Last week, The Goodyear Tire & Rubber Co. announced that it has reached agreement with Sumitomo Rubber Industries, Ltd. (SRI) to dissolve the global alliance between the two companies. Goodyear and SRI formed the global alliance in 1999. It primarily consists of four joint venture operating companies, one each in North America and Europe, and two in Japan. The agreement announced today, when closed, would resolve the pending arbitration filed in January 2014. Details of the dissolution are below.
Overview of Agreement
North American Joint Venture
- SRI (currently 25 percent interest) will acquire Goodyear’s 75 percent interest in Goodyear Dunlop Tires North America, Ltd. (GDTNA), which primarily manufactures and sells Dunlop-brand tires in North America, including full ownership of the joint venture’s tire plant in Tonawanda, N.Y.
- Goodyear will retain exclusive rights to sell Dunlop-brand tires in both the consumer and commercial replacement markets of the United States, Canada and Mexico as well as to non-Japanese vehicle manufacturers in those countries.
- In addition to assuming full ownership of the Dunlop motorcycle tire business in North America, SRI will have rights to sell Dunlop-brand tires to Japanese vehicle manufacturers in the United States, Canada and Mexico.
European Joint Venture
- Goodyear (currently 75 percent interest) will acquire SRI’s 25 percent interest in Goodyear Dunlop Tires Europe B.V. (GDTE).
- Goodyear will retain exclusive rights to sell Dunlop-brand tires in both replacement and original equipment consumer, commercial, motorcycle and racing markets in European countries where the current joint venture exclusively serves the market.
- SRI will obtain exclusive rights to sell Dunlop-brand tires in certain countries that were previously non-exclusive under the global alliance, including Russia, Turkey and certain countries in Africa.
Japanese Joint Ventures
- Goodyear (currently 25 percent interest) will acquire SRI’s 75 percent interest in Nippon Goodyear Ltd., which serves the replacement market in Japan with Goodyear-brand tires.
- SRI (currently 75 percent interest) will acquire Goodyear’s 25 percent interest in Dunlop Goodyear Tires Ltd., which serves the original equipment market in Japan with Goodyear- and Dunlop-brand tires.
- Goodyear will regain exclusive rights to serve the Japanese replacement and original equipment markets with Goodyear-brand tires.
- SRI will continue to have exclusive rights to sell Dunlop-brand tires in the Japanese replacement and original equipment markets.
Financial Terms of Agreement
Under the terms of the agreement, Goodyear will pay SRI $271 million upon closing of the transaction, which is expected in the fourth quarter of 2015. The transaction does not impact the company’s existing 2015 and 2016 financial targets or capital allocation plan. The outlay is included in the approximately $600 million designated for restructurings under the capital allocation plan. In addition, Goodyear will repay a pre-existing debt of approximately $55 million to SRI within three years from the date of closing. As a result of the agreement, Goodyear will also sell its 3.4 million shares of SRI common stock.
Goodyear expects the transaction to be accretive to its earnings beginning in the first quarter of 2016, related mainly to the elimination of minority interest in GDTE. Based on the company’s 2015 operating plan, the annual benefit to adjusted net income would be approximately $40 million to $50 million (15-18 cents per share).
The transaction is subject to customary closing conditions, including the receipt of regulatory approvals as well as SRI’s completion of a labor agreement with the United Steelworkers union for the Tonawanda plant.
Continental AG announced last week that it is expanding its tire plant in Hefei, China. The project will see the gradual ramp-up of the current production capacity of five million car tires per year to 14 million units by 2019. Capacity for bicycle tires will increase from 2 million units/year at present to 13 million units/year by 2025. To date, Continental has already invested €250 million in the Hefei plant and by the time the agreed investment plans have been realized the total will have surpassed €500 million.
On June 3, Munich-based Pyrolyx AG announced it had completed its merger with cct Stegelitz GmbH. cct will be integrated into the Pyrolyx Group, which will make the merged company the world’s largest producer of rCB (recovered carbon black). Pyrolux is expanding the production capacity of cct’s plant in Saxony-Anhalt, Germany.
Press release below:
Today, Sid Richardson Carbon and Energy Co. (Fort Worth, Texas) announced plans to build a new carbon black plant in Mexico, with startup scheduled for 2017. The exact location is yet to be decided, as are the capacity and grade mix. Sid Richardson is the largest carbon black producer in the United States, with three plants and 445,000 tons/year of capacity. This will be Sid’s first carbon black plant outside the US.
Below is the full text of the press release.
FOR IMMEDIATE RELEASE:
June 4, 2015 – Fort Worth, TX – Sid Richardson Carbon and Energy (SRCE) has begun the planning phase for the construction of a carbon black production facility in Mexico. “Based on the current demand for carbon black in North America and projections for the next 5 years alone, we are viewing this venture as a necessary move to serve our customers,” says Bill Jones, company President and CEO. “We hope to have this new facility producing carbon black in 2017,” Jones adds.
Additional information about this new facility is forthcoming on the company website at www.sidrich.com. Questions can be directed to firstname.lastname@example.org
Sid Richardson Carbon & Energy is a carbon black manufacturer, headquartered in Fort Worth, Texas. The company produces carbon black that is used in the production of tires, automotive parts, rubber roofing membrane, ink, coatings, and other manufactured products.
Tyrepress has published its updated list of the world’s largest global tiremakers. The ranking of the top nine producers remained unchanged from 2013 to 2014: Bridgestone, Michelin, Goodyear, Continental, Pirelli, Hankook, Sumitomo, Yokohama, and Maxxis. Cooper moved into tenth place in 2014, up from 13th place in 2013, while Giti dropped from 10th place in 2013 to 11th in 2014.
On May 26, Evonik Industries announced plans to build a new production plant for precipitated silica in the United States. Evonik did not release all details of the new plant as the project is still subject to approval from the relevant bodies, but the world-scale facility will be built in the South East of the United States, in close proximity to major American tire production sites. The investment volume for the facility will be in the upper double-digit million € range. Completion is scheduled for late 2017 to provide the North American market with products from local production. Evonik already operates a precipitated silica plant in Chester, Pennsylvania, which was expanded by 20,000 tons in a project completed in September 2014. Between 2010 and 2014, Evonik increased its global capacity for precipitated silica by around 30 percent.
In the press release, Klaus Engel, Chairman of the Executive Board of Evonik Industries, said, “Evonik is on a growth path. In planning this new silica plant, we are preparing our largest North American investment of the past five years. By doing so, we will continue to strengthen our leading market position as a silica supplier.”
Apart from precipitated silica, Evonik also produces AEROSIL® fumed silica and matting agents based on silica under the ACEMATT® brand name. Overall, the company has a global annual capacity for precipitated and fumed silica as well as matting agents of around 550,000 metric tons.
Here’s an interesting article on Goodyear’s program to source some of its silica requirements from rice husk ash. Not sure about this sentence, though: “Silica currently make up 15 per cent of each tyre Goodyear makes.” I doubt silica content reaches 15% by weight in an ultrahigh performance tire (more likely half of that), let alone every tire Goodyear turns out.
On May 21, Pyrolyx AG (Munich, Germany) announced the signing of the notarial purchase contract for its previously announced acquisition of cct Stegelitz GmbH, with closing expected in the near future. Both companies are producers of rCB (recovered carbon black) from proprietary technology. cct Stegelitz GmbH will be fully integrated into Pyrolyx AG, which will continue to invest in cct’s production site in Stegelitz in the German region of Saxony-Anhalt.
The acquisition of cct will be financed by issuance of Pyrolyx AG convertible bonds and a cash capital increase with an issue price of EUR 103.00 per share. As part of the transaction, cct shareholders shall be issued 104,000 shares of Pyrolyx through a capital increase in kind, representing approximately 16% of the fully diluted and outstanding Pyrolyx shares at closing.
Pyrolyx AG intends to construct Pyrolyx production facilities in Stegelitz alongside the existing cct plant. Over the next 3 years, Pyrolyx AG plans to invest approximately EUR 30 million into the construction of production capacities to establish the world’s largest environmentally sustainable producer of recovered carbon black from end of life tires.
Traction 2015 is a new conference on the tire industry being presented this week (May 19-21) in Nashville. There will be two days of papers from auto companies, tiremakers, raw material suppliers, and association representatives. Notch will be presenting a paper called “The Battle for Market Share in Tire Treads: Carbon Black vs. Silica.” It looks to be a great conference so I hope to see you there.
Solvay (Brussels, Belgium) today announced the construction of a new plant for highly dispersible silica in Gunsan, South Korea. The plant is expected on-stream in 2017 and will have 80,000 tons/year of capacity. Output is intended for energy saving passenger car and truck tire compounds. The facility, which is located in the Saemangeum zone, close to Gunsan in Jeollabuk-do province, will over time replace an important part of the current capacity at Solvay’s silica site in Incheon, which is located in area designated for future residential development.
“This new production platform will be dedicated to silica innovations for Asia. Together with the Silica research facility, part of Solvay’s new R&I Center at the Ehwa University Campus in Seoul, we are well placed to speed up innovations in close cooperation with our regional customers,” said An Nuyttens, President of Solvay’s Silica GBU.