                                        479


        EUR300 million of Euribor
         plus 4.875% Euro Floating
         Rate Notes due 2024                                      334                                                        340


        EUR350 million of 5.000%
         Euro Fixed Rate Notes due
         2024                                                     405                                                        413


        Other Debt, primarily
         foreign instruments                                       12                                                         13



                                                                5,840                                                      5,375


        Less: maturities classified
         as current                                                 3                                                          4



        Total long-term debt                                             $
              5,837                                          $
              5,371


                                                                                                             
        ATTACHMENT 1




                                               
              
                TENNECO INC.


                              
              
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                 
              
                Unaudited


                                                 
              (dollars in millions)




                                                                                     Three Months Ended

                                                                
              
                March 31,


                                                                   2020                             2019

                                                                                                    ---


     
                Operating Activities



     Net income (loss)                                                   $
              (826)                               $
         (105)


      Adjustments to reconcile net income (loss) to cash provided
       (used) by operating activities:


      Goodwill and intangible impairment charge                     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 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                              -                                    (158)



     Proceeds from sale of assets                                    2                                         1



     Net proceeds from sale of business                              -                                       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)


      Borrowings on revolving lines of credit                     3,161                                     2,119


      Payments on revolving lines of credit                     (2,659)                                  (1,981)



     Issuance of common shares                                     (1)                                      (2)



     Cash dividends                                                  -                                     (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 and Financing Activities


      Period end balance of trade payables for
       property, plant and equipment                                         $
              96                                  $
         101


      Deferred purchase price of receivables factored
       in the period                                                         $
              60                                   $
         58


                                                                                                                                                                                                                                                                                                                                            
          ATTACHMENT 2




                                                                                                                                                                            
              
                TENNECO INC.


                                                                                                                                                                  
        
         RECONCILIATION OF GAAP(1) TO NON-GAAP EARNINGS MEASURES(2)


                                                                                                                                                                             
              
                Unaudited


                                                                                                                                                                        
       (dollars in millions, except per share amounts)




                                                                 
        
               Q1 2020                                                                                 
       
                Q1 2019


                            Net income           Per Share           Net income                   Income tax   EBIT           EBITDA  Net income                
        Per                      Net income                                  Income      EBIT              EBITDA

                              (loss)                                   (loss)                     (expense)                      (3)    (loss)                      Share                       (loss)                                     tax                             (3)

                           attributable                             attributable                    benefit                          attributable                                            attributable
                                                                          to                                                                                                                       to                                   (expense)

                            to Tenneco                             noncontrolling                                                     to Tenneco                                            noncontrolling                               benefit

                               Inc.                                   interests                                                          Inc.                                                  interests

                                                                                                                                                                                                                                                                           ---

      Earnings (Loss)
       Measures                         $
     (839)                                   $
         (10.34)                    $
      13                            $
        94                                                $
              (845)                           $
      (674)            $
        (117)         $
        (1.44)        $
       12      
     $                        $
        (24)   $
        145



     Adjustments:


      Restructuring and
       related expenses
       (5)                          31                     0.38                                                          (8)                    39                            34                                                                  16              0.19         1                (3)                  20           17


      Goodwill and
       intangible
       impairment charge
       (6)                         366                     4.52                                             5            (12)                   383                           383                                                                  60              0.74                                              60           60


      Asset impairments
       (7)                         371                     4.57                                             7            (93)                   471                           471


      Acquisition and
       expected separation
       costs (8)                     19                     0.23                                                          (6)                    25                            25                                                                  32              0.39                         (8)                  40           40


      Cost reduction
       initiatives (9)                -                                                                                                                                                                                                         6              0.07                         (2)                    8           8


      Costs to achieve
       synergies (10)                 -                                                                                                                                                                                                         6              0.08                         (1)                    7           7


      Purchase accounting
       charges (11)                   -                                                                                                                                                                                                        34              0.42                         (7)                   41          41


      Process
       harmonization (12)             -                                                                                                                                                                                                         7              0.09                         (2)                    9           9


      Noncontrolling
       interests
       adjustments (13)              11                     0.14                                          (11)


      Net tax adjustments            15                     0.19                                                           15                                                                                                                    (2)           (0.02)                        (2)


      Adjusted Net income,
       EPS, NCI, Tax,
       EBIT, and EBITDA
       (4)                              $
     (26)                                    $
         (0.31)                    $
      14                          $
        (10)                                                  $
              73                              $
      239                $
        42            $
        0.52         $
       13        $
       (25)                 $
        161    $
        327


                                                                                                              
           Q1 2020


                                                                          
         Global Segments


                                                Clean          Powertrain                    Motorparts                         Ride   Total                Corporate   Total
                                            Air                                                                        Performance

                                                                                                                                                                          ---

      Net income (loss) attributable to
       Tenneco Inc.                                                                                                                                                           $
             (839)


      Net income (loss) attributable to
       noncontrolling interests                                                                                                                                          13




     Net income (loss)                                                                                                                                               (826)



     Income tax (expense) benefit                                                                                                                                       94



     Interest expense                                                                                                                                                 (75)



      EBIT, Earnings (Loss) before interest
       expense, income taxes and
       noncontrolling interests                                                                                                                                       (845)


      Depreciation and amortization                                                                                                                                     171



      Total EBITDA including
       noncontrolling interests
       (3)                                             $
      99                                           $
          (70)                         $
         (40)                        $
             (577)            $
          (588)             $
          (86)      $
          (674)


      Restructuring and related
       expenses(5)                                  1                                                                               3                   25                    29                         5                        34


      Goodwill and intangible
       impairment charge (6)                        -                       160                                                   110                  113                   383                                                383


      Asset impairments (7)                         -                                                                                                455                   455                        16                       471


      Acquisition and expected
       separation costs (8)                         4                                                                                                                        4                        21                        25


      Adjusted EBITDA (4)                              $
      104                                             $
          90                            $
         73                            $
             16              $
           283              $
          (44)      $
            239







                                                                                                              
           Q1 2019


                                                                          
         Global Segments


                                                Clean          Powertrain                    Motorparts                         Ride   Total                Corporate   Total
                                            Air                                                                        Performance

                                                                                                                                                                          ---

      Net income (loss) attributable to
       Tenneco Inc.                                                                                                                                                           $
             (117)


      Net income (loss) attributable to
       noncontrolling interests                                                                                                                                          12




     Net income (loss)                                                                                                                                               (105)



     Income tax (expense) benefit



     Interest expense                                                                                                                                                 (81)



      EBIT, Earnings (Loss) before interest
       expense, income taxes and
       noncontrolling interests                                                                                                                                        (24)


      Depreciation and amortization                                                                                                                                     169



      Total EBITDA including
       noncontrolling interests
       (3)                                            $
      131                                            $
          113                            $
         45                          $
             (45)             $
           244              $
          (99)      $
            145


      Restructuring and related
       expenses(5)                                  4                          1                                                     1                   10                    16                         1                        17


      Cost reduction
       initiatives (9)                              -                                                                                                                                                8                         8


      Acquisition and expected
       separation costs (8)                         -                                                                                                                                               40                        40


      Costs to achieve
       synergies (10)                               1                                                                               3                    3                     7                                                  7


      Purchase accounting
       charges (11)                                 -                         2                                                    36                    3                    41                                                 41


      Goodwill impairment
       charge (6)                                   -                                                                                                 60                    60                                                 60


      Process harmonization
       (12)                                        4                                                                               5                                         9                                                  9



      Adjusted EBITDA (4)                              $
      140                                            $
          116                            $
         90                            $
             31              $
           377              $
          (50)      $
            327


     
                _________________________________



     (1) U.S. Generally Accepted Accounting Principles.




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




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




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




      (5) Q1 2020 includes $5 million and Q1 2019 includes $3 million of
       accelerated depreciation related to plant closures.




      (6) Non-cash asset impairment charge related to goodwill and
       intangibles.





     (7) Asset impairment charges.




      (8) Costs related to acquisitions and costs related to expected
       separation.





     (9) Costs related to cost reduction initiatives.




      (10) Costs to achieve synergies related to the Acquisitions.




      (11) This primarily relates to a non-cash charge to cost of sales
       for the amortization of the inventory fair value step-up recorded
       as part of the Acquisitions.





     (12) Charge due to process harmonization.




      (13) Amount relates to adjustments made to mark certain redeemable
       noncontrolling interests to their redemption values.


                                                                                                                                                                            
          ATTACHMENT 2




                                                                           
              
                TENNECO INC.


                                                            
      
                RECONCILIATION OF GAAP(1) TO NON-GAAP REVENUE MEASURES(2)


                                                                            
              
                Unaudited


                                                                     
              (dollars in millions except percents)




                                                        
     
       Q1 2020


                      Revenues          Substrate Sales                 Value-add                                             Currency     Value-add

                                                                      Revenues                                              Impact on    Revenues

                                                                                                                            Value-add    excluding

                                                                                                                            Revenues     Currency

                                                                                                                                                 ---

     Clean Air                 $
     1,545                                              $
              700                                                   $
       845          $
       (19)                $
       864


     Powertrain            997                                                                                                       997                   (26)   1,023


     Motorparts            706                                                                                                       706                   (19)     725


     Ride Performance      588                                                                                                       588                   (17)     605


     Total Tenneco
      Inc.                     $
     3,836                                              $
              700                                                 $
       3,136          $
       (81)              $
       3,217







                                                        
     
       Q1 2019


                      Revenues          Substrate Sales                 Value-add                                             Currency     Value-add

                                                                      Revenues                                              Impact on    Revenues

                                                                                                                            Value-add    excluding

                                                                                                                            Revenues     Currency

                                                                                                                                                 ---

     Clean Air                 $
     1,779                                              $
              706                                                 $
       1,073 
          $                        $
       1,073


     Powertrain          1,175                                                                                                     1,175                          1,175


     Motorparts            797                                                                                                       797                            797


     Ride Performance      733                                                                                                       733                            733


     Total Tenneco
      Inc.                     $
     4,484                                              $
              706                                                 $
       3,778 
          $                        $
       3,778


                                     Q1 2020 vs. Q1 2019 $ Change and % Change Increase (decrease)


                         Revenues                                       % Change                        Value-add Adjusted    % Change

                                                                                                        Revenues excluding

                                                                                                        Currency




     Clean Air                   $
        (234)                                                      (13)                    $
        (209)      (19)

                                                                                                      %                                        %



     Powertrain            (178)                                                       (15)                 (152)                     (13)

                                                                                           %                                              %



     Motorparts             (91)                                                       (11)                  (72)                      (9)

                                                                                           %                                              %



     Ride Performance      (145)                                                       (20)                 (128)                     (17)

                                                                                           %                                              %



     Total Tenneco Inc.          $
        (648)                                                      (14)                    $
        (561)      (15)

                                                                                                      %                                        %


     __________________________________



     (1) U.S. Generally Accepted Accounting Principles.




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

    Error occurred while generating ASCII Content for table


                                                                          Q2 2019             Q3 2019        Q4 2019           Q1 2020     Q1 2020

                                                                                                                                           LTM

                                                                                                                                                 ---

        Net income (loss) attributable to
         Tenneco Inc.                                                                 $
       26                          $
       70                       $
         (313)            $
        (839)  $
           (1,056)


        Net income (loss) attributable to
         noncontrolling interests                                               19                         8                          75                        13       115




       Net income (loss)                                                       45                        78                       (238)                    (826)    (941)


        Income tax (expense) benefit                                          (14)                        9                        (14)                       94        75



       Interest expense                                                      (82)                     (79)                       (80)                     (75)    (316)



        EBIT, Earnings (Loss) before
         interest expense, income taxes
         and noncontrolling interests                                          141                       148                       (144)                    (845)    (700)


        Depreciation and amortization                                          169                       165                         170                       171       675


        Total EBITDA including
         noncontrolling interests (2)                                                $
       310                         $
       313                          $
         26             $
        (674)     $
           (25)






       Adjustments:


        Restructuring and related expenses                                      57                        28                          36                        34       155


        Goodwill and intangible impairment
         charge (6)                                                                                       9                         172                       383       564



       Asset impairments (7)                                                                                                                               471       471


        Acquisition and expected
         separation costs (8)                                                   27                        30                          30                        25       112


        Cost reduction initiatives (9)                                           2                         6                         (1)                                 7


        Costs to achieve synergies (10)                                          7                         7                           8                                 22


        Purchase accounting charges (11)                                         3                        11                           2                                 16


        Process harmonization (12)                                               1                                                   16                                 17



       Warranty charge (13)                                                     7                         1                                                             8


        Antitrust reserve change in
         estimate (14)                                                                                  (9)                                                          (9)



       Brazil tax credit (15)                                                                         (22)                                                         (22)


        Out of period adjustment (16)                                                                     5                                                             5


        Impairment of assets held for sale                                                                8                                                             8


        Pension charges/adjustments (17)                                                                                           (2)                               (2)



        Total Adjusted EBITDA including
         noncontrolling interests (3)                                                $
       414                         $
       387                         $
         287               $
        239     $
           1,327







                                                                          Q2 2018*            Q3 2018*       Q4 2018           Q1 2019   Q1 2019 LTM

                                                                                                                                                 ---

        Net income (loss) attributable to
         Tenneco Inc.                                                                 $
       47                          $
       57                       $
         (109)            $
        (117)    $
           (122)


        Net income (loss) attributable to
         noncontrolling interests                                               16                         9                          17                        12        54




       Net income (loss)                                                       63                        66                        (92)                    (105)     (68)


        Income tax (expense) benefit                                          (26)                     (22)                         10                               (38)



       Interest expense                                                      (22)                     (24)                       (79)                     (81)    (206)



        EBIT, Earnings (Loss) before
         interest expense, income taxes
         and noncontrolling interests                                          111                       112                        (23)                     (24)      176


        Depreciation and amortization                                           60                        60                         165                       169       454



        Total EBITDA including
         noncontrolling interests (2)                                                $
       171                         $
       172                         $
         142               $
        145       $
           630






       Adjustments:


        Restructuring and related expenses                                      21                        12                          17                        17        67


        Goodwill impairment charge (6)                                                                                               3                        60        63


        Acquisition and expected
         separation costs (8)                                                   18                        12                          53                        40       123


        Cost reduction initiatives (9)                                          10                                                    8                         8        26


        Costs to achieve synergies (10)                                          9                         4                          49                         7        69


        Purchase accounting charges (11)                                                                                           106                        41       147


        Process harmonization (12)                                                                                                                            9         9


        Anti-dumping duty charge (18)                                                                                               16                                 16


        Pension charges/adjustments (17)                                                                                             3                                  3


        Environmental charge (19)                                                4                                                                                      4


        Litigation settlement accrual                                                                    10                                                            10


        Loss on debt modification (20)                                                                                              10                                 10


        Total Adjusted EBITDA including
         noncontrolling interests (3)                                                $
       233                         $
       210                         $
         407               $
        327     $
           1,177






       
                Legacy Federal-Mogul Reconciliation of Non-GAAP earnings measures

    ---

                                                                          Q2 2018             Q3 2018



        Net income (loss) attributable to
         Federal-Mogul                                                                $
       25                          $
       35


        Net income (loss) attributable to
         noncontrolling interests                                                3                         1




       Net income (loss)                                                       28                        36


        Income tax (expense) benefit                                          (13)                     (16)



       Interest expense                                                      (52)                     (49)



        EBIT, Earnings (Loss) before
         interest expense, income taxes
         and noncontrolling interests                                           93                       101


        Depreciation and amortization                                           96                        99


        Total EBITDA including
         noncontrolling interests (2)                                                $
       189                         $
       200






       Adjustments:


        Restructuring charges and asset
         impairments, net                                                                                15


        Transaction related costs                                               13


        Cost to exit a multiemployer
         pension plan                                                            5


        Gain (loss) on sale of assets                                                                  (65)


        Charge for extinguishment of
         dissenting shareholders shares                                                                   5



       Other                                                                    2                         1


        Total Adjusted EBITDA including
         noncontrolling interests (3)                                                $
       209                         $
       156





                                                                          Q2 2018*            Q3 2018*       Q4 2018           Q1 2019   Q1 2019 LTM

                                                                                                                                                 ---

        Adjusted EBITDA and Pro forma
         Adjusted EBITDA including
         noncontrolling interests (2) (3)
         (5)                                                                        $
       442                         $
       366                         $
         407               $
        327     $
           1,542


     _______________________________


      * Financial results for Q2 and Q3 2018 have been revised for
       certain immaterial adjustments as discussed in Tenneco's Form 10-K
       for the year ended December 31, 2018.




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




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




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




      (4) Tenneco presents the above reconciliation of the ratio of debt
       net of total cash to LTM Adjusted EBITDA including noncontrolling
       interests to show trends that investors may find useful in
       understanding the company's ability to service its debt. For
       purposes of this calculation, Adjusted LTM and Pro Forma adjusted
       LTM EBITDA including noncontrolling interests is used as an
       indicator of the company's performance and debt net of total cash
       is presented as an indicator of the company's credit position and
       progress toward reducing the company's financial leverage. This
       reconciliation is provided as supplemental information and not
       intended to replace the company's existing covenant ratios or any
       other financial measures that investors may find useful in
       describing the company's financial position. See notes (1), (2)
       and (3) for a description of the limitations of using debt net of
       total cash, EBITDA including noncontrolling interests and Adjusted
       EBITDA including noncontrolling interests.




      (5) Tenneco is providing Pro Forma Adjusted LTM EBITDA and the
       ratio of debt net of cash balances to Pro Forma Adjusted LTM
       EBITDA to show the company's Adjusted LTM EBITDA as if Federal-
       Mogul had been consolidated with Tenneco for the entirety of 2018
       (and the resultant impact on the net debt ratio). Tenneco believes
       this supplemental information is useful to investors who are
       trying to understand the results of the entire enterprise,
       including Federal-Mogul, for 2018 and 2019 and the ability of the
       company to service its debt.




      (6) Non-cash asset impairment charge related to goodwill and
       intangibles.





     (7) Asset impairment charges.




      (8) Costs related to acquisitions and costs related to expected
       separation.





     (9) Costs related to cost reduction initiatives.




      (10) Costs to achieve synergies related to the Acquisitions.




      (11) This primarily relates to a non-cash charge to cost of sales
       for the amortization of the inventory fair value step-up recorded
       as part of the Acquisitions.





     (12) Charge due to process harmonization.




      (13) Charge related to warranty. Although Tenneco regularly incurs
       warranty costs, this specific charge is of an unusual nature in
       the period incurred.





     (14) Reduction in estimated antitrust accrual.




      (15) Recovery of value-added tax in a foreign jurisdiction.





     (16) Inventory losses attributable to prior periods.




      (17) Charges related to pension derisking and other adjustments.




      (18) Charge due to retroactive application of anti-dumping duty on
       a supplier's products.




      (19) Environmental charge related to an acquired site whereby an
       indemnification reverted back to the company resulting from a 2009
       bankruptcy filing of Mark IV Industries.





     (20) Loss on debt modification.


                                                                                                                                                               
         ATTACHMENT 2




                                                                     
              
                TENNECO INC.


                                                       
      
                RECONCILIATION OF GAAP(1) TO NON-GAAP REVENUE MEASURES(2)


                                                                       
              
                Unaudited


                                                                       
              (dollars in millions)




                                                
        
       Q1 2020


                     Revenues          Currency                Revenues                                               Substrate    Value-add

                                                             Excluding                                                Sales      Revenues

                                                             Currency                                               Excluding    Excluding

                                                                                                                    Currency     Currency

                                                                                                                                         ---

     Original
      equipment
      light vehicle
      revenues                $
     2,394                                      $
              (50)                                                 $
     2,444       $
       598              $
     1,846


     Original
      equipment
      commercial
      truck, off-
      highway,
      industrial and
      other revenues      736                   (28)                                                                         764                   118  646


     Aftermarket
      revenues            706                   (19)                                                                         725                       725


     Net sales and
      operating
      revenues                $
     3,836                                      $
              (97)                                                 $
     3,933       $
       716              $
     3,217







                                                
        
       Q1 2019


                     Revenues          Currency                Revenues                                               Substrate    Value-add

                                                             Excluding                                                Sales      Revenues

                                                             Currency                                               Excluding    Excluding

                                                                                                                    Currency     Currency

                                                                                                                                         ---

     Original
      equipment
      light vehicle
      revenues                $
     2,792                       
              $                                                                    $
     2,792       $
       591              $
     2,201


     Original
      equipment
      commercial
      truck, off-
      highway,
      industrial and
      other revenues      895                                                                                                895                   115  780


     Aftermarket
      revenues            797                                                                                                797                       797


     Net sales and
      operating
      revenues                $
     4,484                       
              $                                                                    $
     4,484       $
       706              $
     3,778


     __________________________________



     (1) U.S. Generally Accepted Accounting Principles.




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


                                                                                                                                                                                                                                                                       
            ATTACHMENT 2




                                                                                                                               
              
                TENNECO INC.


                                                                                             
        
                RECONCILIATION OF GAAP(1) REVENUE AND EARNINGS TO NON-GAAP REVENUE AND EARNINGS MEASURES(2)


                                                                                                                                
              
                UNAUDITED


                                                                                                                         
              (dollars in millions except percents)




                                                                                   
           
       Q1 2020


                                                         
     
     Global Segments


                  Clean Air               Powertrain            Motorparts                                   Ride                                          Total                                           Corporate Total

                                                                                                       Performance

                                                                                                                                                                                                                       ---

     Net sales
      and
      operating
      revenues              $
        1,545                                        $
          997                                                                            $
              706                                             $
          588    $
           3,836      
       $                       $
           3,836


     Less:
      Substrate
      sales             700                                                                                                                                                                                             700                                      700



     Value-add
      revenues                $
        845                                        $
          997                                                                            $
              706                                             $
          588    $
           3,136      
       $                       $
           3,136





      EBITDA                   $
        99                                       $
          (70)                                                                          $
              (40)                                          $
          (577)   $
           (588)             $
              (86)     $
          (674)


      EBITDA as a
       % of               %                             %                                                          %                                                              %                                      %                                %
       revenue          6.4                          (7.0)                                                      (5.7)                                                         (98.1)                                 (15.3)                           (17.6)


      EBITDA as a
       % of               %                             %                                                          %                                                              %                                      %                                %
       value-add
       revenue         11.7             `            (7.0)                                                      (5.7)                                                         (98.1)                                 (18.8)                           (21.5)




      Adjusted
       EBITDA                 $
        104                                         $
          90                                                                             $
              73                                              $
          16      $
           283              $
              (44)      $
           239


      Adjusted
       EBITDA as          %                             %                                                          %                                                              %                                      %                                %
       a % of
       revenue          6.7                            9.0                                                        10.3                                                             2.7                                     7.4                               6.2


      Adjusted
       EBITDA as          %                             %                                                          %                                                              %                                      %                                %
       a % of
       value-add
       revenue         12.3                            9.0                                                        10.3                                                             2.7                                     9.0                               7.6




                                                                                   
           
       Q1 2019


                                                         
     
     Global Segments


                  Clean Air               Powertrain            Motorparts                                   Ride                                          Total                                           Corporate Total

                                                                                                       Performance

                                                                                                                                                                                                                       ---

     Net sales
      and
      operating
      revenues              $
        1,779                                      $
          1,175                                                                            $
              797                                             $
          733    $
           4,484      
       $                       $
           4,484


     Less:
      Substrate
      sales             706                                                                                                                                                                                             706                                      706


     Value-add
      revenues              $
        1,073                                      $
          1,175                                                                            $
              797                                             $
          733    $
           3,778      
       $                       $
           3,778





      EBITDA                  $
        131                                        $
          113                                                                             $
              45                                            $
          (45)     $
           244              $
              (99)      $
           145


      EBITDA as a
       % of               %                             %                                                          %                                                              %                                      %                                %
       revenue          7.4                            9.6                                                         5.6                                                           (6.1)                                    5.4                               3.2


      EBITDA as a
       % of               %                             %                                                          %                                                              %                                      %                                %
       value-add
       revenue         12.2             `              9.6                                                         5.6                                                           (6.1)                                    6.5                               3.8




      Adjusted
       EBITDA                 $
        140                                        $
          116                                                                             $
              90                                              $
          31      $
           377              $
              (50)      $
           327


      Adjusted
       EBITDA as          %                             %                                                          %                                                              %                                      %                                %
       a % of
       revenue          7.9                            9.9                                                        11.3                                                             4.2                                     8.4                               7.3


      Adjusted
       EBITDA as          %                             %                                                          %                                                              %                                      %                                %
       a % of
       value-add
       revenue         13.0                            9.9                                                        11.3                                                             4.2                                    10.0                               8.7


     ___________________________



     (1) U.S. Generally Accepted Accounting Principles.




      (2) Tenneco presents the above reconciliation of revenues in order
       to reflect EBITDA and adjusted EBITDA as a percent of both total
       revenues and value-add revenues.  Substrate sales include
       precious metals pricing, which may be volatile.  Substrate sales
       occur when, at the direction of its OE customers, Tenneco
       purchases catalytic converters or components thereof from
       suppliers, uses them in its manufacturing processes and sells them
       as part of the completed system. While Tenneco original equipment
       customers assume the risk of this volatility, it impacts reported
       revenue.  Excluding substrate sales removes this impact.  Further,
       presenting EBITDA and adjusted EBITDA as a percent of value-add
       revenue assists investors in evaluating the company's operational
       performance without the impact of such substrate sales.  See prior
       pages for a discussion of EBITDA and adjusted EBITDA.


                                                                                                                                              
     ATTACHMENT 2




                                                 
              
                TENNECO INC.


                           
         
                RECONCILIATION OF GAAP(1) REVENUE TO NON-GAAP REVENUE MEASURES(2)


                         
       
             Original equipment commercial truck, off-highway, industrial and other revenues


                                                  
              
                Unaudited


                                                   
              (dollars in millions)




                                                       
              
                Q1 2020


                               Revenues                                             Substrate Sales                       Value-add Revenues

                                                                                                                          ---


     Clean Air                           $
              276                                                              $
        114                             $
     162



     Powertrain                    344                                                                                                   344



     Ride Performance              116                                                                                                   116



     Total Tenneco Inc.                  $
              736                                                              $
        114                             $
     622







                                                       
              
                Q1 2019


                               Revenues                                             Substrate Sales                       Value-add Revenues

                                                                                                                          ---


     Clean Air                           $
              319                                                              $
        115                             $
     204



     Powertrain                    426                                                                                                   426



     Ride Performance              150                                                                                                   150



     Total Tenneco Inc.                  $
              895                                                              $
        115                             $
     780


     ______________________________



     (1) U.S. Generally Accepted Accounting Principles.




      (2)  Tenneco presents the above reconciliation of revenues in order
       to reflect value-add revenues separately from substrate sales
       which include precious metals pricing, which may be volatile.
       Substrate sales occur when, at the direction of its OE customers,
       Tenneco purchases catalytic converters or components thereof from
       suppliers, uses them in its manufacturing processes and sells them
       as part of the completed system. While Tenneco original equipment
       customers assume the risk of this volatility, it impacts reported
       revenue.  Excluding substrate sales removes this impact.  Tenneco
       uses this information to analyze the trend in revenues before these
       factors.  Tenneco believes investors find this information useful
       in understanding period to period comparisons in the company's
       revenues.

View original content:http://www.prnewswire.com/news-releases/tenneco-reports-first-quarter-2020-results-301055375.html

SOURCE Tenneco Inc.