Cooper Tire Terminates Merger Agreement with Apollo Tyres

  Cooper Tire Terminates Merger Agreement with Apollo Tyres

             Cooper Focusing on Continuing to Build its Business

Business Wire

FINDLAY, Ohio -- December 30, 2013

Cooper Tire & Rubber Company (NYSE:CTB) today announced it has terminated the
merger agreement with Apollo Tyres (NSE:ApolloTYRE).

“It is time to move our business forward,” said Cooper Chairman, Chief
Executive Officer and President Roy Armes. “While the strategic rationale for
a business combination with Apollo is compelling, it is clear that the merger
agreement both companies signed on June 12 will not be consummated by Apollo
and we have been notified that financing for the transaction is no longer
available. The right thing for Cooper now is to focus on continuing to build
our business.”

“Our business model is strong, and despite the challenges this year, we are
coming off record operating profit through the first half of the year and
expect to continue to be profitable for the second half, ending the year with
a strong balance sheet. We look forward to continuing to execute on our
strategy in 2014, and we have a very strong base from which to do this—brands
that are respected for quality, a loyal customer base, a flexible global
network of manufacturing facilities, a skilled workforce, and top technical
capabilities,” Armes said.

“Addressing the situation at Cooper Chengshan Tire (CCT) in Rongcheng, China
is our top priority in the near term. The issues at CCT were driven by the
merger agreement, and with the agreement now terminated, Cooper is working
independently to restore normal operations at CCT, including obtaining the
information needed for Cooper to resume regular financial reporting as soon as
possible. Once the situation at CCT is resolved and regular financial
reporting has resumed, Cooper will be in a position to address additional
options for the deployment of capital targeted at returning value for our
stockholders,” he added.

“While Cooper believes Apollo has breached the merger agreement, and we will
continue to pursue the legal steps necessary to protect the interests of our
company and our stockholders, our focus will be squarely on our business and
moving it forward,” he concluded.

Cooper Management Webcast for Investors Today at 9 a.m. EST
Cooper management will deliver a statement addressing matters in this
announcement on a webcast at 9 a.m. EST today, December 30. The webcast may be
accessed at http://www.media-server.com/m/p/ddpcvybw or at the company’s
investor relations website at http://coopertire.com/investors.aspx. The
webcast will be archived for 30 days.

About Cooper Tire & Rubber Company

Cooper Tire & Rubber Company is the parent company of a global family of
companies that specialize in the design, manufacture, marketing, and sales of
passenger car and light truck tires. Cooper has joint ventures, affiliates and
subsidiaries that also specialize in medium truck, motorcycle and racing
tires. Cooper's headquarters is in Findlay, Ohio, with manufacturing, sales,
distribution, technical and design facilities within its family of companies
located in 11 countries around the world. For more information on Cooper Tire,
visit www.coopertire.com, www.facebook.com/coopertire or
www.twitter.com/coopertire.

FORWARD-LOOKING STATEMENTS

This document contains forward-looking statements within the meaning of the
federal securities laws. Forward-looking statements are not based on
historical facts but instead reflect Cooper’s expectations, estimates or
projections concerning future results or events. These statements generally
can be identified by the use of forward-looking words or phrases such as
“believe,” “expect,” “anticipate,” “project,” “may,” “could,” “intend,”
“intent,” “belief,” “estimate,” “plan,” “likely,” “will,” “should” or similar
words or phrases. These statements are not guarantees of performance and are
inherently subject to known and unknown risks, uncertainties and assumptions
that are difficult to predict and could cause our actual results, performance
or achievements to differ materially from those expressed or indicated by
those statements. We cannot assure you that any of our expectations, estimates
or projections will be achieved.

The forward-looking statements included in this document are only made as of
the date of this document and we disclaim any obligation to publicly update
any forward-looking statement to reflect subsequent events or circumstances.

Numerous factors could cause our actual results and events to differ
materially from those expressed or implied by forward-looking statements,
including, without limitation: volatility in raw material and energy prices,
including those of rubber, steel, petroleum based products and natural gas and
the unavailability of such raw materials or energy sources; the failure of
Cooper’s suppliers to timely deliver products in accordance with contract
specifications; changes in economic and business conditions in the world;
failure to implement information technologies or related systems, including
failure by Cooper to successfully implement an ERP system; increased
competitive activity including actions by larger competitors or lower-cost
producers; the failure to achieve expected sales levels; changes in Cooper’s
customer relationships, including loss of particular business for competitive
or other reasons; litigation brought against Cooper, including products
liability claims, which could result in material damages against Cooper;
changes to tariffs or the imposition of new tariffs or trade restrictions;
changes in pension expense and/or funding resulting from investment
performance of Cooper’s pension plan assets and changes in discount rate,
salary increase rate, and expected return on plan assets assumptions, or
changes to related accounting regulations; government regulatory and
legislative initiatives including environmental and healthcare matters;
volatility in the capital and financial markets or changes to the credit
markets and/or access to those markets; changes in interest or foreign
exchange rates; an adverse change in Cooper’s credit ratings, which could
increase borrowing costs and/or hamper access to the credit markets; the risks
associated with doing business outside of the United States; the failure to
develop technologies, processes or products needed to support consumer demand;
technology advancements; the inability to recover the costs to develop and
test new products or processes; the impact of labor problems, including labor
disruptions at Cooper or at one or more of its large customers or suppliers;
failure to attract or retain key personnel; consolidation among competitors or
customers; inaccurate assumptions used in developing Cooper’s strategic plan
or operating plans or the inability or failure to successfully implement such
plans; failure to successfully integrate acquisitions into operations or their
related financings may impact liquidity and capital resources; the impact of
labor disruptions and changes in Cooper’s relationship with joint-venture
partners, including with respect to the Cooper Chengshan (Shandong) Tire
Company Ltd. joint venture; the inability to obtain and maintain price
increases to offset higher production or material costs; inability to
adequately protect Cooper’s intellectual property rights; inability to use
deferred tax assets; the ultimate outcome of legal actions brought by Cooper
against wholly-owned subsidiaries of Apollo Tyres Ltd. related to the proposed
acquisition of Cooper by Apollo; and other factors that are set forth in
management’s discussion and analysis of Cooper’s most recently filed reports
with the SEC. This list of factors is illustrative, but by no means
exhaustive. All forward-looking statements should be evaluated with the
understanding of their inherent uncertainty.

Contact:

Cooper Media:
Anne Roman, +1 419-429-7189
alroman@coopertire.com
or
Cooper Investors:
+1 419-424-4165
investorrelations@coopertire.com
 
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