Item 8.01 Other Events.
On September 21, 2021, Goodyear Europe B.V. ("GEBV"), a subsidiary of The
Goodyear Tire & Rubber Company ("Goodyear"), entered into a purchase agreement
with several initial purchasers, for whom BNP Paribas is acting as
representative, for the issuance and sale by GEBV of €400,000,000 in aggregate
principal amount of its 2.750% Senior Notes due 2028 (the "Notes"). The Notes
will be guaranteed, jointly and severally, on an unsecured basis, by Goodyear
and its wholly owned U.S. and Canadian subsidiaries that also guarantee
Goodyear's obligations under certain of its senior secured credit facilities and
senior unsecured notes.
The Notes are being offered and sold pursuant to an exemption from the
registration requirements under the Securities Act of 1933, as amended (the
"Securities Act"). The Notes are being offered and sold only to persons
reasonably believed to be qualified institutional buyers in accordance with Rule
144A under the Securities Act, and outside the United States to persons other
than U.S. persons in reliance on Regulation S under the Securities Act.
Goodyear expects the offering of the Notes to close on September 28, 2021,
subject to customary closing conditions.
A news release dated September 20, 2021 announcing the commencement of the
offering of the Notes is attached as Exhibit 99.1 hereto. A news release dated
September 21, 2021 announcing the pricing of the offering of the Notes is
attached as Exhibit 99.2 hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1* News Release, dated September 20, 2021, relating to the commencement of
the offering of the Notes.
99.2* News Release, dated September 21, 2021, relating to the pricing of the
offering of the Notes.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
* Filed herewith.
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