Capital Stock, Accumulated Other Comprehensive Loss and Equity

Common Stock

The Company is authorized to issue up to 300,000,000 shares of Common Stock. The Company’s Common Stock is listed on the New York Stock Exchange under the symbol "LEA" and has the following rights and privileges:


•	Voting Rights – All shares of the Company’s common stock have identical rights and privileges. With limited exceptions, holders of common stock are entitled to one vote for each outstanding share of common stock held of record by each stockholder on all matters properly submitted for the vote of the Company’s stockholders.


•	Dividend Rights – Subject to applicable law, any contractual restrictions and the rights of the holders of outstanding preferred stock, if any, holders of common stock are entitled to receive ratably such dividends and other distributions that the Company’s Board of Directors, in its discretion, declares from time to time.


•	Liquidation Rights – Upon the dissolution, liquidation or winding up of the Company, subject to the rights of the holders of outstanding preferred stock, if any, holders of common stock are entitled to receive ratably the assets of the Company available for distribution to the Company’s stockholders in proportion to the number of shares of common stock held by each stockholder.


•	Conversion, Redemption and Preemptive Rights – Holders of common stock have no conversion, redemption, sinking fund, preemptive, subscription or similar rights.

Common Stock Share Repurchase Program

Since the first quarter of 2011, the Company's Board of Directors has authorized $5.0 billion in share repurchases under its common stock share repurchase program. As of December 31, 2018, the Company has paid $4.2 billion in aggregate for repurchases of its common stock, at an average price of $87.20 per share, excluding commissions and related fees.

Share repurchases are shown below (in millions except for shares and per share amounts):



For the Year Ended December 31	Aggregate Repurchases ⁽¹⁾		Cash paid for Repurchases		Number of Shares	Average Price per Share ⁽²⁾
2018	$	705.2	$	704.9	4,308,418	$	163.69
2017	$	454.4	$	450.5	3,014,131	$	150.77
2016	$	658.8	$	658.8	5,816,363	$	113.26

⁽¹⁾ 2018 includes $5.1 million of purchases prior to the increased authorization

⁽²⁾ Excludes commissions

As of December 31, 2018, the Company has a remaining repurchase authorization of $799.8 million under its current common stock share repurchase program, which will expire on December 31, 2020. 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.

In addition to shares repurchased under the Company’s common stock share repurchase program described above, the Company classified shares withheld from the settlement of the Company’s restricted stock unit and performance share awards to cover tax withholding requirements as common stock held in treasury in the accompanying consolidated balance sheets as of December 31, 2018 and 2017.

In 2018, the Company’s Board of Directors approved the retirement of 8 million shares of common stock held in treasury. These retired shares are reflected as authorized, but not issued, in the accompanying consolidated balance sheet as of December 31, 2018. 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 $1,014.2 million, respectively. These reductions were offset by a corresponding reduction in shares held in treasury of $1,170.2 million. Accordingly, there was no effect on stockholders' equity as a result of this transaction.

In 2017, the Company’s Board of Directors approved the retirement of 8 million shares of common stock held in treasury. These retired shares are reflected as authorized, but not issued, in the accompanying consolidated balance sheets as of December 31, 2018 and 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 2018, 2017 and 2016, the Company’s Board of Directors declared quarterly cash dividends of $0.70, $0.50 and $0.30, respectively, per share of common stock. In 2018, declared dividends totaled $185.8 million, and dividends paid totaled $186.3 million. In 2017, declared dividends totaled $140.3 million, and dividends paid totaled $137.7 million. In 2016, declared dividends totaled $89.1 million, and dividends paid totaled $88.8 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.

Accumulated Other Comprehensive Loss

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 changes in accumulated other comprehensive loss, net of tax is shown below (in millions):



For the year ended December 31,	2018			2017			2016
Defined benefit plans:
Balance at beginning of year	$	(184.0	)	$	(192.8	)	$	(194.6	)
Reclassification adjustments (net of tax expense of $2.4 million in 2018, $1.1 million in 2017 and $12.1 million in 2016)	9.0			4.9			25.9
Other comprehensive income (loss) recognized during the period (net of tax benefit (expense) of ($0.6) million in 2018, ($0.4) million in 2017 and $5.0 million in 2016)	2.2			3.9			(24.1		)
Balance at end of year	$	(172.8	)	$	(184.0	)	$	(192.8	)
Derivative instruments and hedging activities:
Balance at beginning of year	$	(22.9	)	$	(45.1	)	$	(38.7	)
Reclassification adjustments (net of tax benefit (expense) of $4.1 million in 2018, ($3.1) million in 2017 and ($28.8) million in 2016)	(15.2		)	6.4			57.9
Other comprehensive income (loss) recognized during the period (net of tax benefit (expense) of ($7.4) million in 2018, ($12.8) million in 2017 and $32.7 million in 2016)	28.4			15.8			(64.3		)
Balance at end of year	$	(9.7	)	$	(22.9	)	$	(45.1	)
Cumulative translation adjustments:
Balance at beginning of year	$	(306.5	)	$	(597.7	)	$	(496.8	)
Other comprehensive income (loss) recognized during the period (net of tax benefit of $2.3 million in 2018, $— million in 2017 and $1.1 million in 2016)	(216.8		)	291.2			(100.9		)
Balance at end of year	$	(523.3	)	$	(306.5	)	$	(597.7	)

For the years ended December 31, 2018, 2017 and 2016, other comprehensive loss related to cumulative translation adjustments includes pretax gains (losses) related to intercompany transactions for which settlement is not planned or anticipated in the foreseeable future of ($1.2) million, $0.9 million and ($0.2) million, respectively.

Noncontrolling Interests

In 2018 and 2017, the Company gained control of affiliates. For further information related to these transactions, see Note 5, "Investments in Affiliates and Other Related Party Transactions." In 2016, the Company acquired the outstanding noncontrolling interests in a consolidated subsidiary, Shenyang Lear Automotive Seating and Interior Systems Co., Ltd., for $32.6 million and now owns 100% of the subsidiary.