Attached files

file filename
8-K - COOPER TIRE & RUBBER COMPANY 8-K - COOPER TIRE & RUBBER COa50979079.htm
EX-99.2 - EXHIBIT 99.2 - COOPER TIRE & RUBBER COa50979079_ex992.htm
Exhibit 99.1
 
 

 
logo  NEWS
 
 
Cooper Tire & Rubber Company Posts Third Quarter 2014 EPS of $0.77;
Unit Volume Grows 14 Percent
 
 
·  
Third quarter net sales were $920 million, up 11 percent
·  
Third quarter operating profit rose to $89 million, or 9.7 percent of net sales
·  
Third quarter EPS was $0.77
 
FINDLAY, Ohio, Nov. 7, 2014 -- For the quarter ended September 30, 2014, Cooper Tire & Rubber Company (NYSE: CTB) today announced that net income attributable to Cooper Tire & Rubber Company was $48 million, or $0.77 per share, compared with a slight loss last year resulting in zero earnings per share. Third quarter 2014 earnings per share reflect an average share count of 61.6 million, which accounts for the initial share delivery under the accelerated share repurchase program launched in August.
 
Last year’s third quarter was impacted by a number of unusual circumstances, including labor actions at Cooper Chengshan (Shandong) Tire Company Ltd (CCT), the company’s joint venture in China, which resulted in lower production and shipments; higher costs and lower volume associated with shipping inefficiencies related to ERP system implementations; and costs related to a then-pending merger, which subsequently was terminated. As a result, many of the year-over-year comparisons are not representative of the business under normal conditions.
 
”Our third quarter performance continued the solid trends we saw during the first half. Even after adjusting for the unusual issues last year, we had strong unit volume growth, particularly in the Americas segment. The 14-percent overall unit growth, along with declining raw material costs, allowed us to post an operating margin of 9.7 percent, which is at the high end of our target range,” said Roy Armes, Cooper’s Chairman, Chief Executive Officer, and President.
 
Net sales were $920 million, an increase of 11 percent from $832 million in 2013. The increase in third quarter sales was the result of higher unit volume of $133 million, which was partially offset by unfavorable price and mix of $49 million. The third quarter of 2013 included $122 million in reduced unit volume associated with the supply issues at CCT.
 
Third quarter 2014 operating profit was $89 million compared with $28 million for the same period last year. Operating margin was 9.7 percent versus 3.4 percent in 2013. The increase was driven by favorable raw material costs of $86 million, which was partially offset by unfavorable price and mix of $57 million. The company also benefitted from higher unit volume of $25 million, lower products liability costs of $5 million, and $2 million of favorable manufacturing costs compared with last year. The 2013 quarter was negatively affected by a combined $22 million from lower unit volume in both segments and $7 million in manufacturing inefficiencies in the International segment related to the CCT labor issues, as well as $13 million of costs associated with manufacturing curtailments in the Americas segment related to the ERP implementation. Last year’s third quarter also included merger-related costs of $5 million, which were reported in selling, general and administrative costs.
 
The effective tax rate for the third quarter, including discrete items, was 32.9 percent. The company expects its full year tax rate to be in a range of 30 percent to 35 percent.
 
For the nine-month period, net income attributable to Cooper Tire & Rubber Company was $131 million, or $2.07 per share, versus $91 million, or $1.42 per share, last year. Sales increased to $2.61 billion from $2.58 billion in 2013. Operating profit for the nine months was $247 million compared with $194 million last year. Operating margin was 9.5 percent versus 7.5 percent.
 
-more-
 
 

 
 
 
Cooper Tire Q3 2014—2
 
At quarter end, Cooper had $336 million in cash and cash equivalents, compared with $310 million at September 30, 2013, and $327 million at June 30, 2014.
 
A summary presentation of information related to the quarter is posted on the company's website at http://coopertire.com/Investors/Financials/Quarterly-Summary.aspx.
 
Americas Tire Operations
 
Third quarter net sales rose 10 percent to $694 million from $633 million in 2013. Unit shipments increased 11 percent compared with the same period last year. Last year’s third quarter included $29 million of lower unit volume associated with the CCT labor issues. This quarter’s unit volume increase was driven primarily by sales of new, higher margin passenger and light truck products introduced in the past year, as well as higher sales of truck and bus radial tires.
 
Cooper's total light vehicle tire shipments in the United States increased 11 percent during the quarter. The Rubber Manufacturers Association (RMA) member shipments were up approximately 0.3 percent, and total industry shipments (including an estimate for non-RMA members) increased 3 percent, as reported by the RMA.
 
The segment's operating profit for the third quarter was $76 million, or 10.9 percent of net sales, compared with $39 million, or 6.1 percent of net sales, last year. The higher operating profit primarily reflected favorable raw material costs of $55 million, higher unit volume of $14 million, and favorable products liability costs of $5 million. These benefits more than offset unfavorable price and mix of $27 million, as well as higher selling, general and administrative costs of $6 million, partially reflective of increased investment in brand awareness. The 2013 quarter included $6 million from lower volume related to the CCT labor issues.
 
For the nine-month period, net sales increased 2 percent to $1.90 billion from $1.86 billion in 2013. Operating profit was $209 million versus $169 million in 2013. Operating margin was 11.0 percent versus 9.1 percent last year.
 
International Tire Operations
 
Net sales rose 19 percent to $313 million from $264 million in 2013. The increase reflects $116 million from the absence of volume related to the CCT labor issues, partially offset by $41 million of unfavorable price and mix, net of exchange rate changes.
 
Third quarter operating profit was $23 million, or 7.3 percent of net sales, compared with $3 million, or 1.2 percent of net sales, for the same period a year ago. The primary drivers of the operating profit increase were lower raw material costs of $39 million, higher unit volume of $11 million, and $2 million of lower manufacturing efficiencies. These benefits more than offset lower price and mix of $35 million. The 2013 third quarter included $15 million from lower volume and $7 million from inefficiencies related to the CCT labor issues.
 
For the nine-month period, net sales decreased 1 percent to $950 million from $959 million in 2013. Operating profit was $72 million compared with $62 million for the same period in 2013. Operating margin was 7.6 percent compared with 6.5 percent last year.
 
Outlook
 
Third quarter raw material costs declined approximately 2 percent from the second quarter of 2014. The company anticipates that fourth quarter raw material costs will be down slightly from the third quarter. The long-term raw material outlook is for costs to generally trend higher, with periods of volatility.
 
Capital expenditures for 2014 are expected to be between $175 million and $185 million.
 
-more-
 
 

 
 
 
Cooper Tire Q3 2014—3
 
“Our positive momentum has continued as we entered the fourth quarter, and raw material costs remain favorable. We expect global tire markets will remain highly competitive, with economies in varying stages of recovery or growth. Our focus on innovation and new products positions us well to take advantage of growth opportunities worldwide. We continue to expect to meet or exceed industry unit volume increases in our largest markets this year,” Armes noted.
 
“We recently received notice and related documentation from the Chengshan Group that it intends to exercise its option to acquire Cooper’s 65-percent ownership in our CCT joint venture in Rongcheng, China. After reviewing this documentation and working with the Chengshan Group to confirm the necessary steps to move forward, we are proceeding with the proposed sale of Cooper’s interest in CCT to Chengshan in accordance with the process set forth earlier this year. Should Chengshan purchase our stake in the joint venture, we will continue to have offtake rights, with CCT agreeing to produce Cooper-branded products until mid-2018. As I have stated in the past, China will continue to be an important part of Cooper’s long-term growth strategy whether or not we own the joint venture,” Armes concluded.
 
Third Quarter 2014 Conference Call Today at 11 a.m. Eastern
 
Management will discuss the financial and operating results for the third quarter of 2014 on a conference call for analysts and investors today at 11 a.m. EST. The call may be accessed on the investor relations page of the company’s website at www.coopertire.com or at http://www.media-server.com/m/p/i34fzv7t. Within two hours following the conference call, the webcast will be archived and available for 30 days at these websites.
 
Forward Looking Statements
 
This release 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,” “will,” “should,” “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:
 
·  
volatility in raw material and energy prices, including those of rubber, steel, petroleum based products and natural gas and the unavailability of such raw materials or energy sources;
·  
the failure of the Company’s suppliers to timely deliver products in accordance with contract specifications;
·  
changes in economic and business conditions in the world;
·  
failure to implement information technologies or related systems, including failure by the Company to successfully implement an ERP system;
·  
increased competitive activity including actions by larger competitors or lower-cost producers;
·  
the failure to achieve expected sales levels;
·  
changes in the Company’s customer relationships, including loss of particular business for competitive or other reasons;
·  
the ultimate outcome of litigation brought against the Company, including stockholders lawsuits relating to the Apollo merger as well as products liability claims, in each case which could result in commitment of significant resources and time to defend and possible material damages against the Company or other unfavorable outcomes;
 
-more-
 
 

 
 
 
Cooper Tire Q3 2014—4
 
·  
changes to tariffs or the imposition of new tariffs or trade restrictions;
·  
changes in pension expense and/or funding 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, or changes to related accounting regulations;
·  
government regulatory and legislative initiatives including environmental and healthcare matters;
·  
volatility in the capital and financial markets or changes to the credit markets and/or access to those markets;
·  
changes in interest or foreign exchange rates;
·  
an adverse change in the Company’s credit ratings, which could increase borrowing costs and/or hamper access to the credit markets;
·  
the risks associated with doing business outside of the United States;
·  
the failure to develop technologies, processes or products needed to support consumer demand;
·  
technology advancements;
·  
the inability to recover the costs to develop and test new products or processes;
·  
a disruption in, or failure of, the Company’s information technology systems, including those related to cyber security, could adversely affect the Company’s business operations and financial performance;
·  
the impact of labor problems, including labor disruptions at the Company, its joint ventures, including CCT, or at one or more of its large customers or suppliers;
·  
failure to attract or retain key personnel;
·  
consolidation among the Company’s competitors or customers;
·  
inaccurate assumptions used in developing the Company’s strategic plan or operating plans or the inability or failure to successfully implement such plans;
·  
failure to successfully integrate acquisitions into operations or their related financings may impact liquidity and capital resources;
·  
the ability to sustain operations at CCT, including obtaining financial and other operational data of CCT;
·  
changes in the Company’s relationship with its joint-venture partners, or changes in the ownership structure of its joint ventures, including changes resulting from the previously announced agreements between the Company and the CCT joint-venture partner, and any changes with respect to CCT’s production of Cooper-branded products;
·  
uncertainties associated with any proposed acquisition of the Company’s interest in CCT by its joint- venture partner, including uncertainties relating to the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction and the ability to complete the transaction;
·  
in the event the acquisition of the Company’s interest in CCT by its joint-venture partner is completed, the ability to find an alternative source for products supplied by CCT;
·  
the inability to obtain and maintain price increases to offset higher production or material costs;
·  
inability to adequately protect the Company’s intellectual property rights;
·  
inability to use deferred tax assets; and
·  
the ultimate outcome of legal actions brought by the Company against wholly-owned subsidiaries of Apollo Tyres Ltd.
 
It is not possible to foresee or identify all such factors. Any forward-looking statements in this release 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”).
 
-more-
 
 

 
 
 
Cooper Tire Q3 2014—5
 
About Cooper Tire & Rubber Company
 
Cooper Tire & Rubber Company (NYSE: CTB) is the parent company of a global family of companies that specialize in the design, manufacture, marketing, and sales of passenger car and light truck tires. Cooper has joint ventures, affiliates and subsidiaries that also specialize in medium truck, motorcycle and racing tires. Cooper's headquarters is in Findlay, Ohio, with manufacturing, sales, distribution, technical and design facilities within its family of companies located in 11 countries around the world. For more information on Cooper, visit www.coopertire.com, www.facebook.com/coopertire or www.twitter.com/coopertire.
 
Investor Contact:
Christine Hanneman
419.424.4214
cjhanneman@coopertire.com

Media Contact:
Anne Roman
419.429.7189
alroman@coopertire.com
 
 
 

 
 
Cooper Tire & Rubber Company
Consolidated Statements of Operations
(Unaudited)
                         
(Dollar amounts in thousands except per share amounts)
                         
     
Quarter Ended
   
Nine Months Ended
     
September 30
   
September 30
     
2013
   
2014
   
2013
   
2014
                         
                         
Net sales
  $
832,419
    $
920,082
    $
2,578,226
    $
2,605,225
 
Cost of products sold
   
735,015
     
762,878
     
2,172,744
     
2,152,810
 
Gross profit
   
97,404
     
157,204
     
405,482
     
452,415
 
                         
Selling, general and administrative
   
69,496
     
67,829
     
211,744
     
205,540
 
Operating profit
   
27,908
     
89,375
     
193,738
     
246,875
 
                         
Interest expense
   
(6,684
)
   
(7,050
)
   
(21,016
)
   
(20,960
)
Interest income
   
270
     
305
     
707
     
1,088
 
Other - expense
   
(348
)
   
(1,253
)
   
(587
)
   
(787
)
Income before income taxes
   
21,146
     
81,377
     
172,842
     
226,216
 
                         
Income tax expense
   
17,845
     
26,740
     
65,104
     
75,093
 
                         
Net income
   
3,301
     
54,637
     
107,738
     
151,123
 
                         
Net income attributable to noncontrolling shareholders' interests
   
3,469
     
6,938
     
16,340
     
19,808
 
                         
Net income (loss) attributable to Cooper Tire & Rubber Company
  $
(168
)
  $
47,699
    $
91,398
    $
131,315
 
                         
Basic earnings (loss) per share:
                       
                         
Net income (loss) attributable to Cooper Tire & Rubber Company common stockholders
  $
(0.00
)
  $
0.79
    $
1.44
    $
2.10
 
                         
Diluted earnings (loss) per share:
                       
                         
Net income (loss) attributable to Cooper Tire & Rubber Company common stockholders
  $
(0.00
)
  $
0.77
    $
1.42
    $
2.07
 
                         
Weighted average shares outstanding (000s):
                       
Basic
   
63,365
     
60,606
     
63,311
     
62,504
 
Diluted
   
63,365
     
61,629
     
64,278
     
63,473
 
                         
Segment information
                       
Net sales
                       
Americas Tire
  $
633,045
    $
693,938
    $
1,858,504
    $
1,896,666
 
International Tire
   
264,450
     
313,415
     
958,751
     
950,181
 
Eliminations
   
(65,076
)
   
(87,271
)
   
(239,029
)
   
(241,622
)
                         
Segment profit (loss)
                       
Americas Tire
  $
38,762
    $
75,618
    $
169,381
    $
209,080
 
International Tire
   
3,083
     
22,787
     
62,322
     
72,394
 
Eliminations
   
1,736
     
(1,118
)
   
2,900
     
(2,376
)
Unallocated corporate charges
   
(15,673
)
   
(7,912
)
   
(40,865
)
   
(32,223
)
 
These interim statements are subject to year-end adjustments.
 
 
 

 
 
Cooper Tire & Rubber Company
 
Consolidated Balance Sheets
 
(Unaudited)
 
             
(Dollar amounts in thousands)
 
September 30
 
   
2013
   
2014
 
             
Assets
           
Current assets:
           
Cash and cash equivalents
  $ 309,805     $ 335,778  
Notes receivable
    68,996       90,098  
Accounts receivable
    440,997       538,790  
Inventories
    587,390       602,009  
Other current assets
    86,861       94,354  
Total current assets
    1,494,049       1,661,029  
                 
Net property, plant and equipment
    958,967       971,683  
Goodwill
    18,851       18,851  
Restricted cash
    2,653       640  
Deferred income taxes
    200,284       100,934  
Intangibles and other assets
    178,164       170,242  
    $ 2,852,968     $ 2,923,379  
                 
                 
Liabilities and Equity
               
Current liabilities:
               
Notes payable
  $ 26,526     $ 184,553  
Accounts payable and accrued liabilities
    577,639       622,376  
Income taxes
    13,488       16,961  
Current portion of long-term debt
    17,917       15,559  
Total current liabilities
    635,570       839,449  
                 
Long-term debt
    326,414       325,538  
Postretirement benefits other than pensions
    294,798       239,282  
Pension benefits
    401,351       249,529  
Other long-term liabilities
    159,886       159,692  
Deferred income tax liabilities
    7,477       6,131  
Redeemable noncontrolling shareholder interest
    -       168,435  
Total parent stockholders' equity
    868,052       893,530  
Noncontrolling shareholder interest in consolidated subsidiary
    159,420       41,793  
    $ 2,852,968     $ 2,923,379  
 
These interim statements are subject to year-end adjustments.
 
 
 

 
 
Cooper Tire & Rubber Company
Consolidated Statements of Cash Flows
(Unaudited)
             
(Dollar amounts in thousands)
             
     
Nine Months Ended
     
September 30
     
2013
   
2014
             
Operating activities
           
Net income
  $
107,738
    $
151,123
 
Adjustments to reconcile net income to net cash provided by operating activities:
           
Depreciation and amortization
   
99,222
     
105,319
 
Deferred income taxes
   
5,035
     
2,717
 
Stock based compensation
   
6,470
     
5,845
 
Change in LIFO inventory reserve
   
(37,033
)
   
(54,464
)
Amortization of unrecognized postretirement benefits
   
39,133
     
27,014
 
Changes in operating assets and liabilities:
           
Accounts and notes receivable
   
(40,049
)
   
(187,541
)
Inventories
   
15,210
     
(35,518
)
Other current assets
   
(15,878
)
   
(2,681
)
Accounts payable
   
(77,932
)
   
58,482
 
Accrued liabilities
   
53,053
     
52,519
 
Other items
   
(31,857
)
   
(24,825
)
Net cash provided by operating activities
   
123,112
     
97,990
 
             
Investing activities:
           
Additions to property, plant and equipment and capitalized software
   
(135,412
)
   
(112,126
)
Proceeds from the sale of assets
   
532
     
1,089
 
Net cash used in investing activities
   
(134,880
)
   
(111,037
)
             
Financing activities:
           
Net issuance of (payments on) short-term debt
   
(6,864
)
   
163,473
 
Additions to long-term debt
   
24,527
     
15,634
 
Repayments on long-term debt
   
(18,657
)
   
(13,363
)
Accelerated share repurchase program
   
-
     
(200,000
)
Payment of dividends to noncontrolling shareholders
   
(9,790
)
   
(2,570
)
Payment of dividends to Cooper Tire & Rubber Company shareholders
   
(19,950
)
   
(19,432
)
Issuance of common shares and excess tax benefits on options
   
1,869
     
3,890
 
Net cash used in financing activities
   
(28,865
)
   
(52,368
)
             
Effects of exchange rate changes on cash
   
(1,379
)
   
3,462
 
             
Changes in cash and cash equivalents
   
(42,012
)
   
(61,953
)
             
Cash and cash equivalents at beginning of year
   
351,817
     
397,731
 
             
Cash and cash equivalents at end of period
  $
309,805
    $
335,778
 
 
These interim statements are subject to year-end adjustments.