Lear, Marcato And Oskie Announce Agreement; Company Commits To Accelerate Existing $1 Billion Share Repurchase Program And Announces New $750 Million Share Repurchase Authorization, Bringing Total Share Repurchase Authorization To $2.25 Billion
Company Appreciates Thoughtful Input from Marcato, Oskie and Other Shareholders on Capital Allocation Strategy
SOUTHFIELD, Mich., SAN FRANCISCO and NEW YORK, April 1, 2013 /PRNewswire/ -- Lear Corporation (NYSE: LEA) ("Lear", "the Company"), a leading global supplier of automotive seating and electrical distribution systems, Marcato Capital Management LLC ("Marcato") and Oskie Capital Management LLC ("Oskie") today announced an agreement aimed at further enhancing shareholder value. Under the terms of the agreement, the Company's Board of Directors has authorized management to further accelerate repurchases under the Company's existing $1 billion share repurchase program. Lear repurchased $200 million of its outstanding common stock during the first quarter of 2013 and now expects to complete the remaining $800 million of its existing $1 billion share repurchase authorization under an Accelerated Share Repurchase Program within approximately the next 12 months. Lear also today announced that its Board of Directors has approved a new two-year share repurchase authorization of $750 million to commence immediately following the completion of the existing $1 billion share repurchase program. Including $500 million of share repurchases through the end of 2012, the existing $1 billion authorization and the additional $750 million announced today, the Board has authorized total share repurchases of $2.25 billion since the first quarter of 2011. Lear may implement share repurchases under the new $750 million share repurchase program utilizing a variety of methods including open market purchases, accelerated share repurchase programs and structured repurchase transactions. Share repurchases are subject to prevailing financial, market and industry conditions. Lear also announced today that under the terms of the agreement, Marcato and Oskie have withdrawn their slate of nominees for election to Lear's Board of Directors at the 2013 Annual Meeting and agreed to vote their shares in support of all of Lear's director nominees. Further, the Company has agreed to expand the Board of Directors from eight to nine members as soon as practicable following the 2013 Annual Meeting and add a new Board member mutually acceptable to the Company, Marcato and Oskie.