Quarterly Report


 
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

1

 
Part I. FINANCIAL INFORMATION
 
Item 1. FINANCIAL STATEMENTS
                         COOPER TIRE & RUBBER COMPANY
                                BALANCE SHEETS
                                                   March 31,    December 31,
                                                     1994          1993
                                                  (Unaudited)    (Audited)
                                                  -----------   ------------
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
                                                  ===========    ===========
See accompanying notes.

2

 
                      COOPER TIRE & RUBBER COMPANY
                          STATEMENTS OF INCOME
               THREE MONTHS ENDED MARCH 31, 1994 AND 1993
                              (Unaudited)

                                                  1994            1993
                                                  ----            ----
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
                                                     =====          =====

See accompanying notes.

3

 
                         COOPER TIRE & RUBBER COMPANY
                           STATEMENTS OF CASH FLOWS
                  THREE MONTHS ENDED MARCH 31, 1994 AND 1993
                                 (Unaudited)
                                                     1994          1993
                                                     ----          ----
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
                                                  ==========     ==========
See accompanying notes.

4

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

 
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

 
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

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.

8

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

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

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


11