Consolidating Financial Information

6 Months Ended

Jun. 30, 2015

Consolidating Financial Information [Abstract]

CONSOLIDATING FINANCIAL INFORMATION

CONSOLIDATING FINANCIAL INFORMATION

Certain of our subsidiaries have guaranteed our obligations under the $1.0 billion outstanding principal amount of 8.25% senior notes due 2020, the $282 million outstanding principal amount of 8.75% notes due 2020, the $900 million outstanding principal amount of 6.5% senior notes due 2021, and the $700 million outstanding principal amount of 7% senior notes due 2022 (collectively, the “notes”). The following presents the condensed consolidating financial information separately for:

(i) The Goodyear Tire & Rubber Company (the “Parent Company”), the issuer of the guaranteed obligations;

(ii) Guarantor Subsidiaries, on a combined basis, as specified in the indentures related to Goodyear’s obligations under the notes;

(iii) Non-guarantor Subsidiaries, on a combined basis;

(iv) Consolidating entries and eliminations representing adjustments to (a) eliminate intercompany transactions between the Parent Company, the Guarantor Subsidiaries and the Non-guarantor Subsidiaries, (b) eliminate the investments in our subsidiaries, and (c) record consolidating entries; and

(v) The Goodyear Tire & Rubber Company and Subsidiaries on a consolidated basis.

Each guarantor subsidiary is 100% owned by the Parent Company at the date of each balance sheet presented. The notes are fully and unconditionally guaranteed on a joint and several basis by each guarantor subsidiary. The guarantees of the guarantor subsidiaries are subject to release in limited circumstances only upon the occurrence of certain customary conditions. Each entity in the consolidating financial information follows the same accounting policies as described in the consolidated financial statements, except for the use by the Parent Company and guarantor subsidiaries of the equity method of accounting to reflect ownership interests in subsidiaries which are eliminated upon consolidation. Changes in intercompany receivables and payables related to operations, such as intercompany sales or service charges, are included in cash flows from operating activities. Intercompany transactions reported as investing or financing activities include the sale of the capital stock of various subsidiaries, loans and other capital transactions between members of the consolidated group.

Certain non-guarantor subsidiaries of the Parent Company are limited in their ability to remit funds to it by means of dividends, advances or loans due to required foreign government and/or currency exchange board approvals or limitations in credit agreements or other debt instruments of those subsidiaries.

	Condensed Consolidating Balance Sheet
	June 30, 2015
(In millions)	Parent Company		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating Entries and Eliminations			Consolidated
Assets:
Current Assets:
Cash and Cash Equivalents	$	477	$	70	$	1,091	$	—		$	1,638
Accounts Receivable	847		186		1,443		—			2,476
Accounts Receivable From Affiliates	—		638		—		(638		)	—
Inventories	1,153		157		1,301		(66		)	2,545
Deferred Income Taxes	504		6		65		4			579
Assets Held for Sale	189		—		210		(181		)	218
Prepaid Expenses and Other Current Assets	47		7		185		—			239
Total Current Assets	3,217		1,064		4,295		(881		)	7,695
Goodwill	—		24		428		111			563
Intangible Assets	110		—		22		—			132
Deferred Income Taxes	1,463		18		82		9			1,572
Other Assets	249		77		418		—			744
Investments in Subsidiaries	3,949		329		—		(4,278		)	—
Property, Plant and Equipment	2,325		124		4,392		(31		)	6,810
Total Assets	$	11,313	$	1,636	$	9,637	$	(5,070	)	$	17,516
Liabilities:
Current Liabilities:
Accounts Payable-Trade	$	826	$	184	$	1,592	$	—		$	2,602
Accounts Payable to Affiliates	563		—		75		(638		)	—
Compensation and Benefits	339		31		305		—			675
Liabilities Held for Sale	—		—		203		—			203
Other Current Liabilities	324		30		558		(8		)	904
Notes Payable and Overdrafts	—		—		36		—			36
Long Term Debt and Capital Leases Due Within One Year	6		—		315		—			321
Total Current Liabilities	2,058		245		3,084		(646		)	4,741
Long Term Debt and Capital Leases	4,175		—		1,571		—			5,746
Compensation and Benefits	592		113		747		—			1,452
Deferred and Other Noncurrent Income Taxes	1		5		183		(3		)	186
Other Long Term Liabilities	517		10		99		—			626
Total Liabilities	7,343		373		5,684		(649		)	12,751
Commitments and Contingent Liabilities
Minority Shareholders’ Equity	—		—		393		176			569
Shareholders’ Equity:
Goodyear Shareholders’ Equity:
Common Stock	269		—		—		—			269
Other Equity	3,701		1,263		3,334		(4,597		)	3,701
Goodyear Shareholders’ Equity	3,970		1,263		3,334		(4,597		)	3,970
Minority Shareholders’ Equity — Nonredeemable	—		—		226		—			226
Total Shareholders’ Equity	3,970		1,263		3,560		(4,597		)	4,196
Total Liabilities and Shareholders’ Equity	$	11,313	$	1,636	$	9,637	$	(5,070	)	$	17,516

	Condensed Consolidating Balance Sheet
	December 31, 2014
(In millions)	Parent Company		Guarantor Subsidiaries		Non-Guarantor Subsidiaries		Consolidating Entries and Eliminations			Consolidated
Assets:
Current Assets:
Cash and Cash Equivalents	$	674	$	89	$	1,398	$	—		$	2,161
Accounts Receivable	833		166		1,127		—			2,126
Accounts Receivable From Affiliates	—		623		—		(623		)	—
Inventories	1,151		148		1,410		(38		)	2,671
Deferred Income Taxes	496		6		66		2			570
Prepaid Expenses and Other Current Assets	39		2		156		(1		)	196
Total Current Assets	3,193		1,034		4,157		(660		)	7,724
Goodwill	—		24		462		115			601
Intangible Assets	114		—		24		—			138
Deferred Income Taxes	1,633		24		96		9			1,762
Other Assets	234		86		411		—			731
Investments in Subsidiaries	4,054		416		—		(4,470		)	—
Property, Plant and Equipment	2,329		132		4,721		(29		)	7,153
Total Assets	$	11,557	$	1,716	$	9,871	$	(5,035	)	$	18,109
Liabilities:
Current Liabilities:
Accounts Payable-Trade	$	910	$	191	$	1,777	$	—		$	2,878
Accounts Payable to Affiliates	557		—		66		(623		)	—
Compensation and Benefits	392		31		301		—			724
Other Current Liabilities	350		23		589		(6		)	956
Notes Payable and Overdrafts	—		—		30		—			30
Long Term Debt and Capital Leases Due Within One Year	6		—		142		—			148
Total Current Liabilities	2,215		245		2,905		(629		)	4,736
Long Term Debt and Capital Leases	4,375		—		1,841		—			6,216
Compensation and Benefits	666		127		883		—			1,676
Deferred and Other Noncurrent Income Taxes	3		5		179		(6		)	181
Other Long Term Liabilities	688		30		155		—			873
Total Liabilities	7,947		407		5,963		(635		)	13,682
Commitments and Contingent Liabilities
Minority Shareholders’ Equity	—		—		392		190			582
Shareholders’ Equity:
Goodyear Shareholders’ Equity:
Common Stock	269		—		—		—			269
Other Equity	3,341		1,309		3,281		(4,590		)	3,341
Goodyear Shareholders’ Equity	3,610		1,309		3,281		(4,590		)	3,610
Minority Shareholders’ Equity — Nonredeemable	—		—		235		—			235
Total Shareholders’ Equity	3,610		1,309		3,516		(4,590		)	3,845
Total Liabilities and Shareholders’ Equity	$	11,557	$	1,716	$	9,871	$	(5,035	)	$	18,109

	Consolidating Statements of Operations
	Three Months Ended June 30, 2015
(In millions)	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Consolidating Entries and Eliminations			Consolidated
Net Sales	$	1,974		$	568		$	2,640	$	(1,010	)	$	4,172
Cost of Goods Sold	1,466			520			2,056		(1,015		)	3,027
Selling, Administrative and General Expense	242			42			366		(2		)	648
Rationalizations	5			—			40		1			46
Interest Expense	80			6			36		(16		)	106
Other (Income) Expense	(33		)	(1		)	9		42			17
Income (Loss) before Income Taxes and Equity in Earnings of Subsidiaries	214			1			133		(20		)	328
United States and Foreign Taxes	85			2			35		(2		)	120
Equity in Earnings of Subsidiaries	63			(67		)	—		4			—
Net Income (Loss)	192			(68		)	98		(14		)	208
Less: Minority Shareholders’ Net Income (Loss)	—			—			16		—			16
Goodyear Net Income (Loss) available to Common Shareholders	$	192		$	(68	)	$	82	$	(14	)	$	192
Comprehensive Income (Loss)	$	223		$	(60	)	$	127	$	(32	)	$	258
Less: Comprehensive Income (Loss) Attributable to Minority Shareholders	—			—			28		7			35
Goodyear Comprehensive Income (Loss)	$	223		$	(60	)	$	99	$	(39	)	$	223

	Consolidating Statements of Operations
	Three Months Ended June 30, 2014
(In millions)	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Consolidating Entries and Eliminations			Consolidated
Net Sales	$	1,990		$	653		$	2,864	$	(851	)	$	4,656
Cost of Goods Sold	1,620			582			2,210		(880		)	3,532
Selling, Administrative and General Expense	227			43			430		(2		)	698
Rationalizations	—			—			24		—			24
Interest Expense	84			6			28		(16		)	102
Other (Income) Expense	(34		)	(5		)	—		47			8
Income (Loss) before Income Taxes and Equity in Earnings of Subsidiaries	93			27			172		—			292
United States and Foreign Taxes	7			5			48		—			60
Equity in Earnings of Subsidiaries	127			10			—		(137		)	—
Net Income (Loss)	213			32			124		(137		)	232
Less: Minority Shareholders’ Net Income (Loss)	—			—			19		—			19
Goodyear Net Income (Loss) available to Common Shareholders	$	213		$	32		$	105	$	(137	)	$	213
Comprehensive Income (Loss)	$	266		$	37		$	145	$	(160	)	$	288
Less: Comprehensive Income (Loss) Attributable to Minority Interest	—			—			24		(2		)	22
Goodyear Comprehensive Income (Loss)	$	266		$	37		$	121	$	(158	)	$	266

	Consolidating Statements of Operations
	Six Months Ended June 30, 2015
(In millions)	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating Entries and Eliminations			Consolidated
Net Sales	$	3,814		$	1,088		$	5,242		$	(1,948	)	$	8,196
Cost of Goods Sold	2,909			992			4,159			(1,967		)	6,093
Selling, Administrative and General Expense	468			82			710			(4		)	1,256
Rationalizations	5			—			56			1			62
Interest Expense	160			12			66			(29		)	209
Other (Income) Expense	(195		)	(16		)	21			79			(111		)
Income (Loss) before Income Taxes and Equity in Earnings of Subsidiaries	467			18			230			(28		)	687
United States and Foreign Taxes	172			7			65			(1		)	243
Equity in Earnings of Subsidiaries	121			(60		)	—			(61		)	—
Net Income (Loss)	416			(49		)	165			(88		)	444
Less: Minority Shareholders’ Net Income (Loss)	—			—			28			—			28
Goodyear Net Income (Loss)	416			(49		)	137			(88		)	416
Less: Preferred Stock Dividends	—			—			—			—			—
Goodyear Net Income (Loss) available to Common Shareholders	$	416		$	(49	)	$	137		$	(88	)	$	416
Comprehensive Income (Loss)	$	416		$	(26	)	$	65		$	(54	)	$	401
Less: Comprehensive Income (Loss) Attributable to Minority Shareholders	—			—			(1		)	(14		)	(15		)
Goodyear Comprehensive Income (Loss)	$	416		$	(26	)	$	66		$	(40	)	$	416

	Consolidating Statements of Operations
	Six Months Ended June 30, 2014
(In millions)	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries		Consolidating Entries and Eliminations			Consolidated
Net Sales	$	3,865		$	1,254		$	6,023	$	(2,017	)	$	9,125
Cost of Goods Sold	3,178			1,130			4,792		(2,050		)	7,050
Selling, Administrative and General Expense	451			83			836		(5		)	1,365
Rationalizations	(1		)	—			66		—			65
Interest Expense	166			13			59		(31		)	207
Other (Income) Expense	(46		)	(9		)	138		93			176
Income (Loss) before Income Taxes and Equity in Earnings of Subsidiaries	117			37			132		(24		)	262
United States and Foreign Taxes	9			8			51		—			68
Equity in Earnings of Subsidiaries	54			16			—		(70		)	—
Net Income (Loss)	162			45			81		(94		)	194
Less: Minority Shareholders’ Net Income (Loss)	—			—			32		—			32
Goodyear Net Income (Loss)	162			45			49		(94		)	162
Less: Preferred Stock Dividends	7			—			—		—			7
Goodyear Net Income (Loss) available to Common Shareholders	$	155		$	45		$	49	$	(94	)	$	155
Comprehensive Income (Loss)	$	280		$	62		$	175	$	(186	)	$	331
Less: Comprehensive Income (Loss) Attributable to Minority Shareholders	—			—			53		(2		)	51
Goodyear Comprehensive Income (Loss)	$	280		$	62		$	122	$	(184	)	$	280

	Condensed Consolidating Statement of Cash Flows
	Six Months Ended June 30, 2015
(In millions)	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating Entries and Eliminations			Consolidated
Cash Flows from Operating Activities:
Total Cash Flows from Operating Activities	$	231		$	(14	)	$	75		$	(18	)	$	274
Cash Flows from Investing Activities:
Capital Expenditures	(184		)	(16		)	(251		)	3			(448		)
Asset Dispositions	—			—			8			—			8
Decrease (Increase) in Restricted Cash	—			—			(6		)	—			(6		)
Short Term Securities Acquired	—			—			(49		)	—			(49		)
Short Term Securities Redeemed	—			—			21			—			21
Capital Contributions and Loans Incurred	(12		)	—			—			12			—
Other Transactions	—			—			5			—			5
Total Cash Flows from Investing Activities	(196		)	(16		)	(272		)	15			(469		)
Cash Flows from Financing Activities:
Short Term Debt and Overdrafts Incurred	43			5			49			(48		)	49
Short Term Debt and Overdrafts Paid	(5		)	—			(86		)	48			(43		)
Long Term Debt Incurred	455			—			661			—			1,116
Long Term Debt Paid	(658		)	—			(654		)	—			(1,312		)
Common Stock Issued	18			—			—			—			18
Common Stock Repurchased	(52		)	—			—			—			(52		)
Common Stock Dividends Paid	(32		)	—			—			—			(32		)
Capital Contributions and Loans Incurred	—			12			—			(12		)	—
Intercompany Dividends Paid	—			—			(15		)	15			—
Transactions with Minority Interests in Subsidiaries	—			—			(1		)	—			(1		)
Debt Related Costs and Other Transactions	(1		)	—			(9		)	—			(10		)
Total Cash Flows from Financing Activities	(232		)	17			(55		)	3			(267		)
Effect of Exchange Rate Changes on Cash and Cash Equivalents	—			(6		)	(55		)	—			(61		)
Net Change in Cash and Cash Equivalents	(197		)	(19		)	(307		)	—			(523		)
Cash and Cash Equivalents at Beginning of the Period	674			89			1,398			—			2,161
Cash and Cash Equivalents at End of the Period	$	477		$	70		$	1,091		$	—		$	1,638

	Condensed Consolidating Statement of Cash Flows
	Six Months Ended June 30, 2014
(In millions)	Parent Company			Guarantor Subsidiaries			Non-Guarantor Subsidiaries			Consolidating Entries and Eliminations			Consolidated
Cash Flows from Operating Activities:
Total Cash Flows from Operating Activities	$	(1,112	)	$	(15	)	$	31		$	(38	)	$	(1,134	)
Cash Flows from Investing Activities:
Capital Expenditures	(148		)	(9		)	(286		)	2			(441		)
Asset Dispositions	2			1			2			—			5
Decrease in Restricted Cash	—			—			3			—			3
Short Term Securities Acquired	—			—			(41		)	—			(41		)
Short Term Securities Redeemed	—			—			46			—			46
Capital Contributions and Loans Incurred	(211		)	—			(452		)	663			—
Capital Redemptions and Loans Paid	364			—			209			(573		)	—
Other Transactions	1			—			6			—			7
Total Cash Flows from Investing Activities	8			(8		)	(513		)	92			(421		)
Cash Flows from Financing Activities:
Short Term Debt and Overdrafts Incurred	3			6			18			(9		)	18
Short Term Debt and Overdrafts Paid	(6		)	—			(27		)	9			(24		)
Long Term Debt Incurred	401			—			913			—			1,314
Long Term Debt Paid	(405		)	—			(418		)	—			(823		)
Common Stock Issued	31			—			—			—			31
Common Stock Repurchased	(65		)	—			—			—			(65		)
Common Stock Dividends Paid	(26		)	—			—			—			(26		)
Preferred Stock Dividends Paid	(15		)	—			—			—			(15		)
Capital Contributions and Loans Incurred	452			—			211			(663		)	—
Capital Redemptions and Loans Paid	(209		)	—			(364		)	573			—
Intercompany Dividends Paid	—			—			(36		)	36			—
Transactions with Minority Interests in Subsidiaries	—			—			(34		)	—			(34		)
Total Cash Flows from Financing Activities	161			6			263			(54		)	376
Effect of Exchange Rate Changes on Cash and Cash Equivalents	—			—			(180		)	—			(180		)
Net Change in Cash and Cash Equivalents	(943		)	(17		)	(399		)	—			(1,359		)
Cash and Cash Equivalents at Beginning of the Period	1,269			94			1,633			—			2,996
Cash and Cash Equivalents at End of the Period	$	326		$	77		$	1,234		$	—		$	1,637