Comprehensive Income and Equity

Comprehensive Income

Comprehensive income is defined as all changes in the Company’s net assets except changes resulting from transactions with stockholders. It differs from net income in that certain items recorded in equity are included in comprehensive income.

A summary of comprehensive income and reconciliations of equity, Lear Corporation stockholders’ equity and noncontrolling interests for the three and nine months ended September 30, 2017, is shown below (in millions):



	Three Months Ended September 30, 2017									Nine Months Ended September 30, 2017
	Equity			Lear Corporation Stockholders' Equity			Non- controlling Interests			Equity			Lear Corporation Stockholders' Equity			Non- controlling Interests
Beginning equity balance	$	3,756.2		$	3,621.9		$	134.3		$	3,192.9		$	3,057.2		$	135.7
Stock-based compensation transactions	14.9			14.9			—			8.4			8.4			—
Repurchase of common stock	(77.9		)	(77.9		)	—			(332.2		)	(332.2		)	—
Dividends declared to Lear Corporation stockholders	(34.8		)	(34.8		)	—			(105.8		)	(105.8		)	—
Dividends declared to noncontrolling interest holders	(0.7		)	—			(0.7		)	(33.2		)	—			(33.2		)
Adoption of ASU 2016-09 (Note 11, "Taxes")	—			—			—			54.5			54.5			—
Redeemable non-controlling interest adjustment	(22.7		)	(22.7		)	—			(22.7		)	(22.7		)	—
Comprehensive income:
Net income	315.0			295.2			19.8			960.5			912.9			47.6
Other comprehensive income, net of tax:
Defined benefit plan adjustments	(1.8		)	(1.8		)	—			(3.0		)	(3.0		)	—
Derivative instruments and hedging activities	(10.8		)	(10.8		)	—			57.2			57.2			—
Foreign currency translation adjustments	89.9			87.1			2.8			250.7			244.6			6.1
Other comprehensive income	77.3			74.5			2.8			304.9			298.8			6.1
Comprehensive income	392.3			369.7			22.6			1,265.4			1,211.7			53.7
Ending equity balance	$	4,027.3		$	3,871.1		$	156.2		$	4,027.3		$	3,871.1		$	156.2

A summary of changes, net of tax, in accumulated other comprehensive loss for the three and nine months ended September 30, 2017, is shown below (in millions):



	Three Months Ended September 30, 2017			Nine Months Ended September 30, 2017
Defined benefit plans:
Balance at beginning of period	$	(194.0	)	$	(192.8	)
Reclassification adjustments (net of tax expense of $0.3 million and $1.2 million in the three and nine months ended September 30, 2017, respectively)	0.9			3.4
Other comprehensive loss recognized during the period (net of tax impact of $— million in the three and nine months ended September 30, 2017)	(2.7		)	(6.4		)
Balance at end of period	$	(195.8	)	$	(195.8	)

Derivative instruments and hedging:
Balance at beginning of period	$	22.9		$	(45.1	)
Reclassification adjustments (net of tax benefit of $1.0 million and tax expense of $1.9 million in the three and nine months ended September 30, 2017, respectively)	(3.1		)	5.7
Other comprehensive income (loss) recognized during the period (net of tax benefit of $3.2 million and tax expense of $16.6 million in the three and nine months ended September 30, 2017, respectively)	(7.7		)	51.5
Balance at end of period	$	12.1		$	12.1

Foreign currency translation:
Balance at beginning of period	$	(440.2	)	$	(597.7	)
Other comprehensive income recognized during the period (net of tax impact of $— million in the three and nine months ended September 30, 2017)	87.1			244.6
Balance at end of period	$	(353.1	)	$	(353.1	)

In the three and nine months ended September 30, 2017, foreign currency translation adjustments are related primarily to the strengthening of the Euro and, to a lesser extent, the Chinese renminbi relative to the U.S. dollar. In the three and nine months ended September 30, 2017, foreign currency translation adjustments include pretax losses of $0.2 million and pretax gains of $0.6 million, respectively, related to intercompany transactions for which settlement is not planned or anticipated in the foreseeable future.

A summary of comprehensive income and reconciliations of equity, Lear Corporation stockholders’ equity and noncontrolling interests for the three and nine months ended October 1, 2016, is shown below (in millions):



	Three Months Ended October 1, 2016									Nine Months Ended October 1, 2016
	Equity			Lear Corporation Stockholders' Equity			Non- controlling Interests			Equity			Lear Corporation Stockholders' Equity			Non- controlling Interests
Beginning equity balance	$	3,156.1		$	3,012.8		$	143.3		$	3,017.7		$	2,927.4		$	90.3
Stock-based compensation transactions	15.6			15.6			—			6.7			6.7			—
Repurchase of common stock	(152.7		)	(152.7		)	—			(557.7		)	(557.7		)	—
Dividends declared to Lear Corporation stockholders	(21.9		)	(21.9		)	—			(67.5		)	(67.5		)	—
Dividends declared to noncontrolling interest holders	(0.4		)	—			(0.4		)	(13.2		)	—			(13.2		)
Consolidation of affiliate	1.0			—			1.0			41.0			—			41.0
Non-controlling interests — other	—			—			—			—			(2.2		)	2.2
Comprehensive income:
Net income	235.0			214.4			20.6			792.0			745.2			46.8
Other comprehensive income (loss), net of tax:
Defined benefit plan adjustments	1.5			1.5			—			(0.2		)	(0.2		)	—
Derivative instruments and hedging activities	0.8			0.8			—			(10.6		)	(10.6		)	—
Foreign currency translation adjustments	8.0			8.0			—			34.8			37.4			(2.6		)
Other comprehensive income (loss)	10.3			10.3			—			24.0			26.6			(2.6		)
Comprehensive income	245.3			224.7			20.6			816.0			771.8			44.2
Ending equity balance	$	3,243.0		$	3,078.5		$	164.5		$	3,243.0		$	3,078.5		$	164.5

A summary of changes, net of tax, in accumulated other comprehensive loss for the three and nine months ended October 1, 2016, is shown below (in millions):



	Three Months Ended October 1, 2016			Nine Months Ended October 1, 2016
Defined benefit plans:
Balance at beginning of period	$	(196.3	)	$	(194.6	)
Reclassification adjustments (net of tax expense of $0.3 million and $1.0 million in the three and nine months ended October 1, 2016, respectively)	0.8			2.5
Other comprehensive income (loss) recognized during the period (net of tax impact of $— million in the three and nine months ended October 1, 2016)	0.7			(2.7		)
Balance at end of period	$	(194.8	)	$	(194.8	)

Derivative instruments and hedging:
Balance at beginning of period	$	(50.1	)	$	(38.7	)
Reclassification adjustments (net of tax expense of $6.0 million and $16.7 million in the three and nine months ended October 1, 2016, respectively)	17.1			46.2
Other comprehensive loss recognized during the period (net of tax benefit of $6.0 million and $20.5 million in the three and nine months ended October 1, 2016, respectively)	(16.3		)	(56.8		)
Balance at end of period	$	(49.3	)	$	(49.3	)

Foreign currency translation:
Balance at beginning of period	$	(467.4	)	$	(496.8	)
Other comprehensive income recognized during the period (net of tax impact of $— million in the three and nine months ended October 1, 2016)	8.0			37.4
Balance at end of period	$	(459.4	)	$	(459.4	)

In the three months ended October 1, 2016, foreign currency translation adjustments are related primarily to the strengthening of the Euro relative to the U.S. dollar. In the nine months ended October 1, 2016, foreign currency translation adjustments are related primarily to the strengthening of the Euro and Brazilian real relative to the U.S. dollar, partially offset by the weakening of the Chinese renminbi relative to the U.S. dollar, and include pretax losses of $0.5 million related to intercompany transactions for which settlement is not planned or anticipated in the foreseeable future.

For further information regarding reclassification adjustments related to the Company's defined benefit plans, see Note 9, "Pension and Other Postretirement Benefit Plans." For further information regarding reclassification adjustments related to the Company's derivative and hedging activities, see Note 16, "Financial Instruments."

Lear Corporation Stockholders’ Equity

Common Stock Share Repurchase Program

In February 2017, the Company's Board of Directors authorized a $658.8 million increase to the existing common stock share repurchase program to provide for a remaining aggregate repurchase authorization of $1.0 billion and extended the term of the program to December 31, 2019. In the first nine months of 2017, the Company paid, in aggregate, $332.2 million for repurchases of its outstanding common stock (2,320,469 shares at an average purchase price of $143.14 per share, excluding commissions). As of the end of the third quarter of 2017, the Company has a remaining repurchase authorization of $667.8 million under its ongoing common stock share repurchase program. The Company may implement these share repurchases through a variety of methods, including, but not limited to, open market purchases, accelerated stock repurchase programs and structured repurchase transactions. The extent to which the Company will repurchase its outstanding common stock and the timing of such repurchases will depend upon its financial condition, prevailing market conditions, alternative uses of capital and other factors.

Since the first quarter of 2011, the Company's Board of Directors has authorized $4.1 billion in share repurchases under its common stock share repurchase program. As of the end of the third quarter of 2017, the Company has paid, in aggregate, $3.4 billion for repurchases of its outstanding common stock, at an average price of $78.18 per share, excluding commissions and related fees.

In addition to shares repurchased under the Company’s common stock share repurchase program described in the preceding paragraphs, the Company classified shares withheld from the settlement of the Company’s restricted stock unit and performance share awards to cover minimum tax withholding requirements as common stock held in treasury in the accompanying condensed consolidated balance sheets as of September 30, 2017 and December 31, 2016.

As approved by the Board of Directors, in May 2017, the Company retired 8.0 million shares of common stock held in treasury. These retired shares are reflected as authorized, but not issued, in the accompanying condensed consolidated balance sheet as of September 30, 2017. The retirement of shares held in treasury resulted in a reduction in the par value of common stock, additional paid-in capital and retained earnings of $0.1 million, $155.9 million and $735.5 million, respectively. These reductions were offset by a corresponding reduction in shares held in treasury of $891.5 million. Accordingly, there was no effect on stockholders’ equity as a result of this transaction.

Quarterly Dividend

In the first nine months of 2017 and 2016, the Company’s Board of Directors declared quarterly cash dividends of $0.50 and $0.30 per share of common stock, respectively. In the first nine months of 2017, declared dividends totaled $105.8 million, and dividends paid totaled $104.4 million. In the first nine months of 2016, declared dividends totaled $67.5 million, and dividends paid totaled $68.1 million. Dividends payable on common shares to be distributed under the Company’s stock-based compensation program and common shares contemplated as part of the Company’s emergence from Chapter 11 bankruptcy proceedings will be paid when such common shares are distributed.

Noncontrolling Interests

In the first nine months of 2017 and 2016, the Company gained control of and consolidated affiliates. For further information related to the 2017 consolidation, see Note 6, "Long-Term Assets." For further information related to the 2016 consolidation, see Note 5, "Investment in Affiliates and Other Related Party Transactions," to the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.