UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 10-Q
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1994
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES AND EXCHANGE ACT OF 1934
Commission File No. 1-4329
COOPER TIRE & RUBBER COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 34-4297750
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
Lima and Western Avenues, Findlay, Ohio 45840
(Address of principal executive offices)
(Zip code)
(419) 423-1321
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days.
Yes (X) No ( )
Number of shares of common stock of registrant outstanding
at April 22, 1994: 83,623,872
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Part I. FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
<TABLE>
COOPER TIRE & RUBBER COMPANY
BALANCE SHEETS
<CAPTION>
March 31, December 31,
1994 1993
(Unaudited) (Audited)
----------- ------------
<S> <C> <C>
ASSETS
Current assets:
Cash, including short-term investments of
$5,500,000 ($15,000,000 in 1993) $ 17,225,749 $ 25,798,746
Accounts receivable, less allowances
of $3,400,000 ($3,100,000 in 1993) 225,186,818 182,203,436
Inventories at lower of cost (last-in,
first-out) or market:
Finished goods 79,192,241 81,066,480
Work in process 9,435,470 10,381,354
Raw materials and supplies 19,975,683 19,663,017
----------- -----------
108,603,394 111,110,851
Prepaid expenses and deferred taxes 12,465,794 12,904,058
----------- -----------
Total current assets 363,481,755 332,017,091
Property, plant and equipment - net 535,054,325 527,949,046
Other assets 29,520,530 29,618,164
----------- -----------
$928,056,610 $889,584,301
=========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 72,705,844 $ 65,685,355
Accrued liabilities 47,052,535 50,063,327
Income taxes 13,199,140 6,066,283
Current portion of debt 5,359,000 5,345,000
----------- -----------
Total current liabilities 138,316,519 127,159,965
Long-term debt 38,532,644 38,729,367
Postretirement benefits other than pensions 120,575,680 118,542,360
Other long-term liabilities 36,316,559 36,015,019
Deferred income taxes 21,878,000 18,952,000
Stockholders' equity:
Preferred stock, $1 par value; 5,000,000
shares authorized; none issued - -
Common stock, $1 par value; 300,000,000 shares
authorized; 83,617,872 shares outstanding
(83,581,768 in 1993) 83,617,872 83,581,768
Capital in excess of par value 1,523,357 1,215,181
Retained earnings 487,295,979 465,388,641
----------- -----------
Total stockholders' equity 572,437,208 550,185,590
----------- -----------
$928,056,610 $889,584,301
=========== ===========
<FN>
See accompanying notes.
</TABLE>
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<TABLE>
COOPER TIRE & RUBBER COMPANY
STATEMENTS OF INCOME
THREE MONTHS ENDED MARCH 31, 1994 AND 1993
(Unaudited)
<CAPTION>
1994 1993
---- ----
<S> <C> <C>
Revenues:
Net sales $329,132,121 $280,099,599
Other income 215,207 276,641
----------- -----------
329,347,328 280,376,240
Costs and expenses:
Cost of products sold 267,643,868 223,428,159
Selling, general and administrative 18,245,561 16,249,941
Interest and debt expense 721,741 491,981
----------- -----------
286,611,170 240,170,081
Income before income taxes 42,736,158 40,206,159
Provision for income taxes 16,230,000 15,010,000
----------- -----------
Net income $ 26,506,158 $25,196,159
=========== ==========
Net income per share $.32 $.30
==== ====
Average number of shares outstanding 83,609,505 83,530,994
========== ==========
Dividends per share $.055 $.045
===== =====
<FN>
See accompanying notes.
</TABLE>
3
<PAGE>
<TABLE>
COOPER TIRE & RUBBER COMPANY
STATEMENTS OF CASH FLOWS
THREE MONTHS ENDED MARCH 31, 1994 AND 1993
(Unaudited)
<CAPTION>
1994 1993
---- ----
<S> <C> <C>
Operating activities:
Net income $26,506,158 $25,196,159
Adjustments to reconcile net income
to net cash provided by
operating activities:
Depreciation and amortization 13,794,420 11,920,094
Deferred taxes 2,588,000 1,728,000
Postretirement benefits other than
pensions 2,253,320 2,569,612
Increase in accounts receivable (42,983,382) ( 3,494,127)
Decrease (increase) in inventories
and prepaid expenses 2,945,721 (47,339,491)
Increase (decrease) in accounts
payable and accrued liabilities 4,009,698 ( 4,741,753)
Increase in other long-
term liabilities and other 7,695,803 14,737,754
---------- ----------
Net cash provided by operating
activities 16,809,738 576,248
Investing activities:
Additions to property, plant and
equipment (20,969,600) (28,418,741)
Other 24,129 23,213
---------- ----------
Net cash used in investing
activities (20,945,471) (28,395,528)
Financing activities:
Issuance of debt - -
Payments on debt (182,723) ( 198,828)
Issuance of common stock 344,280 295,363
Dividends paid (4,598,821) ( 3,759,283)
---------- ----------
Net cash used in financing
activities (4,437,264) ( 3,662,748)
---------- ----------
Decrease in cash and
short-term investments (8,572,997) (31,482,028)
Cash and short-term investments at
beginning of year 25,798,746 55,111,255
---------- ----------
Cash and short-term investments at
end of period $17,225,749 $23,629,227
========== ==========
Cash payments for interest $ 1,759,433 $ 147,774
========== ==========
Cash payments for income taxes $ 6,509,143 $ 8,157,578
========== ==========
<FN>
See accompanying notes.
</TABLE>
4
<PAGE>
COOPER TIRE & RUBBER COMPANY
NOTES TO FINANCIAL STATEMENTS
1. The financial statements at March 31, 1994 and for the three-month
periods ended March 31, 1994 and 1993 are unaudited and include all
adjustments, consisting only of normal recurring accruals, which the
Company considers necessary for a fair presentation of financial
position and operating results. The condensed unaudited financial
statements have been prepared in accordance with Article 10 of
Regulation S-X and, therefore, do not contain all information and
footnotes normally contained in annual financial statements;
accordingly, they should be read in conjunction with the Financial
Statements and notes thereto appearing in the Annual Report on Form
10-K of the Company for the year ended December 31, 1993.
2. Certain amounts for 1993 have been reclassified to conform with 1994
presentations.
3. The results of operations for the three-month period ended March 31,
1994 are not necessarily indicative of those to be expected for the
full year.
REVIEW BY INDEPENDENT AUDITORS
The condensed financial statements included in this filing on Form 10-Q
have been reviewed by the Company's independent auditors, Ernst & Young,
and their report thereon is attached hereto as Part I - Exhibit 1. All
adjustments or additional disclosures proposed by the Company's independent
auditors have been reflected in the data presented.
5
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Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Net sales for the first quarter of 1994 increased 17.5% when compared to
the first quarter of 1993. Sales of both tires and engineered rubber
products were higher than for the three month period one year ago. Other
income was lower than for the corresponding 1993 period due to decreased
investments of cash reserves.
Cost of products sold, as a percent of net sales, was higher in the first
quarter of 1994 as compared to the first quarter of 1993 due primarily to
intense pricing pressure in the replacement tire industry and less
favorable operating levels. Selling, general and administrative expenses
increased 12.3% compared to the 1993 quarter due to inflation and increased
expenditures for advertising. Interest and debt expense was higher than
for the first quarter of 1993, reflecting lower amounts of capitalized
interest.
Income before income taxes increased 6.3% from the quarter one year ago.
The impact of the increase in sales was partially offset by intense pricing
competition in the replacement tire industry.
The financial position of the Company at March 31, 1994 is excellent.
Working capital of $225.2 million is up $20.3 million since year end and up
$34.6 million from March 31, 1993. The current ratio of 2.6 is unchanged
from December 31, 1993 and compares favorably with a current ratio of 2.3
at March 31, 1993.
Accounts receivable are up $43.0 million from year-end and up $40.5 million
from the balance one year ago reflecting higher sales levels. Inventories
are down $2.5 million from year-end and are down $6.7 million from one year
ago primarily reflecting decreases in finished goods inventories.
6
<PAGE>
PART II. OTHER INFORMATION
Item 6(a). Exhibits.
(15) Letter regarding unaudited interim financial information.
Item 6(b). Reports on Form 8-K.
No Form 8-K has been filed.
7
<PAGE>
INDEX TO EXHIBITS
DESCRIPTION
Part I. Exhibit 1.
Independent Accountants' Review Report.
Part II. Item 6(a).
(15) Letter from Ernst & Young, independent accountants, dated April 27,
1994 regarding unaudited interim financial information.
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<PAGE>
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 thereunto duly authorized.
COOPER TIRE & RUBBER COMPANY
/S/ J. Alec Reinhardt
---------------------
J. Alec Reinhardt
Executive Vice President
and Chief Financial Officer
(Principal Financial Officer)
/S/ J. A. Faisant
-----------------
J. A. Faisant
Vice President and
Corporate Controller
(Principal Accounting Officer)
April 27, 1994
--------------
(Date)
9
<PAGE>
Part I
Exhibit 1
INDEPENDENT ACCOUNTANTS' REVIEW REPORT
The Board of Directors
Cooper Tire & Rubber Company
We have reviewed the accompanying balance sheet of Cooper Tire & Rubber
Company as of March 31, 1994, and the related statements of income and cash
flows for the three-month periods ended March 31, 1994 and 1993. These
financial statements are the responsibility of the Company's management.
We conducted our reviews in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical
procedures to financial data, and making inquiries of persons responsible
for financial and accounting matters. It is substantially less in scope
than an audit conducted in accordance with generally accepted auditing
standards, which will be performed for the full year with the objective of
expressing an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying financial statements referred to above
for them to be in conformity with generally accepted accounting principles.
We have previously audited, in accordance with generally accepted auditing
standards, the balance sheet of Cooper Tire & Rubber Company as of December
31, 1993, and the related statements of income, stockholders' equity, and
cash flows for the year then ended (not presented herein) and in our report
dated February 14, 1994, we expressed an unqualified opinion on those
financial statements. In our opinion, the information set forth in the
accompanying balance sheet as of December 31, 1993, is fairly stated, in
all material respects, in relation to the balance sheet from which it has
been derived.
/S/ Ernst & Young
-----------------
ERNST & YOUNG
Toledo, Ohio
April 13, 1994
10
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Part II
Exhibit (15)
April 27, 1994
Securities and Exchange Commission
Washington, D.C. 20549
We are aware of the incorporation by reference in the registration
statements (Form S-3 No. 33-44159 and Form S-8 Nos. 2-58577, 2-77400,
33-5483, 33-35071, 33-47979, 33-47980, 33-47981, 33-47982, 33-52499 and
33-52505) of Cooper Tire & Rubber Company for the registration of its
common stock of our report dated April 13, 1994, relating to the unaudited
interim financial statements of Cooper Tire & Rubber Company which are
included in its Form 10-Q for the quarter ended March 31, 1994.
Pursuant to Rule 436(c) of the Securities Act of 1933 our report is not a
part of the registration statement prepared or certified by accountants
within the meaning of Section 7 or 11 of the Securities Act of 1933.
Very truly yours,
/S/ Ernst & Young
-----------------
ERNST & YOUNG
Toledo, Ohio
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