Responding to the complaint filed by Cooper Tire & Rubber, Apollo Tyres in its official reply to the Delaware Court of Chancery denied the allegations made by Cooper.
Along with the reply, Apollo Tyre has also filed a counter claim seeking the court to declare that conditions precedent to closing the $2.5 billion merger with Cooper Tire & Rubber Company have not been satisfied.
Apollo filed a counterclaim along with its reply to the allegation. In its counter claim, Apollo asked the court to declare that conditions precedent to closing the $2.5 billion merger with Cooper Tire & Rubber Company have not been satisfied.
“Apollo also filed a counterclaim seeking a declaratory judgment that the conditions precedent to the closing of the merger have not been satisfied,” the company said in its official statement. Apollo also added that the Cooper acquisition is a strategic move and they would continue to find solutions to all the problems which have caused delays in completing the acquisition.
Apart from the counter claim, Apollo in its reply, denied the allegations made by the US tyre maker that it sought to delay an agreement with United Steelworkers (USW), which represents Cooper employees at facilities in Ohio and Arkansas.
“Apollo denied the allegations made by Cooper regarding the course of its negotiations with the United Steelworkers and confirmed that it has worked diligently to reach a settlement with the United Steelworkers to enable Cooper to overcome the United Steelworkers injunction prohibiting Cooper from consummating the merger,” the official statement added.
Apollo also asserted affirmative defenses, including that conditions precedent to closing had not been satisfied because the marketing period for the financing, on which Cooper had based its complaint, had not even started.
In its reply, Indian tyre manufacturer also pointed out that Cooper has failed to meet its contractual obligations under the merger agreement to provide all the necessary financial information of its subsidiaries.
In all, Apollo’s response points out Cooper’s failure to provide financial information about the Chinese subsidiary, Cooper Chengshan Tire (CCT) and lack of control over it.
Apollo’ $2.5 billion deal to acquire its US counterpart met a road block after Cooper had logged a complaint in the US court against the Indian tyre manufacturer alleging that the later wanted a price reduction on the share purchase. As per the original deal announced in June this year, Apollo agreed to buy Cooper at $ 35 per share in an all-cash transaction that was to be completed by the end of this year.