Archive for the ‘Cooper Tire’ Category
Cooper Tire & Rubber Co. is seeking $20 million in state money, plus another $18 million from Tupelo and Lee County to upgrade its plant in Tupelo.
As reported today by the Daily Journal’s Bobby Harrison, Cooper promises to keep at least 1,300 jobs for 10 years.
The company, which has been in Tupelo since 1984, currently employs 1,600 with an annual payroll of $80 million.
An excerpt from the story:
David Rumbarger, CEO of the Lee County-based Community Development Foundation, said the hope is to lure Cooper to spend those modernization funds at the Tupelo plant. Rumbarger and Cooper officials met with Gov. Phil Bryant and legislative leaders about the possibility of passing legislation during the ongoing session to commit the funds to the Cooper project.
Cooper CEO Roy Armes said the goal is “to modernize our facility to make it more globally competitive.” Cooper also has plants in Mexico and China that Tupelo is in competition with for the company’s planned $140 million investment.
Read more of Bobby’s story by clicking here.
Cooper owns 65 percent of the plant, but its partner put a halt to a $2.2 billion merger between Cooper and Apollo Tyres late last year after it went on strike and refused to make Cooper-branded tires. The 5,000 employees there also prevented Cooper management from getting to plant offices or allow them to access financial information. Cooper has been unable to file its required financial reports because of that.
In the new agreement, Chengshan Group – Cooper’s JV partner – has the first option to buy Cooper’s 65 percent stake or sell its 35 percent stake to Cooper. If Chengshan decides to do neither, Cooper can buy Chengshan’s 35 percent share.
More details in the press release:
Cooper Tire & Rubber Company (NYSE: CTB) today announced it has signed an agreement with Chengshan Group Company Ltd. and the CCT labor union establishing a path forward for the Cooper Chengshan (Shandong) Tire Company Ltd. (CCT) joint venture.
The agreement establishes a process for determining the future ownership of CCT, which begins with engaging an independent valuation firm to determine the fair market value of CCT. Once a valuation is established, Chengshan will have the first option to either purchase Cooper’s 65 percent interest or to sell its 35 percent interest to Cooper, making CCT a wholly-owned subsidiary of Cooper. If Chengshan determines not to exercise either of these options, Cooper has the right under the agreement to purchase Chengshan’s 35 percent interest. The options are conditioned on Cooper reporting its financial results within a specified timeframe. In the event that neither party elects to purchase the others’ interest, the agreement allows for continuation of the joint venture as currently structured. Read the rest of this entry »
Two law firms have filed a securities class-action lawsuit against Cooper Tire & Rubber Co. on behalf of stockholders over the failed merger deal with India’s Apollo Tyres Ltd.
The suit claims Cooper and some of its senior executives violated federal securities laws by allegedly issuing misleading statements and omissions during its failed buyout by Apollo last year.
New York-based Law firms Entwistle & Cappucci L.L.P. and Bernstein Litowitz Berger & Grossmann L.L.P. announced they have filed the lawsuit against Findlay, Ohio-based Cooper Tire, CEO Roy Armes and CFO Bradley Hughes in the U.S. District Court for the District of Delaware. The plaintiffs include all purchasers of Cooper’s publicly traded stock from June 12, 2013, through Nov. 8, 2013, inclusive, and all Cooper shareholders who held shares as of the record date of Aug. 30, 2013, and were entitled to vote with respect to the proposed merger between Cooper and Apollo, the firms said.
The lawsuit alleges Cooper falsely represented the significant risks associated with the merger by concealing the fact that the company lacked control over its joint venture manufacturing facility in China, Cooper Chengshan Tire Co. Ltd. (CCT) The plant was a major stumbling block in the merger negotiations after striking workers at the plant and the minority owner, Chengshan Group, reportedly blocked the tire companies from entering the plant or accessing financial information.
The lawsuit alleges Cooper concealed the fact that Chengshan Group — which holds a 35-percent interest in CCT — opposed the merger, and had in fact sought to acquire Cooper for itself.
READ THE REST OF THE STORY by clicking on this link.
Last week, Cooper Tire & Rubber Co. said its Chinese joint venture plant was beginning to make Cooper-branded tires again.
Now the Findlay, Ohio-based tire manufacturer says the plant, Cooper Chengshan (Shandown) Tire, or CCT, is starting to enter financial and operational data it refused to do since July.
The 5,000 Chinese workers had gone on strike to protest the now-dead merger between Cooper and Apollo Tyre. They also refused to let Cooper management see production or financial information, which meant Cooper was not able to file a required earnings report in November. In its statement yesterday, Cooper said it’s still too early to say when that report will be issued.
Cooper has continued to work with the joint venture partner and labor union at CCT to restore normal operations as soon as possible. Last week, CCT began to ramp up production of Cooper brand tires. We have now received word that CCT will begin the process of entering past and current financial and operational data into company computer systems. Read the rest of this entry »
The Chinese tire plant that helped sink the Cooper Tire-Apollo Tyres merger last month may be producing Cooper-branded tires again. (Click here for previous coverage about the merger being called off).
The plant, Cooper Chengshan (Shandong) Tire Co., or CCT, is a joint-venture between Cooper Tire & Rubber Company and Chengshan Group of China that was founded in January 2006 in Rongcheng, China.
Apparently, some reports have surfaced that CCT is again producing Cooper tires after going on strike last July after the Apollo merger was announced.
Cooper hasn’t entirely cleared up the matter, issuing this statement earlier today:
Preliminary work to ramp up production of Cooper brands at CCT is taking place. While this is a step forward in resolving the issues there, Cooper is looking to the labor union and joint venture partner to assure that production will indeed resume in full and will continue uninterrupted. While restarting production of Cooper brands at CCT indicates positive progress, it is absolutely critical that actions are taken there to allow Cooper to resume regularfinancialreporting. This remains an open issue and we are working hardy o resolve it as our top priority.”
Cooper Tire and Rubber Co. announced it is ending its merger agreement with Apollo Tyre. Cooper says financing can’t be secured for the deal and will sue for damages. Apollo also said it will also pursue damages.
Cooper said it doesn’t believe a $50 million breakup fee applies in its case, but said it thinks Apollo is responsible for a $112.5 million reverse breakup fee. Cooper says Apollo breached the merger agreement.
Cooper Tire & Rubber Company today announced it has terminated the merger agreement with Apollo Tyres.
“It is time to move our business forward,” said Cooper Chairman, Chief Executive Officer and President Roy Armes. “While the strategic rationale for a business combination with Apollo is compelling, it is clear that the merger agreement both companies signed on June 12 will not be consummated by Apollo and we have been notified that financing for the transaction is no longer available. The right thing for Cooper now is to focus on continuing to build our business.”
“Our business model is strong, and despite the challenges this year, we are coming off record operating profit through the first half of the year and expect to continue to be profitable for the second half, ending the year with a strong balance sheet. We look forward to continuing to execute on our strategy in 2014, and we have a very strong base from which to do this—brands that are respected for quality, a loyal customer base, a flexible global network of manufacturing facilities, a skilled workforce, and top technical capabilities,” Armes said.
Apollo responded with this statement: “Apollo has made exhaustive efforts to find a sensible way forward over the last several months, however, Cooper has been unwilling to work constructively to complete a transaction that would have created value for both companies and their shareholders. Cooper’s actions leave Apollo no choice but to pursue legal remedies for Cooper’s detrimental conduct.”
Cooper Tire doesn’t seem to think there’s any chance of its $2.5 billion merger with Apollo to go through, and has moved to file damages against the company. According to RubberNews.com, Cooper ”intends to pursue this case as an action for damages,” and that it intended to approach the court after Jan. 1 regarding scheduling of hearings to that effect.
“Cooper did not say whether this course of action means it is giving up on the prospect of completing the deal, which the companies announced publicly June 12.
“The two sides have not ruled out reaching a compromise deal before Dec. 31, although Cooper asked Chancery Court Judge Sam Glasscock in its Dec. 20 letter that ‘… all motions should be taken off calendar until a status conference can be held in January where the parties and the court can discuss next steps and an appropriate schedule.’”
If the merger isn’t complete before Dec. 31 – Tuesday – Apollo can walk away without paying a $112.5 million breakup fee.