Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported):
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August
5, 2009
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Cooper Tire & Rubber
Company
(Exact
name of registrant as specified in its charter)
Delaware
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001-04329
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344297750
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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701
Lima Avenue, Findlay, Ohio
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45840
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 419-423-1321
Not
Applicable
Former
name or former address, if changed since last report
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.02 Results of Operations and Financial Condition.
We are
furnishing our earnings release dated August 5, 2009, that is filed as Exhibit
99.1 as part of this Form 8-K.
Item
7.01 Regulation FD Disclosure
We are
furnishing our news release dated August 5, 2009, regarding the issuance
of a quarterly dividend that is filed as Exhibit 99.2 as part of this
Form 8-K.
Item
8.01 Other Events
In
connection with discontinued operations, Cooper Tire & Rubber Company (the
“Company”) incurred a net charge of $35 million for a U.S. tax obligation due to
the settlement of a taxation matter for an Advanced Pricing Agreement that was
initiated prior to the sale of a former subsidiary. The resulting
cash impact to the Company of the above settlement consists of two parts, a tax
obligation in the U.S. of approximately $35 million and a refund of taxes paid
in Canada of approximately $70 million. On August 3, 2009,
Cooper-Standard Holdings Inc., the company that acquired the former subsidiary,
filed voluntary petitions for reorganization under Chapter 11 of the U.S
Bankruptcy Code. Based upon these facts, the Company does not believe
the criteria for recognition of the refund receivable has been met and will not
record a receivable until the certainty of realization is
assured. The Company will pursue all options to recover the tax
refunds owed to it under the sale agreement.
(d)
Exhibits
99.1
Press release dated August 5, 2009
99.2
Press release dated August 5, 2009
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 hereunto
duly authorized.
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Cooper
Tire & Rubber Company
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By:
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/s/Jack
Jay McCracken
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Name:
Jack Jay McCracken
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Title:
Assistant Secretary
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Exhibit
No.
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Description
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99.1
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Press
release dated August 5, 2009
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99.2
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Press
release dated August 5, 2009
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