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, 2023
(Exact name of registrant as specified in its charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 2.05 | Costs Associated with Exit or Disposal Activities. |
On September 19, 2023, The Goodyear Tire & Rubber Company (the “Company”) approved a rationalization plan in Asia Pacific to improve profitability in its Australia and New Zealand operations. The proposed plan will change the Company’s operating model to a third-party distribution and retail sales model instead of a company-owned approach. The proposed plan will lead to a reduction of approximately 700 positions, the exit of nine warehouse locations, and the sale or exit of approximately 100 retail and fleet store locations. The proposed plan remains subject to consultation with employee representatives. This rationalization plan is a part of a broader set of actions the Company expects to take in order to fundamentally streamline its business, improve its competitive position and drive growth. The Company expects that it will share this broader plan with investors during the fourth quarter.
The Company expects to substantially complete this rationalization plan by the end of 2024 and estimates total pre-tax charges associated with this action to be between $55 million and $65 million, of which $40 million to $50 million are expected to be cash charges primarily for associate-related and lease exit costs, with the remainder primarily representing non-cash charges for accelerated depreciation and other asset-related charges. The Company expects to record approximately $20 million of pre-tax charges in the third quarter of 2023 and approximately $5 million of pre-tax charges in the fourth quarter of 2023 related to this plan. The majority of the remaining charges will be recorded in 2024. The majority of the cash outflows associated with this plan will occur in 2024.
These actions are expected to improve Asia Pacific’s segment operating income by approximately $50 million to $55 million in 2025 and annually thereafter, primarily through a reduction of selling, administrative and general expenses.
Safe Harbor Statement
Certain information contained in this Current Report on Form 8-K may constitute forward-looking statements for purposes of the safe harbor provisions of The Private Securities Litigation Reform Act of 1995, including those statements regarding the expected amounts and timing of charges and cost savings resulting from the proposed rationalization plan. All forward-looking statements are based on management’s estimates, projections and assumptions as of the date hereof. There are a variety of factors, many of which are beyond the Company’s control, which could affect its operations, performance, business strategy and results and could cause its actual results and experience to differ materially from the assumptions, expectations and objectives expressed in any forward-looking statements. These statements are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including but not limited to the risks and other factors described in the Company’s filings with the Securities and Exchange Commission, including the Company’s annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K. In addition, any forward-looking statements represent management’s estimates only as of today and should not be relied upon as representing management’s estimates as of any subsequent date. While the Company may elect to update forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so, even if management’s estimates change.
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: September 22, 2023 | By | /s/ Daniel T. Young | ||||
| Daniel T. Young | ||||||
| Secretary | ||||||
Document and Entity Information |
Sep. 19, 2023 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | GOODYEAR TIRE & RUBBER CO /OH/ |
| Amendment Flag | false |
| Entity Central Index Key | 0000042582 |
| Document Type | 8-K |
| Document Period End Date | Sep. 19, 2023 |
| Entity Incorporation State Country Code | OH |
| Entity File Number | 1-1927 |
| Entity Tax Identification Number | 34-0253240 |
| Entity Address, Address Line One | 200 Innovation Way |
| Entity Address, City or Town | Akron |
| Entity Address, State or Province | OH |
| Entity Address, Postal Zip Code | 44316-0001 |
| City Area Code | (330) |
| Local Phone Number | 796-2121 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, Without Par Value |
| Trading Symbol | GT |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |