The people behind the tires for the people behind the wheel.
A STRONG BUSINESS MODEL. A STRONG COMPANY FOR 100 YEARS.
TO OUR STOCKHOLDERS:
For Cooper Tire & Rubber Company, 2013 was a period of unprecedented circumstances and unique challenges
that impacted our performance. Yet, it was also a year in which we delivered a solid profit, demonstrating the
resilience of our business model, the strength of our people and the loyalty of our customers and suppliers.
Today, we are moving our business forward, confident in our capabilities and in our strategic plan, a roadmap
that positions Cooper well to compete and succeed in today’s global tire industry.
We ended 2013 with operating profit of $241 million, the
second-best annual operating profit in our company’s 100year history excluding the divested automotive group, and the
fourth-best such outcome including that operation. Cooper
maintained our strong balance sheet, giving the company
important flexibility to continue to invest in the business and
deliver value to our stockholders.
operations at CCT would return to normal and established a
process and timeline to determine the future ownership of the
CCT joint venture, beginning with an independent fair market
valuation of the business. This process is underway. Regardless
of the outcome of the long-term ownership of CCT, China will
remain a key strategic market for Cooper and we believe we
have the team and the assets to succeed.
Our performance in 2013 followed a year of record sales and
operating profit in 2012, representing the type of success that
attracted an offer from Apollo Tyres to acquire our company.
On June 12, 2013, we announced a merger agreement with
Apollo, which represented a compelling business combination.
However, issues in response to the merger announcement,
including labor actions at the Cooper Chengshan Tire Company
Ltd (CCT) joint venture in Rongcheng, China as well as other
considerations, complicated the transaction. Ultimately,
Cooper terminated the merger agreement with Apollo on
December 30, 2013.
While our company experienced merger-related and other
challenges during 2013, we are proud of the way our teams
around the world navigated through the year, staying focused
on our business priorities.
Following termination, we moved expeditiously to address the
issues at CCT as a top priority. Cooper announced an agreement
with Chengshan Group, our joint venture partner, and the CCT
union on January 31, 2014. This agreement confirmed that
Their hard work included the continued development and
launching of several new products. During 2013, we introduced
the CS3, our core mid-range passenger product; the HT3, the
newest Cooper commercial-grade light truck highway tire; and
the MXT, our Mastercraft brand mud terrain tire. In addition,
we launched numerous size additions and proprietary lines for
our national retail and private brand customers. Throughout
the year, these products and others received accolades such
as awards earned at the 2013 Specialty Equipment Market
Association show and a Good Design Award from the Chicago
Museum of Architecture and Design.
Our work with Ford Motor Company, which we announced in
February 2013, continues to progress well as our first-ever
U.S. passenger car original equipment contract. The Cooper
Zeon RS3-ATM is original equipment on the Ford Focus SE
and Titanium models and we look forward to continuing this
positive relationship.
Cooper continued to invest in technology and innovation
throughout 2013. As an example, we earned a joint patent
with our partner INSA for silica masterbatch (SMB) technology.
Cooper has used SMB to manufacture more than two million
premium passenger car tires and derived a number of benefits
from the technology.
We made significant positive progress in pursuit of growth in
Eastern Europe using Serbia-sourced tires from our facility
in Kruševac, which continued to increase production levels
during 2013 and is now converting much of its production—
per our plan—to traditional Cooper brands.
Manufacturing Facilities
Clarksdale, Mississippi - bladders/mixing
Findlay, Ohio - tires
Guadalajara, Mexico - tires
Kruševac, Serbia - tires
Kunshan, China - tires
Melksham, United Kingdom - tires
Rongcheng, China - tires
Texarkana, Arkansas - tires
Tupelo, Mississippi - tires
Technical Centers
Findlay, Ohio (2)
Melksham, United Kingdom
Pearsall, Texas
Kunshan, China
Purchasing Office
Singapore, Southeast Asia
Sales Offices
Compiegne, France
Corona, California
Dreieich, Germany
Findlay, Ohio, company headquarters
Guadalajara, Mexico
Kruševac, Serbia
Madrid, Spain
Melksham, United Kingdom,
European headquarters
Milan, Italy
Ormalingen, Switzerland
Rongcheng City, China
Shanghai, China (2)
Stow, Ohio
Cooper Service Stores
Findlay, Ohio
Texarkana, Arkansas
Tupelo, Mississippi
We opened a new Asia Technical Center approximately 30
miles from Shanghai on the grounds of our wholly-owned
Cooper Kunshan Tire (CKT) plant. This new facility is home
to more than 70 material scientists and tire engineers using
state-of-the-art testing equipment and expanded research and
development capabilities to design and develop new products
specifically for China and the Asian market.
Aligned with our goal to improve organizational effectiveness,
Cooper deployed an ERP system in the majority of our U.S.
operations. While deployment of such a system is rarely without
challenges—and Cooper experienced some that impacted our
performance in 2013—we look forward to completing our U.S.
deployments in 2014 and benefitting in the long run from the
consistency in data and enhanced reporting that ERP will
make possible.
Distribution Centers
Albany, Georgia
Allentown, Pennsylvania
Baotou, China
Beijing, China
Belgrade, Serbia
Changchun, China
Chengdu, China
Chongqing, China
Compiegne, France
Findlay, Ohio
Franklin, Indiana
Grand Prairie, Texas
Guadalajara, Mexico
Guangzhou, China
Guiyang, China
Jinan, China
Kruševac, Serbia
Kunming, China
Kunshan, China
Lanzhou, China
Liuzhou, China
Madrid, Spain
Melksham, United Kingdom
Milan, Italy
Dietzenbach, Germany
Nanchang, China
Ormalingen, Switzerland
Rancho Cucamonga, California
Rongcheng, China
Shijiazhuang, China
Shanghai, China
Stow, Ohio
Sumner, Washington
Texarkana, Arkansas
Tupelo, Mississippi
Wuhan, China
Xi’An, China
Xinjiang, China
Zhang Jiagang, China
Zhengzhou, China
Moving our Business Forward in 2014 and Beyond
Recognizing the importance of continuing to invest in the new product engine that feeds long term sales growth, we expect to
launch a significant number of new products in 2014 in all categories for markets around the globe. Technology and innovation,
which support new product development, will continue to be a focus of investment as we know that exciting new products that
offer an excellent value in the marketplace will continue to distinguish Cooper with our customers.
Our efforts to drive cost efficiencies at our plants will continue worldwide as these programs have shown promise to make our
facilities even more competitive in the future.
Cooper believes we will begin to recover unit volumes from 2013 levels and grow at a rate that is equal to or better than the
industry in our key markets in 2014. This will allow us to leverage our flexible global footprint and our evolved business model to
deliver on the goals of our strategic plan.
The strategic plan and business model evolution that we put in place in 2008, which led to the record results we had achieved by
2012, remains in place. Its overarching goal continues to be stockholder value creation. Its key strategic priorities are unchanged:
• Continuing to improve our competitive cost structure and profitability
• Driving top-line profitable growth
• Building organizational capabilities
It is this core strategy that created a business model that was strong enough to ride out the unprecedented circumstances and
unique challenges of 2013 and still deliver the second-best operating profit in our company’s 100-year history.
To all of our employees, customers, suppliers, and to our investors, thank you for moving us forward on our journey over the last
century and on the road we’ll take together for the next 100 years.
Roy V. Armes
Chairman, Chief Executive Officer
and President
STOCKHOLDER INFORMATION
Executive Offices
Cooper Tire & Rubber Company
701 Lima Avenue
Findlay, OH 45840
419-423-1321
For Information
Tire products Investor Relations
Web site
800-854-6288
419-424-4165
www.coopertire.com
Annual Meeting
The 2014 Annual Meeting of Stockholders of
Cooper Tire & Rubber Company will be held at The
Westin Hotel, Detroit Metropolitan Airport, 2501
Worldgateway Place, Detroit, Michigan 48242,
Friday, May 23, 2014 at 10:00 a.m. Eastern
Daylight Time. All stockholders are cordially invited
to attend. Proxy material is sent to stockholders
together with this report.
Transfer Agent & Registrar
Board of Directors
Executive Officers
Roy V. Armes
Roy V. Armes
Chairman, Chief Executive
Officer and President
Cooper Tire & Rubber Company
Chairman, Chief Executive
Officer and President
Thomas P. Capo 2
Senior Vice President and
Chief Human Resources Officer
Former Chairman of the Board,
Dollar Thrifty Automotive Group, Inc.
Steven M. Chapman
1, 2
Group VP, China and Russia,
Cummins, Inc.
John J. Holland 1, 3
Brenda S. Harmon
Bradley E. Hughes
Vice President,
Chief Financial Officer and Treasurer
Harold C. Miller
Vice President
President,
The International Copper Association
Christopher E. Ostrander
John F. Meier 1, 3, 4
Stephen Zamansky
Chairman of the Board,
Applied Industrial Technologies
Vice President
Vice President, General Counsel
and Secretary
Computershare Inc.
PO Box 30170
College Station, TX 77842-3170
Cynthia Niekamp 2
888-294-8217 (toll free)
24 hours automated or Mon. - Fri.
8:30 a.m. to 5:30 p.m. (Central Time)
www.computershare.com/investor
https://www-us.computershare.com/investor/Contact
John H. Shuey 1, 2
Vice President
Former Chairman of the Board,
President and Chief Executive Officer,
Amcast Industrial Corporation
Jack J. McCracken
Richard L. Wambold 3
Gregory E. Meyers
Stockholders requiring a change of name, address
or ownership of stock as well as information about
stockholder records, lost or stolen certificates,
dividend checks, dividend direct deposit and dividend
reinvestment should contact our transfer agent by
mail, by telephone or through its web site.
Filing Certifications
The Company has filed the certification required by
Section 302 of the Sarbanes-Oxley Act of 2002 as
an exhibit to its Form 10-K for the fiscal year ending
December 31, 2013, filed with the Securities and
Exchange Commission. On May 13, 2013, the
Company filed with the New York Stock Exchange its
Annual CEO Certification.
Direct Investment Plan
Computershare Investor Services serves as
Administrator for a direct investment plan for the
purchase, sale and/or dividend reinvestment of
Cooper Tire & Rubber Company common stock.
For information, call Computershare Investor
Services at 888-294-8217.
Senior Vice President,
Automotive Coatings, PPG Industries, Inc.
Former Chairman of the Board and Chief
Executive Officer, Pactiv Corporation
Robert D. Welding 3
Former Non-Executive Chairman,
Public Safety Equipment (Int’l) Limited
1
Member of the Nominating and Governance
Committee
2
Member of the Audit Committee
3
Member of the Compensation Committee
4
Lead Director
Other Corporate Officers
Marjorie J. Griffing
Assistant Secretary
Assistant General Counsel