JP Morgan Global High Yield & Leveraged Finance Conference

Transcription

1 X JP Morgan Global High Yield & Leveraged Finance Conference Miami, FL February 27, 2017 NYSE: TEN 5923 CORP-2/17 (1) 1

2 Safe X Harbor This presentation contains forward-looking statements that involve risks and uncertainties which could cause the company s plans, actions and results to differ materially from its current expectations. The words expect, estimate, will, and similar expressions identify certain of these forward-looking statements. The company cautions that actual results may differ materially from those projected or implied in forward-looking statements due to a variety of factors including, but not limited to, the following: (i) general economic, business and market conditions; (ii) the company s ability to source needed goods and services in accordance with customer demand and at competitive prices; (iii) the cost and outcome of claims, legal proceedings or investigations, including, but not limited to, those arising in connection with the ongoing global antitrust investigation, product safety or intellectual property rights; (iv) the impact of the changing laws and regulations to which we are subject, including environmental laws and regulations, pensions or other regulated activities; (v) the ability of the company to access capital markets on commercially reasonable terms; (vi) changes in consumer demand; (vii) changes in vehicle manufacturers production rates and their requirements for the company s products, including with respect to any delays in the adoption of the current mandated timelines for worldwide emissions regulations; (viii) the overall highly competitive nature of the automobile and commercial vehicle parts industry, and any resultant inability to realize the sales represented by the company s awarded book of business which is based on anticipated pricing for the applicable program over its life; (ix) the loss of any of our large original equipment manufacturer ( OEM ) customers, or the loss of market shares by these customers if we are unable to achieve increased sales to other OEMs; (x) the company s continued success in cost reduction and cash management programs; (xi) economic, exchange rate and political conditions in the countries where we operate or sell our products; (xii) workforce factors such as strikes or labor interruptions; (xiii) increases in the costs of raw materials; (xiv) the negative impact of fuel price volatility on logistics costs and discretionary purchases of vehicles or aftermarket products, and demand for off-highway equipment; (xv) the cyclical nature of the global vehicular industry, including the performance of the global aftermarket sector and longer product lives of automobile parts; (xvi) product warranty costs; (xvii) material developments relating to our intellectual property or the failure or breach of our IT systems; (xviii) the company s ability to develop and profitably commercialize new products and technologies; (xix) governmental actions, including the ability to receive regulatory approvals and the timing of such approvals; and (xx) the timing and occurrence (or non-occurrence) of transactions and events which may be subject to circumstances beyond the control of the company. Additional information regarding these and other risk factors and uncertainties is detailed from time to time in the company s SEC filings, including but not limited to its annual report on Form 10-K. Unless otherwise indicated in this presentation, the forward-looking statements in this presentation are made as of the date hereof, and the company does not undertake any obligation to publicly disclose revisions or updates to any forward-looking statements CORP-2/17 (2) 2

3 Attractive Current and Future Market X Trends Global light vehicle production growth Tightening criteria pollutant regulations Heightened focus on smooth, quiet and safe ride High-growth markets, particularly China and India Commercial truck and off-highway market recovery Emerging aftermarket in high-growth markets 5923 CORP-2/17 (3) 3

4 Appealing X Investment Opportunity Proven track record of growth Revenue growth outpacing industry production Margin expansion Double-digit EPS growth Diversified profile Sustainable growth drivers Strong global platform position Innovative technologies to meet tightening emissions regulations, and demands for acoustics and waste heat recovery Advanced suspension poised for accelerated growth Global aftermarket leadership Criteria Pollutant Regulations Advanced Ride Performance Technology Capturing growth in emerging markets Strong financial performance Growth drivers enabling continued margin expansion Strong cash flow generation Balance sheet strength and flexibility Leading Aftermarket Position 5923 CORP-2/17 (4) 4

5 Leading X Product Lines CLEAN AIR Total Revenue Adjusted EBIT as % of Value-add Revenue* Value-add Revenue* Adjusted EBIT $ in Millions $3, % $2,541 $228 $4, % $3,083 $304 $4, % $3,266 $334 $5, % $3,609 $381 $5,811 $5, % 11.2% $3,877 $3,807 $418 $427 LV 83% $6, % $4,041 $485 CTOH 12% Products and technologies 71% designed to meet global emissions 29% regulations anywhere in the world NA 49% AP 18% ESI 33% AM 5% RIDE PERFORMANCE Total Revenue Adjusted EBIT as % of Value-add Revenue* Adjusted EBIT $ in Millions $2, % $159 Products and technologies that meet the increasing demand for enhanced vehicle comfort and handling $2,444 $2, % $ % $176 $2, % $204 $2, % $2, % $248 $242 LV 55% $2, % $265 AM 37% CTOH 8% NA 49% ESI 40% AP 11% Pioneering Global Ideas for Cleaner Air and Smoother, Quieter and Safer Transportation for Light Vehicle, Commercial Truck, Off-Highway and Aftermarket Customers See reconciliations to U.S. GAAP at end of presentation CORP-2/17 (5) * Value-add Revenue is total revenue less substrate sales. See slides 38 and 39 for further explanation. 5

6 Global Manufacturing and X Engineering Footprint 91 manufacturing facilities 15 engineering & technical centers 31,000 team members powered by people Engineering Centers Grass Lake, Michigan Monroe, Michigan Milan, Ohio Engineering Centers St. Truiden, Belgium Edenkoben, Germany Gliwice, Poland Rybnik, Poland Ermua, Spain Engineering Centers Kunshan, China Shanghai, China Yokohama, Japan Engineering Centers Cotia, Brazil Mogi Mirim, Brazil Headquarters Clean Air Manufacturing Ride Performance Manufacturing Engineering Center Engineering Centers Adelaide, Australia Sydney, Australia Serving our customers with a global network of strong capabilities 5923 CORP-2/17 (6) 6

7 Diversified X Profile Enhancing performance with balanced mix across: End-market Applications Geographies Customers Platforms LV 75% AM 14% CTOH 11% NA 49% AP 16% ESI 35% Top 15 Customers 75% Others 25% Top 15 Platforms 40% Others 60% 75% Light Vehicle 14% Aftermarket 11% Commercial Truck, Off-Highway and Other 49% North America 35% Europe, South America & India 16% Asia Pacific Balanced customer mix (see slide 24) Robust platform mix (see slide 25) 5923 CORP-2/17 (7) 7

8 Strong Foundation for X Continued Growth Since 2006, Tenneco has delivered: Annual revenue growth almost double industry production Margin expansion of 370 bps Annual adjusted EPS growth of 18% Ride Performance Revenue Clean Air Revenue Adjusted EBIT Adjusted EBIT as % of Value-add Revenue* $7,205 $7,363 $7,964 $8,420 $8,209 $8, CORP-2/17 (8) $ in Millions $4, % $225 $6, % $282 $5, % $158 $4, % $118 $5, % $ % $ Seven-year record of value-add adjusted EBIT margin improvement * Value-add Revenue is total revenue less substrate sales. See slide 37 for further explanation. See reconciliations to U.S. GAAP at end of presentation. 7.8% $ % $ % $ % $ % $636 8

9 Structural Growth Drivers to X Outpace Industry Production Outstanding light vehicle platform position Tenneco Revenue vs. Industry Production* Tenneco Revenue ($ billions) Industry Production* (million vehicles) Regulatory-driven Clean Air content growth 6% ** $8.6B Innovative advanced suspension systems 66.8M Vehicles $4.7B 3% ** 93.0M Vehicles Leadership in global aftermarket * Source: IHS Automotive January 2017 global light vehicle production. ** CAGR Tenneco revenue outpacing industry production 5923 CORP-2/17 (9) 9

10 Clean Air: Regulatory-driven X Content Growth Regulations Driving Technology Roadmap See slide 26 Key Regulations Light Vehicle US Tier 3 and Euro 6c/6d RDE China CN 6a** India BS 6 (skipping BS 5) Commercial Truck China CN VI** India BS VI (skipping BS V) CARB / 2024 EPA Low NOx regulation** (90% further reduction) Off-Highway EU Stage V Key Technologies and Products ** Proposed or estimated date Criteria Pollutant Reduction Fuel Economy / CO 2 Reduction Acoustics Noise, Vibration and Harshness Advanced Aftertreatment Solutions CO, HC, NOx, PM, PN Energy Recovery, Lightweighting Noise Reduction, Sound Quality NVH Solutions Provider Dosing System, Advanced Mixing, Thermal Unit, Selective Catalytic Reduction, Ammonia Generator, Gasoline and Diesel Particulate Filter, Catalytic Converter Rankine Cycle PowerPack, Thermoelectric Generator, Thermoacoustic Converter, Heat Exchanger, Lightweight Aftertreatment System, Electric Valve, Fabricated Manifold Active Noise Cancellation, Signature Sound Creation, Electronic Valve, Passive Valve Exhaust System Isolator, Modular Exhaust Damper 5923 CORP-2/17 (10) 10

11 Clean Air: New X Light Vehicle Regulations Adding Content U.S. Fed Tier 3 Fleet Average (NMOG + NOx) Euro-6c / 6d Real Driving Emissions (RDE) Particulate Number and Conformity Factor mg/mi per FTP Conformity factor Particulate number PNx10^12 Additional content required Combined NOx+NMOG reduction of 80%-91% Significantly improved cold start emissions Same tailpipe limits for diesel and gasoline light vehicles $72 / vehicle = EPA cost estimate Estimated $1.4 billion annualized additional available market by 2025 Additional content required Particulate number (PN) requirement RDE test cycles requiring more efficient systems and improved transient emissions performance Improved on-board diagnostics (OBD-II) Tenneco estimates similar cost impact as U.S. Fed Tier CORP-2/17 (11) 11

12 Clean Air: Strong X Powertrain Position Essentially all of the projected powertrain applications in 2027 require emissions solutions offered by Tenneco (growth estimates for BEV vary widely) Higher content with fully implemented US Tier 3 and Euro-6d RDE regulations Content on hybrids similar to full internal combustion engines; driven by engine horsepower Tightening regulations in emerging markets are catching up to developed markets IHS 10-Year Projections (Dec. 2016) Alternative fuels 0% PFI gasoline 21%* PFI hybrid 6% Fuel cell & electric 3% GDI gasoline 29%* Diesel 13% 2027 Diesel hybrid 5% GDI hybrid 23% 113 million vehicles in 2027 * Includes Start/Stop ICE 5923 CORP-2/17 (12) 12

13 Ride Performance: Differentiating X Vehicle Performance Advanced technology growth driven by: Increasing consumer expectations around vehicle comfort, safety, stability and control Demand for fuel economy and associated vehicle weight reduction strategies OEM desire for innovative products to differentiate vehicles Conventional shock and strut growth in emerging markets Aftermarket growth, particularly in China and India Noise, vibration and harshness solutions Leverage leading global market share with product cost leadership Innovation and Technology Driving Growth Advanced Technology Superior Functionality Product Cost Leadership See slide CORP-2/17 (13) 13

14 MONROE X Intelligent Suspension Comprehensive portfolio of advanced technologies Advanced suspension is expected to grow from 2% to more than 15% of the light vehicle market by 2025, with adoption led by global OEMs With higher content, advanced suspension represents more than 40% of available market revenue by 2025 Content per Vehicle RIDE PERFORMANCE Active Suspension Semi-active Suspension More than 6x Average 4x Passive Suspension $50-$60 A segment F segment 5923 CORP-2/17 (14) 14

15 Global X Aftermarket Leadership Powerful global brands supported by strong marketing and distribution Stable, countercyclical business with strong margins and cash flow Established Markets High-Growth Markets North America #1 Ride Performance #1 Clean Air Europe #1 Ride Performance #1 Clean Air India China South America #1 Ride Performance Leveraging knowledge and capabilities as car parc grows and vehicles age in high-growth markets 5923 CORP-2/17 (15) 15

16 Aftermarket Opportunity in X High-Growth Markets 2025 Vehicle Parc Established Markets High-Growth Markets 347 Average age 10.9 years 11 North America 337 Average age 9.3 years Europe Average age 8.5 years 3 China South America India ASEAN Light Vehicle Commercial Truck Light Vehicle Parc: 455M 10-year CAGR: 2% CTOH Vehicle Parc: 20M 10-year CAGR: 4% Light Vehicle Parc: 337M 10-year CAGR: 1% CTOH Vehicle Parc: 12M 10-year CAGR: 3% Light Vehicle Parc: 835M 10-year CAGR: 9% CTOH Vehicle Parc: 21M 10-year CAGR: 9% Source: Frost & Sullivan 2015, IHS Worldview May CORP-2/17 (16) 16

17 Clear Roadmap for Continued X Success Our Commitments: Customers Success Shareholder Value Employee Engagement Sustainability Our Markets: Light Vehicle Commercial Vehicle Aftermarket Locomotive Marine Stationary STRATEGIC IMPERATIVES CLEAN AIR Global regulatory expertise Foundation in core sciences Total systems integration Cost-effective global market solutions - Light vehicle - Commercial vehicle - Large engines China specific solutions Large platform lifecycle services Healthier Lives PROFITABLE GROWTH A COMMON FOUNDATION A COMMON FOUNDATION RIDE PERFORMANCE Product cost leadership Superior functionality Advanced technology Vehicle dynamics / integrated systems expertise NVH solutions provider Leading aftermarket brands Superior Driving Experience Shared Values Accountability Health & Safety Innovation Integrity Passion and a Sense of Urgency Perseverance Results Oriented Teamwork Transparency Trust Operational Excellence Safety and quality Manufacturing optimization Global business processes/ capabilities Optimized global footprint Strategic supplier partnerships Financial Strength Earnings growth Cash flow EVA Balance sheet strength 5923 CORP-2/17 (17) 17

18 Revenue X Outlook 2017 Revenue Outlook (in 2016 constant currency) Expect to outpace industry production by 4%, with contributions from both product lines +5% Total Revenue +1%* LV Industry Production +4% Organic Growth Total Revenue Assumptions Global commercial truck production +2%** Off-highway engine production in regulated regions +2%** (NA and Europe) Organic growth is net of OE price downs Revenue Outlook Expect to outpace industry production by 3%-5% Outstanding platform position Tightening criteria pollutant emissions regulations Increasing demand for advanced suspension systems Global aftermarket leadership 2017 Currency Sensitivity Impact vs Euro/USD RMB/USD Real/USD (2.5%) (5.0%) * IHS Automotive January 2017 global light vehicle production and Tenneco estimates. ** Power Systems Research (PSR) January 2017 global commercial truck and bus production, PSR off-highway engine production in North America and Europe and Tenneco estimates. See slide 31 for further key assumptions related to our revenue projections CORP-2/17 (18) 18

19 Continued X Margin Expansion Expect continuing annual margin improvement driven by: Increasing content with higher technology products in both product lines Operational efficiencies, such as: Optimizing product component design and manufacturing process complexity Improving design of global manufacturing and supply chain networks to achieve best delivered cost Driving continuous improvement across every element of our business Commercial truck and off-highway markets, with increased benefit when markets recover Growing aftermarket in all regions Since 2006, Tenneco has delivered margin* expansion of 370 bps 6.0% % % % % % % % 2016 * Adjusted EBIT as a % of VA revenue. See reconciliations to U.S. GAAP at end of presentation CORP-2/17 (19) 19

20 Enhancing Tenneco Financial X Strength Net Debt: Total Debt Less Cash Balances ($ Millions) Leverage Ratio Net Debt / Adjusted EBITDA* (Leverage Ratio) $1,492 $1,462 $1, x 4.9x 4.6x $1, x $1,207 $1,242 $1,183 $1, x 3.0x 2.9x 2.4x $1, x $1, x $ x $1, x $ x $822 $ x 1.1x $ x $1, x ~ 1x target Leverage target allows growth opportunity in a cyclical business Working Capital Investment (Receivables + Inventory - Payables) as a % of Revenue Capital Expenditures as a % of Revenue Working Capital ($ Millions) Working Capital as % of Revenue CapEx ($ Millions) CapEx as % of Revenue 5.0% $ % 5.5% $325 $ % $ % $ % $ % 4.8% $404 $ % $ % $ % 2.6% $154 $ % $ % $ % $ % $ % $ % $ TEN averaged 5.4% over the past 9 years Capex range of 3.5% - 4.0% 5923 CORP-2/17 (20) * Including noncontrolling interests. Reconciliations to U.S. GAAP at end of presentation. 20

21 Capital Allocation Priorities to X Drive Shareholder Value 1. Fund organic growth 2. Restructuring activities to improve cost competitiveness 3. Balance sheet strength consistent with target leverage ratio of 1x Well-positioned with options and flexibility to pursue: 4. Strategic opportunities Core sciences foundation, technology, customer, geographic and aftermarket growth opportunities 5. Capital returns to shareholders Share repurchases and/or dividends out of free cash flow Initiated quarterly dividend of $0.25 Additional repurchase program authorized of up to $400M over next 3 years 5923 CORP-2/17 (21) 21

22 Appealing X Investment Opportunity Proven track record of growth Revenue growth outpacing industry production Margin expansion Double-digit EPS growth Diversified profile Sustainable growth drivers Strong global platform position Innovative technologies to meet tightening emissions regulations, and demands for acoustics and waste heat recovery Advanced suspension poised for accelerated growth Global aftermarket leadership Criteria Pollutant Regulations Advanced Ride Performance Technology Capturing growth in emerging markets Strong financial performance Growth drivers enabling continued margin expansion Strong cash flow generation Balance sheet strength and flexibility Leading Aftermarket Position 5923 CORP-2/17 (22) 22

23 5923 CORP-2/17 (23) 23

24 Balanced X Customer Mix As a % of Total 2016 Revenue LV Customer Commercial Truck, AM Customer Off-Hwy & Other Customer 16.6% 1.9% 13.0% 7.2% 6.4% 4.8% 4.3% 4.2% 4.0% 3.9% 2.3% 1.7% 1.5% 1.5% 1.5% 1.5% 1.4% 1.4% 1.3% 1.0% 5923 CORP-2/17 (24) 24

25 Robust X Platform Mix As a % of Total 2016 Revenue 5923 CORP-2/17 (25) 25

26 Global X Emissions Regulations LV - Light Vehicles CTrk - Commercial Trucks Off-Hwy - Off-Highway Vehicles * Phased in ** Proposed or Estimated date *** Some mfrs harmonizing US Tier 4f engines with Stage 5 China 3 Off-Hwy is equivalent to EU Stage 3A China 4 Off-Hwy is equivalent to EU Stage 3B 5923 CORP-2/17 (26) 26

27 Reducing X Emissions Criteria Pollutants CO HC NOx PM PN NMOG Since the Clean Air Act in 1968, regulators have reduced allowable levels to counter harmful effects of by-products of carbon-based energy combustion CO 2 Emissions Improved fuel efficiency drives CO 2 emissions reduction Catalytic and diesel oxidation converters Diesel particulate filters Selective catalytic reduction Urea dosing system Fuel vaporizers Gasoline particulate filters Powertrain GDI, Diesel, Hybrid Engine efficiency enhancements boosting, variable valve timing, cylinder deactivation, idle start/stop Friction reduction and aerodynamic improvement Improved aftertreatment efficiency Vehicle mass reduction Waste heat recovery Balance of engine, aftertreatment and fuel achieves emissions reduction 5923 CORP-2/17 (27) 27

28 Clean X Air Technology Roadmap Criteria Pollutants Hydrocarbon Lean NOx Catalyst (ethanol reductant) T.R.U.E.-Clean Mini Multiwrap Converter Mat Euro VI CTrk On-Road Aftertreatment System Stationary Engine Aftertreatment Common Rail Urea Dosing System Tier 4 Locomotive Aftertreatment Natural Gas Aftertreatment Gasoline Particulate Filter Retrofit Marine Aftertreatment System Air-Assisted Dosing System China Low-Cost SCR System Large 24 Diameter SCR XNOx Gen 3 Large Engine Turnkey SCR System Large Engine Urea Dosing (<3 MW) Large Engine Soot Blower XNOx Gen 4 Low Pressure EGR Valve Mixers for Compact Designs Advanced Controls for SCR Coated DPF Large Engine Air Assisted Lance for Urea injection Gaseous Ammonia Generator High Performance SCR Mixer Large Engine Urea Dosing (<10 MW) EURO VI+ CTrk Aftertreatment System XNOx Next GEN Active Diesel Thermal Management HC-LNC (ULSD reductant) Low Pressure EGR / cgpf Ultra High Efficiency SCR System Selective NOx Adsorber (SNA) Low Temp denox Catalyst Alternative SCR Advanced Diesel Aftertreatment Controls with OBD Fuel Economy / Greenhouse Gases Fabricated Manifold Low Backpressure Valve Muffler Integrated Manifold & Turbocharger China Low-Cost Light Vehicle System E-Valve for Cylinder Deactivation Waste Heat Recovery Heat-2-Heat (HEX) CTrk Fabricated Manifold Ultra Lightweight Aftertreatment System Waste Heat Recovery Organic Rankine Cycle CTrk Modular E-Valve Natural Gas Aftertreatment System for Methane Slip Waste Heat Recovery Thermoelectric Generator (TEG) Waste Heat Recovery Thermoacoustic Converter (TAC) Acoustics Low Backpressure Valve Muffler E-Valve for Acoustics Software-based Signature Sound System Exhaust Isolator Cartridge Mount Mini Shear Hub Exhaust Isolator Modular Coulomb Exhaust Damper Next Gen Exhaust Isolators Next Gen High Performance Acoustic Valve Modular Acoustic E-Valve Active Noise Cancellation 5923 CORP-2/17 (28) 28

29 Commercial Truck and Off-Highway Diesel X Aftertreatment Customers North America Europe China Truck Chrysler (LV 3/4 ton +) GM (LV 3/4 ton +) Ford (LV 3/4 ton +, CTrk Med-duty) Customer A (CTrk) Off-Highway Caterpillar/Perkins Deere Brazil Commercial Truck Daimler Trucks Scania Customer B Off-Highway AGCO Caterpillar/Perkins Deere Deutz MAN Scania Commercial Truck China National Heavy-Duty Truck Co. Dalian Diesel Engine Co. FAW JND Shanghai Diesel Engine Co. Weichai YuChai India Japan Off-Highway Caterpillar/Perkins Exported from N. America Kubota Commercial Truck Daimler Trucks IVECO MAN MWM Scania Commercial Truck Daimler Trucks Mahindra MAN Trucks India (MTI) Tata Motors VE Commercial Vehicles Volvo Trucks 5923 CORP-2/17 (29) 29

30 Advanced Ride Performance X Technology Product Cost Leadership Thin Wall Lightweight Monotube Aluminum Dual Tube Seat Damper Best Cost CVSA Shock RV+ (New Global Rod-Displaced Valving) HD LCV Strut Ultra Low Cost Damper Superior Functionality Thin Wall Lightweight Monotube CVS Double Path Mount (Cab Shock) Improved Monotube (Low Temperature) Global Hydraulic Rebound Stop New Double Tube Base Valve Global BOCS Valve Lightweight Heavy- Duty Torque Rods Lightweight Top Mounts Frequency Dependent Damping (FDD)* Valving System New CVS 45mm Shock Plastic Spring Seat (for Struts) Exhaust Isolator Cartridge Mount Mini Shear Hub Exhaust Isolator Modular Coulomb Exhaust Damper RV+ (New Global Rod-Displaced Valving) MTV+ (Improved MTV Valve) Comfortmax Monotube Controlled Torque TM Spring and Shackle Bushings Aluminum Dual Tube Automotive Damper Hydroelastic TM Subframe Mounts CTrk Hydroelastic TM Cab Mount Next Gen Exhaust Isolators Adaptive Top Mounts Decoupled Hydroelastic TM Mounts Lightweight LV Elastomer NVH Solutions Lightweight CTrk Elastomer NVH Solutions Advanced Technology CVSA2/Kinetic with hydraulic leveling CVSA2 External Valve Gen2 Hydroelastic TM Body Mount Motorbike Electronic Shocks Dual Valve Semi-active Damper RC1 & RC2 (Uni- & Bi-directional ride comfort) Integrated Height Valve (for Cab) Dual Mode Damper Smart Damper for Aftermarket NVH System Analysis Tools Semi-active Internal Valve Low-Cost Load & Aero Leveling DRiV Digital Valve ACOCAR Active Suspension System Smart Actuator for Passenger Car Intelligent Suspension System with Vision CVSA Next Generation Air Suspension Next Generation * Valves purchased from Koni B.V CORP-2/17 (30) 30

31 Tenneco s X Revenue Outlook Tenneco s revenue outlook for 2017 is as of January Revenue assumptions are based on projected customer production schedules, IHS Automotive January 2017 forecasts, Power Systems Research January 2017 forecasts and Tenneco estimates. Tenneco s revenue outlook for 2018 and 2019 is as of January Revenue assumptions are based on projected customer production schedules, IHS Automotive January 2017 forecasts, Power Systems Research January 2017 forecasts and Tenneco estimates. In addition to the information set forth on this slide and slide 18, Tenneco s revenue outlook is based on the type of information set forth under Outlook in Item 7 Management s Discussion and Analysis of Financial Condition and Results of Operations as set forth in Tenneco s Annual Report on Form 10-K for the year ended December 31, Please see that disclosure for further information. Key additional assumptions and limitations described in that disclosure include: Revenue projections are based on original equipment manufacturers programs that have been formally awarded to the company; programs where the company is highly confident that it will be awarded business based on informal customer indications consistent with past practices; and Tenneco s status as supplier for the existing program and its relationship with the customer. Revenue projections are based on the anticipated pricing of each program over its life. Revenue projections assume a fixed foreign currency value. This value is used to translate foreign business to the U.S. dollar. Revenue projections are subject to increase or decrease due to changes in customer requirements, customer and consumer preferences, the number of vehicles actually produced by our customers and pricing. Tenneco s revenue outlook constitutes a forward-looking statement. We also refer you to the cautionary language regarding our forward-looking statements set forth in the Safe Harbor statement on slide CORP-2/17 (31) 31

32 Financial X Results Disclaimer Use of Non-GAAP Financial Information In addition to the results reported in accordance with accounting principles generally accepted in the United States ( GAAP ) included in this presentation, the company has provided information regarding certain non-gaap financial measures. These measures include Earnings Before Interest Expense, Income Taxes, Noncontrolling Interests and Depreciation and Amortization ( EBITDA* ), Net Debt, Working Capital, Value-Add Revenue, Adjusted EBITDA*, Adjusted Earnings Before Interest Expense, Income Taxes and Noncontrolling Interests ( Adjusted EBIT ), and Adjusted Earnings Per Share. Reconciliations of these non-gaap financial measures to the comparable GAAP measure are included in this presentation. * Including noncontrolling interests CORP-2/17 (32) 32

33 EBITDA* Reconciliation X of Non-GAAP Results $ Millions, Unaudited Net income (loss) attributable to Tenneco Inc. $ 363 $ 247 $ 226 $ 183 $ 275 $ 157 $ 39 $ (73) $ (415) $ (5) $ 49 $ 56 $ 9 $ 25 $ (189) $ (131 ) $ (41) Cumulative effect of change in accounting principle, net of income tax Net income attributable to noncontrolling interests Income tax expense (benefit) (21 ) (6 ) (6 ) 50 (27 ) Interest expense (net of interest capitalized) EBIT, earnings before interest expense, income taxes & noncontrolling interests (GAAP measure) (3) Depreciation & amortization of other intangibles EBITDA* $ 740 $ 722 $ 700 $ 629 $ 633 $ 586 $ 497 $ 313 $ 219 $ 457 $ 380 $ 394 $ 347 $ 334 $ 311 $ 243 $ CORP-2/17 (33) EBITDA* represents earnings before interest expense, income taxes, noncontrolling interests and depreciation and amortization. EBITDA* is not a calculation based upon generally accepted accounting principles. The amounts included in the EBITDA* calculation, however, are derived from amounts included in the historical statements of income. In addition, EBITDA* should not be considered as an alternative to net income or operating income as an indicator of the company s operating performance, or as an alternative to operating cash flows as a measure of liquidity. Tenneco has presented EBITDA* because it regularly reviews EBITDA* as a measure of the company s performance. In addition, Tenneco believes that its security holders utilize and analyze its EBITDA* for similar purposes. Tenneco also believes EBITDA* assists investors in comparing a company s performance on a consistent basis without regard to depreciation and amortization, which can vary significantly depending upon many factors. However, the EBITDA* measure presented may not always be comparable to similarly titled measures reported by other companies due to differences in the components of the calculation. * Including noncontrolling interests. 33

34 Adjusted EBITDA* Reconciliation X of Non-GAAP Results $ Millions, Unaudited EBITDA* $740 $ 722 $ 700 $629 $633 $ 586 $497 $313 $219 $457 $380 $394 $347 $334 $311 $243 $273 Adjustments (reflect non-gaap (1) measures): Restructuring & related expenses Environmental reserve Pension/post retirement charges Bad debt charge New aftermarket customer changeover costs Pullman recoveries (5 ) Goodwill impairment Reserve for receivables from former affiliate Change to defined contribution pension plan (7) Consulting fees indexed to stock price Gain on sale of York (11 ) - - Other non-operational items Adjusted EBITDA* (non-gaap financial measure) (2) $ 844 $785 $ 784 $ 707 $ 641 $ 605 $517 $335 $380 $487 $409 $416 $399 $342 $304 $298 $ CORP-2/17 (34) (1) Generally Accepted Accounting Principles (2) Tenneco presents the above reconciliation of non-gaap results in order to reflect the results for full years 2000 through 2016 in a manner that allows a better understanding of the results of operational activities separate from the financial impact of decisions made for the long-term benefit of the company. Adjustments similar to the ones reflected above have been recorded in earlier periods, and similar types of adjustments can reasonably be expected to be recorded in future periods. Using only the non-gaap earnings measure 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. * Including noncontrolling interests. 34

35 Net Debt /Adjusted EBITDA* Reconciliation X of Non-GAAP Results $ Millions, Unaudited Total debt $ 1,384 $ 1,210 $ 1,115 $ 1,102 $ 1,180 $ 1,224 $ 1,223 $1,220 $ 1,451 $ 1,374 $ 1,385 $ 1,383 $ 1,421 $ 1,430 $ 1,445 $ 1,515 $1,527 Total cash Debt net of cash balances 1, , ,053 1,325 1,186 1,183 1,242 1,207 1,285 1,391 1,462 1,492 Adjusted EBITDA* $ 844 $ 785 $ 784 $ 707 $ 641 $ 605 $ 517 $ 335 $ 380 $ 487 $ 409 $ 416 $ 399 $ 342 $ 304 $ 298 $ 338 Ratio of net debt to adjusted EBITDA* 1.2x 1.2x 1.1x 1.2x 1.5x 1.7x 1.9x 3.1x 3.5x 2.4x 2.9x 3.0x 3.0x 3.8x 4.6x 4.9x 4.4x Note: We present debt net of cash balances because management believes it is a useful measure of our credit position and progress toward reducing leverage. The calculation is limited in that we may not always be able to use cash to repay debt on a dollar-for-dollar basis. * Including noncontrolling interests CORP-2/17 (35) 35

36 Working Capital as a Percentage of Revenue Reconciliation of Non-GAAP Results X $ Millions, Unaudited Receivables $ 1,294 $ 1,112 $ 1,088 $ 1,060 $ 986 $ 980 $ 826 $ 596 $ 574 Inventory Less: Payables 1,496 1,376 1,372 1,359 1,186 1,171 1, Working Capital $ 528 $ 418 $ 404 $ 357 $ 467 $ 401 $ 325 $ 258 $ 297 Revenue $ 8,599 $ 8,209 $ 8,420 $ 7,964 $ 7,363 $ 7,205 $ 5,937 $ 4,649 $ 5,916 Percentage of Revenue 6.1% 5.1% 4.8% 4.5% 6.3% 5.6% 5.5% 5.5% 5.0% Tenneco presents the above reconciliation for purposes of computing working capital as a percentage of revenue. We include total receivables, inventory and payables in the calculation as these are the components of working capital that we have the most direct control over and because they are most closely related to the cash flow performance of our operations CORP-2/17 (36) 36

37 Adjusted EBIT as a Percentage of Value-Add Revenue Reconciliation of Non-GAAP Results X $ Millions Ride Performance revenue $ 2,530 $ 2,486 $ 2,609 $ 2,520 $ 2,437 $ 2,444 $ 2,112 $ 1,730 $ 1,938 $ 1,853 $ 1,706 Clean Air revenue $ 6,069 $ 5,723 $ 5,811 $ 5,444 $ 4,926 $ 4,761 $ 3,825 $ 2,919 $ 3,978 $ 4,331 $ 2,976 Total revenue $ 8,599 $ 8,209 $ 8,420 $ 7,964 $ 7,363 $ 7,205 $ 5,937 $ 4,649 $ 5,916 $ 6,184 $ 4,682 Less: Substrate sales 2,028 1,916 1,934 1,835 1,660 1,678 1, ,492 1, Value-add revenues (1) $ 6,571 $ 6,293 $ 6,486 $ 6,129 $ 5,703 $ 5,527 $ 4,653 $ 3,683 $ 4,424 $ 4,511 $ 3,755 EBIT $ 528 $ 519 $ 492 $ 424 $ 428 $ 379 $ 281 $ 92 $ (3) $ 252 $ 196 Adjustments (reflect non-gaap (2) measures) Restructuring and related expenses Pullman recoveries (5) Asset impairment charge Goodwill impairment Bad debt charge Pension/post retirement charges (7) Environmental reserves New aftermarket customer changeover costs Reserve for receivables from former affiliate Adjusted EBIT (non-gaap Financial Measures) (3) $ 636 $ 586 $ 577 $ 502 $ 443 $ 398 $ 306 $ 118 $ 158 $ 282 $ 225 Adjusted EBIT as a % of value-add revenue (4) 9.7% 9.3% 8.9% 8.2% 7.8% 7.2% 6.6% 3.2% 3.6% 6.3% 6.0% (1) 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 this factor. Tenneco believes investors find this information useful in understanding period to period comparisons in the company s revenues. (2) Generally Accepted Accounting Principles (3) 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. (4) Tenneco presents adjusted EBIT as a percentage of value-add revenue to assist investors in evaluating our company s operational performance without the impact of substrate sales CORP-2/17 (37) 37

38 Adjusted EBIT as a Percentage of Value-Add Revenue Clean Air Division Reconciliation of Non-GAAP Results X $ Millions Total revenue $ 6,069 $ 5,723 $ 5,811 $ 5,444 $ 4,926 $ 4,761 $ 3,825 Less: Substrate sales 2,028 1,916 1,934 1,835 1,660 1,678 1,284 Value-add revenues (1) $ 4,041 $ 3,807 $ 3,877 $ 3,609 $ 3,266 $ 3,083 $ 2,541 EBIT $ 478 $ 417 $ 397 $ 370 $ 327 $ 298 $ 217 Adjustments (reflect non-gaap (2) measures) Restructuring and related expenses Goodwill impairment Bad debt charge Pension/post retirement charges Adjusted EBIT (non-gaap Financial Measures) (3) $ 485 $ 427 $ 418 $ 381 $ 334 $ 304 $ 228 Adjusted EBIT as a % of value-add revenue (4) 12.0% 11.2% 10.8% 10.6% 10.2% 9.9% 9.0% (1) Tenneco presents the above reconciliation of revenues in order to reflect value-add revenues separately from substrate sales. 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. (2) Generally Accepted Accounting Principles (3) 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. (4) Tenneco presents adjusted EBIT as a percentage of value-add revenue to assist investors in evaluating the company s operational performance without the impact of substrate sales CORP-2/17 (38) 38

39 Adjusted EBIT as a Percentage of Value-Add Revenue Ride Performance Division Reconciliation of Non-GAAP Results X $ Millions Total revenue $ 2,530 $ 2,486 $ 2,609 $ 2,520 $ 2,437 $ 2,444 $ 2,112 Less: Substrate sales Value-add revenues (1) $ 2,530 $ 2,486 $ 2,609 $ 2,520 $ 2,437 $ 2,444 $ 2,112 EBIT $ 238 $ 189 $ 219 $ 139 $ 168 $ 139 $ 145 Adjustments (reflect non-gaap (2) measures) Restructuring and related expenses Pullman recoveries (5) - - Asset impairment charge Goodwill impairment Pension/post retirement charges Adjusted EBIT (non-gaap Financial Measures) (3) $ 265 $ 242 $ 248 $ 204 $ 176 $ 152 $ 159 Adjusted EBIT as a % of value-add revenue (4) 10.5% 9.7% 9.5% 8.1% 7.2% 6.2% 7.5% (1) Tenneco presents the above reconciliation of revenues in order to reflect value-add revenues separately from substrate sales. 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. (2) Generally Accepted Accounting Principles (3) 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. (4) Tenneco presents adjusted EBIT as a percentage of value-add revenue to assist investors in evaluating the company s operational performance without the impact of substrate sales CORP-2/17 (39) 39

40 Adjusted Earnings Per Share Reconciliation X of Non-GAAP Results Earnings Per Share $ 6.44 $ 1.05 Adjustments (reflects non-gaap measures): Restructuring and related expenses Pension/post retirement charges 0.83 (0.10) New aftermarket customer changeover costs Reserve for receivables from former affiliate Costs related to refinancing Net tax adjustments (1.96) (0.31) Adjusted Earnings Per Share $ 6.15 $ CORP-2/17 (40) 40