<PAGE> 1
AS FILED WITH THE COMMISSION ON JANUARY 11, 1995
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
For the fiscal year ended December 31, 1993
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the transition period from to
Commission file number: 1-11311
LEAR PLASTICS CORPORATION 401(k) PLAN
FOR HOURLY EMPLOYEES
(Full title of the plan)
LEAR SEATING CORPORATION
(Exact name of issuer as specified in its charter)
Delaware 13-3386776
------------------------------- -----------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
21557 Telegraph Road
Southfield, Michigan 48034
---------------------------------------- ----------
(Address of principal executive offices) (zip code)
(810) 746-1500
-------------------------------------------------------------
(Telephone number, including area code, of agent for service)
<PAGE> 2
LEAR PLASTICS CORPORATION 401(k) PLAN
FOR HOURLY EMPLOYEES
TABLE OF CONTENTS
PAGE
----
Report of Independent Public Accountants 3
Statements of Assets Available for Benefits as of December 31, 5
1993 and 1992
Statements of Changes in Assets Available for Benefits for 6
the Year Ended December 31, 1993 and the Four Months ended
December 31, 1992
Notes to Financial Statements 7
Schedule I - Item 27a - Schedule of Assets Held for Investment 11
Purposes as of December 31, 1993
Schedule II - Item 27d - Schedule of Reportable Transactions for 12
the Year Ended December 31, 1993
Signatures 13
Exhibit Index 14
Exhibit 23.1, Consent of Arthur Andersen LLP 15
2
<PAGE> 3
[ARTHUR ANDERSEN LETTERHEAD]
REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
To the Plan Administrator of
the Lear Plastics Corporation
401(k) Plan for Hourly Employees:
We have audited the accompanying statements of assets available for benefits of
LEAR PLASTICS CORPORATION 401(k) PLAN FOR HOURLY EMPLOYEES as of December 31,
1993 and 1992, and the related statements of changes in assets available for
benefits for the year ended December 31, 1993 and the four months ended
December 31, 1992. These financial statements and the schedules referred to
below are the responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements and schedules based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to
obtain reasonable assurance about whether the financial statements are free of
material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant
estimates made by management, as well as evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the assets available for benefits of the Plan as of
December 31, 1993 and 1992, and the changes in assets available for benefits
for year ended December 31, 1993 and the four months ended December 31, 1992 in
conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets
held for investment purposes and reportable transactions are presented for the
purpose of additional analysis and are not a required part of the basic
financial statements but are supplementary information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. The Fund Information in
the statement of net assets available for benefits and the statement of
changes in net assets available for benefits is presented for purposes of
additional analysis rather than to present the net assets available for plan
benefits and changes in net assets available for plan benefits of each fund.
The supplemental schedules and Fund Information have been subjected to the
auditing procedures applied in the audits of the basic financial statements
and, in our opinion, are fairly stated in all material respects in relation to
the basic financial statements taken as a whole.
As explained in the notes thereto, information presented in the schedule of
assets held for investment purposes and the schedule of reportable transactions
that accompany the Plan's financial statements do not disclose the historical
cost of certain investments. Disclosure of this information is required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974.
/s/ Arthur Andersen LLP
Detroit, Michigan
May 25, 1994.
3
<PAGE> 4
LEAR PLASTICS CORPORATION
401(k) PLAN
FOR HOURLY EMPLOYEES
INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
Statements of Assets Available for Benefits as of December 31, 1993 and 1992
Statements of Changes in Assets Available for Benefits for the Year Ended
December 31, 1993 and the Four Months Ended December 31, 1992
Notes to Financial Statements
Schedule I - Item 27a - Schedule of Assets Held for Investment Purposes as of
December 31, 1993
Schedule II - Item 27d - Schedule of Reportable Transactions for the Year Ended
December 31, 1993
4
<PAGE> 5
LEAR PLASTICS CORPORATION
401 (k) PLAN
FOR HOURLY EMPLOYEES
STATEMENTS OF ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 1993 AND 1992
<TABLE>
<CAPTION>
Fund Information
-------------------------------------------------------------------------
1993
-------------------------------------------------------------------------
Investment
Bond Equity Money Contract
Fund Fund Market Fund Trust Fund Total
-------- -------- ------------- ----------- ---------
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments-
Fixed Income Securities Fund -
1,913 units and 431 units
as of December 31, 1993 and
1992, respectively $17,635 $ - $ - $ - $17,635
Windsor II Fund -
2,602 units and 526 units
as of December 31, 1993
and 1992, respectively - 44,343 - - 44,343
Money Market Fund -
5,161 units and 1,786 units
as of December 31, 1993 and
1992, respectively - - 5,161 - 5,161
Investment Contract Trust
Fund -
12,327 units and 3,475
units as of December 31,
1993 and 1992,
respectively - - - 12,327 12,327
------- ------- ------- ------- --------
Total investments 17,635 44,343 5,161 12,327 79,466
Contribution receivable 1,399 3,706 729 869 6,703
------- ------- ------- ------- --------
ASSETS AVAILABLE FOR BENEFITS $19,034 $48,049 $5,890 $13,196 $86,169
======= ======= ======= ======= =======
<CAPTION>
Fund Information
-------------------------------------------------------------------------
1993
-------------------------------------------------------------------------
Investment
Bond Equity Money Contract
Fund Fund Market Fund Trust Fund Total
-------- -------- ------------- ----------- ---------
<S> <C> <C> <C> <C> <C>
ASSETS:
Investments-
Fixed Income Securities Fund -
1,913 units and 431 units
as of December 31, 1993 and
1992, respectively $ 3,817 $ - $ - $ - $ 3,817
Windsor II Fund -
2,602 units and 526 units
as of December 31, 1993
and 1992, respectively - 8,377 - - 8,377
Money Market Fund -
5,161 units and 1,786 units
as of December 31, 1993 and
1992, respectively - - 1,786 - 1,786
Investment Contract Trust
Fund -
12,327 units and 3,475
units as of December 31,
1993 and 1992,
respectively - - - 3,475 3,475
------- ------- ------- ------- --------
Total investments 3,817 8,377 1,786 3,475 17,455
Contribution receivable - - - - -
------- ------- ------- ------- -------
ASSETS AVAILABLE FOR BENEFITS $ 3,817 $ 8,377 $ 1,786 $ 3,475 $17,455
======= ======= ======= ======= =======
</TABLE>
The accompanying notes are an integral part of these statements.
5
<PAGE> 6
LEAR PLASTICS CORPORATION
401(k) PLAN
FOR HOURLY EMPLOYEES
STATEMENTS OF CHANGES IN ASSETS AVAILABLE FOR BENEFITS
FOR THE YEAR ENDED DECEMBER 31, 1993 AND
THE FOUR MONTHS ENDED DECEMBER 31, 1992
<TABLE>
Fund Information
------------------------------------------------------------------------------------
1993
------------------------------------------------------------------------------------
Investment
Bond Equity Money Contract
Fund Fund Market Fund Trust Fund Total
---- ------ ----------- ---------- -----
<S> <C> <C> <C> <C> <C>
INVESTMENT INCOME (LOSS):
Interest and dividend $ 1,086 $2,140 $ 101 $ 446 $ 3,773
income
Net unrealized appreciation
(depreciation) in value
of investments (187) 380 - - 193
Realized gain on sale
of investments 5 - - - 5
------- ------- ------ ------- -------
Net investment income 904 2,520 101 446 3,971
EMPLOYEE CONTRIBUTIONS 13,495 35,436 6,528 9,284 64,743
NET INVESTMENT TRANSFERS 818 1,716 (2,525) (9) -
------- ------- ------ ------- -------
Net increase 15,217 39,672 4,104 9,721 68,714
ASSETS AVAILABLE FOR BENEFITS,
beginning of period 3,817 8,377 1,786 3,475 17,455
------- ------- ------ ------- -------
ASSETS AVAILABLE FOR BENEFITS,
end of period $19,034 $48,049 $5,890 $13,196 $86,169
======= ======= ====== ======= =======
<CAPTION>
Fund Information
------------------------------------------------------------------------------------
Four Months Ended December 31, 1992
------------------------------------------------------------------------------------
Investment
Bond Equity Money Contract
Fund Fund Market Fund Trust Fund Total
---- ------ ----------- ---------- -----
<S> <C> <C> <C> <C> <C>
INVESTMENT INCOME (LOSS):
Interest and dividend $ 61 $ 195 $ 6 $ 25 $ 287
income
Net unrealized appreciation
(depreciation) in value
of investments (6) 31 - - 25
Realized gain on sale
of investments - - - - -
------- ------- ------ ------- -------
Net investment income 55 226 6 25 312
EMPLOYEE CONTRIBUTIONS 3,762 8,151 2,390 2,840 17,143
NET INVESTMENT TRANSFERS - - (610) 610 -
------- ------- ------ ------- -------
Net increase 3,817 8,377 1,786 3,475 17,455
ASSETS AVAILABLE FOR BENEFITS,
beginning of period - - - - -
------- ------- ------ ------- -------
ASSETS AVAILABLE FOR BENEFITS,
end of period $ 3,817 $ 8,377 $1,786 $ 3,475 $17,455
======= ======= ====== ======= =======
</TABLE>
The accompanying notes are an integral part of these statements.
6
<PAGE> 7
LEAR PLASTICS CORPORATION
401(k) PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
(1) PLAN DESCRIPTION
General
Effective September 1, 1992, Lear Plastics Corporation (the Company), a
wholly-owned subsidiary of Lear Seating Corporation,
established the Lear Plastics Corporation 401(k) Plan for Hourly
Employees (the Plan). The following description of the Plan provides
only general information. Participants should refer to the Plan
agreement for a more complete description of the Plan's provisions.
Eligibility
All full-time hourly employees of Lear Plastics Corporation, who have
completed one year of service and who have attained age 21, are
eligible to participate in the Plan effective the first day of the
quarter following completion of the Plan's eligibility requirements.
Employee Contributions
Participants may elect to defer from 1% to 16% of their compensation
each Plan year, subject to Plan limitations. The amount of compensation
participants elect to defer through payroll deductions is contributed
to the Plan by the Company on their behalf.
Administration
The Plan administrator is responsible for general administration of the
Plan for the exclusive benefit of Plan participants and their
beneficiaries, subject to the specific terms of the Plan agreement.
Assets of the Plan and related investments are administered by the
Plan's trustee, Delaware Charter Guarantee and Trust Company. It is
the trustee's responsibility to invest Plan assets and to distribute
benefits to participants.
7
<PAGE> 8
LEAR PLASTICS CORPORATION
401(k) PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
(CONTINUED)
Investment Options
The Plan agreement provides for four investment options under the Vanguard
Group:
Bond Fund - Fixed Income Securities Fund consisting of
investments in a diversified portfolio of
long-term, investment grade bonds.
Equity Fund - Windsor II Fund consisting primarily of
investments in common stocks, that in
the opinion of the Fund's investment advisor,
are undervalued in the marketplace.
Money Market Fund - Money Market Fund consisting of investments in
short-term securities such as certificates of
deposit, bankers' acceptances, commercial
paper, and U.S. Government securities.
Investment Contract - Investment Contract Trust Fund consisting
Trust Fund primarily of investments in investment
contracts issued by high-quality insurance
companies and banks, and in similar types of
fixed income investments.
Each plan participant may elect, from the various options provided in the
Plan agreement, the percentage allocation of employee contributions among
the funds.
Allocation of Earnings and Losses
The earnings and losses on Plan investments are allocated on a pro rata
basis to the elective accounts of the individual participants.
Vesting of Benefits
Participants are immediately 100% vested in their contributions.
8
<PAGE> 9
LEAR PLASTICS CORPORATION
401 (k) PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
(Continued)
Distribution of Benefits
Distribution of benefits is made upon the occurrence of any one of the
following:
Normal retirement of the participant at age 65;
Deferred retirement of the participant beyond age 65;
Early retirement of the participant at age 55 or the
seventh anniversary of participation commencement,
whichever is later;
Total and permanent disability of the participant;
Death of the participant; and
Termination of employment.
Benefits payable upon normal, deferred or early retirement, total and
permanent disability or death are made through installment payments or in a
lump sum. Benefits due upon termination of employment are based on vested
amounts in the participants' accounts and made by installment payments or in
a lump sum. In any event, the Company will make a lump sum payment to any
participant if the amount owed is less than $3,500.
As of December 31, 1993 and 1992 there were no amounts allocated to accounts of
persons who have withdrawn from participation in the earnings and operations
of the Plan.
Loans to Participants
Loans to participants are not permitted under the Plan.
Hardship Withdrawals
No amounts may be withdrawn from a salary deferral account before a participant
terminates employment with the Company or attains the age of fifty-nine and
one-half, except by reason of financial hardship. All requests for hardship
withdrawals require the consent of the Plan administrator.
9
<PAGE> 10
LEAR PLASTICS CORPORATION
401(k) PLAN
FOR HOURLY EMPLOYEES
NOTES TO FINANCIAL STATEMENTS
(Continued)
(2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Accounting
Accounting records are maintained by the Trustee on the accrual basis
of accounting.
Investments
Investment transactions are recorded on the trade date basis.
Investments owned are reflected in the Statements of Assets
Available for Benefits at current value. Current value, which is
equivalent to market value, is the unit valuation of the security
at yearend. Realized gains on sales of investments and unrealized
appreciation and depreciation in the value of investments are
computed based on the difference between the market value of Plan
Assets at the beginning of the Plan year, or at time of purchase if
acquired during the year, and the market value of investments when
sold or at Plan yearend. The historical cost of certain investments
and the net gain or loss on the sale of certain investments is not
readily determinable from the Trustee's statements.
Expenses
All direct costs and expenses incurred in connection with the
Plan are paid by the Company.
(3) TAX STATUS
The Company has not yet requested a determination letter from
the Internal Revenue Service to indicate that the Plan is in
compliance with the applicable requirements of the Internal Revenue
Code (the Code). However, the Plan administrator and the Plan's tax
counsel believe that the Plan is currently designed and being
operated in compliance with the applicable requirements of the
Code. Therefore, they believe that the Plan was qualified and the
related trust was tax-exempt as of the financial statement date.
Accordingly, no provision for income taxes has been recorded in the
accompanying financial statements.
10
<PAGE> 11
SCHEDULE I
LEAR PLASTICS CORPORATION
401(k) PLAN
FOR HOURLY EMPLOYEES
EIN: 13-3386702 PN: 001
ITEM 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
AS OF DECEMBER 31, 1993
<TABLE>
<CAPTION>
Current
Identity of Party Involved Description of Investment Cost Value
-------------------------- ------------------------- ------ -------
<S> <C> <C> <C>
* Vanguard Group Fixed Income Securities (a) $17,635
* Vanguard Group Windsor II (a) 44,343
* Vanguard Group Money Market $ 5,161 5,161
* Vanguard Group Investment Contract Trust 12,327 12,327
-------
Total investments $79,466
=======
</TABLE>
(a) Amounts not readily determinable from the trustee statements.
* Represents a party-in-interest.
11
<PAGE> 12
SCHEDULE II
LEAR PLASTICS CORPORATION
401(k) PLAN
FOR HOURLY EMPLOYEES
EIN: 13-3386702 PN:001
ITEM 27d - SCHEDULE OF REPORTABLE TRANSACTIONS
FOR THE YEAR ENDED DECEMBER 31, 1993
<TABLE>
<CAPTION>
Current Value
of Asset on Net Gain
Purchase Selling Transaction or
Identity of Party Involved Transaction Price Price Cost Date (Loss)
-------------------------- ----------- -------- ------- ---- ------------- --------
<S> <C> <C> <C> <C> <C> <C>
* Vanguard Group Twenty-eight aggregate purchases of $14,476 N/A $14,476 $14,476 N/A
1,533 Fixed Income Securities
shares, including reinvested
interest of $1,086
* Vanguard Group Nineteen aggregate purchases of 35,587 N/A 35,587 35,587 N/A
2,076 Windsor II shares,
including reinvested interest
of $2,140
* Vanguard Group Twenty-three aggregate purchases of 5,900 N/A 5,900 5,900 N/A
5,900 Money Market shares,
including reinvested interest of
$101
* Vanguard Group Twenty-four aggregate purchases of 9,184 N/A 9,184 9,184 N/A
9,184 Investment
Contract Trust shares, including
reinvested interest of $446
* Vanguard Group Two aggregate sales of 51 Fixed N/A $ 476 (a) 476 (a)
Income Securities shares
* Vanguard Group Three aggregate sales of 2,525 N/A 2,525 2,525 2,525 $ -
Money Market shares
* Vanguard Group One sale of 332 Investment Contract N/A 332 332 332 -
Trust shares
</TABLE>
(a) Amounts not readily determinable from the trustee statements.
* Represents a party-in-interest.
12
<PAGE> 13
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the trustees (or other persons who administer the employee benefit plan)
have duly caused this annual report to be signed on its behalf by the
undersigned hereunto duly authorized in the City of Southfield, Michigan on
January 11, 1995.
LEAR PLASTICS CORPORATION
401(k) PLAN FOR HOURLY
EMPLOYEES
By: Lear Plastics Corp.,
as Plan Administrator
By: /s/ James H. Vandenberghe
-------------------------------
Name: James H. Vandenberghe
Title: Vice President and Secretary
13
<PAGE> 14
EXHIBIT INDEX
SEQUENTIAL
EXHIBIT PAGE
NUMBER DESCRIPTION NUMBER
------- ----------- ----------
23.1 Consent of Arthur Andersen LLP (filed as
Exhibit 23.3 to the Registrant's
Registration Statement on Form S-8
(No. 33-57237) and incorporated
herein by reference)
14
