October 23, 2019
Jeffrey Vanneste
Chief Financial Officer
LEAR Corporation
21557 Telegraph Road
Southfield, MI 48033
Re: LEAR Corporation
Form 10-K for the period ended December 31, 2018
Filed February 5, 2019
File No. 001-11311
Dear Mr. Vanneste:
We have limited our review of your filing to the financial statements
and related
disclosures and have the following comment. In our comment, we may ask you to
provide us
with information so we may better understand your disclosure.
Please respond to our comment within ten business days by providing the
requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comment applies to your facts and circumstances, please tell us why in your
response.
After reviewing your response to our comment, we may have additional
comments.
Form 10-Q for the Quarter Ended June 29, 2019
Management's Discussion and Analysis of Financial Condition and Results of
Operations, page
35
1. We note from your disclosure in Note 3 that in the six months ended June
30, 2019 you
recorded $91 million of restructuring charges and expect to incur an
additional $65
million related to these activities which appear to include employee
termination benefits,
asset impairment charges and contract termination costs. We also note
that these charges
are recorded as part of cost of sales and SG&A. In light of the
increasing significance of
these restructuring charges to your results of operations, please revise
your MD&A
discussion to include the following:
Describe the nature of these costs, the events and decisions which gave
rise to the
costs, and the likely effects of management's plans on financial
position, future
operating results, and liquidity.
Discuss any changes in your plans (including the nature and reasons for
the revisions)
Jeffrey Vanneste
LEAR Corporation
October 23, 2019
Page 2
that have resulted (or will result) in increasing restructuring
costs and clearly identify
the income statement line items to be impacted.
Revise your segment discussion should be revised to include the
total amount of costs
expected to be incurred in connection with the activity, the
amount incurred in the
period, and the cumulative amount incurred to date, net of any
adjustments to the
liability with an explanation of the reasons, for each reportable
segment.
See ASC 420-10-50-1 and Staff Accounting Bulletin Topic 5.P.4 for
guidance.
In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.
You may contact Charles Eastman, Staff Accountant at (202) 551-3794 or
Claire
Erlanger, Staff Accountant at (202) 551-3301 with any questions.
FirstName LastNameJeffrey Vanneste Sincerely,
Comapany NameLEAR Corporation
Division of
Corporation Finance
October 23, 2019 Page 2 Office of
Manufacturing
FirstName LastName
