Cooper Tire Acquisition (Tables) - Cooper Tire

6 Months Ended

Jun. 30, 2022

Business Acquisition [Line Items]

Calculation of Merger Consideration

The following table sets forth cumulative measurement period changes since the Closing Date, as well as the final and initial allocation of the Merger Consideration to the estimated fair value of the identifiable tangible and intangible assets acquired and liabilities assumed of Cooper Tire, with the excess recorded to Goodwill as of the Closing Date:

(In millions)	Final Purchase Price Allocation		Cumulative Measurement Period Changes			Initial Purchase Price Allocation
Cash and Cash Equivalents	$	231	$	—		$	231
Accounts Receivable		538		(83	)		621
Inventories		708		15			693
Property, Plant and Equipment		1,346		(26	)		1,372
Goodwill		633		158			475
Intangible Assets		926		(160	)		1,086
Other Assets		360		(2	)		362
		4,742		(98	)		4,840
Accounts Payable — Trade		384		(80	)		464
Compensation and Benefits		356		(30	)		386
Debt, Finance Leases and Notes Payable and Overdrafts		151		—			151
Deferred Tax Liabilities, net		292		(55	)		347
Other Liabilities		441		67			374
Minority Equity		21		—			21
		1,645		(98	)		1,743
Merger Consideration	$	3,097	$	—		$	3,097

Schedule of Identifiable Tangible and Intangible Assets Acquired and Liabilities Assumed

The estimated fair values of the identifiable intangible assets acquired, their weighted average estimated useful lives and the related valuation methodology are as follows:

(In millions, except years)	Final Fair Value		Cumulative Measurement Period Changes			Initial Fair Value		Weighted Average Useful Lives	Valuation Methodology
Trade names (indefinite-lived)	$	560	$	250		$	310	N/A	Relief-from-royalty
Trade names (definite-lived)		10		(30	)		40	14 years	Relief-from-royalty
Customer relationships		350		(380	)		730	12 years	Multi-period excess earnings
Non-compete and other		6		—			6	2 years	Discounted cash flow
	$	926	$	(160	)	$	1,086

A

Schedule of Pro Forma Financial Information

The following table summarizes, on a pro forma basis, the combined results of operations of Goodyear and Cooper Tire for the three and six months ended June 30, 2021, as though the acquisition and the related financing had occurred as of January 1, 2020. The pro forma results are not necessarily indicative of either the actual consolidated results had the acquisition of Cooper Tire occurred on January 1, 2020, nor are they indicative of future consolidated operating results.

(In millions)	Three Months Ended June 30, 2021		Six Months Ended June 30, 2021
Net Sales	$	4,563	$	8,744
Income before Income Taxes		244		344
Goodyear Net Income		178		241