UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): August 30, 2013
Cooper Tire & Rubber Company
(Exact name of registrant as specified in its charter)
| Delaware | 001-04329 | 34-4297750 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 701 Lima Avenue, Findlay, Ohio | 45840 | |
| (Address of principal executive offices) | (Zip Code) |
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| x | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 8.01. | Other Events. |
On August 30, 2013, Cooper Tire & Rubber Company (the “Company”) issued a press release announcing the filing of the definitive proxy statement regarding the proposed merger of the Company with a wholly owned subsidiary of Apollo Tyres Ltd (the “Merger”). In addition, the Company announced that it has established a record date of August 30, 2013 and a meeting date of September 30, 2013 for the special meeting of its shareholders to consider and vote upon a proposal to adopt the previously announced Agreement and Plan of Merger, dated June 12, 2013, relating to the Merger and other related matters.
A copy of such press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01.
| Item 9.01. | Financial Statements and Exhibits. |
(d)Exhibits
| 99.1 | Press release dated August 30, 2013 | |
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.
| COOPER TIRE & RUBBER COMPANY | ||
| By: | /s/ Jack Jay McCracken | |
| Name: | Jack Jay McCracken | |
| Title: | Assistant Secretary | |
Dated: August 30, 2013
EXHIBIT INDEX
| 99.1 | Press release dated August 30, 2013 | |