Apollo Global Management Inc negotiated a carve-out earlier this month in its agreement to acquire auto parts maker Tenneco Inc for $7.1 billion, including debt, that allows it to sidestep regulatory approval from Russia and Ukraine, a regulatory filing shows.
Apollo, a manager of alternative assets such as private equity and corporate credit, can unilaterally remove Russia and Ukraine from the list of required jurisdictions that must clear the deal with Tenneco, the filing shows.
Had Apollo not secured this exception, it would have had to pay Tenneco a $108 million break-up fee in the event that Russia or Ukraine objected to the deal, according to the filing.
Lake Forest, Illinois-based Tenneco has a manufacturing presence in Russia, according to its latest annual report. Russia contributed $100 million to the $15.4 billion annual revenue the company posted in 2020, and Tenneco does not own hard assets in Ukraine, according to a source familiar with the matter.
Read more: Reuters
