Apollo Tyres Ltd. and Cooper Tire & Rubber Co. announced the execution of a definitive merger agreement on June 12, under which a wholly owned subsidiary of Apollo will acquire Cooper in an all-cash transaction valued at approximately $2.5 billion.
Under the terms of the agreement, which has been unanimously approved by the boards of directors of both companies, Cooper stockholders will receive $35 per share in cash. The transaction represents a 40 percent premium to Cooper’s 30-day volume-weighted average price.
This strategic combination will bring together two companies with highly complementary brands, geographic presence, and technological expertise to create a global leader in tire manufacturing and distribution, according to a joint statement issued by the companies.
Apollo, founded in 1972, has an international reputation for high performance tires across a portfolio of well-known premium and mid-tier brands, including the flagship Apollo brand and Vredestein.
Cooper, the 11th-largest tire company in the world by revenue, was founded in 1914 and today supplies premium and mid-tier tires worldwide through renowned brands such as Cooper, Mastercraft, Starfire, Chengshan, Roadmaster and Avon.
The combined company will be the seventh-largest tire company in the world and will have a strong presence in high-growth end-markets across four continents, according to Modern Tire Dealer magazine. With a combined $6.6 billion in total sales in 2012, the combined company will have a full range of brands and greater ability to satisfy customer needs worldwide.
The combination is expected to deliver value creation benefits of approximately $80 million to $120 million per annum at the EBITDA (earnings before interest, taxes, depreciation and amortization) level. These ongoing benefits are expected to be fully achieved after three years and derived from operating scale, sourcing benefits, technology, product optimization, and manufacturing improvements. The transaction is expected to be immediately accretive to Apollo’s earnings.
