-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SC2kJGS+gbMkgJFy2LbFiHTVGPYoDkgZzXtG48f7dzt553X6BkDy9PNnGNoQi3gC rQ5YaPRbifqRUfjfyB4lYg== 0001299933-08-002387.txt : 20080507 0001299933-08-002387.hdr.sgml : 20080507 20080507103316 ACCESSION NUMBER: 0001299933-08-002387 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080507 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080507 DATE AS OF CHANGE: 20080507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COOPER TIRE & RUBBER CO CENTRAL INDEX KEY: 0000024491 STANDARD INDUSTRIAL CLASSIFICATION: TIRES AND INNER TUBES [3011] IRS NUMBER: 344297750 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04329 FILM NUMBER: 08808597 BUSINESS ADDRESS: STREET 1: LIMA & WESTERN AVENUES CITY: FINDLAY STATE: OH ZIP: 45840 BUSINESS PHONE: 4194231321 8-K 1 htm_27070.htm LIVE FILING Cooper Tire & Rubber Company (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     
Date of Report (Date of Earliest Event Reported):   May 7, 2008

Cooper Tire & Rubber Company
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 001-04329 344297750
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
701 Lima Avenue, Findlay, Ohio   45840
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   419-423-1321

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02 Results of Operations and Financial Condition.

We are furnishing our earnings release dated May 7, 2008 that is filed as Exhibit 99 as part of this Form 8-K.





Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

(99) Press release, dated May 7, 2008






SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    Cooper Tire & Rubber Company
          
May 7, 2008   By:   Jack Jay McCracken
       
        Name: Jack Jay McCracken
        Title: Assistant Secretary


Exhibit Index


     
Exhibit No.   Description

 
99
  Press release dated May 7, 2008
EX-99 2 exhibit1.htm EX-99 EX-99
     
COMPANY CONTACT: Curtis Schneekloth
(419) 427-4768
  FOR IMMEDIATE RELEASE
May 7, 2008

Cooper Tire & Rubber Company Reports
First Quarter Results

First Quarter Highlights

  Net sales for the quarter increased to $679 million.

  International Operations reported record sales for the first quarter of $232 million, up 27 percent.

  Operating profit of $10 million.

  International Operations operating profit of $7 million.

  Share repurchases of $14 million or 803,300 shares.

Findlay, Ohio, May 7, 2008 — Cooper Tire & Rubber Company (NYSE:CTB) today reported net income of $2 million, or 3 cents per share, for the quarter ended March 31, 2008. Net sales for the period were $679 million, an increase of $10 million over the prior year. The increased revenues were driven by volumes in the International segment. As with many North American based manufacturing companies, Cooper faced challenges during the quarter that adversely affected operating results. These challenges included increased raw material costs, increased products liability costs, and decreased volumes in North America.

Net income for the quarter includes $344 thousand of income from discontinued operations net of income taxes compared to $1 million in 2007.

The Company repurchased 803 thousand shares for $14 million. This brings the Company’s total shares repurchased in the last six months to 3.8 million, or six percent of the company’s outstanding shares. Debt repurchases during the quarter totaled $14 million.

North American Tire Operations

North American Tire generated sales of $498 million, down 3% from 2007’s record first quarter, and $8 million in operating profit which was considerably below the first quarter of 2007. The segment’s decrease in sales, compared to the first quarter of 2007, was the result of lower unit volumes partially offset by improved mix. The largest volume decreases were in the areas of economy passenger and light truck tires. While this shortfall was greater than industry declines as reported by the Rubber Manufacturers Association, a portion of the decline was a result of the Company’s strategic decisions to eliminate one brand and to exit sales of certain less profitable lines. The Company had also benefited during the first quarter of 2007 from the strike of a competitor.

Operating profit for North American Tire declined year over year as a result of several key operating factors. An improved price to raw material relationship of $7 million compared to the first quarter of 2007 was offset by the decreased volumes, affecting operating profit by $12 million. Plant operations improved sequentially as the benefits from projects implemented in the second half of 2007 were delivered. Products liability expense for the quarter was $14 million higher, mostly related to revised estimates on existing reserves.

The declining dollar’s impact and other factors are driving record-high raw material prices, specifically, in natural rubber and oil-derived materials. The LIFO accounting method results in the most recent costs being charged against sales. When costs moderate, the North American operations will experience lower charges to cost of goods sold than would be reported under a first-in, first-out accounting method.

The North American segment was successful in rebuilding inventories to more acceptable levels while maintaining industry leading fill rates for its customers.

International Tire Operations

The Company’s International Tire Operations reported sales of $232 million in the quarter, an increase of 27 percent compared with the first quarter of 2007. The segment’s operating profit improved by 13 percent to $7 million from the prior year. This increase was driven by higher unit volumes and pricing, offset by increased raw material and advertising costs in China as market development activities continue.

Management Commentary and Outlook

Recent changes in macroeconomic conditions in North America have created a new set of challenges for our Company. Consumers have reduced the number of miles driven in reaction to the economic slowdown, and subsequently are delaying tire purchases. Raw material costs have continued to climb and show no signs of declining in the near term.

Roy Armes, Chief Executive Officer, added, “Despite these headwinds, we are well-positioned and fully committed to our long-term strategy to build a sustainable and cost competitive supply of tires, profitably grow our business, and increase our organizational capabilities. We are fortunate to be in a position to deal with this current economic environment with a strong balance sheet, high liquidity levels and the anticipated sale of our investment in Kumho Tire Company. We have the financial strength to pursue these goals going into the second quarter, the rest of the year and beyond.

“We will increase our focus on delivering cost improvements during 2008, with the many initiatives we already have in place. These efforts, seasonal volume increases, very good order patterns in specific profitable tire lines, and success in implementing price increases, provide support for our belief that results will be appreciably more favorable as the economy improves.”

Cooper’s management team will discuss the financial and operating results for the quarter in a conference call today at 11 a.m. Eastern time. Interested parties may access the audio portion of that conference call on the investor relations page of the Company’s web site at www.coopertire.com.

Company Description

Cooper Tire & Rubber Company is a global company that specializes in the design, manufacture, marketing and sales of passenger car, light truck, medium truck tires and subsidiaries that specialize in motorcycle and racing tires. With headquarters in Findlay, Ohio, Cooper Tire has 67 manufacturing, sales, distribution, technical and design facilities within its family of companies located around the world. For more information, visit Cooper Tire’s web site at www.coopertire.com.

Forward-Looking Statements

This report contains what the Company believes are “forward-looking statements,” as that term is defined under the Private Securities Litigation Reform Act of 1995, regarding projections, expectations or matters that the Company anticipates may happen with respect to the future performance of the industries in which the Company operates, the economies of the United States and other countries, or the performance of the Company itself, which involve uncertainty and risk.

Such “forward-looking statements” are generally, though not always, preceded by words such as “anticipates,” “expects,” “believes,” “projects,” “intends,” “plans,” “estimates,” and similar terms that connote a view to the future and are not merely recitations of
historical fact. Such statements are made solely on the basis of the Company’s current views and perceptions of future events, and there can be no assurance that such statements will prove to be true.

It is possible that actual results may differ materially from those projections or expectations due to a variety of factors, including but not limited to:

  changes in economic and business conditions in the world, especially the continuation of the global tensions and risks of further terrorist incidents that currently exist;

  increased competitive activity, including the inability to obtain and maintain price increases to offset higher production or material costs;

  the failure to achieve expected sales levels;

  consolidation among the Company’s competitors and customers;

  technology advancements;

  fluctuations in raw material and energy prices, including those of steel, crude petroleum and natural gas and the unavailability of such raw materials or energy sources;

  changes in interest and foreign exchange rates;

  increases in pension expense resulting from investment performance of the Company’s pension plan assets and changes in discount rate, salary increase rate, and expected return on plan assets assumptions;

  government regulatory initiatives, including the proposed and final regulations under the TREAD Act;

  changes in the Company’s customer relationships, including loss of particular business for competitive or other reasons;

  the impact of labor problems, including a strike brought against the Company or against one or more of its large customers;

  litigation brought against the Company;

  an adverse change in the Company’s credit ratings, which could increase its borrowing costs and/or hamper its access to the credit markets;

  the inability of the Company to execute its cost reduction/Asian strategies;

  the failure of the Company’s suppliers to timely deliver products in accordance with contract specifications;

  the impact of reductions in the insurance program covering the principal risks to the Company, and other unanticipated events and conditions;

  the failure of the Company to achieve the full cost reduction and profit improvement targets; and

  the inability or failure to implement the Company’s strategic plan.

It is not possible to foresee or identify all such factors. Any forward-looking statements
in this report are based on certain assumptions and analyses made by the Company in light of its experience and perception of historical trends, current conditions, expected
future developments and other factors it believes are appropriate in the circumstances.

Prospective investors are cautioned that any such statements are not a guarantee of future performance and actual results or developments may differ materially from those projected.

The Company makes no commitment to update any forward-looking statement included herein or to disclose any facts, events or circumstances that may affect the accuracy of any forward-looking statement.

Further information covering issues that could materially affect financial performance is contained in the Company’s periodic filings with the U. S. Securities and Exchange Commission (“SEC”).

(Statements of income and balance sheets follow...)

Cooper Tire & Rubber Company
Consolidated Statements of Income

(Dollar amounts in thousands except per share amounts)

                         
    Quarter Ended March 31        
    2007   2008        
Net sales
  $ 669,600     $ 679,321  
Cost of products sold
    598,761       623,083  
 
               
Gross profit
    70,839       56,238  
Selling, general and administrative
    40,663       46,684  
Restructuring charges
    1,047        
 
               
Operating profit
    29,129       9,554  
Interest expense
    12,519       11,478  
Interest income
    (3,529 )     (3,723 )
Debt extinguishment
          583  
Dividend from unconsolidated subsidiary
    (2,007 )     (1,943 )
Other income – net
    (4,606 )     (1,317 )
 
               
Income from continuing operations before income taxes
    26,752       4,476  
Income tax expense
    (6,848 )     (1,048 )
 
               
Income from continuing operations before income attributable to noncontrolling shareholders
    19,904       3,428  
Noncontrolling shareholders’ income
    (399 )     (2,086 )
 
               
Income from continuing operations
    19,505       1,342  
Income from discontinued operations, net of income taxes
    1,246       344  
 
               
Net income
  $ 20,751     $ 1,686  
 
               
Basic earnings per share
               
Income from continuing operations
  $ 0.32   $ 0.02  
Income from discontinued operations
  0.02     0.01  
 
               
Net income
  $ 0.34     $ 0.03  
Diluted earnings per share
               
Income from continuing operations
  $ 0.31     $ 0.02  
Income from discontinued operations
  0.02     0.01  
 
               
Net income
  $ 0.33     $ 0.03  
Weighted average shares outstanding
               
Basic
    61,475       59,484  
Diluted
    61,972       60,474  
Depreciation
  $ 31,352     $ 34,019  
Amortization
  $ 1,867     $ 1,358  
Capital expenditures
  $ 42,754     $ 31,664  
Segment information
               
Net sales
               
North American Tire
  $ 515,089     $ 497,672  
International Tire
    182,961       231,780  
Eliminations
    (28,450 )     (50,131 )
Segment profit (loss)
               
North American Tire
    26,797       8,144  
International Tire
    6,114       6,909  
Eliminations
    (825 )     (1,269 )
Unallocated corporate charges
    (2,957 )     (4,230 )

1

CONSOLIDATED BALANCE SHEETS

                 
 
  March 31, 2007   March 31, 2008
Assets
               
 
               
Current assets:
               
Cash and cash equivalents
  $ 262,386     $ 266,041  
Short-term investments
          49,139  
Accounts receivable
    441,445       376,490  
Inventories
    355,518       401,570  
Other current assets
    130,264       133,845  
Assets of discontinued operations
    41,760        
 
               
Total current assets
    1,231,373       1,227,085  
Property, plant and equipment
    980,985       1,002,482  
Goodwill
    24,439       24,439  
Restricted cash
    7,579       2,743  
Intangibles and other assets
    92,287       89,981  
 
               
 
  $ 2,336,663     $ 2,346,730  
 
               
Liabilities and Stockholders’ Equity
               
 
               
Current liabilities:
               
Notes payable
  $ 148,035     $ 126,503  
Payable to non-controlling owner
    22,906       3,707  
Trade payables and accrued liabilities
    389,675       451,733  
Income taxes
    8,837       1,398  
Liabilities of discontinued operations
    10,678       1,424  
Current portion of long term debt
          17,160  
 
               
Total current liabilities
    580,131       601,925  
Long-term debt
    523,146       435,775  
Postretirement benefits other than pensions
  261,337     246,912  
Other long-term liabilities
    224,416       172,005  
Long-term liabilities of discontinued operations
    9,281       9,655  
Deferred income taxes
           
Noncontrolling shareholders’ interests in consolidated subsidiaries
    73,587       95,371  
Stockholders’ equity
    664,765       785,087  
 
               
 
  $ 2,336,663     $ 2,346,730  
 
               

These interim statements are subject to year-end adjustments.
Certain amounts for the prior year have been reclassified to conform to 2008 presentations.

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