UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) April 24, 2015
LEAR CORPORATION
(Exact
name of Registrant as specified in its charter)
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Delaware |
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1-11311 |
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13-3386776 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification Number) |
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21557 Telegraph Road, Southfield, Michigan |
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48033 |
(Address of principal executive offices) |
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(Zip Code) |
(248) 447-1500
(Registrants telephone number, including area code)
N/A
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 2 Financial Information
Item 2.02 Results of Operations and Financial Condition.
On April 24, 2015, Lear Corporation issued a press release reporting financial results for the first quarter of 2015 and confirming its financial outlook
for the full year of 2015. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
The information contained
in Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Section 9 Financial
Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
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99.1 |
Press release issued April 24, 2015, furnished herewith. |
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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.
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Lear Corporation |
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Date: April 24, 2015 |
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By: |
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/s/ Jeffrey H. Vanneste |
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Name: |
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Jeffrey H. Vanneste |
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Title: |
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Senior Vice President and |
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Chief Financial Officer |
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EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1 |
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Press release issued April 24, 2015, furnished herewith. |
4
Exhibit 99.1
FOR IMMEDIATE RELEASE
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Investor / Media Contact: |
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Mel Stephens |
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(248) 447-1624 |
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Investor Contact: |
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Ed Lowenfeld |
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(248) 447- 4380 |
Lear Reports Record Quarterly Earnings
SOUTHFIELD, Michigan, April 24, 2015 Lear Corporation [NYSE: LEA], a leading global supplier of automotive seating and
electrical distribution systems, today reported financial results for the first quarter. Highlights include:
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Sales of $4.5 billion, up 4% from a year ago; 12% growth excluding impact of foreign exchange |
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Best ever quarterly core operating earnings of $294 million, up 21% |
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Adjusted earnings per share of $2.28, up 24% |
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Company operating margin of 6.5%, up from 5.6% a year ago |
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Improved margins in both business segments |
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Completed acquisition of Eagle Ottawa |
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Increased quarterly cash dividend by 25% |
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Increased share repurchase authorization to $1 billion |
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Returned $134 million to shareholders through share repurchases and dividends |
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Lear credit ratings outlook upgraded to positive by Standard & Poors |
We
continued our positive momentum with strong first quarter results, said Matt Simoncini, Lears president and chief executive officer. Our balanced strategy of investing in our business, maintaining a strong financial position and
returning cash to investors is delivering superior value to both our customers and shareholders. In both of our business segments, we are continuing to win new business and improve our margins. The integration of Eagle Ottawa is progressing as
planned. I believe we are in the strongest competitive position in our history and are well positioned to take advantage of major industry trends, such as global platforms, increasing electrical content, improved fuel efficiency and growing consumer
demand for comfort, convenience and safety features.
Business Conditions
In the first quarter, global vehicle production increased 2% from a year ago. Production was up 8% in China, 3% in Europe & Africa and
2% in North America. Production was down 15% in South America.
(more)
First Quarter 2015 Financial Results
For the first quarter of 2015, Lear reported sales of $4.5 billion, core operating earnings of $294 million, net income of $147 million and
adjusted earnings per share of $2.28. This compares with sales of $4.4 billion, core operating earnings of $243 million, net income of $122 million and adjusted earnings per share of $1.84 for the first quarter of 2014.
In the Seating segment, sales were up 8% to $3.5 billion, reflecting higher production on key platforms, the acquisition of Eagle Ottawa and
the addition of new business, partially offset by the impact of foreign exchange. Excluding the impact of foreign exchange, sales increased by 16%. Adjusted segment earnings were $219 million or 6.3% of sales. Adjusted segment earnings increased 24%
from last year, primarily reflecting the increase in sales, favorable operating performance and the acquisition of Eagle Ottawa.
In the
Electrical segment, sales were down 9% to $1.0 billion. Excluding the impact of foreign exchange, sales were up 2%, primarily reflecting the addition of new business. Adjusted segment earnings were $138 million or 13.3% of sales, marking our 22nd consecutive quarter of year-over-year margin improvement. Margins in the Electrical segment continue to improve, driven by an industry leading cost structure and strong operating performance.
In the first quarter of 2015, free cash flow was a use of $120 million, and net cash used in operating activities was $67 million.
Reconciliations of core operating earnings to pretax income before equity income, adjusted net income to net income attributable to Lear,
adjusted earnings per share to diluted net income per share attributable to Lear, adjusted segment earnings to reported segment earnings and free cash flow to net cash used in operating activities, in each case as determined in accordance with
accounting principles generally accepted in the United States (GAAP), are provided in the attached supplemental data pages.
Eagle Ottawa
Acquisition
Lear completed the acquisition of Eagle Ottawa, the worlds leading supplier of premium automotive leather, on
January 5, 2015 for $843 million. The acquisition of Eagle Ottawa strengthens our industry leading capabilities in Seating, and provides additional sales growth and diversification opportunities. Eagle Ottawas unique capabilities are a
perfect complement to our world-class Seating business.
Increased Share Repurchase Authorization and Dividend
During the first quarter of 2015, Lears Board of Directors authorized an increase in Lears share repurchase authorization, bringing
the total value of shares that may be repurchased to $1 billion. In addition, the Board increased Lears quarterly cash dividend by 25%, to $0.25 per share.
2
During the first quarter of 2015, Lear repurchased over one million shares of its common stock
for a total of $112 million. As of the end of the first quarter, Lear has a remaining share repurchase authorization of $888 million, which expires in December 2017 and reflects approximately 10% of Lears total market capitalization at current
market prices.
Since initiating the share repurchase program in early 2011, Lear has repurchased 31.9 million shares of its common
stock for a total of $2.0 billion at an average price of $63.49 per share. This represents a reduction of approximately 30% of our shares outstanding at the time we began the program.
Full Year 2015 Financial Outlook
Summarized below are highlights of our 2015 full year financial outlook. Key 2015 assumptions include industry vehicle production of
17.4 million units in North America, 20.6 million units in Europe & Africa, and 22.9 million units in China. Lears financial guidance is based on an average full year exchange rate of $1.10/Euro, down 17% from 2014 and
down 4% from our January guidance.
Sales in 2015 are expected to be in the range of $18.0 to $18.5 billion, and core operating earnings
are expected to be in the range of $1.175 to $1.225 billion. Free cash flow is expected to be approximately $575 million.
Pretax income
before restructuring costs and other special items is estimated to be in the range of $1.08 to $1.13 billion in 2015. Our effective tax rate is expected to be approximately 30%. Adjusted net income attributable to Lear is expected to be in the
range of $720 to $755 million.
Pretax operational restructuring costs in 2015 are estimated to be about $80 million. Capital spending is
estimated to be approximately $500 million. Depreciation and amortization expense is estimated to be about $385 million.
Webcast Information
Lear will webcast a conference call to review the Companys first quarter 2015 financial results and related matters on
April 24, 2015, at 9:00 a.m. Eastern Time, through the investor relations link at http://www.lear.com. In addition, the conference call can be accessed by dialing 1-800-789-4751 (domestic) or 1-973-200-3975 (international). The audio
replay will be available two hours following the call at 1-855-859-2056 (domestic) or 1-404-537-3406 (international) and will be available until May 8, 2015, with a Conference I.D. of 95826820.
Non-GAAP Financial Information
In
addition to the results reported in accordance with GAAP included throughout this press release, the Company has provided information regarding pretax income before equity income, interest, other expense, restructuring costs and other special
items (core operating earnings or adjusted segment earnings), pretax income before restructuring costs and other special items, adjusted net income attributable to Lear (adjusted net income), adjusted diluted net
income per share attributable to Lear
3
(adjusted earnings per share), tax expense excluding the impact of restructuring costs and other special items and free cash flow (each, a non-GAAP financial measure).
Other expense includes, among other things, non-income related taxes, foreign exchange gains and losses, gains and losses related to certain derivative instruments and hedging activities, gains and losses on the extinguishment of debt and gains and
losses on the disposal of fixed assets. Adjusted net income attributable to Lear and adjusted earnings per share represent net income attributable to Lear and diluted net income per share attributable to Lear, respectively, adjusted for
restructuring costs and other special items, including the tax effect thereon. Free cash flow represents net cash used in operating activities, excluding the settlement of accounts payable in conjunction with the acquisition of Eagle Ottawa, less
capital expenditures.
Management believes the non-GAAP financial measures used in this press release are useful to both management and
investors in their analysis of the Companys financial position and results of operations. In particular, management believes that core operating earnings, pretax income before restructuring costs and other special items, adjusted net income,
adjusted earnings per share and tax expense excluding the impact of restructuring costs and other special items are useful measures in assessing the Companys financial performance by excluding certain items that are not indicative of the
Companys core operating performance or that may obscure trends useful in evaluating the Companys continuing operating activities. Management also believes that these measures are useful to both management and investors in their analysis
of the Companys results of operations and provide improved comparability between fiscal periods. Management believes that free cash flow is useful to both management and investors in their analysis of the Companys ability to service and
repay its debt. Further, management uses these non-GAAP financial measures for planning and forecasting future periods.
Core operating
earnings, pretax income before restructuring costs and other special items, adjusted net income, adjusted earnings per share, tax expense excluding the impact of restructuring costs and other special items and free cash flow should not be considered
in isolation or as a substitute for pretax income before equity income, net income attributable to Lear, diluted net income per share attributable to Lear, cash used in operating activities or other income statement or cash flow statement data
prepared in accordance with GAAP or as a measure of profitability or liquidity. In addition, the calculation of free cash flow does not reflect cash used to service debt and, therefore, does not reflect funds available for investment or other
discretionary uses. Also, these non-GAAP financial measures, as determined and presented by the Company, may not be comparable to related or similarly titled measures reported by other companies.
For reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in
accordance with GAAP, see the attached supplemental data pages which, together with this press release, have been posted on the Companys website through the investor relations link at http://www.lear.com.
Given the inherent uncertainty regarding special items and other expense in any future period, a reconciliation of forward-looking financial
measures to the most directly comparable financial measures calculated and presented in accordance with GAAP is not feasible. The magnitude of these items, however, may be significant.
4
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including
statements regarding anticipated financial results and liquidity. The words will, may, designed to, outlook, believes, should, anticipates, plans,
expects, intends, estimates, forecasts and similar expressions identify certain of these forward-looking statements. The Company also may provide forward-looking statements in oral statements or other
written materials released to the public. All such forward-looking statements contained or incorporated in this press release or in any other public statements which address operating performance, events or developments that the Company expects or
anticipates may occur in the future, including, without limitation, statements related to business opportunities, awarded sales contracts, sales backlog and ongoing commercial arrangements, or statements expressing views about future operating
results, are forward-looking statements. Actual results may differ materially from any or all forward-looking statements made by the Company. Important factors, risks and uncertainties that may cause actual results to differ materially from
anticipated results include, but are not limited to, general economic conditions in the markets in which the Company operates, including changes in interest rates or currency exchange rates; currency controls and the ability to economically hedge
currencies; the financial condition and restructuring actions of the Companys customers and suppliers; changes in actual industry vehicle production levels from the Companys current estimates; fluctuations in the production of vehicles
or the loss of business with respect to, or the lack of commercial success of, a vehicle model for which the Company is a significant supplier; disruptions in the relationships with the Companys suppliers; labor disputes involving the Company
or its significant customers or suppliers or that otherwise affect the Company; the outcome of customer negotiations and the impact of customer-imposed price reductions; the impact and timing of program launch costs and the Companys management
of new program launches; the costs, timing and success of restructuring actions; increases in the Companys warranty, product liability or recall costs; risks associated with conducting business in foreign countries; the impact of regulations
on the Companys foreign operations; the operational and financial success of the Companys joint ventures; competitive conditions impacting the Company and its key customers and suppliers; disruptions to the Companys information
technology systems, including those related to cybersecurity; the cost and availability of raw materials, energy, commodities and product components and the Companys ability to mitigate such costs; the outcome of legal or regulatory
proceedings to which the Company is or may become a party; the impact of pending legislation and regulations or changes in existing federal, state, local or foreign laws or regulations; unanticipated changes in cash flow, including the
Companys ability to align its vendor payment terms with those of its customers; limitations imposed by the Companys existing indebtedness and the Companys ability to access capital markets on commercially reasonable terms;
impairment charges initiated by adverse industry or market developments; the Companys ability to execute its strategic objectives; changes in discount rates and the actual return on pension assets; costs associated with compliance with
environmental laws and regulations; developments or assertions by or against the Company relating to intellectual property rights; the Companys ability to utilize its net
5
operating loss, capital loss and tax credit carryforwards; global sovereign fiscal matters and creditworthiness, including potential defaults and the related impacts on economic activity,
including the possible effects on credit markets, currency values, monetary unions, international treaties and fiscal policies; and other risks described in the Companys Annual Report on Form 10-K for the year ended December 31, 2014, and
its other Securities and Exchange Commission filings. Future operating results will be based on various factors, including actual industry production volumes, commodity prices and the Companys success in implementing its operating strategy.
Information in this press release relies on assumptions in the Companys sales backlog. The Companys sales backlog
reflects anticipated net sales from formally awarded new programs less lost and discontinued programs. The calculation of the sales backlog does not reflect customer price reductions on existing or newly awarded programs. The sales backlog
may be impacted by various assumptions embedded in the calculation, including vehicle production levels on new programs, foreign exchange rates and the timing of major program launches.
The forward-looking statements in this press release are made as of the date hereof, and the Company does not assume any obligation to update,
amend or clarify them to reflect events, new information or circumstances occurring after the date hereof.
Lear Corporation (NYSE: LEA) is
one of the worlds leading suppliers of automotive seating and electrical distribution systems. Lear serves every major automaker in the world, and Lear content can be found on more than 300 vehicle nameplates. Lears world-class products
are designed, engineered and manufactured by a diverse team of approximately 132,000 employees located in 34 countries. Lear currently ranks #177 on the Fortune 500. Lears headquarters are in Southfield, Michigan. Further information about
Lear is available at http://www.lear.com.
6
Lear Corporation and Subsidiaries
Condensed Consolidated Statements of Income
(Unaudited; in millions, except per share amounts)
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Three Month Period Ended |
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March 28, 2015 |
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March 29, 2014 |
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Net sales |
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$ |
4,521.4 |
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$ |
4,359.8 |
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Cost of sales |
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4,095.7 |
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3,999.3 |
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Selling, general and administrative expenses |
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151.7 |
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136.7 |
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Amortization of intangible assets |
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13.3 |
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8.5 |
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Interest expense |
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24.4 |
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16.8 |
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Other expense, net |
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30.0 |
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29.2 |
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Consolidated income before income taxes and equity in net income of affiliates |
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206.3 |
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169.3 |
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Income taxes |
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62.9 |
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52.7 |
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Equity in net income of affiliates |
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(13.3 |
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(12.0 |
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Consolidated net income |
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156.7 |
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128.6 |
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Net income attributable to noncontrolling interests |
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9.4 |
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6.6 |
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Net income attributable to Lear |
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$ |
147.3 |
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$ |
122.0 |
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Diluted net income per share attributable to Lear |
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$ |
1.86 |
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$ |
1.47 |
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Weighted average number of diluted shares outstanding |
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79.1 |
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82.8 |
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7
Lear Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
(In millions)
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March 28, 2015 |
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December 31, 2014 |
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(Unaudited) |
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(Audited) |
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ASSETS |
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Current: |
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Cash and cash equivalents |
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$ |
748.2 |
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$ |
1,094.1 |
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Accounts receivable |
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3,170.5 |
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2,471.7 |
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Inventories |
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985.8 |
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853.7 |
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Other |
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737.9 |
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960.1 |
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5,642.4 |
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5,379.6 |
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Long-Term: |
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PP&E, net |
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1,714.6 |
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1,624.7 |
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Goodwill |
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1,057.9 |
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726.2 |
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Other |
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1,203.5 |
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1,419.7 |
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3,976.0 |
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3,770.6 |
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Total Assets |
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$ |
9,618.4 |
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$ |
9,150.2 |
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LIABILITIES AND EQUITY |
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Current: |
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Accounts payable and drafts |
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$ |
2,761.3 |
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$ |
2,525.3 |
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Accrued liabilities |
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1,288.0 |
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1,188.8 |
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Current portion of long-term debt |
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10.6 |
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243.7 |
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4,059.9 |
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3,957.8 |
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Long-Term: |
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Long-term debt |
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1,972.4 |
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1,475.0 |
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Other |
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694.3 |
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688.1 |
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2,666.7 |
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2,163.1 |
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Equity |
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2,891.8 |
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3,029.3 |
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Total Liabilities and Equity |
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$ |
9,618.4 |
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$ |
9,150.2 |
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8
Lear Corporation and Subsidiaries
Supplemental Data
(Unaudited; in millions, except content per vehicle and per share amounts)
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Three Months Ended |
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March 28, 2015 |
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March 29, 2014 |
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Net Sales |
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|
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|
North America |
|
$ |
1,890.1 |
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|
$ |
1,596.0 |
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Europe and Africa |
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|
1,730.7 |
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|
|
1,788.1 |
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Asia |
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|
778.1 |
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|
752.8 |
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South America |
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122.5 |
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222.9 |
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Total |
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$ |
4,521.4 |
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$ |
4,359.8 |
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Content Per Vehicle 1 |
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North America |
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$ |
456 |
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|
$ |
386 |
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Europe and Africa |
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$ |
326 |
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|
$ |
341 |
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Free Cash Flow 2 |
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|
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|
|
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Net cash used in operating activities |
|
$ |
(66.6 |
) |
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$ |
(54.2 |
) |
Settlement of accounts payable in conjunction with acquisition of Eagle Ottawa |
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|
45.7 |
|
|
|
|
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Capital expenditures |
|
|
(98.8 |
) |
|
|
(96.4 |
) |
|
|
|
|
|
|
|
|
|
Free cash flow |
|
$ |
(119.7 |
) |
|
$ |
(150.6 |
) |
|
|
|
|
|
|
|
|
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Depreciation and Amortization |
|
$ |
84.5 |
|
|
$ |
74.5 |
|
Diluted Shares Outstanding at end of quarter
3 |
|
|
78,115,128 |
|
|
|
82,862,956 |
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Core Operating Earnings 2 |
|
|
|
|
|
|
|
|
Consolidated income before income taxes and equity in net income of affiliates |
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$ |
206.3 |
|
|
$ |
169.3 |
|
Interest expense |
|
|
24.4 |
|
|
|
16.8 |
|
Other expense, net |
|
|
30.0 |
|
|
|
29.2 |
|
|
|
|
|
|
|
|
|
|
Pretax income before equity income, interest and other expense |
|
|
260.7 |
|
|
|
215.3 |
|
Restructuring costs and other special items |
|
|
|
|
|
|
|
|
Costs related to restructuring actions |
|
|
8.4 |
|
|
|
25.3 |
|
Acquisition costs |
|
|
8.4 |
|
|
|
|
|
Acquisition-related inventory fair value adjustment |
|
|
15.8 |
|
|
|
|
|
Other |
|
|
0.3 |
|
|
|
2.6 |
|
|
|
|
|
|
|
|
|
|
Core operating earnings |
|
$ |
293.6 |
|
|
$ |
243.2 |
|
|
|
|
|
|
|
|
|
|
Adjusted Net Income Attributable to Lear 2 |
|
|
|
|
|
|
|
|
Net income attributable to Lear |
|
$ |
147.3 |
|
|
$ |
122.0 |
|
Restructuring costs and other special items |
|
|
|
|
|
|
|
|
Costs related to restructuring actions |
|
|
8.4 |
|
|
|
25.3 |
|
Acquisition costs |
|
|
8.4 |
|
|
|
|
|
Acquisition-related inventory fair value adjustment |
|
|
15.8 |
|
|
|
|
|
Loss on redemption of bonds |
|
|
14.3 |
|
|
|
17.5 |
|
Other |
|
|
0.3 |
|
|
|
2.6 |
|
Tax impact of special items and other net tax adjustments 4 |
|
|
(14.0 |
) |
|
|
(15.4 |
) |
|
|
|
|
|
|
|
|
|
Adjusted net income attributable to Lear |
|
$ |
180.5 |
|
|
$ |
152.0 |
|
|
|
|
|
|
|
|
|
|
Weighted average number of diluted shares outstanding |
|
|
79.1 |
|
|
|
82.8 |
|
|
|
|
|
|
|
|
|
|
Diluted net income per share attributable to Lear |
|
$ |
1.86 |
|
|
$ |
1.47 |
|
|
|
|
|
|
|
|
|
|
Adjusted earnings per share |
|
$ |
2.28 |
|
|
$ |
1.84 |
|
|
|
|
|
|
|
|
|
|
1 |
Content Per Vehicle for 2014 has been updated to reflect actual production levels. |
2 |
See Non-GAAP Financial Information included in this press release. |
3 |
Calculated using stock price at end of quarter. |
4 |
Represents the tax effect of restructuring costs and other special items, as well as several discrete tax items. The identification of these tax items is judgmental in nature, and their calculation is based on various
assumptions and estimates. |
9
Lear Corporation and Subsidiaries
Supplemental Data
(Unaudited; in millions, except margins)
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
|
March 28, 2015 |
|
|
March 29, 2014 |
|
Adjusted Segment Earnings |
|
|
|
|
|
|
|
|
Seating |
|
|
|
|
|
|
|
|
Net sales |
|
$ |
3,485.0 |
|
|
$ |
3,225.9 |
|
|
|
|
|
|
|
|
|
|
Segment earnings |
|
$ |
196.1 |
|
|
$ |
152.2 |
|
Costs related to restructuring actions |
|
|
7.4 |
|
|
|
22.3 |
|
Acquisition-related inventory fair value adjustment |
|
|
15.8 |
|
|
|
2.1 |
|
|
|
|
|
|
|
|
|
|
Adjusted segment earnings |
|
$ |
219.3 |
|
|
$ |
176.6 |
|
|
|
|
|
|
|
|
|
|
Adjusted segment margins |
|
|
6.3 |
% |
|
|
5.5 |
% |
|
|
|
|
|
|
|
|
|
Electrical |
|
|
|
|
|
|
|
|
Net sales |
|
$ |
1,036.4 |
|
|
$ |
1,133.9 |
|
|
|
|
|
|
|
|
|
|
Segment earnings |
|
$ |
137.0 |
|
|
$ |
138.3 |
|
Costs related to restructuring actions |
|
|
0.9 |
|
|
|
1.0 |
|
|
|
|
|
|
|
|
|
|
Adjusted segment earnings |
|
$ |
137.9 |
|
|
$ |
139.3 |
|
|
|
|
|
|
|
|
|
|
Adjusted segment margins |
|
|
13.3 |
% |
|
|
12.3 |
% |
|
|
|
|
|
|
|
|
|
10
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