The Yokohama Rubber Company, Limited (TSE:5101) agreed to acquire Off-the-Road tire business of The Goodyear Tire & Rubber Company for approximately $910 million on July 22, 2024. A cash consideration of $905 million will be paid by The Yokohama Rubber Company, Limited. The transaction follows a previously announced strategic review of the OTR tire business in connection with the Goodyear Forward transformation plan. Goodyear will retain its business providing OTR tires for U.S. military and defense applications. Pursuant to a Product Supply Agreement to be entered into with Yokohama in connection with the closing of the transaction, Goodyear will manufacture certain OTR tires for Yokohama at some of its manufacturing locations for an initial period of up to five years after the closing of the transaction. If Closing has not occurred on or prior to July 22, 2025, the Buyer will also be required to pay or cause to be paid to the Company a fee of $47.5 million if the Agreement is validly terminated by either the Buyer or the Company due to a failure to receive certain antitrust approvals on or prior to the Outside Date. The transaction is subject to regulatory approvals, including the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, other customary closing conditions and consultations and is expected to close by early 2025. Goodyear intends to use transaction proceeds to reduce leverage and fund initiatives in connection with the Goodyear Forward transformation plan.
Evercore is acting as exclusive financial advisor and Sullivan & Cromwell LLP is acting as legal advisor to Goodyear.