Good morning. My name is Chelsea, and I will be your conference operator today. At this time, I would like to welcome everyone to Goodyear's Investor Call to provide an update on their board-led strategic and operational review. All lines have been placed on mute to prevent any background noise. After some opening remarks, there will be a question-and-answer session. If you would like to ask a question at that time, please press star one on your telephone keypad. Today on the call, we have Rich Kramer, Goodyear's Chairman and Chief Executive Officer, and Christina Zamarro, Chief Financial Officer. During this call, Goodyear will refer to forward-looking statements and non-GAAP financial measures. Forward-looking statements involve risks, assumptions, and uncertainties that could cause actual results to differ materially from those forward-looking statements.
For more information on the most significant factors that could affect future results, please refer to the Important Disclosure section of today's supporting presentation and their filings with the SEC, which can be found on their website at investor.goodyear.com, where a replay of this call will also be available. Descriptions of the forward-looking and historical non-GAAP financial measures and reconciliations of the historical non-GAAP financial measures to the comparable GAAP measures that may be discussed on today's call are also included in the presentation. I will now turn the call over to Rich Kramer, Chairman and CEO.
Good morning, everyone, and thank you for joining us today. We're here today to share our plan to comprehensively transform our business based on the strategic and operational review work we've completed over the past several months, and we're excited to share the results. While today's discussion will focus on our transformation plan, which we are calling Goodyear Forward, I'd like to spend a moment on the leadership succession plan we also announced this morning. As you now know, I've informed the board of my plans to retire as chairman, CEO, and president in 2024. Goodyear is a true American icon, and it's an incredible privilege to lead this great company.
I've spent my years at Goodyear navigating through numerous defining industry changes, such as the shift to and growth of large rim diameter HVA tires, the growth in China, which is now the largest tire market in the world, and through the inflection point in mobility, of which we're just at the beginning. All were exciting game changers for Goodyear's business that drove us to strengthen our leadership position in the global tire industry, advance our connected business model, and innovate for the future. However, I can sincerely say I've never been more excited about Goodyear's future than I am today. I'm confident that our Goodyear Forward plan will build an even stronger foundation for the next generation of Goodyear leaders, associates, customers, and, of course, shareholders.
I'm fully engaged in driving the successful execution of this plan while the board conducts a thorough, comprehensive, and timely search to identify our next leader. The board has retained a leading executive search firm and the process is underway. Once my successor is identified, I'm committed to working alongside the board and our leaders to ensure a seamless transition that paves the way for Goodyear's enduring success. That's the most important thing. With that overview, I'd like to take a step back to provide some context on the various forces that drove us to develop the Goodyear Forward transformation plan we're discussing today. As a company, and arguably as an industry, we're facing a unique moment in time where fundamental changes to cost structures and competition are reinforcing why Goodyear needs to position itself differently for the future. Let me touch on a few. The first is cost.
Our fixed costs have steadily increased since the outbreak of COVID-19, and while inflation is subsiding from its peak, costs on a variety of fronts, including wages and energy, remain high relative to historic norms. The second is the disruption going on in the auto sector. Our OE customers are experiencing the most challenging and disruptive environment, arguably since their inception. They're navigating a migration from internal combustion engines to EVs that simultaneously requires substantial capital investment and restructuring. And added to those challenges is the increased competition coming from new global EV entrants. These challenges will, in one form or another, flow downstream to suppliers. The third is rising competition. We're seeing significant growth of low-priced imported tires from Asia, especially in Europe and Latin America. As a result, some market segments, as well as certain customers, no longer make sense as these profit pools diminish. And finally, technology.
We should not underestimate how the progress in technology will offer opportunities to streamline how work gets done and facilitate our work in evolving mobility areas, such as our connected tire. Technology will function to reduce our cost, drive our revenue, and provide better data-based value-added solutions to our customers, redefining how we do business along the way. Recognizing these challenges with both realism and optimism reinforces the need to drive a different, more profitable Goodyear. Despite the challenges we're facing, both looking in the mirror and to the outside world... Our business is bolstered by competitive advantages in our flagship brand and our industry-leading technology products. The actions we will talk about today will make Goodyear an even stronger competitor in the tire industry for years to come.
To that end, the review committee has taken a hard look at our business and challenged the organization to think outside the box to push the envelope on what is possible. This collaborative effort has led to what we think is an excellent plan. Our plan is a combination of the acceleration of existing projects and the initiation of new projects, all focused on sustainable value creation. Goodyear Forward is not just a great plan on paper, but a plan that is specific and actionable, with detailed timelines and accountability that makes it credible and achievable. Management and all our leaders are aligned and working together and will be accountable for seeing the Goodyear Forward plan through. Our plan will sharpen our focus, fuel profitable growth, and dramatically strengthen our business. We will become an even stronger company for the benefit of our shareholders, customers, and employees.
The specific actions we are taking include exiting several businesses and brands to enable even more focus on our key profitable market segments, doubling our margins by enhancing the quality of our top line and improving our cost efficiency, and significantly strengthening our balance sheet through debt reduction and increased cash flow generation. We firmly believe that Goodyear Forward will drive our next stage of profitable growth and success. Our team is motivated, and a number of steps are already underway. Turning to the agenda on slide three, in today's call, I will talk about the process we used to develop our plan and the highlights of our plan. I will then turn it over to Christina to cover the details of the plan. I will finish with a few summary remarks before we open it up for Q&A.
On slide four, I will provide further context on the process we used to develop our transformation plan. As you know, over the past year, we've been taking steps to rightsize our business, capture synergies from the Cooper transaction, and grow our brand leadership. In July, we publicly announced the formation of a dedicated board committee to spearhead the review of various strategic and operational alternatives to maximize sustainable shareholder value creation and build upon a number of initiatives that Goodyear had been executing. This review committee included four independent directors, two of whom joined our board in July. With the support from top financial advisors and consultants, we executed a comprehensive and rigorous evaluation process to identify the best pathways for maximizing shareholder value. No stone was left unturned as we analyzed the future landscape to design the optimal path for Goodyear's future.
Following an incredibly productive and intense 16 weeks, the review committee developed a detailed and actionable plan with key components that we'll discuss in more detail today. The full board supports this plan and is confident it will deliver substantial and sustainable value creation for shareholders. Goodyear Forward repositions the company for a next stage of growth and success. Our team is motivated and already hard at work implementing the plan. A dedicated execution team is leading the charge and accountable for achieving key milestones for each work stream within defined timelines. We are integrating these projects into our annual operating plan, which are subject to the full board's oversight and approval, and we look forward to sharing our progress with you along the way. Slide 5 shows the scope of the work done by the review committee. It was both broad and deep.
The review committee used a deliberate and comprehensive process, which benefited from a fresh, external perspective provided by industry-leading financial advisors and consultants, as well as leveraging the tire experience of key Goodyear leaders. The various work streams can be categorized into these three areas of focus that form the basis of the Goodyear Forward plan. All work streams were treated with the same analytical rigor and sense of expediency. The first pillar focused on optimizing our portfolio by critically evaluating each of our businesses and geographies for value creation opportunities. The review committee used a comprehensive list of principles and assessment criteria to determine which assets best fit into our strategy. For each business, we challenged ourselves on whether we were the best owner of the business in terms of value creation.
Let me be explicit, we looked at every single business and settled on the three that will be undergoing a formal and active strategic review. The second pillar was a comprehensive view of all cost reduction opportunities, from product development to procurement, to manufacturing, to marketing and sales, to administration. This included a thorough evaluation of our global manufacturing footprint and efficiency programs to increase our cost competitiveness and our production capabilities, as well as opportunities to reduce costs across functional areas supporting our businesses... We didn't just focus on cost programs. We also developed plans to capture market growth opportunities and refine our go-to-market effectiveness. We took a close look at the markets in which we operate and assessed how we could leverage our strengths and adapt our approach to expand our operating margins and capture a larger share of the profit pool.
In particular, we concentrated the market-facing analysis on North America, our biggest and strongest business. As part of that work, we conducted an analysis of all elements of the North America consumer replacement business, assessing how best to achieve sustained price mix performance by evaluating and expanding the position of the Goodyear brand. We also reviewed accelerated growth plans for our US retail footprint, which is underpinned by demand for our products and services from some of the largest last mile delivery and automotive fleets in the nation, an area where our competitors are making significant investments to catch up to our best-in-class connected tires and service model. We see significant profitability growth potential for our US retail footprint. While we prioritized North America, we also analyzed other geographies, including EMEA and select markets in Asia Pacific, always with a goal to enhance our overall profitability and market position.
Suffice it to say, we were relentless in evaluating all opportunities for value creation as we approached this work. Moving to slide 6. Absolutely key to this process was leveraging our strengths. Without question, Goodyear is a world-class brand. We are also second to none in our tire technology and R&D capabilities, enabling us to bring to bear the best products and services in any market. The combination of our world-class brand and cutting-edge technology has allowed us to build a competitive advantage in the premium tire profit pools, especially in SUV, light truck, and electric vehicle fitments. Finally, at our core, we have a 125-year history of demonstrating our operational excellence and manufacturing capabilities with countless third parties to underscore our success. While we have built this strong foundation, we know we can be even stronger.
Our goals include strengthening our number one position in North America, achieving an operating margin in line with our largest competitors, increasing efficiency and driving top-line growth to generate sustained free cash flow, achieving an investment-grade balance sheet, and positioning Goodyear for long-term growth in both our traditional markets and in profit pools developing given emerging mobility trends. Accomplishing these goals will enhance our leadership position and drive profitable growth across our businesses. Our work streams are designed with this end in mind, and each work stream tracks to clear milestones to ensure we achieve these goals. Slide seven summarizes our transformation plan. Goodyear Forward will deliver a financial profile that increases our competitiveness and generates significant shareholder value. There are three pillars to the program. The first is portfolio optimization.
The committee, with the board's support, has already determined that these three assets would undergo an active and formal strategic review for potential sales: our chemical business, the Dunlop brand, and our off-road equipment tire business. We are working with financial advisors to review options for these assets that we expect will deliver gross proceeds in excess of $2 billion. These divestitures will be both value accretive and drive significant deleveraging. Margin expansion, the second pillar, provides significant enhanced cash flow generation. As I mentioned earlier, we are taking a two-pronged approach to margin enhancement, pursuing both top line and cost reduction actions, together adding $1.3 billion to run rate earnings benefit over the next two years. These initiatives will double our segment operating income as a % of sales by the end of 2025. The third pillar is centered on strengthening our balance sheet.
Through both absolute debt reduction of approximately $1.5 billion and increased earnings, we will reduce leverage to between two and 2.5 times, targeting an investment-grade balance sheet by 2025. Cutting our financial leverage nearly in half increases our competitiveness and financial flexibility and creates a stronger foundation for our future. All these steps are being taken with the goal of creating sustainable and long-term value for all our stakeholders. Now, with that, I'll turn the call over to Christina to provide some further details on our plans. Christina?
Thanks, Rich. I'll begin with plans for our portfolio on slide eight. You heard from Rich that we analyzed the merits of each and every business, assessing each one on an individual basis, and then evaluating how each fit into the company's strategy more broadly. To facilitate this and ensure our approach was comprehensive, we worked with a team of leading independent advisors to develop a set of guiding principles and assessment criteria to critically evaluate our portfolio. With the review committee, we evaluated each business's competitive position, valuation, future optionality, internal synergies, financial profile, and separability. After screening the businesses through these criteria, we decided to launch strategic reviews for three of our businesses, as shown here. Turning to slide nine. I'll start with our chemicals business, which manufactures synthetic rubber and chemicals used in our tire tread compounds and in other industrial products.
Now, today, about half of the production at Chemicals is sold to third parties, and the other half is consumed by Goodyear internally. The business is cyclical and typically generates a high single-digit SOI margin. As we thought about chemicals, given our sharpened focus on Goodyear Forward and where we want to direct our investment capital in the future, this business may be more likely to thrive under different ownership. We believe the value generated by potentially monetizing this asset would far outweigh the increased cost of purchasing these materials on the open market. The second is the Dunlop brand. As many of you know, Dunlop is a well-recognized high-performance brand associated with excellent technology and a rich legacy of racing. We produce and sell the Dunlop brand in several markets, including Europe and North America, although the vast majority of our Dunlop volume today is in Europe.
As part of the review, we concluded that a sale of the brand should bring significant value for shareholders and, at the same time, will enable us to focus future investments on the Goodyear brand, streamlining our manufacturing processes by narrowing our product portfolio through a reduction in the number of SKUs. The third business is our off-the-road equipment tire business, which provides specialized tires for the mining and construction industry and typically returns SOI margins in the mid-teens. While the technology for this business is closer to our core tire business, we lack the scale of our largest competitors, who are each four to five times larger in terms of revenue. The amount of capital it would take for us to achieve competitive scale is significant and thus unlikely to be achievable in the foreseeable future.
As a result, we've decided to assess opportunities to potentially monetize this business as well. Each of these processes are well underway, and we expect to generate gross proceeds in excess of $2 billion, which will support efforts to reduce debt and strengthen our financial profile. Now, as you're thinking through the financial impact of these actions, it's important to note that we expect these divestitures to be tax efficient and attract an overall cash tax rate of approximately 10%, given our existing NOL balances. Turning to slide 10, and given the extensive public dialogue with investors on our U.S. retail business, we wanted to provide a deeper dive on why the review committee concluded that, at this point, retail has more value as part of Goodyear today than it would likely create if sold, particularly given opportunities for near-term upside and profitability.
To begin, our retail presence reinforces our strong brand and bolsters our leading industry position in the U.S. consumer replacement business, our most profitable. Additionally, our retail footprint represents an outlet for premium tires, fleet services, and B2C e-commerce installations. Now, as part of the review committee's work, we developed an operating plan for our U.S. retail business, which we think will generate significant value. Just as one example, we are rapidly expanding retail service volume with mega fleet customers who value our national footprint and consistent service, as well as the confidence that comes with Goodyear standing behind the commitment. This relatively recent trend is driven by last mile and direct-to-consumer growth, and not only improves the throughput in our retail stores, but it also enables us to increase the sale of Goodyear tires as we service these fleet customers at retail.
As last mile continues to grow in the coming years, these services will help us win with fleet customers and benefit from this industry opportunity. Retail positions our company for future growth and value creation, both key elements of what we expect to achieve with Goodyear Forward. Turning to slide 11. Overall, our margin improvement efforts fall into two buckets. First, top-line actions through price and mix, and second, improvement through significant cost reduction. On this slide, I'll touch on our plans to capture $300 million of incremental segment operating income, primarily through better price mix in North America. These actions include optimizing our brand portfolio. As you know, a key benefit of the Cooper Tire acquisition is the value we derive from an unmatched portfolio of brands. Our initial focus in the Cooper integration was on the back office.
Now, moving forward, we are addressing market-facing opportunities by introducing a clear tiering strategy with Goodyear as the premium and Cooper as the mid-tier product. As we take action across our portfolio, we expect to be able to reduce non-Goodyear branded SKUs by 20% and increase Goodyear branded SKUs by 10%. This approach will rationalize lower-tier SKUs and capitalize on product strength to drive premium pricing and simplify our operations. Going forward, we'll take a more strategic approach by shifting capacity to expand our product line offerings and target higher-margin customers. We'll leverage price mix opportunities to increase customer profitability, and we will exit product lines where we don't see future earnings potential. We'll also look to leverage opportunities in premium markets.
We'll build on our leadership in the SUV and light truck markets, and we'll also continue our efforts to capture a disproportionate share of the EV tire market. These segments are 2-4 times more profitable and offer outsized growth. Turning to our cost reduction efforts on slide 12. Under a program covering multiple work streams, we've identified specific actions to deliver cost reductions of $1 billion by 2025, ensuring we remain competitive and positioned as a leader in our industry. 40% of these reductions will be a result of actions taken to optimize our manufacturing. This will be through initiatives including component simplification and increased product standardization, enhanced predictive maintenance, and increased labor productivity, as well as ongoing restructuring actions.
Then purchasing, we're reducing costs via a clean sheet approach to identifying and negotiating savings, consolidating our vendors, as well as substituting and consolidating materials. Now, while we've always strived for competitive manufacturing costs, this initiative brings a renewed vigor across our organization and will drive 35% of the billion-dollar cost reduction that we expect. Historically, we've had a level of SAG spend that benchmarked well within our industry, but we've closely examined our cost structure and identified several areas to further improve. This includes an increased use of low-cost or offshore service centers, establishing a leaner organizational structure, automating transactional work, and refining marketing spend. This will drive a further 20% of our cost reductions. Finally, we've identified several opportunities to drive more efficient systems and platforms in supply chain and R&D.
These include leveraging digital tools for virtual product prototyping, optimizing logistics to reduce the number of less-than-truckload shipments, and establishing offshore centers to perform certain lower-value engineering work. These will contribute the final 5% of our expected cost reductions. Now, these initiatives are enabled by about $1.1 billion of restructuring, which is inclusive of the approximately $400 million in-flight actions we've previously announced. Our cost reduction initiatives are fully underway and viewed as highly achievable as part of driving a more focused and leaner Goodyear. Slide 13 summarizes how these actions will combine to deliver margin expansion, increasing our margins to 10% by the fourth quarter of 2025. We expect to close the fourth quarter of this year at approximately 7% SOI margin, which we are using as the baseline in the waterfall chart on this slide.
The billion-dollar cost reduction represents 500 basis points of incremental SOI. The $300 million of run rate benefits from price mix represent another 150 basis points of margin expansion. To ensure achievement of our target, we are assuming these will be partially offset with the sale of assets under strategic review, as well as some ongoing impact of non-raw material inflation. We are assuming a normal industry environment in our 2025 forecast, with non-raw material inflation of approximately 3% per year. Now, as we've seen with raw material inflation, we may have an opportunity to price to offset non-raw material cost inflation as well, although we've not included any additional pricing impact in our bridge, given the competitive dynamics in our industry.
Taken together, Goodyear Forward delivers 10% in SOI margin by the fourth quarter of 2025, doubling our estimated 2023 full year margin of about 5%. Turning to slide 14, addressing leverage to drive a stronger financial profile is the outcome of our first two pillars of generating proceeds through asset sales and growing our profitability to enhance organic cash flow generation. We should exit 2023 with net debt to EBITDA of approximately 4x. We expect to generate gross asset sale proceeds in excess of $2 billion following the strategic reviews, and these proceeds, in conjunction with operating cash flow over the two-year period, will be used for debt repayment and restructuring. We expect to repay approximately $1.5 billion of debt by the end of 2025.
With the benefit of lower debt and higher EBITDA from our margin expansion efforts, our net leverage should decrease to between two and 2.5 times by year-end 2025. This level puts us in line with other publicly listed U.S. auto suppliers and moves us closer to an investment-grade rating. With that, I'll turn it back to Rich on slide 15.
Great. Thank you, Christina. As this year marks Goodyear's 125th anniversary, it's given us a meaningful opportunity to reflect on how far we've come and where we're headed next. Looking back, I'm incredibly proud of our accomplishments, our rich legacy of trusted products and services, loyal customers, and industry-leading innovations, all built by generations of dedicated Goodyear associates.... Looking ahead, I'm motivated for Goodyear to build upon this strong foundation and pave the way for enduring success as an industry leader for the next 125 years. And for the summary on slide 16 and 17, our plan is balanced, and taken together, our plan maximizes long-term value. Through our efforts, we will deliver a streamlined, more focused business portfolio that we expect will grow in line or above market rates.
A doubling of our segment operating margin to 10% by Q4 2025, net leverage of 2-2.5 times through debt paydown and margin expansion, and increased financial flexibility and sustainable cash flow generation. As we embark on our next stage of growth, the board, the management team, and I are fully focused on executing our Goodyear Forward plan. Work is well underway. I would like to extend my gratitude to the entire team at Goodyear, to all those who have helped realize our achievements to date, and to all of us who are executing our vision of the future. Together, we will enhance Goodyear's leadership position, better serve our customers, and bring sustainable and substantial value to our shareholders. I'd also like to express my gratitude to the entire board and management team, as well as our advisors, for their hard work throughout this process.
It was a significant undertaking and one which our global Goodyear team is already hard at work implementing. We're proud of the plan we have developed and are excited to provide you with additional updates on our progress as we work to capture the upside presented here today. Thank you to our shareholders for your interest in Goodyear. We value your feedback and welcome your perspective. And lastly, I would like to thank all of our associates, and particularly Christina, for her partnership. Without their efforts and dedication to Goodyear, none of this would be possible. We most certainly have a bright future ahead. And with that, we'll open the line for questions.
At this time, if you would like to ask a question, please press the star and one keys on your telephone keypad. You may remove yourself from the queue at any time by pressing star two. Once again, that is star one to ask a question. Our first question will come from Ryan Brinkman with J.P. Morgan.
Hi, great. Thanks for taking my questions. Starting with the divestitures and, and maybe therein with Dunlop specifically, including given that had not really been on my radar, could you maybe speak to the ease of the severability of the Dunlop brand? You know, what are the footprint implications of such a move? I'd imagine that the production of these branded tires were more or less now sort of sprinkled throughout your facilities, but would love to learn more about that. And I'm curious if you've maybe perhaps already received inbound interest on this asset to include it on the list, where I was- I wouldn't have expected it ordinarily to be included.
Curious, too, if Sumitomo might be a natural buyer here, given the historical relationship and the fact that they own the rights to this brand in certain international markets, or, you know, if not Sumitomo, where would you expect to see the most interest from for this brand? Somebody looking for a storied brand that's maybe more elevated than their current positioning or, I'm not sure, a Chinese buyer. You know, what would you say is the attractiveness to a Sumitomo or non-Sumitomo buyer of the Dunlop brand?
Hi, good morning, Ryan. This is Christina. I'll start on just giving some factual information that might help give some context. Today, in our footprint, we'd say about seven million units of volume are sold under the Dunlop brand. About five million of that in EMEA, with another 500,000 units or so in commercial truck. It is true that the Dunlop tires are built in factories across our footprint today, and as I think about, you know, the sale process or any of the processes, they're all well underway. I think, you're pointing out, rightly so, that, you know, the, the sale of a brand and IP may be very different than selling what, you know, hard assets and a customer base like we might have in OTR and chemical.
We are, you know, reviewing all options as part of this strategic process, and we'll continue to update you as we go.
Yeah, and look, I'll just add, Christina, I mean, those are absolutely the right points. You know, Ryan, you're right to point out the Dunlop brand is very attractive. It has a great history to it, and I think for us, it's something as we went through our strategic asset review, it was something that we saw that was separable, that could create a significant amount of proceeds as we work through these things. And I do think that there is interest out there. I think I can say that confidently. But as Christina said, we're running the strategic process and I think more to come. But I think all the points you made about it being an attractive asset, I think hit why it's absolutely on the list.
I'll also say, just as we think about EMEA, and I know your question was about the Dunlop brand, but this was a sort of a logical and realistic option as we think about EMEA. This also will allow us to focus on our Goodyear brand. It allows us to focus in the higher margin segments of EMEA, which is where the profit is. It also will allow us to focus with a better cost structure as we move forward. So as we think about what we have to do in EMEA, I think this is all sort of a strategic conclusion that we made, and I think net, net, it's something that's going to make our EMEA business stronger.
... Okay, thanks. Maybe one more on the divestitures with regard this time to the off the road business. Obviously, this strikes me as, you know, much more easily severable from a footprint perspective, but could you speak to the footprint implications here? And then, maybe on a somewhat related note, I think there might have been more speculation on the part of investors of a potential separation of the aerospace operations than the off the road. They seem similarly severable. Could you maybe just speak to the reasons to maybe retain, you know, one of these non-light vehicle operations over the other?
Yeah. So maybe we'll try that the same way, Ryan, and I'll just provide some background and context to start on OTR, especially with respect to separability. We do have what I would call discrete manufacturing assets that are separate from our core consumer and commercial businesses, with a standalone factory in Japan, also a standalone building here in the US footprint. So, much more separable than, say, other of our assets. I'd also say that as we looked at OTR, and this came through in the script, you know, what we concluded was that the amount of capital that would be required to achieve significant scale in the OTR business, especially vis-a-vis the size and scale that our largest competitors have, would be significant and not achievable in the foreseeable future. So that's really the thought process behind the sale of OTR.
Yeah, and, and when you, when you talk about aviation, I think, I think as we went back, and again, I'll, I'll just go back to the committee's work, where we did a tremendous amount of work, essentially doing all the studies that we needed to do of all our major assets for a strategic fit. And when we went through aviation, I think as you look at that business, a couple things I'll highlight, and Christina may touch on a few more. But again, this is a business where we're one of three, which I think speaks to the sort of the technological acumen you have to have and capability you have to have to play in that segment. Secondly, it's one of our, probably our highest margin of business that we have.
Thirdly, it's growing, and we're investing in it. And I think as we look at those, it certainly creates shareholder value as we think about our ownership of that asset. But then, you know, Christina, maybe touch on, just as we did on OTR, as we went through those strategic assessments, and we looked at things like separability and a couple other things. You might wanna touch on those.
Yeah, sure. I'll just add on here to say, you know, our aviation tires are manufactured in our plants that produce other consumer and commercial tires in completely commingled processes. That means all the way from mixing through to extrusion and even presses. So this business isn't easily separable. I'd also say that, you know, the part of the business that we've been investing in and growing in Thailand is within a publicly traded company there, where there is a significant minority. So safe to say, I mean, a lot of complexities as we think about leakage and even tax implications with higher rates in Thailand as well.
Very helpful. Thanks for the color.
Thank you. Our next question will come from James Picariello with BNP Paribas.
Hi. Good morning, everyone, and congrats, Rich, on the news here.
Thank you.
Maybe this question is fair or unfair, I'm not sure. But as recently as maybe last year, around the second quarter, Goodyear shared the line of sight to reach 10% SOI margins over the 2025 to 2027 period, which, you know, essentially runs in line with the timeframe here, given the 10% exit rate targeted for the fourth quarter of 2025. So just, you know, how should we be thinking about this? Because, you know, again, a little over a year ago, Goodyear appeared to have a very similar line of sight converging on 2026 at 10%. Thanks.
Hi. Good morning, James. So I mean, I'll start off on that question, and I think the way I'm thinking about this plan is that, you know, as we've laid out the bridge, the Goodyear Forward plan is focused largely on actions within our control, and so we're looking to control the controllables, obviously focused a lot on cost reductions and some price mix in North America. If I think about the split of, you know, the margin enhancement, we're talking about of the $1.3 billion, about 70% of it is targeted to come through in the Americas, with only 20% in EMEA and the remainder there in Asia Pacific. So I think, you know, this is a really heavy emphasis on, you know, what's within our control.
We're not writing in a lot of help from the market, not necessarily hurt from the market as well, but we're certainly coming off of a lower base.
Yeah. Okay. No, that's, that's helpful. And I guess just on the divestitures, and hopefully I didn't, you know, miss a direct answer to this already. But, you know, based on the profitability, the high profitability in the... I'll just combine the OTR and the chemicals business. You know, it would just indicate, you know, a takeout multiple, right, for the $2 billion in gross proceeds in the 5-5.5 range for EBITDA. Based on the profitability of, again, those two pieces, chemicals and OTR?
... Could that prove quite conservative in terms of $2 billion, that you guys could do much better on, on the value there?
Yeah, James, I mean, we've indicated some about the relative sizes of these businesses on the slide, and you're keying into some of them. I mean, I think at this point, all we could say is that the strategic assessment process is underway, and that's obviously gonna come with some price discovery, and we'll update you as we can.
Thank you.
Thank you. Our next question will come from Itay Michaeli with Citi.
Great, thanks. This is actually Justin on for Itay. So quick clarification question.
Good morning.
Morning. On slide 16, the $600 million-$700 million of the annualized adjusted free cash flow you spoke about. You know, Q4 is typically like a large seasonal working capital inflow quarter. Is the $600 million-$700 million contemplating that or normalizing that seasonal benefit, or is that just kind of inclusive? Just quick clarification there.
It's an all-year all-in full-year cash flow.
Okay.
It includes of the fourth quarter.
Okay, gotcha. Perfect. And then maybe a couple timing questions. I guess maybe on the first, $1 billion of cost savings. I know you mentioned before, highly achievable nature of it. Can you maybe help us understand how much of that is gonna start flowing through in 2024, just as we kind of look to bridge to the 2025 target?
Yeah, sure. So the flow we see is $350 million of a benefit in 2024, and $750 million in 2025. That leaves a stub of flow through $200 million flowing through into 2026, and that split's really just driven by the time to ramp several of the larger programs, especially around footprint action, shared services and some of the SKU rationalizations that we were talking about. Those, those will happen more over the course of 2025, but it's $350 million, $750 million and then $200 million flow through into 2026.
Perfect. Super helpful. Then, just timing on maybe the divestitures. I mean, in terms of line of sight, I guess, how visible is the line of sight that you currently have on those three divestitures? And maybe trying to square up the $300 million of lower SOI expected. Is that kind of phased in through 2024, 2025, or is the line of sight kind of more heavily favored on one year versus another? Just as we're kind of trying to arrive at that annualized bridge at the 1.9 on the exit rate for Q4 2025.
Yeah, no, good question. I would say the normal timing for the straightforward acquisitions would be something, or, and sale processes, something around six to nine months. We talked a little bit earlier that Chemical and OTR may be more straightforward because the Dunlop brand is a sale of a brand and more IP. Could include, say, some manufacturing assets or an offtake agreement. So we'll work through that. But having said that, I would say the Dunlop sale, as Rich mentioned a little earlier, is one of the processes that is furthest along. And so we'll continue to update you, I think, earliest sort of mid-year and then in 2024, and we'll just have to adjust our SOI expectations as we go through.
When I think about 2024 SOI, you know, we expect to exit this year at a run rate of 7% margins. That gets to approximately $1.4 billion in SOI next year. And then we have this benefit of $350 million coming through, of course, non-raw material inflation of $250 million, potentially netting against that. So a lift of $100 million on top of the run rate. But we'll give you more about the drivers for SOI next year on our call in February. But all is to say, this is gonna be a little fluid as we move through these different divestitures, and we'll make our adjustments to the walk as we go.
Perfect. Super helpful. If I could just squeeze one more quick one on the SKU rationalization. I think I heard you mention before, Goodyear, non-Goodyear SKUs are gonna come down by about 20%, increase Goodyear SKUs by about 10%. Can you help us understand maybe the potential impact on units and then share associated with those rationalizations? Not sure if you have the numbers off the top, but just trying to square up on a unit basis so we can back into share.
So on the margin walk, we did share a net decline in sales and the increase in SOI on that bridge, which would be the impact of SKU rationalization as well as exiting lower margin business overall. That's the only public disclosure that we're giving to that at this point. It's a reduction of $200 million in sales, while a lift in $300 million in SOI. If you use the modeling assumptions that we publish as far as margin per tire, I think you can back into some math that'll help you out with that.
Perfect. Super helpful. I'll jump back in the queue. Thanks.
Our next question will come from Emmanuel Rosner with Deutsche Bank.
Thank you so much. I have a question on the strategic side and then one on the operational side. So on the strategic side, there was notably no mention in the presentation on your distribution strategy. I know one of the activists got involved and certainly what led to the agreement and this whole review process, this was a big piece of what they thought might be sort of like, you know, value opportunity, rethinking distribution strategy and TireHub in particular. So any thoughts you could share around, you know, what the result of the review have shown on that side?
... Yeah, Emmanuel, I'll start, and I'll just say again that as part of the committee's work, certainly this was a part of it, looking again at all the strategic fit of the assets that we've had as a company. And as we looked at that again, we saw the value that TireHub brings to us in the sense of controlling the value of our brands, which is one of the reasons that we did that to begin with.
I think that has proven true for us as we think about getting to market and we think about how distribution is evolving, both in the US relative to TireHub, but also to some of the aligned distribution things that we saw in Europe that helped us there stabilize our margins and, in fact, increase our margins as we drove that initiative. The value of TireHub itself also, I think, proved out, particularly during the COVID period, where we were, I think if you talk to our customers, the best supplier out there, and that was really predicated on getting the visibility to their orders and our inventory on a broader basis through TireHub to be able to get to the right tire in the right place at the right time.
So we certainly believe in TireHub as being an accretive asset for us. And then if we shift towards retail, I'm probably gonna reiterate some of the comments that were made in our prepared remarks, but the retail business continues to be a key part of our connected business model, a key attribute to our consumer replacement business in our North America business, which is our strongest business right now. So we looked at that. We also looked at it in terms of the value it brings in marketing and so forth. We also certainly assessed how it would be viewed by the outside. All our stores are essentially leased. There's really no real estate value there.
On top of that, obviously, the Goodyear brand wouldn't be as valuable to a multi-brand purchaser of the business as well. The committee certainly took a hard look at that. The thing that I would probably say the most and probably that we're most excited about, and again, Christina alluded to it, and that's sort of continuing to evolve the stores from just being consumer centric to be fleet centric. There we see this onset of last mile fleets and the servicing of those fleets. Our fleet servicing model, as you've heard us talk many times, is sort of the best in the industry when we combine our products, our service, our physical locations, our digital tools, our customer relationships, whether that be national accounts or other small fleets.
As we have an expertise in that, and that part of the business grows, and we have line of sight to some significant last mile fleet opportunities that we hope to see manifested very soon, we see the profitability opportunity to grow that business and therefore be a strength in terms of driving shareholder value for Goodyear. So that, that's how we thought about it.
Thank you. Our last question will come from John Healy with Northc oast Research.
Great. Thanks. My question, two for me. Just first on the investment grade topic that you guys brought up in the deck, that was something that surprised me a little bit about being in there. Just beyond the lower cost of financing, is there any sort of working capital benefits or any sort of, kind of, beyond the surface, items that might be available to you if you re-achieve that to, to maybe bolster free cash flow? And then secondly, this is... You know, this process seems like it's moved at a pretty fast pace, in terms of the review. So any thoughts on the timeline relating to, you know, just the management succession plan, as well as, you know, maybe when we might see, some of these asset, movements?
Is that, should we expect it to move at the same pace that we've, you know, seen since the May timeframe when some of this stuff started getting rolling? Thanks.
Yeah, Christina, maybe I'll start, and then we can kind of tag team it again here. I'll just start on the succession planning process, and I will just tell you that, you know, I've had ongoing discussions with our board as part of our ongoing succession, excuse me, planning process for some time. I think you would expect that as part of the role of the governance role of our board, and they are very active in that process. And as part of that, the board has already retained an executive search firm. I've spoken with them multiple times over time, as has our board members, so that process is moving forward.
The board and myself, we're all committed to identifying the right successor in this role, and I will tell you, it's a thoughtful, comprehensive, and timely process. I would also tell you, you should think about measuring it in terms of months, not years. I mean, there's a process in place, and we're gonna continue with that process moving forward. So that's how we think about that. And I would tell you the 16 weeks was a fast time, but I also think a focused time to get these things done, and I think the team's done a really great job of getting to where we are today.
I would say the timeline has not at all diminished the detail or the focus that we as a team, including Christina, who's been integral in this plan, have put into this. I will tell you, as you heard in the script, this plan rolls down to numerous people within our company that have specific metrics, timelines to deliver the plans, their programs that make up this plan. We have a lot of board oversight that will continue as we drive this forward. As we mentioned, it'll be part of our annual operating process. So while we did focus on getting this done fast, it certainly wasn't at the expense of details nor accountability going forward.
... So I'll jump in, John, and just take the question on the investment-grade credit rating. It's certainly a virtuous place to be in a lot of ways, to the extent that we're able to get better terms with our suppliers. I think it'll also help us lower, you know, the cash balances. We're generally ending any quarter with $1 billion of cash on the balance sheet, with the credit rating in a better position, could see that lower by $200 million-$300 million. You know, you get to a point eventually where you can issue commercial paper, and you could, we could even bring that balance down even further. We also would be able to reduce, you know, credit line fees for the different facilities we keep around the world just because of the current credit rating.
So there's a lot of benefits that really aren't even contemplated here. You know, the debt repayment that's in the 2-2.5 times is really just an outcome from, you know, the asset sales and some cash flow over the next couple of years. But that will continue to be virtuous on into 2026 as we go. Great. Thank you so much.
Thank you. We do have one last question from Emmanuel Rosner with Deutsche Bank.
Hey, Emmanuel. Thanks for— Yeah, thanks for getting me back on. My line got disconnected. I apologize for that.
No problem.
So my follow-up question was really on slide 13 and sort of like this, you know, margin walk. So on the volume price mix bucket, you have about a $300 million benefit on the SOI, which seems to match sort of like the $300 million you identified early on in terms of sort of like, you know, top line initiatives. Is the assumption that everything else, you know, on the volume, the price, and the mix is sort of like a net neutral, or are you just saying in this slide, this is what we control, and then the external environment will be what it is? So just curious what you're assuming in terms of what happens to raw materials price, and then volume.
You know, is that, is that a contributor outside of just these initiatives?
Yeah, you're exactly right, Emmanuel. I would say we're assuming a normal market on this walk, although nothing, nothing that we're showing here is predicated on what happens in the market via, you know, a regular low single-digit market growth. You know, the underlying assumptions here are the inflation in non-raw materials that we've just called out as the $500 million in SOI headwind at the end. But, you know, the other underlying assumption is price mix versus raw materials is about flat over, you know, the two-year time period. So not expecting help from the market, but not expecting significant hurt as well. Our plan is definitely focused on what we can control.
Understood. And then the maybe very, very final one, the $1.1 billion in restructuring spending. Can you maybe talk about what this would be spent on? I mean, I think a lot of the actions you identified don't seem to necessarily have a cost to it. There's a lot of like optimization and efficiencies and things like that. So I guess, where would it be spent on what sort of actions and maybe timing of spending that?
Yeah. So I would say, split pretty evenly on the restructuring timing. I'd see about the potential for $600 million in 2024, with the remainder in 2025. I'd say if you look at the SAG savings basket of $200 million, on our cost reduction of $1 billion, and then the plan optimization basket of $400 million, those programs are gonna be largely funded by this restructuring. And, if you do the calculations there, we'll give you a payback of just under two years. We don't announce necessarily any footprint restructurings, although it's safe to assume we've incorporated closures here into our plan.
Perfect. Thank you very much.
You're welcome.
Thank you. Ladies and gentlemen, this does conclude today's program, and we appreciate your participation. You may disconnect at any time.