If there is such an entertainment format as a mergers-and-acquisitions sit-com, the proposed takeover of Cooper Tire would make a perfect plot for it. It features money, alliances and treachery, and, of course, tires.
The story so far: Back in 2006, America’s fourth-largest tire maker, Cooper Tire, then the world’s ninth-largest tire maker, struck a joint venture with China’s Chengshan Tire. Chengshan would get an entree in to the global tire market (worth $187 billion in sales in 2012); Cooper would be introduced in to the fast-growing China market, seen as particularly promising for its truck and bus tires.
However, in the intervening years, Cooper struggled to make its way in a rubbery world dominated by giants such as Bridgestone, Michelin, Goodyear, and the world’s largest tire maker, Lego (albeit it makes only toy-sized tires). Cooper slipped out of the ranks of the top 10 of global tire makers. Meanwhile, Chengshan saw the opportunity to buy its partner and started readying a bid.
But, unbeknownst to Chengshan, Cooper had another suitor, India’s acquisitive Apollo Tyres. In June, an engagement to be married was announced, with Apollo offering a rich 40% premium to Cooper’s share price to deter all others and to get into its one unconquered market, the U.S. To hear Cooper Tire tell it, Chengshan has been trying sabotage the proposed union ever since.
These efforts, according to court testimony this week, included locking out Cooper management in China and stopping production of Cooper-branded tires there. Those incidents, and unsettled negotiations with the United Steel Workers over a new labor contract, have deterred Apollo from consummating the marriage. Or at least at the original price, which valued Cooper at $2.5 billion.
Cooper has taken the case to court, seeking to get an order for Apollo to close the deal on the original terms. Apollo’s counterargument is that Cooper did not supply the financial information needed to line up financing for the deal, and it accuses Cooper of failing to control its Chinese joint venture. Cooper says Apollo wants to cut its original offer of $35 a share by at least $2.
In the next episode, Judge Sam Glasscock rules if the closing conditions to the deal have been met — and if not, who is to blame.