The Goodyear Tire & Rubber Co. has entered into a definitive transaction agreement to acquire Cooper Tire & Rubber Co. in a deal valued at about $2.8 billion. The transaction, subject to customary closing conditions, is expected to close in the second half of the year.
The acquisition will expand Goodyear’s product offering by combining two portfolios of complementary brands. It will also create a stronger U.S.-based manufacturer with increased presence in distribution and retail channels while combining both companies’ strengths in the light truck and SUV product segments, Goodyear officials said in a press release.
Copper’s company portfolio of brands includes Cooper, Mastercraft, Roadmaster and Mickey Thompson.
“The addition of Cooper’s complementary tire product portfolio and highly capable manufacturing assets, coupled with Goodyear’s technology and industry leading distribution, provides the combined company with opportunities for improved cost efficiency and a broader offering for both companies’ retailer networks,” said Richard Kramer, Goodyear chairman, chief executive officer and president
After closing, the combined company will be headquartered in Akron, Ohio, but Goodyear expects to maintain a presence in Findlay, Ohio.
The companies are preparing for integration focused on continuity of manufacturing, operations and customer service, company officials said.
The combined company will have approximately $17.5 billion in pro forma 2019 sales.
Under the terms of the transaction, Cooper shareholders will receive $41.75 per share in cash and a fixed exchange ratio of 0.907 shares of Goodyear common stock per Cooper share for a total equity value of approximately $2.8 billion. Based on Goodyear’s closing stock price on February 19, the last trading day prior to the announcement, the implied cash and stock consideration to be received by Cooper shareholders is $54.36 per share. Upon closing of the transaction, Goodyear shareholders will own approximately 84% of the combined company, and Cooper shareholders will own approximately 16%.