Tenneco Clean Air India Ltd. IPO

We have included various operational and financial performance indicators in this Red Herring Prospectus, many of which may not be derived from the Restated Consolidated Financial Information. Such indicators are not a measure of performance calculated in accordance with applicable accounting ... standards and are not defined under Ind AS, IFRS or U.S. GAAP, and therefore, should not be viewed as substitutes for performance, liquidity or profitability measures under such applicable accounting standards. The manner in which such operational and financial performance indicators are calculated and presented, and the assumptions and estimates used in such calculations, may vary from that used by other companies in India and other jurisdictions. Investors should consult their own advisors in making an investment decision and evaluate such information in the context of the Restated Consolidated Financial Information and other information relating to the business and operations included in this Red Herring Prospectus. We have included in this section various metrics based on ‘revenue from operations’ (which primarily comprises revenue generated from the sale of manufactured goods) as included in the Restated Consolidated Financial Information as well as value-added revenue (“VAR”). We define VAR as revenue from operations after excluding the cost of substrates. Substrates are porous ceramic filters coated with a catalyst - typically, precious metals such as platinum, palladium, and rhodium. We do not manufacture substrates; they are supplied to us by Tier II suppliers generally at the direction of the OEM customers, and we assemble the substrates into the final manufactured products that we sell to the OEM customers. They are a necessary component of exhaust aftertreatment systems for emission control. The need for substrate components grows for more sophisticated emission control solutions to meet more stringent environmental regulations for on road and off-road vehicles. These substrates are included in inventory and are “passed through” to the customer at cost, plus a nominal handling fee. Since we take title to the substrate inventory and have responsibility for both the delivery and quality of the finished product including the substrates, the revenues and related expenses are recorded at gross amounts. Substrate costs depend on precious metals prices, which may be volatile. While the OEM customers generally assume the risk of precious metals price volatility, it affects the reported revenue from operations and dilutes profitability margins at the revenue from operations level. Hence, we believe VAR is an important metric to understand the overall business because VAR eliminates the effect of this uncontrollable portion of the revenue from operations, including the effect of potentially volatile precious metals prices. Therefore, we have included metrics based on both revenue from operations and VAR. Read more

Unless otherwise indicated, industry and market data used in this section has been derived from the report titled “Industry assessment for Clean Air systems, Ignition systems, Bearings, Sealings, Shock Absorbers & Struts and Aftermarket for Ignition, Bearings, Sealings and Shock ... Absorbers & Struts” dated October, 2025 (the “CRISIL Report”) prepared and issued by CRISIL, which has been commissioned by and paid for by the Company exclusively in connection with the Offer for the purposes of confirming the understanding of the industry in which we operate. Neither we, nor the BRLMs, nor any other person connected with the Offer has independently verified any third-party statistical, financial and other industry information in the CRISIL Report. Unless otherwise indicated, all financial, operational, industry and other related information derived from the CRISIL Report and included herein with respect to any particular year, refers to such information for the relevant year. The data included herein includes excerpts from the CRISIL Report and may have been re-ordered by us for the purposes of presentation. Read more