SEC Form 8-K filed by The Goodyear Tire & Rubber Company
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): (
Month 1, 2025
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| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
On February 3, 2025, The Goodyear Tire & Rubber Company, an Ohio corporation (the “Company”), completed the previously announced sale of its off-the-road tire business (the “Business”) to The Yokohama Rubber Company, Limited, a Japanese company (kabushiki kaisha) (the “Buyer”) for a gross cash consideration of approximately $905 million, subject to certain customary adjustments in accordance with the terms of the Share and Asset Purchase Agreement (the “Purchase Agreement”) dated as of July 22, 2024, by and between the Company and the Buyer (the “Transaction”). The Transaction includes the sale of all of the outstanding interests in the Company’s wholly owned subsidiaries, Nippon Giant Tire Company Ltd. and Goodyear Earthmover Pty. Limited, as well as the transfer of certain related assets and liabilities of the Business throughout the world. In connection with the closing of the Transaction, the Company and the Buyer have entered into certain ancillary commercial agreements, including a transition services agreement and a product supply agreement pursuant to which the Company will continue to provide certain support services for a period of up to eighteen months and manufacture certain off-the-road tires for the Buyer at certain of the Company’s manufacturing locations for a period of up to five years, respectively.
The foregoing description of the Purchase Agreement and the transactions contemplated thereby does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Purchase Agreement, which was filed with the Securities and Exchange Commission on November 5, 2024 as Exhibit 2.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(b) The unaudited pro forma condensed consolidated financial information of the Company giving effect to the sale of the Business will be filed within four business days by an amendment to this Current Report on Form 8-K.
(d) Exhibits.
| Exhibit | Description | |
| 99.1 | News Release of The Goodyear Tire & Rubber Company, dated February 3, 2025. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| THE GOODYEAR TIRE & RUBBER COMPANY | ||||||
| Date: February 3, 2025 | By: | /s/ Daniel T. Young | ||||
| Daniel T. Young | ||||||
| Secretary | ||||||