DELPHI AUTOMOTIVE PLC, 10-Q filed on 10/24/2014
Quarterly Report
Document And Entity Information
9 Months Ended
Sep. 30, 2014
Oct. 17, 2014
Document And Entity Information [Abstract]
 
 
Document Type
10-Q 
 
Amendment Flag
false 
 
Document Period End Date
Sep. 30, 2014 
 
Document Fiscal Period Focus
Q3 
 
Document Fiscal Year Focus
2014 
 
Entity Registrant Name
Delphi Automotive PLC 
 
Entity Central Index Key
0001521332 
 
Current Fiscal Year End Date
--12-31 
 
Entity Filer Category
Large Accelerated Filer 
 
Entity Common Stock, Shares Outstanding
 
296,079,367 
Consolidated Statements Of Operations (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Sep. 30, 2014
Sep. 30, 2013
Dec. 31, 2014
Dec. 31, 2013
Income Statement [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Net sales
$ 4,144 
 
 
 
$ 4,017 
 
 
$ 12,871 
$ 12,281 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
 
 
 
Cost of Sales
3,388 
 
 
 
3,338 
 
 
10,507 
10,141 
 
 
Selling, general and administrative
270 
 
 
 
228 
 
 
803 
699 
 
 
Amortization
25 
 
 
 
27 
 
 
76 
79 
 
 
Restructuring
47 
 
 
 
37 
 
 
124 
95 
 
 
Total operating expenses
3,730 
 
 
 
3,630 
 
 
11,510 
11,014 
 
 
Operating income
414 
 
 
 
387 
 
 
1,361 
1,267 
 
 
Interest expense
(33)
 
 
 
(34)
 
 
(101)
(106)
 
 
Other income (expense), net
 
 
 
 
 
(8)
(25)
 
 
Income before income taxes and equity income
386 
 
 
 
357 
 
 
1,252 
1,136 
 
 
Income tax expense
(63)
 
 
 
(72)
 
 
(200)
(182)
 
 
Income before equity income
323 
 
 
 
285 
 
 
1,052 
954 
 
 
Equity income, net of tax
 
 
 
 
 
20 
26 
 
 
Net income
325 
 
 
 
293 
 
 
1,072 
980 
 
 
Net income attributable to noncontrolling interest
20 
 
 
 
22 
 
 
65 
66 
 
 
Net income attributable to Delphi
$ 305 
 
 
 
$ 271 
 
 
$ 1,007 
$ 914 
 
 
Basic net income per share:
 
 
 
 
 
 
 
 
 
 
 
Basic net income per share attributable to Delphi
$ 1.02 
 
 
 
$ 0.88 
 
 
$ 3.33 
$ 2.93 
 
 
Weighted average number of basic shares outstanding
298.59 
 
 
 
309.68 
 
 
302.35 
312.08 
 
 
Diluted net income per share:
 
 
 
 
 
 
 
 
 
 
 
Diluted net income per share attributable to Delphi
$ 1.02 
 
 
 
$ 0.87 
 
 
$ 3.32 
$ 2.92 
 
 
Weighted average number of diluted shares outstanding
300.14 
 
 
 
310.62 
 
 
303.56 
312.87 
 
 
Cash dividends declared per share
$ 0.25 
$ 0.25 
$ 0.25 
$ 0.17 
$ 0.17 
$ 0.17 
$ 0.17 
$ 0.75 
$ 0.51 
$ 1.00 
$ 0.68 
Consolidated Statements Of Comprehensive Income (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Statement of Comprehensive Income [Abstract]
 
 
 
 
Net income
$ 325 
$ 293 
$ 1,072 
$ 980 
Other comprehensive income (loss):
 
 
 
 
Currency translation adjustments
(179)
113 
(172)
(4)
Net change in unrecognized gain (loss) on derivative instruments, net of tax
(23)
10 
(16)
(29)
Employee benefit plans adjustment, net of tax
12 
(5)
14 
11 
Other comprehensive income (loss)
(190)
118 
(174)
(22)
Comprehensive income
135 
411 
898 
958 
Comprehensive income attributable to noncontrolling interests
17 
25 
60 
69 
Comprehensive income attributable to Delphi
$ 118 
$ 386 
$ 838 
$ 889 
Consolidated Balance Sheets (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Current assets:
 
 
Cash and cash equivalents
$ 1,026 
$ 1,389 
Restricted cash
Accounts receivable, net
2,839 
2,662 
Inventories (Note 3)
1,227 
1,093 
Other current assets (Note 4)
588 
604 
Total current assets
5,682 
5,752 
Long-term assets:
 
 
Property, net
3,273 
3,216 
Investments in affiliates
243 
234 
Intangible assets, net (Note 2)
627 
723 
Goodwill (Note 2)
456 
496 
Other long-term assets (Note 4)
642 
626 
Total long-term assets
5,241 
5,295 
Total assets
10,923 
11,047 
Current liabilities:
 
 
Short-term debt (Note 8)
37 
61 
Accounts payable
2,521 
2,595 
Accrued liabilities (Note 5)
1,286 
1,238 
Total current liabilities
3,844 
3,894 
Long-term liabilities:
 
 
Long-term debt (Note 8)
2,417 
2,351 
Pension benefit obligations
911 
959 
Other long-term liabilities (Note 5)
372 
409 
Total long-term liabilities
3,700 
3,719 
Total liabilities
7,544 
7,613 
Commitments and contingencies (Note 10)
   
   
Shareholders' equity:
 
 
Preferred shares, $0.01 par value per share, 50,000,000 shares authorized, none issued and outstanding
Ordinary shares, $0.01 par value per share, 1,200,000,000 shares authorized, 296,656,638 and 306,389,149 issued and outstanding as of September 30, 2014 and December 31, 2013, respectively
Additional paid-in capital
1,695 
1,699 
Retained earnings
1,602 
1,446 
Accumulated other comprehensive (loss) income
(406)
(237)
Total Delphi shareholders' equity
2,894 
2,911 
Noncontrolling interest
485 
523 
Total shareholders' equity
3,379 
3,434 
Total liabilities and shareholders' equity
$ 10,923 
$ 11,047 
Consolidated Balance Sheets (Parenthetical) (USD $)
Sep. 30, 2014
Dec. 31, 2013
Statement of Financial Position [Abstract]
 
 
Preferred shares, par value per share
$ 0.01 
$ 0.01 
Preferred shares, authorized
50,000,000 
50,000,000 
Preferred shares, outstanding
Ordinary Shares, Par or Stated Value Per Share
$ 0.01 
$ 0.01 
Ordinary shares, authorized
1,200,000,000 
1,200,000,000 
Ordinary shares, outstanding
296,656,638 
306,389,149 
Consolidated Statements Of Cash Flows (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Cash flows from operating activities:
 
 
Net income
$ 1,072 
$ 980 
Adjustments to reconcile net income to net cash provided by operating activities:
 
 
Depreciation
365 
322 
Amortization
76 
79 
Amortization of deferred debt issuance costs
Restructuring expense, net of cash paid
10 
(11)
Deferred income taxes
(4)
23 
Pension and other postretirement benefit expenses
70 
62 
Income from equity method investments, net of dividends received
(10)
Loss on extinguishment of debt
34 
39 
Loss (gain) on sale of assets
(11)
Share-based compensation
55 
36 
Changes in operating assets and liabilities:
 
 
Accounts receivable, net
(177)
(431)
Inventories
(134)
(167)
Other assets
(34)
(43)
Accounts payable
38 
306 
Accrued and other long-term liabilities
(32)
(19)
Other, net
(8)
(42)
Pension contributions
(66)
(65)
Net cash provided by operating activities
1,262 
1,070 
Cash flows from investing activities:
 
 
Capital expenditures
(666)
(512)
Proceeds from sale of property / investments
24 
Cost of business and technology acquisitions, net of cash acquired
(10)
(Increase) decrease in restricted cash
Net cash used in investing activities
(657)
(495)
Cash flows from financing activities:
 
 
Net proceeds (repayments) under other short- and long-term debt agreements
(79)
Repayment under long-term debt agreements
(164)
(1,349)
Repayment of senior notes
(526)
Proceeds from issuance of senior secured term loans, net of issuance costs
560 
Proceeds from issuance of senior notes, net of issuance costs
691 
788 
Dividend payments of consolidated affiliates to minority shareholders
(61)
(26)
Repurchase of ordinary shares
(662)
(353)
Distribution of cash dividends
(228)
(159)
Taxes withheld and paid on employees' restricted share awards
(8)
(14)
Net cash used in financing activities
(949)
(632)
Effect of exchange rate fluctuations on cash and cash equivalents
(19)
(Decrease) increase in cash and cash equivalents
(363)
(52)
Cash and cash equivalents at beginning of period
1,389 
1,105 
Cash and cash equivalents at end of period
$ 1,026 
$ 1,053 
Consolidated Statement Of Shareholders' Equity (USD $)
In Millions, except Share data
Total
Ordinary Shares [Member]
Additional Paid in Capital [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Loss [Member]
Total Delphi Shareholders' Equity [Member]
Noncontrolling Interest [Member]
Balance at Dec. 31, 2013
$ 3,434 
$ 3 
$ 1,699 
$ 1,446 
$ (237)
$ 2,911 
$ 523 
Balance, shares at Dec. 31, 2013
 
306,000,000 
 
 
 
 
 
Net income
1,072 
 
 
1,007 
 
1,007 
65 
Other comprehensive income (loss)
(174)
 
 
 
(169)
(169)
(5)
Dividends on ordinary shares
(228)
 
(230)
 
(228)
Dividend payments of consolidated affiliates to minority shareholders
(98)
 
 
 
 
 
(98)
Taxes witheld on employees' restricted share award vestings
(8)
 
(8)
 
 
(8)
 
Repurchase of ordinary shares
(674)
 
(53)
(621)
 
(674)
 
Repurchase of ordinary shares, shares
(10,004,486)
(10,000,000)
 
 
 
 
 
Share based compensation
55 
 
55 
 
 
55 
 
Balance at Sep. 30, 2014
$ 3,379 
$ 3 
$ 1,695 
$ 1,602 
$ (406)
$ 2,894 
$ 485 
Balance, shares at Sep. 30, 2014
 
296,000,000 
 
 
 
 
 
General
General
GENERAL
General and basis of presentation—“Delphi,” the “Company,” “we,” “us” and “our” refer to Delphi Automotive PLC, a public limited company which was formed under the laws of Jersey on May 19, 2011, together with its subsidiaries, including Delphi Automotive LLP, a limited liability partnership incorporated under the laws of England and Wales which was formed on August 19, 2009 for the purpose of acquiring certain assets of the former Delphi Corporation ("the Acquisition"), and became a subsidiary of Delphi Automotive PLC in connection with the completion of the Company’s initial public offering on November 22, 2011. The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The consolidated financial statements and notes thereto included in this report should be read in conjunction with Delphi's 2013 Annual Report on Form 10-K.
Nature of operations—Delphi is a leading global vehicle components manufacturer and provides electrical and electronic, powertrain, safety and thermal technology solutions to the global automotive and commercial vehicle markets. Delphi operates manufacturing facilities and technical centers utilizing a regional service model that enables the Company to efficiently and effectively serve its global customers from low cost countries. In line with the growth in emerging markets, Delphi has been increasing its focus on these markets, particularly in China, where the Company has a major manufacturing base and strong customer relationships.
Significant Accounting Policies
Significant Accounting Policies
SIGNIFICANT ACCOUNTING POLICIES
Consolidation—The consolidated financial statements include the accounts of Delphi and U.S. and non-U.S. subsidiaries in which Delphi holds a controlling financial or management interest and variable interest entities of which Delphi has determined that it is the primary beneficiary. Delphi’s share of the earnings or losses of non-controlled affiliates, over which Delphi exercises significant influence (generally a 20% to 50% ownership interest), is included in the consolidated operating results using the equity method of accounting. All adjustments, consisting of only normal recurring items, which are necessary for a fair presentation, have been included. All significant intercompany transactions and balances between consolidated Delphi businesses have been eliminated.
During the nine months ended September 30, 2014, Delphi received a dividend of $10 million from one of its equity method investments. During the three and nine months ended September 30, 2013, Delphi received dividends of $10 million and $30 million from two of its equity method investments, respectively. The dividends were recognized as a reduction to the investment and represented a return on investment included in cash flows from operating activities.
Use of estimates—Preparation of consolidated financial statements in conformity with U.S. GAAP requires the use of estimates and assumptions that affect amounts reported therein. Generally, matters subject to estimation and judgment include amounts related to accounts receivable realization, inventory obsolescence, asset impairments, useful lives of intangible and fixed assets, deferred tax asset valuation allowances, income taxes, pension benefit plan assumptions, accruals related to litigation, warranty costs, environmental remediation costs, worker’s compensation accruals and healthcare accruals. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based upon amounts that differ from those estimates.
Net income per share—Basic net income per share is computed by dividing net income attributable to Delphi by the weighted average number of ordinary shares outstanding during the period. Diluted net income per share reflects the weighted average dilutive impact of all potentially dilutive securities from the date of issuance and is computed using the treasury stock method by dividing net income attributable to Delphi by the diluted weighted average number of ordinary shares outstanding. See Note 12. Shareholders’ Equity and Net Income Per Share for additional information including the calculation of basic and diluted net income per share.
Cash and cash equivalents—Cash and cash equivalents are defined as short-term, highly liquid investments with original maturities of three months or less.
Intangible assets—Intangible assets were $627 million and $723 million as of September 30, 2014 and December 31, 2013, respectively. Delphi amortizes definite-lived intangible assets over their estimated useful lives. Delphi has definite-lived intangible assets related to patents and developed technology, customer relationships, trade names and in-process research and development. Delphi does not amortize indefinite-lived in-process research and development, but tests for impairment annually, or more frequently when indicators of potential impairment exist. Costs to renew or extend the term of acquired intangible assets are recognized as expense as incurred. Amortization expense was $25 million and $76 million for the three and nine months ended September 30, 2014 and $27 million and $79 million for the three and nine months ended September 30, 2013, respectively.
Goodwill—Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. Delphi tests goodwill for impairment annually or more frequently when indications of potential impairment exist. Delphi monitors the existence of potential impairment indicators throughout the fiscal year.
The Company tests for goodwill impairment at the reporting unit level. Our reporting units are the components of operating segments which constitute businesses for which discrete financial information is available and is regularly reviewed by segment management. No components were aggregated in arriving at our reporting units.
The impairment test involves first qualitatively assessing goodwill for impairment. If the qualitative assessment is not met the Company then performs a quantitative assessment by first comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit. If the fair value exceeds carrying value, then we conclude that no goodwill impairment has occurred. If the carrying value of the reporting unit exceeds its fair value, a second step is required to measure possible goodwill impairment loss. The second step includes hypothetically valuing the tangible and intangible assets and liabilities of the reporting unit as if the reporting unit had been acquired in a business combination. Then, the implied fair value of the reporting unit's goodwill is compared to the carrying value of that goodwill. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of the goodwill, the Company recognizes an impairment loss in an amount equal to the excess, not to exceed the carrying value. There were no indicators of potential goodwill impairment as of September 30, 2014. Goodwill was $456 million and $496 million as of September 30, 2014 and December 31, 2013, respectively.
Warranty—Expected warranty costs for products sold are recognized at the time of sale of the product based on an estimate of the amount that eventually will be required to settle such obligations. These accruals are based on factors such as past experience, production changes, industry developments and various other considerations. This estimate is adjusted from time to time based on facts and circumstances that impact the status of existing claims. Refer to Note 6. Warranty Obligations.
Income taxes—Deferred tax assets and liabilities reflect temporary differences between the amount of assets and liabilities for financial and tax reporting purposes. Such amounts are adjusted, as appropriate, to reflect changes in tax rates expected to be in effect when the temporary differences reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that includes the enactment date. A valuation allowance is recorded to reduce our deferred tax assets to the amount that is more likely than not to be realized. In the event we determine it is more likely than not that the deferred tax assets will not be realized in the future, the valuation adjustment to the deferred tax assets will be charged to earnings in the period in which we make such a determination. In determining the provision for income taxes for financial statement purposes, the Company makes certain estimates and judgments which affect its evaluation of the carrying value of its deferred tax assets, as well as its calculation of certain tax liabilities. Refer to Note 11. Income Taxes.
Restructuring—Delphi continually evaluates alternatives to align the business with the changing needs of its customers and to lower operating costs. This includes the realignment of its existing manufacturing capacity, facility closures, or similar actions, either in the normal course of business or pursuant to significant restructuring programs. These actions may result in employees receiving voluntary or involuntary employee termination benefits, which are mainly pursuant to union or other contractual agreements. Voluntary termination benefits are accrued when an employee accepts the related offer. Involuntary termination benefits are accrued upon the commitment to a termination plan and the benefit arrangement is communicated to affected employees, or when liabilities are determined to be probable and estimable, depending on the existence of a substantive plan for severance or termination. Contract termination costs are recorded when contracts are terminated or when Delphi ceases to use the leased facility and no longer derives economic benefit from the contract. All other exit costs are expensed as incurred. Refer to Note 7. Restructuring.
Customer concentrations—As reflected in the table below, combined net sales to General Motors Company ("GM") and Volkswagen Group (“VW”), Delphi's two largest customers, totaled approximately 27% and 28% of our total net sales for the three and nine months ended September 30, 2014, respectively, and 28% and 27% for the three and nine months ended September 30, 2013, respectively.
 
Percentage of Total Net Sales
 
 
Accounts and Other Receivables
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
September 30,
2014
 
December 31,
2013
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
GM
18
%
 
18
%
 
18
%
 
17
%
 
 
$
462

 
$
377

VW
9
%
 
10
%
 
10
%
 
10
%
 
 
240

 
199

Recently issued accounting pronouncements—In March 2013, the Financial Accounting Standards Board ("FASB") issued ASU 2013-05, Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity. This guidance requires a reporting entity that ceases to have a controlling financial interest in a business with a foreign entity, other than a sale of in substance real estate or conveyance of oil and gas mineral rights, to release any related cumulative translation adjustment into net income. The guidance is effective for fiscal years beginning after December 15, 2013. Delphi adopted this guidance effective January 1, 2014, and it did not have a significant impact on Delphi's financial statements.
In April 2014, the FASB issued ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This guidance limits discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have a major effect on an entity’s operations and financial results. The amendments also require expanded disclosures for discontinued operations with more information about the assets, liabilities, revenues, and expenses of discontinued operations. The amendments also require an entity to disclose the pretax profit or loss attributable to a disposal of an individually significant component of an entity that does not qualify for discontinued operations reporting. The guidance is effective for fiscal years beginning after December 15, 2014 and should be applied prospectively. Early adoption is permitted. The adoption of this guidance is not expected to have a significant impact on Delphi's financial statements.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. This ASU supersedes most of the existing guidance on revenue recognition in Accounting Standards Codification ("ASC") Topic 605, Revenue Recognition and establishes a broad principle that would require an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this principle, an entity identifies the contract with a customer, identifies the separate performance obligations in the contract, determines the transaction price, allocates the transaction price to the separate performance obligations and recognizes revenue when each separate performance obligation is satisfied. The guidance is effective for fiscal years beginning after December 15, 2016 and is to be applied retrospectively at the entity's election either to each prior reporting period presented or with the cumulative effect of application recognized at the date of initial application. Early adoption is not permitted. The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.
In June 2014, the FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This guidance requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition of the award. A reporting entity should apply existing guidance in ASC Topic 718, Compensation-Stock Compensation, as it relates to such awards. The guidance is effective for fiscal years beginning after December 15, 2015, and may be applied either prospectively or retrospectively. Early adoption is permitted. The adoption of this guidance is not expected to have a significant impact on Delphi's financial statements.
Inventories
Inventories
INVENTORIES
Inventories are stated at the lower of cost, determined on a first-in, first-out basis, or market, including direct material costs and direct and indirect manufacturing costs. A summary of inventories is shown below:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Productive material
$
681

 
$
584

Work-in-process
145

 
142

Finished goods
401

 
367

Total
$
1,227

 
$
1,093

Assets
Assets
ASSETS
Other current assets consisted of the following:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Value added tax receivable
$
188

 
$
177

Deferred income taxes
144

 
133

Prepaid insurance and other expenses
62

 
59

Reimbursable engineering costs
66

 
76

Notes receivable
21

 
45

Income and other taxes receivable
53

 
57

Deposits to vendors
9

 
9

Derivative financial instruments (Note 14)
22

 
15

Other
23

 
33

Total
$
588

 
$
604


Other long-term assets consisted of the following:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Deferred income taxes
$
268

 
$
283

Debt issuance costs (Note 8)
44

 
43

Income and other taxes receivable
134

 
123

Reimbursable engineering costs
95

 
79

Value added tax receivable
34

 
29

Derivative financial instruments (Note 14)
1

 
5

Other
66

 
64

Total
$
642

 
$
626

Liabilities
Liabilities
LIABILITIES
Accrued liabilities consisted of the following:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Payroll-related obligations
$
309

 
$
269

Employee benefits, including current pension obligations
108

 
130

Income and other taxes payable
240

 
280

Warranty obligations (Note 6)
75

 
75

Restructuring (Note 7)
115

 
94

Customer deposits
37

 
38

Deferred income taxes
4

 
1

Derivative financial instruments (Note 14)
18

 
16

Accrued interest
19

 
24

Other
361

 
311

Total
$
1,286

 
$
1,238


Other long-term liabilities consisted of the following:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Environmental (Note 10)
$
18

 
$
18

Extended disability benefits
10

 
9

Warranty obligations (Note 6)
82

 
94

Restructuring (Note 7)
22

 
45

Payroll-related obligations
10

 
12

Accrued income taxes
25

 
34

Deferred income taxes
162

 
151

Derivative financial instruments (Note 14)
8

 
6

Other
35

 
40

Total
$
372

 
$
409

Warranty Obligations
Warranty Obligations
WARRANTY OBLIGATIONS
Expected warranty costs for products sold are recognized at the time of sale of the product based on an estimate of the amount that eventually will be required to settle such obligations. These accruals are based on factors such as past experience, production changes, industry developments and various other considerations. This estimate is adjusted from time to time based on facts and circumstances that impact the status of existing claims. Delphi has recognized its best estimate for its total aggregate warranty reserves across all of its operating segments as of September 30, 2014. The estimated reasonably possible amount to ultimately resolve all matters is not materially different from the recorded reserves as of September 30, 2014.
The table below summarizes the activity in the product warranty liability for the nine months ended September 30, 2014:
 
Warranty Obligations
 
 
 
(in millions)
Accrual balance at beginning of period
$
169

Provision for estimated warranties incurred during the period
44

Provision for changes in estimate for pre-existing warranties
(1
)
Settlements made during the period (in cash or in kind)
(49
)
Foreign currency translation and other
(6
)
Accrual balance at end of period
$
157

Restructuring
Restructuring
RESTRUCTURING
Delphi’s restructuring activities are undertaken as necessary to implement management’s strategy, streamline operations, take advantage of available capacity and resources, and ultimately achieve net cost reductions. These activities generally relate to the realignment of existing manufacturing capacity and closure of facilities and other exit or disposal activities, as it relates to executing Delphi’s strategy, either in the normal course of business or pursuant to significant restructuring programs.
As part of Delphi's continued efforts to optimize its cost structure, it has undertaken several restructuring programs which include workforce reductions as well as plant closures. The Company recorded employee-related and other restructuring charges related to these programs totaling approximately $47 million and $124 million during the three and nine months ended September 30, 2014, respectively. These charges were primarily related to Delphi's on-going restructuring programs focused on aligning manufacturing capacity and footprint with the current automotive production levels in Europe and South America. These charges also include the recognition of approximately $32 million of employee-related and other costs during the nine months ended September 30, 2014 related to the initiation of a workforce reduction at a European manufacturing site within the Powertrain Systems segment in the second quarter of 2014.
Restructuring costs of approximately $37 million and $95 million were recorded during the three and nine months ended September 30, 2013, respectively, primarily related to European restructuring programs, as well as to programs resulting from the integration of Motorized Vehicle Division (“MVL”), which was acquired in the third quarter of 2012.
Restructuring charges for employee separation and termination benefits are paid either over the severance period or in a lump sum in accordance with either statutory requirements or individual agreements. Delphi incurred cash expenditures related to its restructuring programs of approximately $114 million and $106 million in the nine months ended September 30, 2014 and 2013, respectively.
The following table summarizes the restructuring charges recorded for the three and nine months ended September 30, 2014 and 2013 by operating segment:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Electrical/Electronic Architecture
$
24

 
$
7

 
$
50

 
$
26

Powertrain Systems
9

 
8

 
48

 
20

Electronics and Safety
13

 
19

 
22

 
44

Thermal Systems
1

 
3

 
4

 
5

Total
$
47

 
$
37

 
$
124

 
$
95


The table below summarizes the activity in the restructuring liability for the nine months ended September 30, 2014:
 
Employee Termination Benefits Liability
 
Other Exit
Costs Liability
 
Total
 
 
 
 
 
 
 
(in millions)
Accrual balance at January 1, 2014
$
135

 
$
4

 
$
139

Provision for estimated expenses incurred during the period
124

 

 
124

Payments made during the period
(112
)
 
(2
)
 
(114
)
Foreign currency and other
(12
)
 

 
(12
)
Accrual balance at September 30, 2014
$
135

 
$
2

 
$
137

Debt
Debt
DEBT
The following is a summary of debt outstanding, net of discounts of approximately $2 million and $0 million related to the 2014 Senior Notes, defined below, as of September 30, 2014 and December 31, 2013:
 
September 30,
2014
 
December 31,
2013
 
 
 
 
 
(in millions)
Accounts receivable factoring
$

 
$
1

5.875%, senior notes, due 2019

 
500

6.125%, senior notes, due 2021
500

 
500

5.00%, senior notes, due 2023
800

 
800

4.15%, senior notes, due 2024
698

 

Tranche A Term Loan, due 2018
400

 
564

Capital leases and other
56

 
47

Total debt
2,454

 
2,412

Less: current portion
(37
)
 
(61
)
Long-term debt
$
2,417

 
$
2,351


Credit Agreement
In March 2011, in conjunction with the redemption of membership interests from Class A and Class C membership interest holders, Delphi Corporation (the "Issuer") entered into a credit agreement with JPMorgan Chase Bank, N.A., as lead arranger and administrative agent (the "Original Credit Agreement"), which provided for $3.0 billion in senior secured credit facilities consisting of term loans (as subsequently amended from time to time, the “Tranche A Term Loan” and the “Tranche B Term Loan,” respectively) and a revolving credit facility (as subsequently amended from time to time, the “Revolving Credit Facility”). The Original Credit Agreement was amended and restated on each of May 17, 2011 (the “May 2011 Credit Agreement”), September 14, 2012 (the “2012 Credit Agreement”) and March 1, 2013 (the Original Credit Agreement and each amendment and restatement of the Original Credit Agreement are individually and collectively referred to herein as the “Credit Agreement”). The May 2011 Credit Agreement, which was entered into simultaneously with the issuance of senior unsecured notes in the amount of $1 billion (as more fully described below), reduced the total size of the senior secured credit facilities to $2.4 billion. Under the 2012 Credit Agreement, the Company increased the Revolving Credit Facility to $1.3 billion and the Tranche A Term Loan to $574 million and used the incremental proceeds to pay a portion of the cost of acquiring MVL. On March 1, 2013, following an unsecured note issuance in February 2013 (as more fully described below), the Tranche B Term Loan was fully repaid, the Tranche A Term Loan was increased to $575 million, the Revolving Credit Facility was increased to $1.5 billion, and the terms of the Tranche A Term Loan and the Revolving Credit Facility were extended to March 1, 2018. The March 31, 2013 amendments resulted in the recognition of a loss on debt extinguishment of $39 million during the nine months ended September 30, 2013. Approximately $14 million in issuance costs were paid in conjunction with the March 2013 amendment. In conjunction with an unsecured note issuance in March 2014 (as more fully described below), Delphi repaid a portion of its indebtedness on the Tranche A Term Loan, which resulted in the recognition of a loss on debt extinguishment related to this repayment of approximately $1 million during the nine months ended September 30, 2014.
Unamortized debt issuance costs associated with the Tranche A Term Loan and Revolving Credit Facility of $21 million are being amortized over the term of the Credit Agreement, as extended pursuant to the March 1, 2013 amendment. At September 30, 2014, the Revolving Credit Facility was undrawn and Delphi had approximately $12 million in letters of credit issued under the Credit Agreement. Letters of credit issued under the Credit Agreement reduce availability under the Revolving Credit Facility.
Loans under the Credit Agreement bear interest, at Delphi Corporation's option, at either (a) the Administrative Agent’s Alternate Base Rate (“ABR” as defined in the Credit Agreement) or (b) the London Interbank Offered Rate (the “Adjusted LIBO Rate” as defined in the Credit Agreement) (“LIBOR”) plus in either case a percentage per annum as set forth in the table below (the “Applicable Rate”). The Applicable Rates under the Credit Agreement on the specified dates are set forth below:
 
September 30, 2014
 
December 31, 2013
 
LIBOR plus
 
ABR plus
 
LIBOR plus
 
ABR plus
Revolving Credit Facility
1.25
%
 
0.25
%
 
1.25
%
 
0.25
%
Tranche A Term Loan
1.25
%
 
0.25
%
 
1.25
%
 
0.25
%

The Applicable Rate under the Credit Agreement may increase or decrease from time to time based on changes in credit ratings with the minimum interest level of 0.00% and maximum level of 2.25%. Accordingly, the interest rate will fluctuate during the term of the Credit Agreement based on changes in the ABR, LIBOR or future changes in our corporate credit ratings. The Credit Agreement also requires that the Issuer pay certain commitment fees on the unused portion of the Revolving Credit Facility and certain letter of credit issuance and fronting fees.
The interest rate period with respect to LIBOR interest rate options can be set at one-, two-, three-, or six-months as selected by the Issuer in accordance with the terms of the Credit Agreement (or other period as may be agreed by the applicable lenders), but payable no less than quarterly. The Issuer may elect to change the selected interest rate in accordance with the provisions of the Credit Agreement. As of September 30, 2014, the Issuer selected the one-month LIBOR interest rate option, as detailed in the table below, and the amounts outstanding, and rates effective as of September 30, 2014 were based on Delphi’s current credit rating and the Applicable Rate for the Credit Agreement:
 
 
 
Borrowings as of
 
 
 
 
 
September 30, 2014
 
Rates effective as of
 
LIBOR plus
 
(in millions)
 
September 30, 2014
Revolving Credit Facility
1.25
%
 
$

 
%
Tranche A Term Loan
1.25
%
 
400

 
1.4375
%
The Issuer was obligated to make quarterly principal payments throughout the term of the Tranche A Term Loan according to the amortization schedule in the Credit Agreement. In conjunction with the partial repayment of the Tranche A Term Loan during the nine months ended September 30, 2014, all principal payment obligations have been satisfied through March 1, 2018. Borrowings under the Credit Agreement are prepayable at the Issuer's option without premium or penalty. The Credit Agreement also contains certain mandatory prepayment provisions in the event the Company receives net cash proceeds from any asset sale or casualty event. No mandatory prepayments under these provisions have been made or are due through September 30, 2014.
The Credit Agreement contains certain covenants that limit, among other things, the Company’s (and the Company’s subsidiaries’) ability to incur additional indebtedness or liens, to dispose of assets, to make certain investments, to prepay certain indebtedness and to pay dividends, or to make other distributions or redemptions/repurchases, in respect of the Company’s equity interests. In addition, the Credit Agreement requires that the Company maintain a consolidated leverage ratio (the ratio of Consolidated Total Indebtedness to Consolidated EBITDA, each as defined in the Credit Agreement) of less than 2.75 to 1.0. The Credit Agreement also contains events of default customary for financings of this type. The Company was in compliance with the Credit Agreement covenants as of September 30, 2014. In the first quarter of 2014, the Company satisfied credit rating-related conditions to the suspension of many of the restrictive covenants and the mandatory prepayment provisions relating to asset sales and casualty events discussed above. Such covenants and prepayment obligations are required to be reinstated if the applicable credit rating criteria are no longer satisfied.
As of September 30, 2014, all obligations under the Credit Agreement are borrowed by Delphi Corporation and jointly and severally guaranteed by its direct and indirect parent companies, subject to certain exceptions set forth in the Credit Agreement.
Prior to the first quarter of 2014, certain of Delphi Automotive PLC's direct and indirect subsidiaries, which are directly or indirectly 100% owned by Delphi Automotive PLC, fully and unconditionally guaranteed all obligations under the Credit Agreement. In addition, all obligations under the Credit Agreement, including the guaranties of those obligations, were originally secured by certain assets of Delphi Corporation and the guarantors, including substantially all of the assets of Delphi Automotive PLC, and its U.S. subsidiaries, and certain assets of Delphi Corporation’s direct and indirect parent companies. All guarantees of Delphi Corporation's subsidiaries and all then-existing security interests were released during the first quarter of 2014 when the Company satisfied certain credit-rating related and other conditions under the terms of the Credit Agreement. Such security interests and subsidiary guarantees may be reinstated at the election of the lenders if the applicable credit rating criteria are no longer satisfied.
Senior Notes
On May 17, 2011, Delphi Corporation issued $500 million of 5.875% senior unsecured notes due 2019 (the "5.875% Senior Notes") and $500 million of 6.125% senior unsecured notes due 2021 (the "6.125% Senior Notes") (collectively, the “2011 Senior Notes”) in a transaction exempt from registration under Rule 144A and Regulation S of the Securities Act of 1933 (the “Securities Act”). Delphi paid approximately $23 million of debt issuance costs in connection with the 2011 Senior Notes. The net proceeds of approximately $1 billion as well as cash on hand were used to pay down amounts outstanding under the Original Credit Agreement. In May 2012, Delphi Corporation completed a registered exchange offer for all of the 2011 Senior Notes. No proceeds were received by Delphi Corporation as a result of the exchange. In March 2014, Delphi redeemed for cash the entire $500 million aggregate principal amount outstanding of the 5.875% Senior Notes. The redemption was financed by a portion of the proceeds received from the issuance of the 2014 Senior Notes, as defined below. As a result of the redemption of the 5.875% Senior Notes, Delphi recognized a loss on debt extinguishment of approximately $33 million during the nine months ended September 30, 2014.
Interest on the outstanding 2011 Senior Notes is payable semi-annually on May 15 and November 15 of each year to holders of record at the close of business on May 1 or November 1 immediately preceding the interest payment date.
On February 14, 2013, Delphi Corporation issued $800 million of 5.00% senior unsecured notes due 2023 (the “2013 Senior Notes”) in a transaction registered under the Securities Act. The proceeds were primarily utilized to prepay our term loan indebtedness under the Credit Agreement. Delphi paid approximately $12 million of issuance costs in connection with the 2013 Senior Notes. Interest is payable semi-annually on February 15 and August 15 of each year to holders of record at the close of business on February 1 or August 1 immediately preceding the interest payment date.
On March 3, 2014, Delphi Corporation issued $700 million in aggregate principal amount of 4.15% senior unsecured notes due 2024 (the “2014 Senior Notes”) in a transaction registered under the Securities Act. The 2014 Senior Notes were priced at 99.649% of par, resulting in a yield to maturity of 4.193%. The proceeds were primarily utilized to redeem the 5.875% Senior Notes and to repay a portion of the Tranche A Term Loan. Delphi paid approximately $6 million of issuance costs in connection with the 2014 Senior Notes. Interest is payable semi-annually on March 15 and September 15 of each year to holders of record at the close of business on March 1 or September 1 immediately preceding the interest payment date.
Although the specific terms of each indenture governing each series of senior notes vary, the indentures contain certain restrictive covenants, including with respect to Delphi's (and Delphi's subsidiaries) ability to incur liens, enter into sale and leaseback transactions and merge with or into other entities. As of September 30, 2014, the Company was in compliance with the provisions of all series of the outstanding senior notes.
All series of senior notes are fully and unconditionally guaranteed, jointly and severally, by Delphi Automotive PLC and by certain of Delphi Corporation's direct and indirect parent companies, subject to customary release provisions (other than in the case of Delphi Automotive PLC). Prior to the first quarter of 2014, certain of Delphi Corporation's direct and indirect subsidiaries, which were directly or indirectly 100% owned by Delphi Automotive PLC, fully and unconditionally guaranteed all series of senior notes then outstanding; however, all Delphi Corporation subsidiary guarantees were released during the first quarter of 2014 because such guarantors no longer guaranteed the Credit Agreement.
Other Financing
Accounts receivable factoring—Various accounts receivable factoring facilities are maintained in Europe and are accounted for as short-term debt. These uncommitted factoring facilities are available through various financial institutions. Additionally, in 2013 Delphi entered into a new accounts receivable factoring agreement in Europe to replace and consolidate its European factoring facilities. The new agreement is a €350 million committed facility, with borrowings under the new program being subject to the availability of eligible accounts receivable. As of September 30, 2014 and December 31, 2013, $0 million and $1 million, respectively, were outstanding under these European accounts receivable factoring facilities.
Capital leases and other—As of September 30, 2014 and December 31, 2013, approximately $56 million and approximately $47 million, respectively, of other debt issued by certain non-U.S. subsidiaries and capital lease obligations were outstanding.
Interest—Cash paid for interest related to amounts outstanding totaled $99 million and $78 million for the nine months ended September 30, 2014 and 2013, respectively.
Pension Benefits
Pension Benefits
PENSION BENEFITS
Certain of Delphi’s non-U.S. subsidiaries sponsor defined benefit pension plans, which generally provide benefits based on negotiated amounts for each year of service. Delphi’s primary non-U.S. plans are located in France, Germany, Mexico, Portugal and the United Kingdom (“U.K.”). The U.K. and certain Mexican plans are funded. In addition, Delphi has defined benefit plans in South Korea, Turkey and Italy for which amounts are payable to employees immediately upon separation. The obligations for these plans are recorded based on the vested obligation.
Delphi sponsors a Supplemental Executive Retirement Program (“SERP”) for those employees who were U.S. executives of the former Delphi Corporation (now known as DPH Holdings Corp. (“DPHH”)) prior to September 30, 2008 and were U.S. executives of Delphi on October 7, 2009, the effective date of the program. This program is unfunded. Executives receive benefits over 5 years after an involuntary or voluntary separation from Delphi. The SERP is closed to new members.
The amounts shown below reflect the defined benefit pension expense for the three and nine months ended September 30, 2014 and 2013:
 
Non-U.S. Plans
 
U.S. Plans
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Service cost
$
14

 
$
13

 
$

 
$

Interest cost
23

 
22

 
1

 

Expected return on plan assets
(19
)
 
(17
)
 

 

Curtailment loss
4

 

 

 

Amortization of actuarial losses
2

 
1

 

 

Net periodic benefit cost
$
24

 
$
19

 
$
1

 
$


 
Non-U.S. Plans
 
U.S. Plans
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Service cost
$
44

 
$
41

 
$

 
$

Interest cost
73

 
65

 
2

 
1

Expected return on plan assets
(59
)
 
(52
)
 

 

Curtailment loss
4

 

 

 

Amortization of actuarial losses
6

 
5

 

 

Net periodic benefit cost
$
68

 
$
59

 
$
2

 
$
1


Other postretirement benefit obligations were approximately $7 million and $7 million at September 30, 2014 and December 31, 2013, respectively.
Commitments And Contingencies
Commitments And Contingencies
COMMITMENTS AND CONTINGENCIES
Ordinary Business Litigation
Delphi is from time to time subject to various legal actions and claims incidental to its business, including those arising out of alleged defects, alleged breaches of contracts, product warranties, intellectual property matters, and employment-related matters. It is the opinion of Delphi that the outcome of such matters will not have a material adverse impact on the consolidated financial position, results of operations, or cash flows of Delphi. With respect to warranty matters, although Delphi cannot ensure that the future costs of warranty claims by customers will not be material, Delphi believes its established reserves are adequate to cover potential warranty settlements.
GM Ignition Switch Recall
In the first quarter of 2014, GM, Delphi’s largest customer, initiated a product recall related to ignition switches. Delphi has received requests for information from, and is cooperating with, various government agencies related to this ignition switch recall. In addition, Delphi has been named as a co-defendant along with GM (and in certain cases other parties) in class action and product liability lawsuits related to this matter. During the second quarter of 2014, all of the class action cases were transferred to the United States District Court for the Southern District of New York (the “District Court”) for coordinated pretrial proceedings. Two consolidated amended class action complaints were filed in the District Court on October 14, 2014. Delphi was not named as a defendant in either complaint. Delphi believes the allegations contained in the product liability cases are without merit, and intends to vigorously defend against them. Although no assurances can be made as to the ultimate outcome of these or any other future claims, Delphi does not believe a loss is probable and, accordingly, no reserve has been made as of September 30, 2014.
Brazil Matters
Delphi conducts significant business operations in Brazil that are subject to the Brazilian federal labor, social security, environmental, tax and customs laws, as well as a variety of state and local laws. While Delphi believes it complies with such laws, they are complex, subject to varying interpretations, and the Company is often engaged in litigation with government agencies regarding the application of these laws to particular circumstances. As of September 30, 2014, the majority of claims asserted against Delphi in Brazil relate to such litigation. The remaining claims in Brazil relate to commercial and labor litigation with private parties. As of September 30, 2014, claims totaling approximately $205 million (using September 30, 2014 foreign currency rates) have been asserted against Delphi in Brazil. As of September 30, 2014, the Company maintains accruals for these asserted claims of $31 million (using September 30, 2014 foreign currency rates). The amounts accrued represent claims that are deemed probable of loss and are reasonably estimable based on the Company’s analyses and assessment of the asserted claims and prior experience with similar matters. While the Company believes its accruals are adequate, the final amounts required to resolve these matters could differ materially from the Company’s recorded estimates and Delphi’s results of operations could be materially affected.
Environmental Matters
Delphi is subject to the requirements of U.S. federal, state, local and non-U.S. environmental and safety and health laws and regulations. As of September 30, 2014 and December 31, 2013, the undiscounted reserve for environmental investigation and remediation was approximately $22 million (of which $4 million was recorded in accrued liabilities and $18 million was recorded in other long-term liabilities) and $21 million (of which $3 million was recorded in accrued liabilities and $18 million was recorded in other long-term liabilities), respectively. Delphi cannot ensure that environmental requirements will not change or become more stringent over time or that its eventual environmental remediation costs and liabilities will not exceed the amount of its current reserves. In the event that such liabilities were to significantly exceed the amounts recorded, Delphi’s results of operations could be materially affected. At September 30, 2014, the difference between the recorded liabilities and the reasonably possible range of loss was not material.
Other Matters
In 2014, Delphi identified certain payments, immaterial in amount, made by certain manufacturing facility employees in China that may violate certain provisions of the U.S. Foreign Corrupt Practices Act (the “FCPA”). Under the oversight of Delphi’s Audit Committee of the Board of Directors, Delphi engaged outside counsel and forensic auditors to assist in a review of these matters, and to evaluate existing controls and compliance policies and procedures. Delphi has undertaken additional compliance training and additional compliance audits to reinforce its existing compliance programs. Violations of the FCPA could result in criminal and/or civil liabilities and other forms of penalties or sanctions. Delphi has voluntarily disclosed these matters to the U.S. Department of Justice and the SEC, and is cooperating fully with these agencies. Although Delphi does not expect the outcome of this review to have a material adverse impact on the Company, there can be no assurance as to the ultimate outcome of these matters at this time.
Income Taxes
Income Taxes
INCOME TAXES
At the end of each interim period, the Company makes its best estimate of the annual expected effective income tax rate and applies that rate to its ordinary year-to-date earnings or loss. The income tax provision or benefit related to unusual or infrequent items, if applicable, that will be separately reported or reported net of their related tax effects are individually computed and recognized in the interim period in which those items occur. In addition, the effect of changes in enacted tax laws or rates, tax status, judgment on the realizability of a beginning-of-the-year deferred tax asset in future years or income tax contingencies is recognized in the interim period in which the change occurs.
The computation of the annual expected effective income tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected pre-tax income (or loss) for the year, projections of the proportion of income (and/or loss) earned and taxed in respective jurisdictions, permanent and temporary differences, and the likelihood of the realizability of deferred tax assets generated in the current year. Jurisdictions with a projected loss for the year or a year-to-date loss for which no tax benefit or expense can be recognized due to a valuation allowance are excluded from the estimated annual effective tax rate. The impact of such an exclusion could result in a higher or lower effective tax rate during a particular quarter, based upon the composition and timing of actual earnings compared to annual projections. The estimates used to compute the provision or benefit for income taxes may change as new events occur, additional information is obtained or our tax environment changes. To the extent that the expected annual effective income tax rate changes, the effect of the change on prior interim periods is included in the income tax provision in the period in which the change occurs.
The Company's income tax expense and effective tax rate for the three and nine months ended September 30, 2014 and 2013 were as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(dollars in millions)
Income tax expense
$
63

 
$
72

 
$
200

 
$
182

Effective tax rate
16
%
 
20
%
 
16
%
 
16
%

The Company’s effective tax rate was impacted by favorable geographic income mix in 2014 as compared to 2013, primarily due to tax planning initiatives, the absence of the $12 million discrete item recorded in the third quarter of 2013 related to the enactment of the United Kingdom Finance Act 2013 (further described below), offset by the expiration of the U.S. research and development credit in 2014. The Company’s effective tax rate was also impacted by the tax expense (benefit) associated with unusual or infrequent items for the respective interim period as illustrated in the following table:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Tax credits (1)
$

 
$

 
$
(2
)
 
$
(22
)
Withholding taxes (2)

 
(1
)
 
(1
)
 
3

Other change in tax reserves (3)

 
(6
)
 
(6
)
 
(5
)
Change in tax law (4)

 
12

 

 
12

Other adjustments (5)
(7
)
 
8

 
(11
)
 
6

Income tax (benefit) expense associated with unusual or infrequent items
$
(7
)
 
$
13

 
$
(20
)
 
$
(6
)

(1)
For the nine months ended September 30, 2013, the tax benefit primarily relates to the retroactive reinstatement of the U.S research and development tax credit under The American Taxpayer Relief Act of 2012.
(2)
For the nine months ended September 30, 2014 and September 30, 2013, the tax benefits and expense, respectively, primarily relate to the adjustment of the withholding tax liability on the undistributed earnings of certain foreign subsidiaries that are not indefinitely reinvested.
(3)
For the nine months ended September 30, 2014 and the three and nine months ended September 30, 2013, the tax benefits primarily relate to adjustments in tax reserves which were individually insignificant.
(4)
For the three and nine months ended September 30, 2013, the tax expense relates to the enactment of the United Kingdom Finance Act 2013 on July 23, 2013, which provided for a reduction to the corporate income tax rate from 23% to 21% effective April 1, 2014, with a further reduction to 20% effective April 1, 2015. The impact of this legislation was recorded as a discrete item during the third quarter of 2013, and resulted in increased tax expense of approximately $12 million due to the resultant impact on the net deferred tax asset balances.
(5)
For the three and nine months ended September 30, 2014 and September 30, 2013, the tax benefits and expense, respectively, primarily relate to provision to return adjustments and other items which were individually insignificant.
Delphi Automotive PLC is a U.K. resident taxpayer and, we believe, not a domestic corporation for U.S. federal income tax purposes, and as such is not subject to U.S. tax, and generally not subject to U.K. tax on remitted foreign earnings.
Cash paid or withheld for income taxes was $237 million and $215 million for the nine months ended September 30, 2014 and 2013 respectively.
Tax Return Filing Determinations and Elections
Delphi Automotive LLP, which acquired certain assets in a bankruptcy court approved transaction (the "Bankruptcy Plan") on October 6, 2009 (the "Acquisition Date"), was established on August 19, 2009 as a limited liability partnership incorporated under the laws of England and Wales. At the time of its formation, Delphi Automotive LLP elected to be treated as a partnership for U.S. federal income tax purposes. On June 24, 2014, the Internal Revenue Service (the “IRS”) issued us a Notice of Proposed Adjustment (the "NOPA") asserting that it believes Section 7874(b) of the Internal Revenue Code applies to Delphi Automotive LLP and that it should be treated as a domestic corporation for U.S. federal income tax purposes, retroactive to the Acquisition Date. If Delphi Automotive LLP is treated as a domestic corporation for U.S. federal income tax purposes, the Company expects that, although Delphi Automotive PLC is incorporated under the laws of Jersey and a tax resident in the U.K., it would also be treated as a domestic corporation for U.S. federal income tax purposes.
Delphi Automotive LLP filed U.S. federal partnership tax returns for 2009, 2010, and 2011. The IRS’s NOPA asserts that Section 7874(b) applies to Delphi Automotive LLP’s acquisition of certain assets pursuant to the Bankruptcy Plan, and consequently, Delphi Automotive LLP should be treated as a domestic corporation for U.S. federal income tax purposes. Notwithstanding the issuance of the NOPA, we continue to believe, after consultation with counsel, that neither Delphi Automotive LLP nor Delphi Automotive PLC should be treated as a domestic corporation for U.S. federal income tax purposes. We intend to vigorously contest the conclusions reached in the NOPA through the IRS’s administrative appeals process, and, if we are unable to reach a satisfactory resolution with the IRS, through litigation. Accordingly, we will continue to prepare and file our financial statements on the basis that neither Delphi Automotive LLP nor Delphi Automotive PLC is a domestic corporation for U.S. federal income tax purposes. We have not recorded any adjustments with respect to this matter, nor have we recorded any adjustments in connection with receiving the NOPA. However, while we believe that we should prevail, no assurance can be given that we will be able to reach a satisfactory resolution with the IRS or that, if we were to litigate, a court will agree with our position. Further, the ultimate resolution of this issue could take significant time and resources.
If these entities are treated as domestic corporations for U.S. federal income tax purposes, the Company will be subject to U.S. federal income tax on its worldwide taxable income, including distributions, as well as deemed income inclusions from some of its non-U.S. subsidiaries. This could have a material adverse impact on our income tax liability in the future. However, the Company may also benefit from deducting certain expenses that are currently not deducted in the U.S. As a U.S. company, any dividends we pay to non-U.S. shareholders could also be subject to U.S. federal income tax withholding at a rate of 30% (unless reduced or eliminated by an income tax treaty), and it is possible that tax may be withheld on such dividends in certain circumstances even before a final determination has been made with respect to the Company's U.S. income tax status. In addition, we could be liable for the failure by Delphi Automotive LLP to withhold U.S. federal income taxes on distributions to its non-U.S. members for periods beginning on or after the Acquisition Date. If we are unsuccessful in contesting the IRS’s assertion, we would not expect a material cumulative impact to our financial statements as of September 30, 2014. However, we expect any unfavorable final outcome to adversely impact our future tax position by increasing our effective tax rate. Although the outcome currently remains uncertain, the Company continues to maintain its position that neither Delphi Automotive LLP nor Delphi Automotive PLC should be treated as a domestic corporation for U.S. tax purposes. Accordingly, no adjustment for this matter has been recorded as of September 30, 2014.
Shareholders' Equity And Net Income Per Share
Shareholders' Equity And Net Income Per Share
SHAREHOLDERS’ EQUITY AND NET INCOME PER SHARE
Net Income Per Share
Basic net income per share is computed by dividing net income attributable to Delphi by the weighted average number of ordinary shares outstanding during the period. Diluted net income per share reflects the weighted average dilutive impact of all potentially dilutive securities from the date of issuance and is computed using the treasury stock method by dividing net income attributable to Delphi by the diluted weighted average number of ordinary shares outstanding. For all periods presented, the calculation of net income per share contemplates the dilutive impacts, if any, of the Company’s share-based compensation plans. Refer to Note 18. Share-Based Compensation for additional information.
Weighted Average Shares
The following table illustrates net income per share attributable to Delphi and the weighted average shares outstanding used in calculating basic and diluted income per share:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions, except per share data)
Numerator:
 
 
 
 
 
 
 
Net income attributable to Delphi
$
305

 
$
271

 
$
1,007

 
$
914

Denominator:
 
 
 
 
 
 
 
Weighted average ordinary shares outstanding, basic
298.59

 
309.68

 
302.35

 
312.08

Dilutive shares related to restricted stock units ("RSUs")
1.55

 
0.94

 
1.21

 
0.79

Weighted average ordinary shares outstanding, including dilutive shares
300.14

 
310.62

 
303.56

 
312.87

Net income per share attributable to Delphi:
 
 
 
 
 
 
 
Basic
$
1.02

 
$
0.88

 
$
3.33

 
$
2.93

Diluted
$
1.02

 
$
0.87

 
$
3.32

 
$
2.92

Anti-dilutive securities share impact

 

 

 


Share Repurchase Program
In January 2012, the Board of Directors authorized a share repurchase program of up to $300 million of ordinary shares, which was fully satisfied in September 2012. Subsequently, in September 2012, the Board of Directors authorized a share repurchase program of up to $750 million of ordinary shares, which was fully satisfied in April 2014. In January 2014, the Board of Directors authorized a new share repurchase program of up to $1 billion of ordinary shares. This share repurchase program provides for share purchases in the open market or in privately negotiated transactions, depending on share price, market conditions and other factors, as determined by the Company. This program commenced following the completion of the Company's September 2012 share repurchase program in April 2014.
A summary of the ordinary shares repurchased during the three and nine months ended September 30, 2014 and 2013 is as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
Total number of shares repurchased
4,360,097

 
2,120,000

 
10,004,486

 
7,415,583

Average price paid per share
$
68.00

 
$
56.50

 
$
67.37

 
$
48.80

Total (in millions)
$
297

 
$
120

 
$
674

 
$
362


As of September 30, 2014, approximately $516 million of share repurchases remained available under the January 2014 share repurchase program. During the period from October 1, 2014 to October 23, 2014, the Company repurchased an additional $47 million worth of shares pursuant to a trading plan with set trading instructions established by the Company. As a result, approximately $469 million of share repurchases remain available under the January 2014 share repurchase program. All repurchased shares were retired, and are reflected as a reduction of ordinary share capital for the par value of the shares, with the excess applied as reductions to additional paid-in capital and retained earnings.
Dividends
On February 26, 2013, the Board of Directors approved the initiation of dividend payments on the Company's ordinary shares. In January 2014, the Board of Directors increased the annual dividend rate from $0.68 to $1.00 per ordinary share. The Company has declared and paid cash dividends per common share during the periods presented as follows:
 
Dividend
 
Amount
 
 Per Share
 
(in millions)
2014:
 
 
 
Third quarter
$
0.25

 
$
75

Second quarter
0.25

 
76

First quarter
0.25

 
77

Total
$
0.75

 
$
228

2013:
 
 
 
Fourth quarter
$
0.17

 
$
52

Third quarter
0.17

 
53

Second quarter
0.17

 
53

First quarter
0.17

 
53

Total
$
0.68

 
$
211


Other
Prior to the completion of the initial public offering on November 22, 2011, net income and other changes to membership interests were allocated to the respective outstanding classes based on the cumulative distribution provisions of the Fourth Amended and Restated Limited Liability Partnership Agreement of Delphi Automotive LLP (the “Fourth LLP Agreement”).
Under the terms of the Acquisition and the Fourth LLP Agreement, if cumulative distributions to the members of Delphi Automotive LLP under certain provisions of the Fourth LLP Agreement exceed $7.2 billion, Delphi, as disbursing agent on behalf of DPHH, is required to pay to the holders of allowed general unsecured claims against DPHH $32.50 for every $67.50 in excess of $7.2 billion distributed to the members, up to a maximum amount of $300 million. This contingency is not considered probable of occurring as of September 30, 2014 and accordingly, no reserve has been recorded.
Changes in Accumulated Other Comprehensive Income
Changes in Accumulated Other Comprehensive Income
CHANGES IN ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
The changes in accumulated other comprehensive income (loss) attributable to Delphi (net of tax) for the three and nine months ended September 30, 2014 and 2013 are as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Foreign currency translation adjustments:
 
 
 
 
 
 
 
Balance at beginning of period
$
(8
)
 
$
(179
)
 
$
(17
)
 
$
(62
)
Aggregate adjustment for the period
(176
)
 
110

 
(167
)
 
(7
)
Balance at end of period
(184
)
 
(69
)
 
(184
)
 
(69
)
 
 
 
 
 
 
 
 
Gains (losses) on derivatives:
 
 
 
 
 
 
 
Balance at beginning of period
$
9

 
$
(25
)
 
$
2

 
$
14

Other comprehensive income before reclassifications (net tax effect of $8 million, $10 million, $5 million and $9 million)
(30
)
 
4

 
(27
)
 
(29
)
Reclassification to income (net tax effect of $3 million, $5 million, $5 million and $1 million)
7

 
6

 
11

 

Balance at end of period
(14
)
 
(15
)
 
(14
)
 
(15
)
 
 
 
 
 
 
 
 
Pension and postretirement plans:
 
 
 
 
 
 
 
Balance at beginning of period
$
(220
)
 
$
(173
)
 
$
(222
)
 
$
(189
)
Other comprehensive income before reclassifications (net tax effect of $4 million, $2 million, $3 million and $2 million)
10

 
(7
)
 
8

 
6

Reclassification to income (net tax effect of $0 million, $0 million, $0 million and $1 million)
2

 
2

 
6

 
5

Balance at end of period
(208
)
 
(178
)
 
(208
)
 
(178
)
 
 
 
 
 
 
 
 
Accumulated other comprehensive (loss) income, end of period
$
(406
)
 
$
(262
)
 
$
(406
)
 
$
(262
)
Reclassifications from accumulated other comprehensive income to income for the three and nine months ended September 30, 2014 were as follows:
Reclassification out of Accumulated Other Comprehensive Income
Details about Accumulated Other Comprehensive Income Components
 
Three Months Ended September 30, 2014
 
Nine Months Ended September 30, 2014
 
Affected Line Item in the Statement of Operations
 
 
 
 
 
 
 
 
 
(in millions)
 
 
Gains (losses) on derivatives:
 
 
 
 
 
 
Commodity derivatives
 
$
(3
)
 
$
(13
)
 
Cost of sales
Foreign currency derivatives
 
1

 
7

 
Cost of sales
Foreign currency derivatives
 
(2
)
 

 
Other income
 
 
(4
)
 
(6
)
 
Income before income taxes
 
 
(3
)
 
(5
)
 
Income tax expense
 
 
(7
)
 
(11
)
 
Net income
 
 

 

 
Net income attributable to noncontrolling interest
 
 
$
(7
)
 
$
(11
)
 
Net income attributable to Delphi
 
 
 
 
 
 
 
Pension and postretirement plans:
 
 
 
 
 
 
Actuarial gains/(losses)
 
$
(2
)
 
$
(6
)
 
(1)
 
 
(2
)
 
(6
)
 
Income before income taxes
 
 

 

 
Income tax expense
 
 
(2
)
 
(6
)
 
Net income
 
 

 

 
Net income attributable to noncontrolling interest
 
 
$
(2
)
 
$
(6
)
 
Net income attributable to Delphi
 
 
 
 
 
 
 
Total reclassifications for the period
 
$
(9
)
 
$
(17
)
 
 
(1)
These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 9. Pension Benefits for additional details).
Derivatives And Hedging Activities
Derivative Instruments and Hedging Activities Disclosure [Text Block]
DERIVATIVES AND HEDGING ACTIVITIES
Delphi is exposed to market risk, such as fluctuations in foreign currency exchange rates, commodity prices and changes in interest rates, which may result in cash flow risks. To manage the volatility relating to these exposures, Delphi aggregates the exposures on a consolidated basis to take advantage of natural offsets. For exposures that are not offset within its operations, Delphi enters into various derivative transactions pursuant to its risk management policies, which prohibit holding or issuing derivative financial instruments for speculative purposes, and designation of derivative instruments is performed on a transaction basis to support hedge accounting. The changes in fair value of these hedging instruments are offset in part or in whole by corresponding changes in the fair value or cash flows of the underlying exposures being hedged. Delphi assesses the initial and ongoing effectiveness of its hedging relationships in accordance with its documented policy. As of September 30, 2014, Delphi has entered into derivative instruments to hedge cash flows extending out to January 2017.
As of September 30, 2014, the Company had the following outstanding notional amounts related to commodity and foreign currency forward contracts that were entered into to hedge forecasted exposures:
Commodity
Quantity
Hedged
 
Unit of
Measure
 
Notional Amount
(Approximate USD Equivalent)
 
 
 
 
 
 
 
(in thousands)
 
(in millions)
Copper
85,034

 
pounds
 
$
265

Primary Aluminum
29,125

 
pounds
 
25

Secondary Aluminum
13,609

 
pounds
 
15

Foreign Currency
Quantity
Hedged
 
Unit of
Measure
 
Notional Amount
(Approximate USD Equivalent)
 
 
 
 
 
 
 
(in millions)
Mexican Peso
11,077

 
MXN
 
$
825

Euro
184

 
EUR
 
235

Polish Zloty
363

 
PLN
 
110

Chinese Yuan Renminbi
538

 
CNY
 
85

New Turkish Lira
170

 
TRY
 
75

Brazilian Real
180

 
BRL
 
75

Hungarian Forint
16,194

 
HUF
 
65


The Company had additional commodity and foreign currency forward contracts with notional amounts that individually amounted to less than $10 million. Additionally, during the nine months ended September 30, 2014, Delphi entered into and settled treasury rate lock agreements which were designated as cash flow hedges in anticipation of issuing the 2014 Senior Notes, as further discussed in Note 8. Debt. The impacts of these agreements and the related amount of hedge ineffectiveness were not material.
The fair value of derivative financial instruments recorded in the consolidated balance sheets as of September 30, 2014 and December 31, 2013 are as follows:
 
Asset Derivatives
 
Liability Derivatives
 
Net Amounts of Assets and Liabilities Presented in the Balance Sheet
 
Balance Sheet Location
 
September 30,
2014
 
Balance Sheet Location
 
September 30,
2014
 
September 30,
2014
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
Commodity derivatives
Other current assets
 
$
1

 
Accrued liabilities
 
$
11

 
 
Foreign currency derivatives*
Other current assets
 
3

 
Other current assets
 
2

 
1

Foreign currency derivatives*
Accrued liabilities
 
2

 
Accrued liabilities
 
8

 
(6
)
Commodity derivatives
Other long-term assets
 

 
Other long-term liabilities
 
3

 
 
Foreign currency derivatives*
Other long-term assets
 
1

 
Other long-term assets
 

 
1

Foreign currency derivatives*
Other long-term liabilities
 

 
Other long-term liabilities
 
5

 
(5
)
Total
 
 
$
7

 
 
 
$
29

 
 
Derivatives not designated:
Foreign currency derivatives*
Other current assets
 
$
20

 
Other current assets
 
$

 
20

Foreign currency derivatives*
Accrued liabilities
 

 
Accrued liabilities
 
1

 
(1
)
Total
 
 
$
20

 
 
 
$
1

 
 
 
Asset Derivatives
 
Liability Derivatives
 
Net Amounts of Assets and Liabilities Presented in the Balance Sheet
 
Balance Sheet Location
 
December 31, 2013
 
Balance Sheet Location
 
December 31, 2013
 
December 31, 2013
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
Commodity derivatives
Other current assets
 
$
2

 
Accrued liabilities
 
$
9

 
 
Foreign currency derivatives*
Other current assets
 
16

 
Other current assets
 
3

 
13

Foreign currency derivatives*
Accrued liabilities
 
3

 
Accrued liabilities
 
10

 
(7
)
Commodity derivatives
Other long-term assets
 
1

 
Other long-term liabilities
 
2

 
 
Foreign currency derivatives*
Other long-term assets
 
5

 
Other long-term assets
 
1

 
4

Foreign currency derivatives*
Other long-term liabilities
 
2

 
Other long-term liabilities
 
6

 
(4
)
Total
 
 
$
29

 
 
 
$
31

 
 
Derivatives not designated:
Foreign currency derivatives*
Other current assets
 
$
3

 
Other current assets
 
$
3

 

Total
 
 
$
3

 
 
 
$
3

 
 
* Derivative instruments within this category are subject to master netting arrangements and are presented on a net basis in the consolidated balance sheets in accordance with accounting guidance related to the offsetting of amounts related to certain contracts.
The fair value of Delphi’s derivative financial instruments was in a net liability position as of September 30, 2014 and December 31, 2013.
The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the three months ended September 30, 2014 is as follows:
Three Months Ended September 30, 2014
Loss Recognized in OCI (Effective Portion)
 
Loss Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
(13
)
 
$
(3
)
 
$

Foreign currency derivatives
(25
)
 
(1
)
 

Total
$
(38
)
 
$
(4
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives (1)
22

Total
$
22

(1)
Primarily relates to amounts recognized in other income, which offset the losses recognized due to the remeasurement of intercompany loans.

The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the three months ended September 30, 2013 is as follows:
Three Months Ended September 30, 2013
Gain (Loss) Recognized in OCI (Effective Portion)
 
Loss Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
24

 
$
(8
)
 
$

Foreign currency derivatives
(10
)
 
(3
)
 

Total
$
14

 
$
(11
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives
1

Total
$
1

The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the nine months ended September 30, 2014 is as follows:
Nine Months Ended September 30, 2014
Loss Recognized in OCI (Effective Portion)
 
(Loss) Gain Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
(19
)
 
$
(13
)
 
$

Foreign currency derivatives
(13
)
 
7

 

Total
$
(32
)
 
$
(6
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives (1)
22

Total
$
22

(1)
Primarily relates to amounts recognized in other income, which offset the losses recognized due to the remeasurement of intercompany loans.


The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the nine months ended September 30, 2013 is as follows:
Nine Months Ended September 30, 2013
Loss Recognized in OCI (Effective Portion)
 
(Loss) Gain Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
(31
)
 
$
(17
)
 
$

Foreign currency derivatives
(7
)
 
16

 

Total
$
(38
)
 
$
(1
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives
1

Total
$
1


The gain or loss reclassified from OCI into income for the effective portion of designated derivative instruments and the gain or loss recognized in income for the ineffective portion of designated derivative instruments excluded from effectiveness testing were recorded to other income, net and cost of goods sold in the consolidated statements of operations for the three and nine months ended September 30, 2014 and 2013. The gain or loss recognized in income for non-designated derivative instruments was recorded in other income, net and cost of goods sold for the three and nine months ended September 30, 2014 and 2013.
Gains and losses on derivatives qualifying as cash flow hedges are recorded in OCI, to the extent that hedges are effective, until the underlying transactions are recognized in earnings. Unrealized amounts in accumulated OCI will fluctuate based on changes in the fair value of hedge derivative contracts at each reporting period. Losses included in accumulated OCI as of September 30, 2014 were approximately $21 million (approximately $14 million net of tax). Of this total, approximately $17 million of losses are expected to be included in cost of sales within the next 12 months, $1 million of gains are expected to be included in other income within the next 12 months and $5 million of losses are expected to be included in cost of sales in subsequent periods. Cash flow hedges are discontinued when Delphi determines it is no longer probable that the originally forecasted transactions will occur. The amount included in cost of sales related to hedge ineffectiveness was insignificant for the three and nine months ended September 30, 2014 and 2013, respectively.
Fair Value Of Financial Instruments
Fair Value Disclosures [Text Block]
FAIR VALUE OF FINANCIAL INSTRUMENTS
Fair Value Measurements on a Recurring Basis
All derivative instruments are required to be reported on the balance sheet at fair value unless the transactions qualify and are designated as normal purchases or sales. Changes in fair value are reported currently through earnings unless they meet hedge accounting criteria. Delphi’s derivative exposures are with counterparties with long-term investment grade credit ratings. Delphi estimates the fair value of its derivative contracts using an income approach based on valuation techniques to convert future amounts to a single, discounted amount. Estimates of the fair value of foreign currency and commodity derivative instruments are determined using exchange traded prices and rates. Delphi also considers the risk of non-performance in the estimation of fair value, and includes an adjustment for non-performance risk in the measure of fair value of derivative instruments. The non-performance risk adjustment reflects the credit default spread (“CDS”) applied to the net commodity by counterparty and foreign currency exposures by counterparty. When Delphi is in a net derivative asset position, the counterparty CDS rates are applied to the net derivative asset position. When Delphi is in a net derivative liability position, estimates of peer companies’ CDS rates are applied to the net derivative liability position.
In certain instances where market data is not available, Delphi uses management judgment to develop assumptions that are used to determine fair value. This could include situations of market illiquidity for a particular currency or commodity or where observable market data may be limited. In those situations, Delphi generally surveys investment banks and/or brokers and utilizes the surveyed prices and rates in estimating fair value.
As of September 30, 2014 and December 31, 2013, Delphi was in a net derivative liability position of $3 million and $2 million, respectively, and no significant adjustments were recorded for nonperformance risk based on the application of peer companies’ CDS rates and because Delphi’s exposures were to counterparties with investment grade credit ratings.
As of September 30, 2014 and December 31, 2013, Delphi had the following assets measured at fair value on a recurring basis:
 
Total      
 
Quoted Prices in Active Markets
Level 1
 
Significant Other Observable Inputs
Level 2
 
Significant Unobservable Inputs
Level 3
 
 
 
 
 
 
 
 
 
(in millions)
As of September 30, 2014:
 
Commodity derivatives
$
1

 
$

 
$
1

 
$

Foreign currency derivatives
22

 

 
22

 

Total
$
23

 
$

 
$
23

 
$

As of December 31, 2013:
 
 
 
 
 
 
 
Commodity derivatives
$
3

 
$

 
$
3

 
$

Foreign currency derivatives
17

 

 
17

 

Total
$
20

 
$

 
$
20

 
$


As of September 30, 2014 and December 31, 2013, Delphi had the following liabilities measured at fair value on a recurring basis:
 
Total      
 
Quoted Prices in Active Markets
Level 1
 
Significant Other Observable Inputs
Level 2
 
Significant Unobservable Inputs
Level 3
 
 
 
 
 
 
 
 
 
(in millions)
As of September 30, 2014:
 
Commodity derivatives
$
14

 
$

 
$
14

 
$

Foreign currency derivatives
12

 

 
12

 

Total
$
26

 
$

 
$
26

 
$

As of December 31, 2013:
 
 
 
 
 
 
 
Commodity derivatives
$
11

 
$

 
$
11

 
$

Foreign currency derivatives
11

 

 
11

 

Total
$
22

 
$

 
$
22

 
$


Financial Instruments
Delphi’s non-derivative financial instruments include debt, which consists of its accounts receivable factoring arrangements, capital leases and other debt issued by Delphi’s non-U.S. subsidiaries, the Tranche A Term Loan, the outstanding 2011 Senior Notes, the 2013 Senior Notes and the 2014 Senior Notes. The fair value of debt is based on quoted market prices for instruments with public market data or significant other observable inputs for instruments without a quoted public market price (Level 2). As of September 30, 2014 and December 31, 2013, total debt was recorded at $2,454 million and $2,412 million, respectively, and had estimated fair values of $2,576 million and $2,519 million, respectively. For all other financial instruments recorded at September 30, 2014 and December 31, 2013, fair value approximates book value.
Fair Value Measurements on a Nonrecurring Basis
In addition to items that are measured at fair value on a recurring basis, Delphi also has items in its balance sheet that are measured at fair value on a nonrecurring basis. As these items are not measured at fair value on a recurring basis, they are not included in the tables above. Nonfinancial assets and liabilities that are measured at fair value on a nonrecurring basis include long-lived assets, intangible assets, asset retirement obligations, share-based compensation and liabilities for exit or disposal activities measured at fair value upon initial recognition. The Company recorded asset impairments of $3 million in cost of sales and $1 million in selling, general and administrative expense during the three months ended September 30, 2014, and $5 million in cost of sales and $2 million in selling, general and administrative expense during the nine months ended September 30, 2014. These impairments related to declines in the fair values of certain fixed assets and capitalized software no longer being utilized. No significant impairment charges were recorded during the three and nine months ended September 30, 2013. Fair value of long-lived assets is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risk involved and a review of appraisals. As such, Delphi has determined that the fair value measurements of long-lived assets fall in Level 3 of the fair value hierarchy.
Other Income, Net
Other Income, Net
OTHER INCOME, NET
Other income, net included:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Interest income
$
2

 
$
4

 
$
6

 
$
11

Loss on extinguishment of debt

 

 
(34
)
 
(39
)
Gain on insurance recovery

 

 
14

 

Other, net
3

 

 
6

 
3

Other income (expense), net
$
5

 
$
4

 
$
(8
)
 
$
(25
)

As further discussed in Note 8. Debt, during the nine months ended September 30, 2014, Delphi redeemed for cash the entire aggregate principal amount outstanding of the 5.875% Senior Notes and repaid a portion of its indebtedness on the Tranche A Term Loan, resulting in a loss on extinguishment of debt of approximately $34 million. Additionally, during the nine months ended September 30, 2014, Delphi reached a final settlement with its insurance carrier related to a business interruption insurance claim, and received proceeds from this settlement of approximately $14 million, net of related costs and expenses.
During the nine months ended September 30, 2013 Delphi amended its Credit Agreement and repaid the entire balance of the Tranche B Term Loan from the Original Credit Agreement, resulting in a loss on extinguishment of debt of $39 million.
Acquisitions And Divestitures
Acquisitions and Divestitures
ACQUISITIONS AND DIVESTITURES
Acquisition of Motorized Vehicles Division of FCI
On October 26, 2012, Delphi acquired 100% of the equity interests of MVL for €765 million, or approximately $1 billion based on exchange rates on the acquisition date. MVL, a leading global manufacturer of automotive connection systems with a focus on high-value, leading technology applications, is based in Guyancourt, France, had 2011 sales of €692 million (approximately 12% to Delphi that will be eliminated on a consolidated basis) and global operations. The operating results of MVL are reported within the Electrical/Electronic Architecture segment from the date of acquisition.
Upon completing the acquisition, Delphi incurred related transaction expenses totaling approximately $13 million, which were recorded in other expenses in the statement of operations. The cash payments required to close the transaction were funded using existing cash on hand, including $363 million drawn under the Credit Agreement and additional European factoring.
The acquisition was accounted for as a business combination, with the purchase price allocated on a preliminary basis using information available, in the fourth quarter of 2012. The purchase price and related allocation were finalized in the three months ended March 31, 2013. The final purchase price and related allocation are shown below (in millions):
Assets acquired and liabilities assumed
Purchase price, net of cash acquired
$
978

 
 
Property, plant and equipment
$
249

Intangible assets
278

Other assets purchased and liabilities assumed, net
(7
)
Identifiable net assets acquired
520

Goodwill resulting from purchase
458

Total purchase price allocation
$
978


Intangible assets include estimated amounts recognized for the fair value of customer-based and technology-related assets. It is currently estimated that these intangible assets have a weighted average useful life of approximately 12 years. The valuation of the intangible assets acquired was based on management's estimates, available information, and reasonable and supportable assumptions. The fair value of these assets was generally estimated based on utilizing income and market approaches.
The pro forma effects of this acquisition would not materially impact Delphi's reported results for any period presented, and as a result no pro forma financial statements are presented.
Acquisition of Antaya Technologies Corporation
On September 22, 2014, Delphi agreed to acquire 100% of the share capital of Antaya Technologies Corporation, a leading manufacturer of on-glass connectors to the global automotive industry, for a purchase price of approximately $140 million due at closing, with an additional cash payment of up to $40 million due upon the achievement of certain financial performance metrics over a future 3-year period beginning at the time the acquisition is closed. The acquisition is subject to the satisfaction of customary closing conditions and the receipt of regulatory and other approvals, and is expected to close in the fourth quarter of 2014. The Company intends to finance this acquisition utilizing cash on hand.
Acquisition of Unwired Holdings, Inc.
On October 1, 2014, Delphi acquired 100% of the equity interests of Unwired Holdings, Inc., a media connectivity module supplier to the global automotive industry, for $190 million, net of approximately $20 million for acquired cash, excess net working capital and certain tax benefits, which are subject to certain post-closing adjustments. The acquisition will be accounted for as a business combination, and a preliminary valuation of the acquired assets resulted in approximately $25 million of the purchase price allocated to tangible net assets, $120 million allocated to goodwill and $65 million allocated to other intangible assets, which will be included within the Company's Electrical/Electronic Architecture segment. The acquired other intangible assets include both developed technology and customer relationships, and will be amortized over their estimated useful lives of between 10 and 12 years. The purchase price allocations were based on estimated fair values as of the acquisition date as determined by third party valuation specialists, and may be subsequently adjusted to reflect final valuation studies. The Company financed this acquisition utilizing cash on hand.
Other
During the three months ended September 30, 2013, Delphi sold a European manufacturing facility that was closed as a result of its overall restructuring program, and received proceeds of approximately $20 million and recognized a gain on the disposal of approximately $11 million in cost of sales.
Share-Based Compensation
Share-Based Compensation
SHARE-BASED COMPENSATION
Long Term Incentive Plan
In November 2011, the Delphi Automotive PLC Long Term Incentive Plan (the “PLC LTIP”) was established, which allowed for the grant of awards of up to 22,977,116 ordinary shares for long-term compensation. The PLC LTIP is designed to align the interests of management and shareholders. The awards can be in the form of shares, options, stock appreciation rights, restricted stock, RSUs, performance awards, and other share-based awards to the employees, directors, consultants and advisors of the Company. In 2012, 2013 and 2014, the Company awarded annual long-term grants of RSUs under the PLC LTIP to align management compensation with Delphi's overall business strategy. The Company has competitive and market-appropriate shareholding requirements. All of the RSUs granted under the PLC LTIP are eligible to receive dividend equivalents for any dividend paid from the grant date through the vesting date. Dividend equivalents are generally paid out in ordinary shares upon vesting of the underlying RSUs.
On June 13, 2012, 51,003 RSUs granted to the Board of Directors on November 22, 2011 vested. The grant date fair value was approximately $1 million, and was determined based on the closing price of the Company’s ordinary shares on November 22, 2011. Upon settlement of the RSUs, 51,003 ordinary shares were issued to members of the Board of Directors at a fair value of approximately $1 million, of which 1,020 ordinary shares were withheld to cover the minimum U.K. withholding taxes.
On June 14, 2012, Delphi granted 64,459 RSUs to the Board of Directors at a grant date fair value of approximately $2 million. The grant date fair value was determined based on the closing price of the Company’s ordinary shares on June 14, 2012. The RSUs vested on April 24, 2013 and 64,713 ordinary shares, which included shares issued in connection with dividend equivalents, were issued to members of the Board of Directors at a fair value of approximately $3 million. 7,691 ordinary shares were withheld to cover the minimum U.K. withholding taxes.
On April 25, 2013, Delphi granted 37,674 RSUs to the Board of Directors at a grant date fair value of approximately $2 million. The grant date fair value was determined based on the closing price of the Company's ordinary shares on April 25, 2013. The RSUs vested on April 2, 2014, and 38,179 ordinary shares, which included shares issued in connection with dividend equivalents, were issued to members of the Board of Directors at a fair value of approximately $3 million. 4,656 ordinary shares were withheld to cover the minimum U.K. withholding taxes.
On April 3, 2014, Delphi granted 24,144 RSUs to the Board of Directors at a grant date fair value of approximately $2 million. The grant date fair value was determined based on the closing price of the Company's ordinary shares on April 3, 2014. The RSUs will vest on April 22, 2015, the day before the 2015 annual meeting of shareholders.
In February 2012, Delphi granted approximately 1.88 million RSUs to its executives. These awards include a time-based vesting portion and a performance-based vesting portion. The time-based RSUs, which make up 25% of the awards for Delphi’s officers and 50% for Delphi’s other executives, will vest ratably over three years beginning on the first anniversary of the grant date. The performance-based RSUs, which make up 75% of the awards for Delphi’s officers and 50% for Delphi’s other executives, will vest at the completion of a three-year performance period at the end of 2014, if certain targets are met.
In February 2013, under the time-based vesting terms of the 2012 grant, 218,070 ordinary shares were issued to Delphi executives at a fair value of $9 million, of which 78,692 ordinary shares were withheld to cover withholding taxes.
In February 2013, Delphi granted approximately 1.45 million RSUs to its executives. These awards include time and performance-based components and vesting terms similar to the 2012 awards described above, as well as continuity awards. The time-based RSUs will vest ratably over three years beginning on the first anniversary of the grant date and the performance-based RSUs will vest at the completion of a three-year performance period at the end of 2015 if certain targets are met.
In February 2014, under the time-based vesting terms of the 2012 and 2013 grants, 365,930 ordinary shares were issued to Delphi executives at a fair value of $23 million, of which 131,913 ordinary shares were withheld to cover minimum withholding taxes.
In February 2014, Delphi granted approximately 0.8 million RSUs to its executives. These awards include time and performance-based components and vesting terms similar to the 2013 awards described above. The time-based RSUs will vest ratably over three years beginning on the first anniversary of the grant date and the performance-based RSUs will vest at the completion of a three-year performance period at the end of 2016 if certain targets are met.
Any new executives hired after the annual executive RSU grant date may be eligible to participate in the PLC LTIP. Any off cycle grants made for new hires will be valued at their grant date fair value based on the closing price of the Company's ordinary shares on the date of such grant.
Each executive will receive between 0% and 200% of his or her target performance-based award based on the Company’s performance against established company-wide performance metrics, which are:
Metric
2014 Grant
 
 
2013 Grant
 
 
2012 Grant
Average return on net assets (1)
50
%
 
 
50
%
 
 
50
%
Cumulative net income
N/A

 
 
N/A

 
 
30
%
Cumulative earnings per share (2)
30
%
 
 
30
%
 
 
N/A

Relative total shareholder return (3)
20
%
 
 
20
%
 
 
20
%
(1)
Average return on net assets is measured by tax-affected operating income divided by average net working capital plus average net property, plant and equipment for each calendar year during the respective performance period.
(2)
Cumulative earnings per share is measured by net income attributable to Delphi divided by the weighted average number of diluted shares outstanding for the respective three-year performance period.
(3)
Relative total shareholder return is measured by comparing the average closing price per share of the Company’s ordinary shares for all available trading days in the fourth quarter of the end of the performance period to the average closing price per share of the Company’s ordinary shares for all available trading days in the fourth quarter of the year preceding the grant, including dividends, and assessed against a comparable measure of competitor and peer group companies.
The grant date fair value of the RSUs is determined based on the closing price of the Company’s ordinary shares on the date of the grant of the award, including an estimate for forfeitures, and a contemporaneous valuation performed by an independent valuation specialist with respect to the relative total shareholder return awards. Based on the target number of awards issued for the February 2014, 2013, and 2012 grants, the fair value at grant date was estimated to be approximately $53 million, $60 million and $59 million, respectively.
A summary of activity, including award grants, vesting and forfeitures is provided below:
 
RSUs
 
Weighted Average Grant
Date Fair Value
 
(in thousands)
 
 
Outstanding, January 1, 2014
2,918

 
$
36.55

Granted
823

 
67.92

Vested
(405
)
 
35.52

Forfeited
(166
)
 
40.88

Outstanding, September 30, 2014
3,170

 
44.59


Delphi recognized compensation expense of $21 million ($16 million, net of tax) and $10 million ($8 million, net of tax) based on the Company’s best estimate of ultimate performance against the respective targets during the three months ended September 30, 2014 and 2013, respectively. Delphi recognized compensation expense of $54 million ($41 million, net of tax) and $34 million ($26 million, net of tax) based on the Company’s best estimate of ultimate performance against the respective targets during the nine months ended September 30, 2014 and 2013, respectively. Delphi will continue to recognize compensation expense, based on the grant date fair value of the awards applied to the Company’s best estimate of ultimate performance against the respective targets, over the requisite vesting periods of the awards. Based on the grant date fair value of the awards and the Company’s best estimate of ultimate performance against the respective targets as of September 30, 2014, unrecognized compensation expense on a pretax basis of approximately $81 million is anticipated to be recognized over a weighted average period of approximately 2 years. For the nine months ended September 30, 2014 and 2013, respectively, approximately $8 million and $3 million of cash was paid and reflected as a financing activity in the statements of cash flows related to the minimum statutory tax withholding for vested RSUs.
Value Creation Plan
During the second quarter of 2010, the Board of Managers approved and authorized the VCP, a long-term incentive plan designed to assist the Company in attracting, retaining, motivating and rewarding key employees of the Company and promoting the creation of long-term value. Participants were granted an award in September 2010 for the performance period ending December 31, 2012. Each individual participant’s target value was based on the participants’ level of responsibility within the Company and the country in which the participant is located. The awards cliff vested on December 31, 2012, the end of the performance period. In the event of a qualified termination, as defined in the VCP, prior to December 31, 2012, the participant would have vested in a pro-rata percentage of their award as of the termination date. For any other termination, the award would have been forfeited.
Approximately $200 million of the VCP awards were settled in cash during the year ended December 31, 2012 and approximately $31 million (including $11 million of taxes to be paid) that remained in accrued liabilities as of December 31, 2012 related to certain legal entities was paid out in the first quarter of 2013. The cash flow impacts for the nine months ended September 30, 2014 and 2013 were $0 million and $31 million, respectively. Final settlement of the awards for Delphi's officers was comprised of a combination of cash and ordinary shares. On December 31, 2012, 717,230 ordinary shares were issued to Delphi's officers, of which 290,798 ordinary shares were withheld to cover U.S. withholding taxes. For the nine months ended September 30, 2014 and 2013, respectively, approximately $0 million and $11 million of cash was paid and reflected as a financing activity in the statements of cash flows related to the minimum statutory tax withholding for the vested ordinary shares. Delphi recognized compensation expense based on estimates of the enterprise value over the requisite vesting periods of the awards.
The VCP awards were accounted for as liability awards pursuant to FASB ASC 718, Compensation-Stock Compensation. Estimating the fair value of the liability awards under the VCP required assumptions regarding the Company’s enterprise value. Prior to public quoted market prices for averages to determine fair value estimates for the VCP, the fair market value of the liability awards was based on contemporaneous valuations performed by an independent valuation specialist, utilizing generally accepted valuation approaches.
Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements
Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements
SUPPLEMENTAL GUARANTOR AND NON-GUARANTOR CONDENSED CONSOLIDATING FINANCIAL STATEMENTS
Basis of Presentation
In May 2011, Delphi Corporation issued the 2011 Senior Notes in a transaction exempt from registration under Rule 144A and Regulation S of the Securities Act. The 2011 Senior Notes were exchanged for registered notes in an exchange offer completed in May 2012, and as more fully described in Note 8. Debt, the 5.875% Senior Notes were redeemed and extinguished in March 2014. Additionally, in February 2013 and March 2014, Delphi Corporation issued senior notes registered under the Securities Act. All series of the outstanding senior notes have been issued by Delphi Corporation (the “Subsidiary Issuer”), a 100% owned subsidiary of Delphi Automotive PLC, and are fully and unconditionally guaranteed by certain of its direct and indirect parent companies, which are directly or indirectly 100% owned by Delphi Automotive PLC, (the “Parent Guarantors”) on a joint and several basis, subject to customary release provisions (other than in the case of Delphi Automotive PLC). All other consolidated direct and indirect subsidiaries of Delphi Automotive PLC are not subject to the guarantees (“Non-Guarantor Subsidiaries”). Prior to 2014, certain additional direct and indirect subsidiaries of Delphi Automotive PLC, which are directly or indirectly 100% owned by Delphi Automotive PLC, fully and unconditionally guaranteed all series of the outstanding senior notes. However, all such guarantees of Delphi Corporation's subsidiaries were released during the first quarter of 2014 because such guarantors no longer guaranteed the Credit Agreement. Refer to Note 8. Debt for more information.
In lieu of providing separate audited financial statements for the Guarantors, the Company has included the accompanying condensed consolidating financial statements. These condensed consolidating financial statements are presented on the equity method. Under this method, the investments in subsidiaries are recorded at cost and adjusted for the parent’s share of the subsidiary’s cumulative results of operations, capital contributions and distributions and other equity changes. The Non-Guarantor Subsidiaries are combined in the condensed consolidating financial statements. The principal elimination entries are to eliminate the investments in subsidiaries and intercompany balances and transactions.
The historical presentation of certain intercompany accounts and activity within the supplemental guarantor condensed consolidating financial statements has been revised to be consistent with the presentation as of September 30, 2014.
Statement of Operations Three Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
4,144

 
$

 
$
4,144

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
3,388

 

 
3,388

Selling, general and administrative
31

 

 
239

 

 
270

Amortization

 

 
25

 

 
25

Restructuring

 

 
47

 

 
47

Total operating expenses
31

 

 
3,699

 

 
3,730

Operating (loss) income
(31
)
 

 
445

 

 
414

Interest (expense) income
(13
)
 
(45
)
 
(17
)
 
42

 
(33
)
Other income (expense), net
15

 
17

 
15

 
(42
)
 
5

(Loss) income before income taxes and equity income
(29
)
 
(28
)
 
443

 

 
386

Income tax benefit (expense)
1

 
10

 
(74
)
 

 
(63
)
(Loss) income before equity income
(28
)
 
(18
)
 
369

 

 
323

Equity in net income of affiliates

 

 
2

 

 
2

Equity in net income (loss) of subsidiaries
333

 
47

 

 
(380
)
 

Net income (loss)
305

 
29

 
371

 
(380
)
 
325

Net income attributable to noncontrolling interest

 

 
20

 

 
20

Net income (loss) attributable to Delphi
$
305

 
$
29

 
$
351

 
$
(380
)
 
$
305


Statement of Operations Nine Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
12,871

 
$

 
$
12,871

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
10,507

 

 
10,507

Selling, general and administrative
66

 

 
737

 

 
803

Amortization

 

 
76

 

 
76

Restructuring

 

 
124

 

 
124

Total operating expenses
66

 

 
11,444

 

 
11,510

Operating (loss) income
(66
)
 

 
1,427

 

 
1,361

Interest (expense) income
(34
)
 
(137
)
 
(53
)
 
123

 
(101
)
Other income (expense), net
45

 
14

 
56

 
(123
)
 
(8
)
(Loss) income before income taxes and equity income
(55
)
 
(123
)
 
1,430

 

 
1,252

Income tax benefit (expense)
1

 
45

 
(246
)
 

 
(200
)
(Loss) income before equity income
(54
)
 
(78
)
 
1,184

 

 
1,052

Equity in net income of affiliates

 

 
20

 

 
20

Equity in net income (loss) of subsidiaries
1,061

 
189

 

 
(1,250
)
 

Net income (loss)
1,007

 
111

 
1,204

 
(1,250
)
 
1,072

Net income attributable to noncontrolling interest

 

 
65

 

 
65

Net income (loss) attributable to Delphi
$
1,007

 
$
111

 
$
1,139

 
$
(1,250
)
 
$
1,007


Statement of Operations Three Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
4,017

 
$

 
$
4,017

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
3,338

 

 
3,338

Selling, general and administrative
41

 

 
187

 

 
228

Amortization

 

 
27

 

 
27

Restructuring

 

 
37

 

 
37

Total operating expenses
41

 

 
3,589

 

 
3,630

Operating (loss) income
(41
)
 

 
428

 

 
387

Interest (expense) income
(15
)
 
(47
)
 
(17
)
 
45

 
(34
)
Other income (expense), net
15

 
15

 
19

 
(45
)
 
4

(Loss) income before income taxes and equity income
(41
)
 
(32
)
 
430

 

 
357

Income tax benefit (expense)

 
12

 
(84
)
 

 
(72
)
(Loss) income before equity income
(41
)
 
(20
)
 
346

 

 
285

Equity in net income of affiliates

 

 
8

 

 
8

Equity in net income (loss) of subsidiaries
312

 
74

 

 
(386
)
 

Net income (loss)
271

 
54

 
354

 
(386
)
 
293

Net income attributable to noncontrolling interest

 

 
22

 

 
22

Net income (loss) attributable to Delphi
$
271

 
$
54

 
$
332

 
$
(386
)
 
$
271


Statement of Operations Nine Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
12,281

 
$

 
$
12,281

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
10,141

 

 
10,141

Selling, general and administrative
120

 

 
579

 

 
699

Amortization

 

 
79

 

 
79

Restructuring

 

 
95

 

 
95

Total operating expenses
120

 

 
10,894

 

 
11,014

Operating (loss) income
(120
)
 

 
1,387

 

 
1,267

Interest (expense) income
(41
)
 
(141
)
 
(54
)
 
130

 
(106
)
Other income (expense), net
45

 
9

 
51

 
(130
)
 
(25
)
(Loss) income before income taxes and equity income
(116
)
 
(132
)
 
1,384

 

 
1,136

Income tax benefit (expense)

 
49

 
(231
)
 

 
(182
)
(Loss) income before equity income
(116
)
 
(83
)
 
1,153

 

 
954

Equity in net income of affiliates

 

 
26

 

 
26

Equity in net income (loss) of subsidiaries
1,030

 
252

 

 
(1,282
)
 

Net income (loss)
914

 
169

 
1,179

 
(1,282
)
 
980

Net income attributable to noncontrolling interest

 

 
66

 

 
66

Net income (loss) attributable to Delphi
$
914

 
$
169

 
$
1,113

 
$
(1,282
)
 
$
914

Statement of Comprehensive Income Three Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
305

 
$
29

 
$
371

 
$
(380
)
 
$
325

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
(179
)
 

 
(179
)
Net change in unrecognized loss on derivative instruments, net of tax

 

 
(23
)
 

 
(23
)
Employee benefit plans adjustment, net of tax

 

 
12

 

 
12

Other comprehensive loss

 

 
(190
)
 

 
(190
)
Equity in other comprehensive (loss) income of subsidiaries
(187
)
 
(8
)
 

 
195

 

Comprehensive income (loss)
118

 
21

 
181

 
(185
)
 
135

Comprehensive income attributable to noncontrolling interests

 

 
17

 

 
17

Comprehensive income (loss) attributable to Delphi
$
118

 
$
21

 
$
164

 
$
(185
)
 
$
118


Statement of Comprehensive Income Nine Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
1,007

 
$
111

 
$
1,204

 
$
(1,250
)
 
$
1,072

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
(172
)
 

 
(172
)
Net change in unrecognized loss on derivative instruments, net of tax

 

 
(16
)
 

 
(16
)
Employee benefit plans adjustment, net of tax

 

 
14

 

 
14

Other comprehensive loss

 

 
(174
)
 

 
(174
)
Equity in other comprehensive (loss) income of subsidiaries
(169
)
 
1

 

 
168

 

Comprehensive income (loss)
838

 
112

 
1,030

 
(1,082
)
 
898

Comprehensive income attributable to noncontrolling interests

 

 
60

 

 
60

Comprehensive income (loss) attributable to Delphi
$
838

 
$
112

 
$
970

 
$
(1,082
)
 
$
838


Statement of Comprehensive Income Three Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
271

 
$
54

 
$
354

 
$
(386
)
 
$
293

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
113

 

 
113

Net change in unrecognized gain on derivative instruments, net of tax

 

 
10

 

 
10

Employee benefit plans adjustment, net of tax

 

 
(5
)
 

 
(5
)
Other comprehensive income

 

 
118

 

 
118

Equity in other comprehensive income (loss) of subsidiaries
115

 
12

 

 
(127
)
 

Comprehensive income (loss)
386

 
66

 
472

 
(513
)
 
411

Comprehensive income attributable to noncontrolling interests

 

 
25

 

 
25

Comprehensive income (loss) attributable to Delphi
$
386

 
$
66

 
$
447

 
$
(513
)
 
$
386


Statement of Comprehensive Income Nine Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
914

 
$
169

 
$
1,179

 
$
(1,282
)
 
$
980

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
(4
)
 

 
(4
)
Net change in unrecognized loss on derivative instruments, net of tax

 

 
(29
)
 

 
(29
)
Employee benefit plans adjustment, net of tax

 

 
11

 

 
11

Other comprehensive loss

 

 
(22
)
 

 
(22
)
Equity in other comprehensive (loss) income of subsidiaries
(25
)
 
(27
)
 

 
52

 

Comprehensive income (loss)
889

 
142

 
1,157

 
(1,230
)
 
958

Comprehensive income attributable to noncontrolling interests

 

 
69

 

 
69

Comprehensive income (loss) attributable to Delphi
$
889

 
$
142

 
$
1,088

 
$
(1,230
)
 
$
889

Balance Sheet as of September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
19

 
$

 
$
1,007

 
$

 
$
1,026

Restricted cash

 

 
2

 

 
2

Accounts receivable, net

 

 
2,839

 

 
2,839

Intercompany receivables, current
197

 
1,816

 
2,422

 
(4,435
)
 

Inventories

 

 
1,227

 

 
1,227

Other current assets

 

 
588

 

 
588

Total current assets
216

 
1,816

 
8,085

 
(4,435
)
 
5,682

Long-term assets:
 
 
 
 
 
 
 
 
 
Intercompany receivables, long-term
820

 
932

 
1,291

 
(3,043
)
 

Property, net

 

 
3,273

 

 
3,273

Investments in affiliates

 

 
243

 

 
243

Investments in subsidiaries
6,073

 
656

 

 
(6,729
)
 

Intangible assets, net

 

 
1,083

 

 
1,083

Other long-term assets

 
44

 
598

 

 
642

Total long-term assets
6,893

 
1,632

 
6,488

 
(9,772
)
 
5,241

Total assets
$
7,109

 
$
3,448

 
$
14,573

 
$
(14,207
)
 
$
10,923

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Short-term debt
$

 
$

 
$
37

 
$

 
$
37

Accounts payable

 

 
2,521

 

 
2,521

Intercompany payables, current
2,913

 
74

 
1,449

 
(4,436
)
 

Accrued liabilities
11

 
18

 
1,257

 

 
1,286

Total current liabilities
2,924

 
92

 
5,264

 
(4,436
)
 
3,844

Long-term liabilities:
 
 
 
 
 
 
 
 
 
Long-term debt

 
2,398

 
19

 

 
2,417

Intercompany payables, long-term
1,291

 
820

 
932

 
(3,043
)
 

Pension benefit obligations

 

 
911

 

 
911

Other long-term liabilities

 

 
372

 

 
372

Total long-term liabilities
1,291

 
3,218

 
2,234

 
(3,043
)
 
3,700

Total liabilities
4,215

 
3,310

 
7,498

 
(7,479
)
 
7,544

Total Delphi shareholders’ equity
2,894

 
138

 
6,590

 
(6,728
)
 
2,894

Noncontrolling interest

 

 
485

 

 
485

Total shareholders’ equity
2,894

 
138

 
7,075

 
(6,728
)
 
3,379

Total liabilities and shareholders’ equity
$
7,109

 
$
3,448

 
$
14,573

 
$
(14,207
)
 
$
10,923


Balance Sheet as of December 31, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
7

 
$

 
$
1,382

 
$

 
$
1,389

Restricted cash

 

 
4

 

 
4

Accounts receivable, net

 

 
2,662

 

 
2,662

Intercompany receivables, current
452

 
1,123

 
1,418

 
(2,993
)
 

Inventories

 

 
1,102

 
(9
)
 
1,093

Other current assets
1

 
10

 
600

 
(7
)
 
604

Total current assets
460

 
1,133

 
7,168

 
(3,009
)
 
5,752

Long-term assets:
 
 
 
 
 
 
 
 
 
Intercompany receivables, long-term
561

 
888

 
1,283

 
(2,732
)
 

Property, net

 

 
3,216

 

 
3,216

Investments in affiliates

 

 
234

 

 
234

Investments in subsidiaries
5,181

 
1,130

 

 
(6,311
)
 

Intangible assets, net

 

 
1,219

 

 
1,219

Other long-term assets

 
43

 
581

 
2

 
626

Total long-term assets
5,742

 
2,061

 
6,533

 
(9,041
)
 
5,295

Total assets
$
6,202

 
$
3,194

 
$
13,701

 
$
(12,050
)
 
$
11,047

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Short-term debt
$

 
$
25

 
$
36

 
$

 
$
61

Accounts payable

 

 
2,595

 

 
2,595

Intercompany payables, current
2,008

 
204

 
771

 
(2,983
)
 

Accrued liabilities

 
23

 
1,222

 
(7
)
 
1,238

Total current liabilities
2,008

 
252

 
4,624

 
(2,990
)
 
3,894

Long-term liabilities:
 
 
 
 
 
 
 
 
 
Long-term debt

 
2,339

 
12

 

 
2,351

Intercompany payables, long-term
1,283

 
571

 
888

 
(2,742
)
 

Pension benefit obligations

 

 
959

 

 
959

Other long-term liabilities

 

 
409

 

 
409

Total long-term liabilities
1,283

 
2,910

 
2,268

 
(2,742
)
 
3,719

Total liabilities
3,291

 
3,162

 
6,892

 
(5,732
)
 
7,613

Total Delphi shareholders’ equity
2,911

 
32

 
6,286

 
(6,318
)
 
2,911

Noncontrolling interest

 

 
523

 

 
523

Total shareholders’ equity
2,911

 
32

 
6,809

 
(6,318
)
 
3,434

Total liabilities and shareholders’ equity
$
6,202

 
$
3,194

 
$
13,701

 
$
(12,050
)
 
$
11,047

Statement of Cash Flows for the Nine Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net cash provided by operating activities
$
37

 
$

 
$
1,225

 
$

 
$
1,262

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 

 
(666
)
 

 
(666
)
Proceeds from sale of property/investments

 

 
7

 

 
7

Decrease in restricted cash

 

 
2

 

 
2

Loans to affiliates

 
(745
)
 
(848
)
 
1,593

 

Repayments of loans from affiliates

 
55

 
254

 
(309
)
 

Return of investments in subsidiaries

 
270

 

 
(270
)
 

Net cash (used in) provided by investing activities

 
(420
)
 
(1,251
)
 
1,014

 
(657
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
Net proceeds from other short-term debt agreements

 

 
9

 

 
9

Repayments under long-term debt agreements

 
(164
)
 

 

 
(164
)
Repayment of senior notes

 
(526
)
 

 

 
(526
)
Proceeds from issuance of senior notes, net of issuance costs

 
691

 

 

 
691

Dividend payments of consolidated affiliates to minority shareholders

 

 
(61
)
 

 
(61
)
Proceeds from borrowings from affiliates
1,064

 
529

 

 
(1,593
)
 

Payments on borrowings from affiliates
(199
)
 
(110
)
 

 
309

 

Capital distributions to affiliates

 

 
(270
)
 
270

 

Repurchase of ordinary shares
(662
)
 

 

 

 
(662
)
Distribution of cash dividends
(228
)
 

 

 

 
(228
)
Taxes withheld and paid on employees' restricted share awards

 

 
(8
)
 

 
(8
)
Net cash (used in) provided by financing activities
(25
)
 
420

 
(330
)
 
(1,014
)
 
(949
)
Effect of exchange rate fluctuations on cash and cash equivalents

 

 
(19
)
 

 
(19
)
Increase (decrease) in cash and cash equivalents
12

 

 
(375
)
 

 
(363
)
Cash and cash equivalents at beginning of period
7

 

 
1,382

 

 
1,389

Cash and cash equivalents at end of period
$
19

 
$

 
$
1,007

 
$

 
$
1,026


Statement of Cash Flows for the Nine Months Ended September 30, 2013

 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net cash (used in) provided by operating activities
$
(100
)
 
$

 
$
1,238

 
$
(68
)
 
$
1,070

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 

 
(512
)
 

 
(512
)
Proceeds from sale of property/investments

 

 
24

 

 
24

Cost of business and technology acquisitions, net of cash acquired

 

 
(10
)
 

 
(10
)
Decrease in restricted cash

 

 
3

 

 
3

Loans to affiliates

 
(795
)
 
(579
)
 
1,374

 

Repayments of loans from affiliates

 
262

 
468

 
(730
)
 

Return of investments in subsidiaries

 
357

 

 
(357
)
 

Net cash (used in) provided by investing activities

 
(176
)
 
(606
)
 
287

 
(495
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
Net repayments under other short-term debt agreements

 

 
(79
)
 

 
(79
)
Repayments under long-term debt agreements

 
(1,349
)
 

 

 
(1,349
)
Proceeds from issuance of senior secured term loans, net of issuance costs

 
560

 

 

 
560

Proceeds from issuance of senior notes, net of issuance costs

 
788

 

 

 
788

Dividend payments of consolidated affiliates to minority shareholders

 

 
(26
)
 

 
(26
)
Proceeds from borrowings from affiliates
1,119

 
245

 
10

 
(1,374
)
 

Payments on borrowings from affiliates
(493
)
 

 
(237
)
 
730

 

Capital distributions to affiliates

 

 
(357
)
 
357

 

Dividends paid to affiliates

 
(68
)
 

 
68

 

Repurchase of ordinary shares
(353
)
 

 

 

 
(353
)
Distribution of cash dividends
(159
)
 

 

 

 
(159
)
Taxes withheld and paid on employees' restricted share awards

 

 
(14
)
 

 
(14
)
Net cash provided by (used in) financing activities
114

 
176

 
(703
)
 
(219
)
 
(632
)
Effect of exchange rate fluctuations on cash and cash equivalents

 

 
5

 

 
5

Increase (decrease) in cash and cash equivalents
14

 

 
(66
)
 

 
(52
)
Cash and cash equivalents at beginning of period
2

 

 
1,103

 

 
1,105

Cash and cash equivalents at end of period
$
16

 
$

 
$
1,037

 
$

 
$
1,053

Segment Reporting
Segment Reporting Disclosure
SEGMENT REPORTING
Delphi operates its core business along the following operating segments, which are grouped on the basis of similar product, market and operating factors:
Electrical/Electronic Architecture, which includes complete electrical architecture and component products.
Powertrain Systems, which includes extensive systems integration expertise in gasoline, diesel and fuel handling and full end-to-end systems including fuel and air injection, combustion, electronics controls, exhaust handling, test and validation capabilities, aftermarket, and original equipment service.
Electronics and Safety, which includes component and systems integration expertise in infotainment and connectivity, body controls and security systems, displays, mechatronics, passive and active safety electronics and electric and hybrid electric vehicle power electronics, as well as advanced development of software.
Thermal Systems, which includes heating, ventilating and air conditioning (“HVAC”) systems, components for multiple transportation and other adjacent markets, and powertrain cooling and related technologies.
Eliminations and Other, which includes i) the elimination of inter-segment transactions, and ii) certain other expenses and income of a non-operating or strategic nature.
The accounting policies of the segments are the same as those described in Note 2. Significant Accounting Policies, except that the disaggregated financial results for the segments have been prepared using a management approach, which is consistent with the basis and manner in which management internally disaggregates financial information for the purposes of assisting internal operating decisions. Generally, Delphi evaluates performance based on stand-alone segment net income before interest expense, other income (expense), net, income tax expense, restructuring, other acquisition-related costs, asset impairments and equity income (loss), net of tax (“Adjusted Operating Income”) and accounts for inter-segment sales and transfers as if the sales or transfers were to third parties, at current market prices. Through December 31, 2013, the Company’s management believed that net income before depreciation and amortization (including long-lived asset and goodwill impairment), interest expense, other income (expense), net, income tax expense, equity income (loss), net of tax, restructuring and other acquisition-related costs (“Adjusted EBITDA”) was a meaningful measure of performance and it was used by management to analyze Company and stand-alone segment operating performance. Management also used Adjusted EBITDA for planning and forecasting purposes. Effective January 1, 2014, Delphi’s management began utilizing Adjusted Operating Income as the key performance measure of segment income or loss and for planning and forecasting purposes, as management believes this measure is most reflective of the operational profitability or loss of Delphi's operating segments. Segment Adjusted Operating Income should not be considered a substitute for results prepared in accordance with U.S. GAAP and should not be considered an alternative to net income attributable to Delphi, which is the most directly comparable financial measure to Adjusted Operating Income that is in accordance with U.S. GAAP. Segment Adjusted Operating Income, as determined and measured by Delphi, should also not be compared to similarly titled measures reported by other companies.
Included below are sales and operating data for Delphi’s segments for the three and nine months ended September 30, 2014 and 2013.
 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
Net sales
$
1,993

 
$
1,131

 
$
697

 
$
390

 
$
(67
)
 
$
4,144

Depreciation and amortization
$
67

 
$
50

 
$
20

 
$
13

 
$

 
$
150

Adjusted operating income
$
254

 
$
118

 
$
84

 
$
12

 
$

 
$
468

Operating income
$
226

 
$
108

 
$
69

 
$
11

 
$

 
$
414

Equity income (loss)
$
6

 
$

 
$

 
$
3

 
$
(7
)
 
$
2

Net income attributable to noncontrolling interest
$
8

 
$
6

 
$

 
$
6

 
$

 
$
20


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
Net sales
$
1,956

 
$
1,048

 
$
705

 
$
364

 
$
(56
)
 
$
4,017

Depreciation and amortization
$
61

 
$
48

 
$
19

 
$
10

 
$

 
$
138

Adjusted operating income
$
248

 
$
94

 
$
81

 
$
5

 
$

 
$
428

Operating income
$
237

 
$
86

 
$
62

 
$
2

 
$

 
$
387

Equity income (loss)
$
4

 
$
1

 
$

 
$
4

 
$
(1
)
 
$
8

Net income attributable to noncontrolling interest
$
11

 
$
6

 
$

 
$
5

 
$

 
$
22


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
 
 
Net sales
$
6,269

 
$
3,433

 
$
2,180

 
$
1,176

 
$
(187
)
 
$
12,871

Depreciation and amortization
$
196

 
$
149

 
$
60

 
$
36

 
$

 
$
441

Adjusted operating income
$
825

 
$
375

 
$
256

 
$
42

 
$

 
$
1,498

Operating income
$
767

 
$
326

 
$
230

 
$
38

 
$

 
$
1,361

Equity income (loss)
$
16

 
$
2

 
$

 
$
12

 
$
(10
)
 
$
20

Net income attributable to noncontrolling interest
$
25

 
$
24

 
$

 
$
16

 
$

 
$
65


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
 
 
Net sales
$
5,921

 
$
3,316

 
$
2,123

 
$
1,097

 
$
(176
)
 
$
12,281

Depreciation and amortization
$
174

 
$
140

 
$
55

 
$
32

 
$

 
$
401

Adjusted operating income
$
745

 
$
354

 
$
242

 
$
31

 
$

 
$
1,372

Operating income
$
709

 
$
334

 
$
198

 
$
26

 
$

 
$
1,267

Equity income (loss)
$
11

 
$
4

 
$

 
$
12

 
$
(1
)
 
$
26

Net income attributable to noncontrolling interest
$
31

 
$
22

 
$

 
$
13

 
$

 
$
66

(1)
Eliminations and Other includes the elimination of inter-segment transactions.
The reconciliation of Adjusted Operating Income to Operating Income includes restructuring, other acquisition-related costs and asset impairments. The reconciliation of Adjusted Operating Income to net income attributable to Delphi for the three and nine months ended September 30, 2014 and 2013 are as follows:
 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
254

 
$
118

 
$
84

 
$
12

 
$

 
$
468

Restructuring
(24
)
 
(9
)
 
(13
)
 
(1
)
 

 
(47
)
Other acquisition-related costs
(3
)
 

 

 

 

 
(3
)
Asset impairments
(1
)
 
(1
)
 
(2
)
 

 

 
(4
)
Operating income
$
226

 
$
108

 
$
69

 
$
11

 
$

 
414

Interest expense
 
 
 
 
 
 
 
 
 
 
(33
)
Other income, net
 
 
 
 
 
 
 
 
 
 
5

Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
386

Income tax expense
 
 
 
 
 
 
 
 
 
 
(63
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
2

Net income
 
 
 
 
 
 
 
 
 
 
325

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
20

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
305


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
248

 
$
94

 
$
81

 
$
5

 
$

 
$
428

Restructuring
(7
)
 
(8
)
 
(19
)
 
(3
)
 

 
(37
)
Other acquisition-related costs
(4
)
 

 

 

 

 
(4
)
Operating income
$
237

 
$
86

 
$
62

 
$
2

 
$

 
387

Interest expense
 
 
 
 
 
 
 
 
 
 
(34
)
Other income, net
 
 
 
 
 
 
 
 
 
 
4

Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
357

Income tax expense
 
 
 
 
 
 
 
 
 
 
(72
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
8

Net income
 
 
 
 
 
 
 
 
 
 
293

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
22

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
271


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
825

 
$
375

 
$
256

 
$
42

 
$

 
$
1,498

Restructuring
(50
)
 
(48
)
 
(22
)
 
(4
)
 

 
(124
)
Other acquisition-related costs
(6
)
 

 

 

 

 
(6
)
Asset impairments
(2
)
 
(1
)
 
(4
)
 

 

 
(7
)
Operating income
$
767

 
$
326

 
$
230

 
$
38

 
$

 
1,361

Interest expense
 
 
 
 
 
 
 
 
 
 
(101
)
Other income, net
 
 
 
 
 
 
 
 
 
 
(8
)
Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
1,252

Income tax expense
 
 
 
 
 
 
 
 
 
 
(200
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
20

Net income
 
 
 
 
 
 
 
 
 
 
1,072

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
65

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
1,007


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
745

 
$
354

 
$
242

 
$
31

 
$

 
$
1,372

Restructuring
(26
)
 
(20
)
 
(44
)
 
(5
)
 

 
(95
)
Other acquisition-related costs
(10
)
 

 

 

 

 
(10
)
Operating income
$
709

 
$
334

 
$
198

 
$
26

 
$

 
1,267

Interest expense
 
 
 
 
 
 
 
 
 
 
(106
)
Other income, net
 
 
 
 
 
 
 
 
 
 
(25
)
Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
1,136

Income tax expense
 
 
 
 
 
 
 
 
 
 
(182
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
26

Net income
 
 
 
 
 
 
 
 
 
 
980

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
66

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
914

Significant Accounting Policies (Policies)
Consolidation—The consolidated financial statements include the accounts of Delphi and U.S. and non-U.S. subsidiaries in which Delphi holds a controlling financial or management interest and variable interest entities of which Delphi has determined that it is the primary beneficiary. Delphi’s share of the earnings or losses of non-controlled affiliates, over which Delphi exercises significant influence (generally a 20% to 50% ownership interest), is included in the consolidated operating results using the equity method of accounting. All adjustments, consisting of only normal recurring items, which are necessary for a fair presentation, have been included. All significant intercompany transactions and balances between consolidated Delphi businesses have been eliminated.
During the nine months ended September 30, 2014, Delphi received a dividend of $10 million from one of its equity method investments. During the three and nine months ended September 30, 2013, Delphi received dividends of $10 million and $30 million from two of its equity method investments, respectively. The dividends were recognized as a reduction to the investment and represented a return on investment included in cash flows from operating activities.
Use of estimates—Preparation of consolidated financial statements in conformity with U.S. GAAP requires the use of estimates and assumptions that affect amounts reported therein. Generally, matters subject to estimation and judgment include amounts related to accounts receivable realization, inventory obsolescence, asset impairments, useful lives of intangible and fixed assets, deferred tax asset valuation allowances, income taxes, pension benefit plan assumptions, accruals related to litigation, warranty costs, environmental remediation costs, worker’s compensation accruals and healthcare accruals. Due to the inherent uncertainty involved in making estimates, actual results reported in future periods may be based upon amounts that differ from those estimates.
Net income per share—Basic net income per share is computed by dividing net income attributable to Delphi by the weighted average number of ordinary shares outstanding during the period. Diluted net income per share reflects the weighted average dilutive impact of all potentially dilutive securities from the date of issuance and is computed using the treasury stock method by dividing net income attributable to Delphi by the diluted weighted average number of ordinary shares outstanding. See Note 12. Shareholders’ Equity and Net Income Per Share for additional information including the calculation of basic and diluted net income per share.
Basic net income per share is computed by dividing net income attributable to Delphi by the weighted average number of ordinary shares outstanding during the period. Diluted net income per share reflects the weighted average dilutive impact of all potentially dilutive securities from the date of issuance and is computed using the treasury stock method by dividing net income attributable to Delphi by the diluted weighted average number of ordinary shares outstanding. For all periods presented, the calculation of net income per share contemplates the dilutive impacts, if any, of the Company’s share-based compensation plans. Refer to Note 18. Share-Based Compensation for additional information.
Cash and cash equivalents—Cash and cash equivalents are defined as short-term, highly liquid investments with original maturities of three months or less.
Intangible assets—Intangible assets were $627 million and $723 million as of September 30, 2014 and December 31, 2013, respectively. Delphi amortizes definite-lived intangible assets over their estimated useful lives. Delphi has definite-lived intangible assets related to patents and developed technology, customer relationships, trade names and in-process research and development. Delphi does not amortize indefinite-lived in-process research and development, but tests for impairment annually, or more frequently when indicators of potential impairment exist. Costs to renew or extend the term of acquired intangible assets are recognized as expense as incurred. Amortization expense was $25 million and $76 million for the three and nine months ended September 30, 2014 and $27 million and $79 million for the three and nine months ended September 30, 2013, respectively.
Goodwill—Goodwill is the excess of the purchase price over the fair value of identifiable net assets acquired in business combinations. Delphi tests goodwill for impairment annually or more frequently when indications of potential impairment exist. Delphi monitors the existence of potential impairment indicators throughout the fiscal year.
The Company tests for goodwill impairment at the reporting unit level. Our reporting units are the components of operating segments which constitute businesses for which discrete financial information is available and is regularly reviewed by segment management. No components were aggregated in arriving at our reporting units.
The impairment test involves first qualitatively assessing goodwill for impairment. If the qualitative assessment is not met the Company then performs a quantitative assessment by first comparing the fair value of each reporting unit to its carrying value, including goodwill. Fair value reflects the price a market participant would be willing to pay in a potential sale of the reporting unit. If the fair value exceeds carrying value, then we conclude that no goodwill impairment has occurred. If the carrying value of the reporting unit exceeds its fair value, a second step is required to measure possible goodwill impairment loss. The second step includes hypothetically valuing the tangible and intangible assets and liabilities of the reporting unit as if the reporting unit had been acquired in a business combination. Then, the implied fair value of the reporting unit's goodwill is compared to the carrying value of that goodwill. If the carrying value of the reporting unit's goodwill exceeds the implied fair value of the goodwill, the Company recognizes an impairment loss in an amount equal to the excess, not to exceed the carrying value. There were no indicators of potential goodwill impairment as of September 30, 2014. Goodwill was $456 million and $496 million as of September 30, 2014 and December 31, 2013, respectively.
Warranty—Expected warranty costs for products sold are recognized at the time of sale of the product based on an estimate of the amount that eventually will be required to settle such obligations. These accruals are based on factors such as past experience, production changes, industry developments and various other considerations. This estimate is adjusted from time to time based on facts and circumstances that impact the status of existing claims. Refer to Note 6. Warranty Obligations.
Expected warranty costs for products sold are recognized at the time of sale of the product based on an estimate of the amount that eventually will be required to settle such obligations. These accruals are based on factors such as past experience, production changes, industry developments and various other considerations. This estimate is adjusted from time to time based on facts and circumstances that impact the status of existing claims. Delphi has recognized its best estimate for its total aggregate warranty reserves across all of its operating segments as of September 30, 2014. The estimated reasonably possible amount to ultimately resolve all matters is not materially different from the recorded reserves as of September 30, 2014.
Income taxes—Deferred tax assets and liabilities reflect temporary differences between the amount of assets and liabilities for financial and tax reporting purposes. Such amounts are adjusted, as appropriate, to reflect changes in tax rates expected to be in effect when the temporary differences reverse. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in earnings in the period that includes the enactment date. A valuation allowance is recorded to reduce our deferred tax assets to the amount that is more likely than not to be realized. In the event we determine it is more likely than not that the deferred tax assets will not be realized in the future, the valuation adjustment to the deferred tax assets will be charged to earnings in the period in which we make such a determination. In determining the provision for income taxes for financial statement purposes, the Company makes certain estimates and judgments which affect its evaluation of the carrying value of its deferred tax assets, as well as its calculation of certain tax liabilities. Refer to Note 11. Income Taxes.
Restructuring—Delphi continually evaluates alternatives to align the business with the changing needs of its customers and to lower operating costs. This includes the realignment of its existing manufacturing capacity, facility closures, or similar actions, either in the normal course of business or pursuant to significant restructuring programs. These actions may result in employees receiving voluntary or involuntary employee termination benefits, which are mainly pursuant to union or other contractual agreements. Voluntary termination benefits are accrued when an employee accepts the related offer. Involuntary termination benefits are accrued upon the commitment to a termination plan and the benefit arrangement is communicated to affected employees, or when liabilities are determined to be probable and estimable, depending on the existence of a substantive plan for severance or termination. Contract termination costs are recorded when contracts are terminated or when Delphi ceases to use the leased facility and no longer derives economic benefit from the contract. All other exit costs are expensed as incurred. Refer to Note 7. Restructuring.
Customer concentrations—As reflected in the table below, combined net sales to General Motors Company ("GM") and Volkswagen Group (“VW”), Delphi's two largest customers, totaled approximately 27% and 28% of our total net sales for the three and nine months ended September 30, 2014, respectively, and 28% and 27% for the three and nine months ended September 30, 2013, respectively.
 
Percentage of Total Net Sales
 
 
Accounts and Other Receivables
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
September 30,
2014
 
December 31,
2013
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
GM
18
%
 
18
%
 
18
%
 
17
%
 
 
$
462

 
$
377

VW
9
%
 
10
%
 
10
%
 
10
%
 
 
240

 
199

Recently issued accounting pronouncements—In March 2013, the Financial Accounting Standards Board ("FASB") issued ASU 2013-05, Parent's Accounting for the Cumulative Translation Adjustment upon Derecognition of Certain Subsidiaries or Groups of Assets within a Foreign Entity or of an Investment in a Foreign Entity. This guidance requires a reporting entity that ceases to have a controlling financial interest in a business with a foreign entity, other than a sale of in substance real estate or conveyance of oil and gas mineral rights, to release any related cumulative translation adjustment into net income. The guidance is effective for fiscal years beginning after December 15, 2013. Delphi adopted this guidance effective January 1, 2014, and it did not have a significant impact on Delphi's financial statements.
In April 2014, the FASB issued ASU 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This guidance limits discontinued operations reporting to disposals of components of an entity that represent strategic shifts that have a major effect on an entity’s operations and financial results. The amendments also require expanded disclosures for discontinued operations with more information about the assets, liabilities, revenues, and expenses of discontinued operations. The amendments also require an entity to disclose the pretax profit or loss attributable to a disposal of an individually significant component of an entity that does not qualify for discontinued operations reporting. The guidance is effective for fiscal years beginning after December 15, 2014 and should be applied prospectively. Early adoption is permitted. The adoption of this guidance is not expected to have a significant impact on Delphi's financial statements.
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers. This ASU supersedes most of the existing guidance on revenue recognition in Accounting Standards Codification ("ASC") Topic 605, Revenue Recognition and establishes a broad principle that would require an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve this principle, an entity identifies the contract with a customer, identifies the separate performance obligations in the contract, determines the transaction price, allocates the transaction price to the separate performance obligations and recognizes revenue when each separate performance obligation is satisfied. The guidance is effective for fiscal years beginning after December 15, 2016 and is to be applied retrospectively at the entity's election either to each prior reporting period presented or with the cumulative effect of application recognized at the date of initial application. Early adoption is not permitted. The Company is currently evaluating the impact that the adoption of this guidance will have on its consolidated financial statements.
In June 2014, the FASB issued ASU 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period. This guidance requires that a performance target that affects vesting and that could be achieved after the requisite service period be treated as a performance condition of the award. A reporting entity should apply existing guidance in ASC Topic 718, Compensation-Stock Compensation, as it relates to such awards. The guidance is effective for fiscal years beginning after December 15, 2015, and may be applied either prospectively or retrospectively. Early adoption is permitted. The adoption of this guidance is not expected to have a significant impact on Delphi's financial statements.
Inventories are stated at the lower of cost, determined on a first-in, first-out basis, or market, including direct material costs and direct and indirect manufacturing costs.
Certain of Delphi’s non-U.S. subsidiaries sponsor defined benefit pension plans, which generally provide benefits based on negotiated amounts for each year of service. Delphi’s primary non-U.S. plans are located in France, Germany, Mexico, Portugal and the United Kingdom (“U.K.”). The U.K. and certain Mexican plans are funded. In addition, Delphi has defined benefit plans in South Korea, Turkey and Italy for which amounts are payable to employees immediately upon separation. The obligations for these plans are recorded based on the vested obligation.
Delphi sponsors a Supplemental Executive Retirement Program (“SERP”) for those employees who were U.S. executives of the former Delphi Corporation (now known as DPH Holdings Corp. (“DPHH”)) prior to September 30, 2008 and were U.S. executives of Delphi on October 7, 2009, the effective date of the program. This program is unfunded. Executives receive benefits over 5 years after an involuntary or voluntary separation from Delphi. The SERP is closed to new members.
In lieu of providing separate audited financial statements for the Guarantors, the Company has included the accompanying condensed consolidating financial statements. These condensed consolidating financial statements are presented on the equity method. Under this method, the investments in subsidiaries are recorded at cost and adjusted for the parent’s share of the subsidiary’s cumulative results of operations, capital contributions and distributions and other equity changes. The Non-Guarantor Subsidiaries are combined in the condensed consolidating financial statements. The principal elimination entries are to eliminate the investments in subsidiaries and intercompany balances and transactions.
The accounting policies of the segments are the same as those described in Note 2. Significant Accounting Policies, except that the disaggregated financial results for the segments have been prepared using a management approach, which is consistent with the basis and manner in which management internally disaggregates financial information for the purposes of assisting internal operating decisions. Generally, Delphi evaluates performance based on stand-alone segment net income before interest expense, other income (expense), net, income tax expense, restructuring, other acquisition-related costs, asset impairments and equity income (loss), net of tax (“Adjusted Operating Income”) and accounts for inter-segment sales and transfers as if the sales or transfers were to third parties, at current market prices. Through December 31, 2013, the Company’s management believed that net income before depreciation and amortization (including long-lived asset and goodwill impairment), interest expense, other income (expense), net, income tax expense, equity income (loss), net of tax, restructuring and other acquisition-related costs (“Adjusted EBITDA”) was a meaningful measure of performance and it was used by management to analyze Company and stand-alone segment operating performance. Management also used Adjusted EBITDA for planning and forecasting purposes. Effective January 1, 2014, Delphi’s management began utilizing Adjusted Operating Income as the key performance measure of segment income or loss and for planning and forecasting purposes, as management believes this measure is most reflective of the operational profitability or loss of Delphi's operating segments. Segment Adjusted Operating Income should not be considered a substitute for results prepared in accordance with U.S. GAAP and should not be considered an alternative to net income attributable to Delphi, which is the most directly comparable financial measure to Adjusted Operating Income that is in accordance with U.S. GAAP. Segment Adjusted Operating Income, as determined and measured by Delphi, should also not be compared to similarly titled measures reported by other companies.
Significant Accounting Policies (Tables)
Schedule of Revenue by Major Customers by Reporting Segments
Customer concentrations—As reflected in the table below, combined net sales to General Motors Company ("GM") and Volkswagen Group (“VW”), Delphi's two largest customers, totaled approximately 27% and 28% of our total net sales for the three and nine months ended September 30, 2014, respectively, and 28% and 27% for the three and nine months ended September 30, 2013, respectively.
 
Percentage of Total Net Sales
 
 
Accounts and Other Receivables
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
 
September 30,
2014
 
December 31,
2013
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
GM
18
%
 
18
%
 
18
%
 
17
%
 
 
$
462

 
$
377

VW
9
%
 
10
%
 
10
%
 
10
%
 
 
240

 
199

Inventories (Tables)
Schedule of Inventory, Current
A summary of inventories is shown below:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Productive material
$
681

 
$
584

Work-in-process
145

 
142

Finished goods
401

 
367

Total
$
1,227

 
$
1,093

Assets (Tables)
Other current assets consisted of the following:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Value added tax receivable
$
188

 
$
177

Deferred income taxes
144

 
133

Prepaid insurance and other expenses
62

 
59

Reimbursable engineering costs
66

 
76

Notes receivable
21

 
45

Income and other taxes receivable
53

 
57

Deposits to vendors
9

 
9

Derivative financial instruments (Note 14)
22

 
15

Other
23

 
33

Total
$
588

 
$
604

Other long-term assets consisted of the following:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Deferred income taxes
$
268

 
$
283

Debt issuance costs (Note 8)
44

 
43

Income and other taxes receivable
134

 
123

Reimbursable engineering costs
95

 
79

Value added tax receivable
34

 
29

Derivative financial instruments (Note 14)
1

 
5

Other
66

 
64

Total
$
642

 
$
626

Liabilities (Tables)
Accrued liabilities consisted of the following:
 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Payroll-related obligations
$
309

 
$
269

Employee benefits, including current pension obligations
108

 
130

Income and other taxes payable
240

 
280

Warranty obligations (Note 6)
75

 
75

Restructuring (Note 7)
115

 
94

Customer deposits
37

 
38

Deferred income taxes
4

 
1

Derivative financial instruments (Note 14)
18

 
16

Accrued interest
19

 
24

Other
361

 
311

Total
$
1,286

 
$
1,238

 
September 30, 2014
 
December 31, 2013
 
 
 
 
 
(in millions)
Environmental (Note 10)
$
18

 
$
18

Extended disability benefits
10

 
9

Warranty obligations (Note 6)
82

 
94

Restructuring (Note 7)
22

 
45

Payroll-related obligations
10

 
12

Accrued income taxes
25

 
34

Deferred income taxes
162

 
151

Derivative financial instruments (Note 14)
8

 
6

Other
35

 
40

Total
$
372

 
$
409

Warranty Obligations (Tables)
Schedule of Product Warranty Liability
The table below summarizes the activity in the product warranty liability for the nine months ended September 30, 2014:
 
Warranty Obligations
 
 
 
(in millions)
Accrual balance at beginning of period
$
169

Provision for estimated warranties incurred during the period
44

Provision for changes in estimate for pre-existing warranties
(1
)
Settlements made during the period (in cash or in kind)
(49
)
Foreign currency translation and other
(6
)
Accrual balance at end of period
$
157

Restructuring (Tables)
The following table summarizes the restructuring charges recorded for the three and nine months ended September 30, 2014 and 2013 by operating segment:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Electrical/Electronic Architecture
$
24

 
$
7

 
$
50

 
$
26

Powertrain Systems
9

 
8

 
48

 
20

Electronics and Safety
13

 
19

 
22

 
44

Thermal Systems
1

 
3

 
4

 
5

Total
$
47

 
$
37

 
$
124

 
$
95

The table below summarizes the activity in the restructuring liability for the nine months ended September 30, 2014:
 
Employee Termination Benefits Liability
 
Other Exit
Costs Liability
 
Total
 
 
 
 
 
 
 
(in millions)
Accrual balance at January 1, 2014
$
135

 
$
4

 
$
139

Provision for estimated expenses incurred during the period
124

 

 
124

Payments made during the period
(112
)
 
(2
)
 
(114
)
Foreign currency and other
(12
)
 

 
(12
)
Accrual balance at September 30, 2014
$
135

 
$
2

 
$
137

Debt (Tables)
The following is a summary of debt outstanding, net of discounts of approximately $2 million and $0 million related to the 2014 Senior Notes, defined below, as of September 30, 2014 and December 31, 2013:
 
September 30,
2014
 
December 31,
2013
 
 
 
 
 
(in millions)
Accounts receivable factoring
$

 
$
1

5.875%, senior notes, due 2019

 
500

6.125%, senior notes, due 2021
500

 
500

5.00%, senior notes, due 2023
800

 
800

4.15%, senior notes, due 2024
698

 

Tranche A Term Loan, due 2018
400

 
564

Capital leases and other
56

 
47

Total debt
2,454

 
2,412

Less: current portion
(37
)
 
(61
)
Long-term debt
$
2,417

 
$
2,351

Applicable Rates under the Credit Agreement on the specified dates are set forth below:
 
September 30, 2014
 
December 31, 2013
 
LIBOR plus
 
ABR plus
 
LIBOR plus
 
ABR plus
Revolving Credit Facility
1.25
%
 
0.25
%
 
1.25
%
 
0.25
%
Tranche A Term Loan
1.25
%
 
0.25
%
 
1.25
%
 
0.25
%
As of September 30, 2014, the Issuer selected the one-month LIBOR interest rate option, as detailed in the table below, and the amounts outstanding, and rates effective as of September 30, 2014 were based on Delphi’s current credit rating and the Applicable Rate for the Credit Agreement:
 
 
 
Borrowings as of
 
 
 
 
 
September 30, 2014
 
Rates effective as of
 
LIBOR plus
 
(in millions)
 
September 30, 2014
Revolving Credit Facility
1.25
%
 
$

 
%
Tranche A Term Loan
1.25
%
 
400

 
1.4375
%
Pension Benefits (Tables)
The amounts shown below reflect the defined benefit pension expense for the three and nine months ended September 30, 2014 and 2013:
 
Non-U.S. Plans
 
U.S. Plans
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Service cost
$
14

 
$
13

 
$

 
$

Interest cost
23

 
22

 
1

 

Expected return on plan assets
(19
)
 
(17
)
 

 

Curtailment loss
4

 

 

 

Amortization of actuarial losses
2

 
1

 

 

Net periodic benefit cost
$
24

 
$
19

 
$
1

 
$


 
Non-U.S. Plans
 
U.S. Plans
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Service cost
$
44

 
$
41

 
$

 
$

Interest cost
73

 
65

 
2

 
1

Expected return on plan assets
(59
)
 
(52
)
 

 

Curtailment loss
4

 

 

 

Amortization of actuarial losses
6

 
5

 

 

Net periodic benefit cost
$
68

 
$
59

 
$
2

 
$
1

The amounts shown below reflect the defined benefit pension expense for the three and nine months ended September 30, 2014 and 2013:
 
Non-U.S. Plans
 
U.S. Plans
 
 
 
 
 
 
 
 
 
Three Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Service cost
$
14

 
$
13

 
$

 
$

Interest cost
23

 
22

 
1

 

Expected return on plan assets
(19
)
 
(17
)
 

 

Curtailment loss
4

 

 

 

Amortization of actuarial losses
2

 
1

 

 

Net periodic benefit cost
$
24

 
$
19

 
$
1

 
$


 
Non-U.S. Plans
 
U.S. Plans
 
 
 
 
 
 
 
 
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Service cost
$
44

 
$
41

 
$

 
$

Interest cost
73

 
65

 
2

 
1

Expected return on plan assets
(59
)
 
(52
)
 

 

Curtailment loss
4

 

 

 

Amortization of actuarial losses
6

 
5

 

 

Net periodic benefit cost
$
68

 
$
59

 
$
2

 
$
1

Income Taxes (Tables)
The Company's income tax expense and effective tax rate for the three and nine months ended September 30, 2014 and 2013 were as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(dollars in millions)
Income tax expense
$
63

 
$
72

 
$
200

 
$
182

Effective tax rate
16
%
 
20
%
 
16
%
 
16
%
The Company’s effective tax rate was also impacted by the tax expense (benefit) associated with unusual or infrequent items for the respective interim period as illustrated in the following table:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Tax credits (1)
$

 
$

 
$
(2
)
 
$
(22
)
Withholding taxes (2)

 
(1
)
 
(1
)
 
3

Other change in tax reserves (3)

 
(6
)
 
(6
)
 
(5
)
Change in tax law (4)

 
12

 

 
12

Other adjustments (5)
(7
)
 
8

 
(11
)
 
6

Income tax (benefit) expense associated with unusual or infrequent items
$
(7
)
 
$
13

 
$
(20
)
 
$
(6
)

(1)
For the nine months ended September 30, 2013, the tax benefit primarily relates to the retroactive reinstatement of the U.S research and development tax credit under The American Taxpayer Relief Act of 2012.
(2)
For the nine months ended September 30, 2014 and September 30, 2013, the tax benefits and expense, respectively, primarily relate to the adjustment of the withholding tax liability on the undistributed earnings of certain foreign subsidiaries that are not indefinitely reinvested.
(3)
For the nine months ended September 30, 2014 and the three and nine months ended September 30, 2013, the tax benefits primarily relate to adjustments in tax reserves which were individually insignificant.
(4)
For the three and nine months ended September 30, 2013, the tax expense relates to the enactment of the United Kingdom Finance Act 2013 on July 23, 2013, which provided for a reduction to the corporate income tax rate from 23% to 21% effective April 1, 2014, with a further reduction to 20% effective April 1, 2015. The impact of this legislation was recorded as a discrete item during the third quarter of 2013, and resulted in increased tax expense of approximately $12 million due to the resultant impact on the net deferred tax asset balances.
(5)
For the three and nine months ended September 30, 2014 and September 30, 2013, the tax benefits and expense, respectively, primarily relate to provision to return adjustments and other items which were individually insignificant.
Shareholders' Equity And Net Income Per Share (Tables)
The following table illustrates net income per share attributable to Delphi and the weighted average shares outstanding used in calculating basic and diluted income per share:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions, except per share data)
Numerator:
 
 
 
 
 
 
 
Net income attributable to Delphi
$
305

 
$
271

 
$
1,007

 
$
914

Denominator:
 
 
 
 
 
 
 
Weighted average ordinary shares outstanding, basic
298.59

 
309.68

 
302.35

 
312.08

Dilutive shares related to restricted stock units ("RSUs")
1.55

 
0.94

 
1.21

 
0.79

Weighted average ordinary shares outstanding, including dilutive shares
300.14

 
310.62

 
303.56

 
312.87

Net income per share attributable to Delphi:
 
 
 
 
 
 
 
Basic
$
1.02

 
$
0.88

 
$
3.33

 
$
2.93

Diluted
$
1.02

 
$
0.87

 
$
3.32

 
$
2.92

Anti-dilutive securities share impact

 

 

 

A summary of the ordinary shares repurchased during the three and nine months ended September 30, 2014 and 2013 is as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
Total number of shares repurchased
4,360,097

 
2,120,000

 
10,004,486

 
7,415,583

Average price paid per share
$
68.00

 
$
56.50

 
$
67.37

 
$
48.80

Total (in millions)
$
297

 
$
120

 
$
674

 
$
362

 
Dividend
 
Amount
 
 Per Share
 
(in millions)
2014:
 
 
 
Third quarter
$
0.25

 
$
75

Second quarter
0.25

 
76

First quarter
0.25

 
77

Total
$
0.75

 
$
228

2013:
 
 
 
Fourth quarter
$
0.17

 
$
52

Third quarter
0.17

 
53

Second quarter
0.17

 
53

First quarter
0.17

 
53

Total
$
0.68

 
$
211

Changes in Accumulated Other Comprehensive Income (Tables)
Schedule of Accumulated Other Comprehensive Income
The changes in accumulated other comprehensive income (loss) attributable to Delphi (net of tax) for the three and nine months ended September 30, 2014 and 2013 are as follows:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Foreign currency translation adjustments:
 
 
 
 
 
 
 
Balance at beginning of period
$
(8
)
 
$
(179
)
 
$
(17
)
 
$
(62
)
Aggregate adjustment for the period
(176
)
 
110

 
(167
)
 
(7
)
Balance at end of period
(184
)
 
(69
)
 
(184
)
 
(69
)
 
 
 
 
 
 
 
 
Gains (losses) on derivatives:
 
 
 
 
 
 
 
Balance at beginning of period
$
9

 
$
(25
)
 
$
2

 
$
14

Other comprehensive income before reclassifications (net tax effect of $8 million, $10 million, $5 million and $9 million)
(30
)
 
4

 
(27
)
 
(29
)
Reclassification to income (net tax effect of $3 million, $5 million, $5 million and $1 million)
7

 
6

 
11

 

Balance at end of period
(14
)
 
(15
)
 
(14
)
 
(15
)
 
 
 
 
 
 
 
 
Pension and postretirement plans:
 
 
 
 
 
 
 
Balance at beginning of period
$
(220
)
 
$
(173
)
 
$
(222
)
 
$
(189
)
Other comprehensive income before reclassifications (net tax effect of $4 million, $2 million, $3 million and $2 million)
10

 
(7
)
 
8

 
6

Reclassification to income (net tax effect of $0 million, $0 million, $0 million and $1 million)
2

 
2

 
6

 
5

Balance at end of period
(208
)
 
(178
)
 
(208
)
 
(178
)
 
 
 
 
 
 
 
 
Accumulated other comprehensive (loss) income, end of period
$
(406
)
 
$
(262
)
 
$
(406
)
 
$
(262
)
Reclassifications from accumulated other comprehensive income to income for the three and nine months ended September 30, 2014 were as follows:
Reclassification out of Accumulated Other Comprehensive Income
Details about Accumulated Other Comprehensive Income Components
 
Three Months Ended September 30, 2014
 
Nine Months Ended September 30, 2014
 
Affected Line Item in the Statement of Operations
 
 
 
 
 
 
 
 
 
(in millions)
 
 
Gains (losses) on derivatives:
 
 
 
 
 
 
Commodity derivatives
 
$
(3
)
 
$
(13
)
 
Cost of sales
Foreign currency derivatives
 
1

 
7

 
Cost of sales
Foreign currency derivatives
 
(2
)
 

 
Other income
 
 
(4
)
 
(6
)
 
Income before income taxes
 
 
(3
)
 
(5
)
 
Income tax expense
 
 
(7
)
 
(11
)
 
Net income
 
 

 

 
Net income attributable to noncontrolling interest
 
 
$
(7
)
 
$
(11
)
 
Net income attributable to Delphi
 
 
 
 
 
 
 
Pension and postretirement plans:
 
 
 
 
 
 
Actuarial gains/(losses)
 
$
(2
)
 
$
(6
)
 
(1)
 
 
(2
)
 
(6
)
 
Income before income taxes
 
 

 

 
Income tax expense
 
 
(2
)
 
(6
)
 
Net income
 
 

 

 
Net income attributable to noncontrolling interest
 
 
$
(2
)
 
$
(6
)
 
Net income attributable to Delphi
 
 
 
 
 
 
 
Total reclassifications for the period
 
$
(9
)
 
$
(17
)
 
 
(1)
These accumulated other comprehensive loss components are included in the computation of net periodic pension cost (see Note 9. Pension Benefits for additional details).
Derivatives And Hedging Activities (Tables)
As of September 30, 2014, the Company had the following outstanding notional amounts related to commodity and foreign currency forward contracts that were entered into to hedge forecasted exposures:
Commodity
Quantity
Hedged
 
Unit of
Measure
 
Notional Amount
(Approximate USD Equivalent)
 
 
 
 
 
 
 
(in thousands)
 
(in millions)
Copper
85,034

 
pounds
 
$
265

Primary Aluminum
29,125

 
pounds
 
25

Secondary Aluminum
13,609

 
pounds
 
15

Foreign Currency
Quantity
Hedged
 
Unit of
Measure
 
Notional Amount
(Approximate USD Equivalent)
 
 
 
 
 
 
 
(in millions)
Mexican Peso
11,077

 
MXN
 
$
825

Euro
184

 
EUR
 
235

Polish Zloty
363

 
PLN
 
110

Chinese Yuan Renminbi
538

 
CNY
 
85

New Turkish Lira
170

 
TRY
 
75

Brazilian Real
180

 
BRL
 
75

Hungarian Forint
16,194

 
HUF
 
65

The fair value of derivative financial instruments recorded in the consolidated balance sheets as of September 30, 2014 and December 31, 2013 are as follows:
 
Asset Derivatives
 
Liability Derivatives
 
Net Amounts of Assets and Liabilities Presented in the Balance Sheet
 
Balance Sheet Location
 
September 30,
2014
 
Balance Sheet Location
 
September 30,
2014
 
September 30,
2014
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
Commodity derivatives
Other current assets
 
$
1

 
Accrued liabilities
 
$
11

 
 
Foreign currency derivatives*
Other current assets
 
3

 
Other current assets
 
2

 
1

Foreign currency derivatives*
Accrued liabilities
 
2

 
Accrued liabilities
 
8

 
(6
)
Commodity derivatives
Other long-term assets
 

 
Other long-term liabilities
 
3

 
 
Foreign currency derivatives*
Other long-term assets
 
1

 
Other long-term assets
 

 
1

Foreign currency derivatives*
Other long-term liabilities
 

 
Other long-term liabilities
 
5

 
(5
)
Total
 
 
$
7

 
 
 
$
29

 
 
Derivatives not designated:
Foreign currency derivatives*
Other current assets
 
$
20

 
Other current assets
 
$

 
20

Foreign currency derivatives*
Accrued liabilities
 

 
Accrued liabilities
 
1

 
(1
)
Total
 
 
$
20

 
 
 
$
1

 
 
 
Asset Derivatives
 
Liability Derivatives
 
Net Amounts of Assets and Liabilities Presented in the Balance Sheet
 
Balance Sheet Location
 
December 31, 2013
 
Balance Sheet Location
 
December 31, 2013
 
December 31, 2013
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
Commodity derivatives
Other current assets
 
$
2

 
Accrued liabilities
 
$
9

 
 
Foreign currency derivatives*
Other current assets
 
16

 
Other current assets
 
3

 
13

Foreign currency derivatives*
Accrued liabilities
 
3

 
Accrued liabilities
 
10

 
(7
)
Commodity derivatives
Other long-term assets
 
1

 
Other long-term liabilities
 
2

 
 
Foreign currency derivatives*
Other long-term assets
 
5

 
Other long-term assets
 
1

 
4

Foreign currency derivatives*
Other long-term liabilities
 
2

 
Other long-term liabilities
 
6

 
(4
)
Total
 
 
$
29

 
 
 
$
31

 
 
Derivatives not designated:
Foreign currency derivatives*
Other current assets
 
$
3

 
Other current assets
 
$
3

 

Total
 
 
$
3

 
 
 
$
3

 
 
* Derivative instruments within this category are subject to master netting arrangements and are presented on a net basis in the consolidated balance sheets in accordance with accounting guidance related to the offsetting of amounts related to certain contracts.
The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the three months ended September 30, 2014 is as follows:
Three Months Ended September 30, 2014
Loss Recognized in OCI (Effective Portion)
 
Loss Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
(13
)
 
$
(3
)
 
$

Foreign currency derivatives
(25
)
 
(1
)
 

Total
$
(38
)
 
$
(4
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives (1)
22

Total
$
22

(1)
Primarily relates to amounts recognized in other income, which offset the losses recognized due to the remeasurement of intercompany loans.

The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the three months ended September 30, 2013 is as follows:
Three Months Ended September 30, 2013
Gain (Loss) Recognized in OCI (Effective Portion)
 
Loss Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
24

 
$
(8
)
 
$

Foreign currency derivatives
(10
)
 
(3
)
 

Total
$
14

 
$
(11
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives
1

Total
$
1

The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the nine months ended September 30, 2014 is as follows:
Nine Months Ended September 30, 2014
Loss Recognized in OCI (Effective Portion)
 
(Loss) Gain Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
(19
)
 
$
(13
)
 
$

Foreign currency derivatives
(13
)
 
7

 

Total
$
(32
)
 
$
(6
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives (1)
22

Total
$
22

(1)
Primarily relates to amounts recognized in other income, which offset the losses recognized due to the remeasurement of intercompany loans.


The effect of derivative financial instruments in the consolidated statement of operations and consolidated statement of comprehensive income for the nine months ended September 30, 2013 is as follows:
Nine Months Ended September 30, 2013
Loss Recognized in OCI (Effective Portion)
 
(Loss) Gain Reclassified from OCI into Income (Effective Portion)
 
Gain Recognized in Income (Ineffective Portion Excluded from Effectiveness Testing)
 
 
 
 
 
 
 
(in millions)
Designated derivatives instruments:
 
 
 
 
 
Commodity derivatives
$
(31
)
 
$
(17
)
 
$

Foreign currency derivatives
(7
)
 
16

 

Total
$
(38
)
 
$
(1
)
 
$

 
Gain Recognized in Income
 
 
 
(in millions)
Derivatives not designated:
 
Commodity derivatives
$

Foreign currency derivatives
1

Total
$
1

Fair Value Of Financial Instruments (Tables)
As of September 30, 2014 and December 31, 2013, Delphi had the following assets measured at fair value on a recurring basis:
 
Total      
 
Quoted Prices in Active Markets
Level 1
 
Significant Other Observable Inputs
Level 2
 
Significant Unobservable Inputs
Level 3
 
 
 
 
 
 
 
 
 
(in millions)
As of September 30, 2014:
 
Commodity derivatives
$
1

 
$

 
$
1

 
$

Foreign currency derivatives
22

 

 
22

 

Total
$
23

 
$

 
$
23

 
$

As of December 31, 2013:
 
 
 
 
 
 
 
Commodity derivatives
$
3

 
$

 
$
3

 
$

Foreign currency derivatives
17

 

 
17

 

Total
$
20

 
$

 
$
20

 
$

As of September 30, 2014 and December 31, 2013, Delphi had the following liabilities measured at fair value on a recurring basis:
 
Total      
 
Quoted Prices in Active Markets
Level 1
 
Significant Other Observable Inputs
Level 2
 
Significant Unobservable Inputs
Level 3
 
 
 
 
 
 
 
 
 
(in millions)
As of September 30, 2014:
 
Commodity derivatives
$
14

 
$

 
$
14

 
$

Foreign currency derivatives
12

 

 
12

 

Total
$
26

 
$

 
$
26

 
$

As of December 31, 2013:
 
 
 
 
 
 
 
Commodity derivatives
$
11

 
$

 
$
11

 
$

Foreign currency derivatives
11

 

 
11

 

Total
$
22

 
$

 
$
22

 
$

Other Income, Net (Tables)
Interest and Other Income
Other income, net included:
 
Three Months Ended September 30,
 
Nine Months Ended September 30,
 
2014
 
2013
 
2014
 
2013
 
 
 
 
 
 
 
 
 
(in millions)
Interest income
$
2

 
$
4

 
$
6

 
$
11

Loss on extinguishment of debt

 

 
(34
)
 
(39
)
Gain on insurance recovery

 

 
14

 

Other, net
3

 

 
6

 
3

Other income (expense), net
$
5

 
$
4

 
$
(8
)
 
$
(25
)
Acquisitions And Divestitures (Tables)
Schedule of Business Acquisitions, Purchase Price Allocation
Assets acquired and liabilities assumed
Purchase price, net of cash acquired
$
978

 
 
Property, plant and equipment
$
249

Intangible assets
278

Other assets purchased and liabilities assumed, net
(7
)
Identifiable net assets acquired
520

Goodwill resulting from purchase
458

Total purchase price allocation
$
978

Share-Based Compensation (Tables)
Each executive will receive between 0% and 200% of his or her target performance-based award based on the Company’s performance against established company-wide performance metrics, which are:
Metric
2014 Grant
 
 
2013 Grant
 
 
2012 Grant
Average return on net assets (1)
50
%
 
 
50
%
 
 
50
%
Cumulative net income
N/A

 
 
N/A

 
 
30
%
Cumulative earnings per share (2)
30
%
 
 
30
%
 
 
N/A

Relative total shareholder return (3)
20
%
 
 
20
%
 
 
20
%
(1)
Average return on net assets is measured by tax-affected operating income divided by average net working capital plus average net property, plant and equipment for each calendar year during the respective performance period.
(2)
Cumulative earnings per share is measured by net income attributable to Delphi divided by the weighted average number of diluted shares outstanding for the respective three-year performance period.
(3)
Relative total shareholder return is measured by comparing the average closing price per share of the Company’s ordinary shares for all available trading days in the fourth quarter of the end of the performance period to the average closing price per share of the Company’s ordinary shares for all available trading days in the fourth quarter of the year preceding the grant, including dividends, and assessed against a comparable measure of competitor and peer group companies.
A summary of activity, including award grants, vesting and forfeitures is provided below:
 
RSUs
 
Weighted Average Grant
Date Fair Value
 
(in thousands)
 
 
Outstanding, January 1, 2014
2,918

 
$
36.55

Granted
823

 
67.92

Vested
(405
)
 
35.52

Forfeited
(166
)
 
40.88

Outstanding, September 30, 2014
3,170

 
44.59

Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements (Tables)
Statement of Operations Three Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
4,144

 
$

 
$
4,144

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
3,388

 

 
3,388

Selling, general and administrative
31

 

 
239

 

 
270

Amortization

 

 
25

 

 
25

Restructuring

 

 
47

 

 
47

Total operating expenses
31

 

 
3,699

 

 
3,730

Operating (loss) income
(31
)
 

 
445

 

 
414

Interest (expense) income
(13
)
 
(45
)
 
(17
)
 
42

 
(33
)
Other income (expense), net
15

 
17

 
15

 
(42
)
 
5

(Loss) income before income taxes and equity income
(29
)
 
(28
)
 
443

 

 
386

Income tax benefit (expense)
1

 
10

 
(74
)
 

 
(63
)
(Loss) income before equity income
(28
)
 
(18
)
 
369

 

 
323

Equity in net income of affiliates

 

 
2

 

 
2

Equity in net income (loss) of subsidiaries
333

 
47

 

 
(380
)
 

Net income (loss)
305

 
29

 
371

 
(380
)
 
325

Net income attributable to noncontrolling interest

 

 
20

 

 
20

Net income (loss) attributable to Delphi
$
305

 
$
29

 
$
351

 
$
(380
)
 
$
305


Statement of Operations Nine Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
12,871

 
$

 
$
12,871

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
10,507

 

 
10,507

Selling, general and administrative
66

 

 
737

 

 
803

Amortization

 

 
76

 

 
76

Restructuring

 

 
124

 

 
124

Total operating expenses
66

 

 
11,444

 

 
11,510

Operating (loss) income
(66
)
 

 
1,427

 

 
1,361

Interest (expense) income
(34
)
 
(137
)
 
(53
)
 
123

 
(101
)
Other income (expense), net
45

 
14

 
56

 
(123
)
 
(8
)
(Loss) income before income taxes and equity income
(55
)
 
(123
)
 
1,430

 

 
1,252

Income tax benefit (expense)
1

 
45

 
(246
)
 

 
(200
)
(Loss) income before equity income
(54
)
 
(78
)
 
1,184

 

 
1,052

Equity in net income of affiliates

 

 
20

 

 
20

Equity in net income (loss) of subsidiaries
1,061

 
189

 

 
(1,250
)
 

Net income (loss)
1,007

 
111

 
1,204

 
(1,250
)
 
1,072

Net income attributable to noncontrolling interest

 

 
65

 

 
65

Net income (loss) attributable to Delphi
$
1,007

 
$
111

 
$
1,139

 
$
(1,250
)
 
$
1,007


Statement of Operations Three Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
4,017

 
$

 
$
4,017

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
3,338

 

 
3,338

Selling, general and administrative
41

 

 
187

 

 
228

Amortization

 

 
27

 

 
27

Restructuring

 

 
37

 

 
37

Total operating expenses
41

 

 
3,589

 

 
3,630

Operating (loss) income
(41
)
 

 
428

 

 
387

Interest (expense) income
(15
)
 
(47
)
 
(17
)
 
45

 
(34
)
Other income (expense), net
15

 
15

 
19

 
(45
)
 
4

(Loss) income before income taxes and equity income
(41
)
 
(32
)
 
430

 

 
357

Income tax benefit (expense)

 
12

 
(84
)
 

 
(72
)
(Loss) income before equity income
(41
)
 
(20
)
 
346

 

 
285

Equity in net income of affiliates

 

 
8

 

 
8

Equity in net income (loss) of subsidiaries
312

 
74

 

 
(386
)
 

Net income (loss)
271

 
54

 
354

 
(386
)
 
293

Net income attributable to noncontrolling interest

 

 
22

 

 
22

Net income (loss) attributable to Delphi
$
271

 
$
54

 
$
332

 
$
(386
)
 
$
271


Statement of Operations Nine Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net sales
$

 
$

 
$
12,281

 
$

 
$
12,281

Operating expenses:
 
 
 
 
 
 
 
 
 
Cost of sales

 

 
10,141

 

 
10,141

Selling, general and administrative
120

 

 
579

 

 
699

Amortization

 

 
79

 

 
79

Restructuring

 

 
95

 

 
95

Total operating expenses
120

 

 
10,894

 

 
11,014

Operating (loss) income
(120
)
 

 
1,387

 

 
1,267

Interest (expense) income
(41
)
 
(141
)
 
(54
)
 
130

 
(106
)
Other income (expense), net
45

 
9

 
51

 
(130
)
 
(25
)
(Loss) income before income taxes and equity income
(116
)
 
(132
)
 
1,384

 

 
1,136

Income tax benefit (expense)

 
49

 
(231
)
 

 
(182
)
(Loss) income before equity income
(116
)
 
(83
)
 
1,153

 

 
954

Equity in net income of affiliates

 

 
26

 

 
26

Equity in net income (loss) of subsidiaries
1,030

 
252

 

 
(1,282
)
 

Net income (loss)
914

 
169

 
1,179

 
(1,282
)
 
980

Net income attributable to noncontrolling interest

 

 
66

 

 
66

Net income (loss) attributable to Delphi
$
914

 
$
169

 
$
1,113

 
$
(1,282
)
 
$
914

Statement of Comprehensive Income Three Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
305

 
$
29

 
$
371

 
$
(380
)
 
$
325

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
(179
)
 

 
(179
)
Net change in unrecognized loss on derivative instruments, net of tax

 

 
(23
)
 

 
(23
)
Employee benefit plans adjustment, net of tax

 

 
12

 

 
12

Other comprehensive loss

 

 
(190
)
 

 
(190
)
Equity in other comprehensive (loss) income of subsidiaries
(187
)
 
(8
)
 

 
195

 

Comprehensive income (loss)
118

 
21

 
181

 
(185
)
 
135

Comprehensive income attributable to noncontrolling interests

 

 
17

 

 
17

Comprehensive income (loss) attributable to Delphi
$
118

 
$
21

 
$
164

 
$
(185
)
 
$
118


Statement of Comprehensive Income Nine Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
1,007

 
$
111

 
$
1,204

 
$
(1,250
)
 
$
1,072

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
(172
)
 

 
(172
)
Net change in unrecognized loss on derivative instruments, net of tax

 

 
(16
)
 

 
(16
)
Employee benefit plans adjustment, net of tax

 

 
14

 

 
14

Other comprehensive loss

 

 
(174
)
 

 
(174
)
Equity in other comprehensive (loss) income of subsidiaries
(169
)
 
1

 

 
168

 

Comprehensive income (loss)
838

 
112

 
1,030

 
(1,082
)
 
898

Comprehensive income attributable to noncontrolling interests

 

 
60

 

 
60

Comprehensive income (loss) attributable to Delphi
$
838

 
$
112

 
$
970

 
$
(1,082
)
 
$
838


Statement of Comprehensive Income Three Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
271

 
$
54

 
$
354

 
$
(386
)
 
$
293

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
113

 

 
113

Net change in unrecognized gain on derivative instruments, net of tax

 

 
10

 

 
10

Employee benefit plans adjustment, net of tax

 

 
(5
)
 

 
(5
)
Other comprehensive income

 

 
118

 

 
118

Equity in other comprehensive income (loss) of subsidiaries
115

 
12

 

 
(127
)
 

Comprehensive income (loss)
386

 
66

 
472

 
(513
)
 
411

Comprehensive income attributable to noncontrolling interests

 

 
25

 

 
25

Comprehensive income (loss) attributable to Delphi
$
386

 
$
66

 
$
447

 
$
(513
)
 
$
386


Statement of Comprehensive Income Nine Months Ended September 30, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net income (loss)
$
914

 
$
169

 
$
1,179

 
$
(1,282
)
 
$
980

Other comprehensive income (loss):
 
 
 
 
 
 
 
 
 
Currency translation adjustments

 

 
(4
)
 

 
(4
)
Net change in unrecognized loss on derivative instruments, net of tax

 

 
(29
)
 

 
(29
)
Employee benefit plans adjustment, net of tax

 

 
11

 

 
11

Other comprehensive loss

 

 
(22
)
 

 
(22
)
Equity in other comprehensive (loss) income of subsidiaries
(25
)
 
(27
)
 

 
52

 

Comprehensive income (loss)
889

 
142

 
1,157

 
(1,230
)
 
958

Comprehensive income attributable to noncontrolling interests

 

 
69

 

 
69

Comprehensive income (loss) attributable to Delphi
$
889

 
$
142

 
$
1,088

 
$
(1,230
)
 
$
889

Balance Sheet as of September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
19

 
$

 
$
1,007

 
$

 
$
1,026

Restricted cash

 

 
2

 

 
2

Accounts receivable, net

 

 
2,839

 

 
2,839

Intercompany receivables, current
197

 
1,816

 
2,422

 
(4,435
)
 

Inventories

 

 
1,227

 

 
1,227

Other current assets

 

 
588

 

 
588

Total current assets
216

 
1,816

 
8,085

 
(4,435
)
 
5,682

Long-term assets:
 
 
 
 
 
 
 
 
 
Intercompany receivables, long-term
820

 
932

 
1,291

 
(3,043
)
 

Property, net

 

 
3,273

 

 
3,273

Investments in affiliates

 

 
243

 

 
243

Investments in subsidiaries
6,073

 
656

 

 
(6,729
)
 

Intangible assets, net

 

 
1,083

 

 
1,083

Other long-term assets

 
44

 
598

 

 
642

Total long-term assets
6,893

 
1,632

 
6,488

 
(9,772
)
 
5,241

Total assets
$
7,109

 
$
3,448

 
$
14,573

 
$
(14,207
)
 
$
10,923

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Short-term debt
$

 
$

 
$
37

 
$

 
$
37

Accounts payable

 

 
2,521

 

 
2,521

Intercompany payables, current
2,913

 
74

 
1,449

 
(4,436
)
 

Accrued liabilities
11

 
18

 
1,257

 

 
1,286

Total current liabilities
2,924

 
92

 
5,264

 
(4,436
)
 
3,844

Long-term liabilities:
 
 
 
 
 
 
 
 
 
Long-term debt

 
2,398

 
19

 

 
2,417

Intercompany payables, long-term
1,291

 
820

 
932

 
(3,043
)
 

Pension benefit obligations

 

 
911

 

 
911

Other long-term liabilities

 

 
372

 

 
372

Total long-term liabilities
1,291

 
3,218

 
2,234

 
(3,043
)
 
3,700

Total liabilities
4,215

 
3,310

 
7,498

 
(7,479
)
 
7,544

Total Delphi shareholders’ equity
2,894

 
138

 
6,590

 
(6,728
)
 
2,894

Noncontrolling interest

 

 
485

 

 
485

Total shareholders’ equity
2,894

 
138

 
7,075

 
(6,728
)
 
3,379

Total liabilities and shareholders’ equity
$
7,109

 
$
3,448

 
$
14,573

 
$
(14,207
)
 
$
10,923


Balance Sheet as of December 31, 2013
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
ASSETS
 
 
 
 
 
 
 
 
 
Current assets:
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
7

 
$

 
$
1,382

 
$

 
$
1,389

Restricted cash

 

 
4

 

 
4

Accounts receivable, net

 

 
2,662

 

 
2,662

Intercompany receivables, current
452

 
1,123

 
1,418

 
(2,993
)
 

Inventories

 

 
1,102

 
(9
)
 
1,093

Other current assets
1

 
10

 
600

 
(7
)
 
604

Total current assets
460

 
1,133

 
7,168

 
(3,009
)
 
5,752

Long-term assets:
 
 
 
 
 
 
 
 
 
Intercompany receivables, long-term
561

 
888

 
1,283

 
(2,732
)
 

Property, net

 

 
3,216

 

 
3,216

Investments in affiliates

 

 
234

 

 
234

Investments in subsidiaries
5,181

 
1,130

 

 
(6,311
)
 

Intangible assets, net

 

 
1,219

 

 
1,219

Other long-term assets

 
43

 
581

 
2

 
626

Total long-term assets
5,742

 
2,061

 
6,533

 
(9,041
)
 
5,295

Total assets
$
6,202

 
$
3,194

 
$
13,701

 
$
(12,050
)
 
$
11,047

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
Current liabilities:
 
 
 
 
 
 
 
 
 
Short-term debt
$

 
$
25

 
$
36

 
$

 
$
61

Accounts payable

 

 
2,595

 

 
2,595

Intercompany payables, current
2,008

 
204

 
771

 
(2,983
)
 

Accrued liabilities

 
23

 
1,222

 
(7
)
 
1,238

Total current liabilities
2,008

 
252

 
4,624

 
(2,990
)
 
3,894

Long-term liabilities:
 
 
 
 
 
 
 
 
 
Long-term debt

 
2,339

 
12

 

 
2,351

Intercompany payables, long-term
1,283

 
571

 
888

 
(2,742
)
 

Pension benefit obligations

 

 
959

 

 
959

Other long-term liabilities

 

 
409

 

 
409

Total long-term liabilities
1,283

 
2,910

 
2,268

 
(2,742
)
 
3,719

Total liabilities
3,291

 
3,162

 
6,892

 
(5,732
)
 
7,613

Total Delphi shareholders’ equity
2,911

 
32

 
6,286

 
(6,318
)
 
2,911

Noncontrolling interest

 

 
523

 

 
523

Total shareholders’ equity
2,911

 
32

 
6,809

 
(6,318
)
 
3,434

Total liabilities and shareholders’ equity
$
6,202

 
$
3,194

 
$
13,701

 
$
(12,050
)
 
$
11,047

Statement of Cash Flows for the Nine Months Ended September 30, 2014
 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net cash provided by operating activities
$
37

 
$

 
$
1,225

 
$

 
$
1,262

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 

 
(666
)
 

 
(666
)
Proceeds from sale of property/investments

 

 
7

 

 
7

Decrease in restricted cash

 

 
2

 

 
2

Loans to affiliates

 
(745
)
 
(848
)
 
1,593

 

Repayments of loans from affiliates

 
55

 
254

 
(309
)
 

Return of investments in subsidiaries

 
270

 

 
(270
)
 

Net cash (used in) provided by investing activities

 
(420
)
 
(1,251
)
 
1,014

 
(657
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
Net proceeds from other short-term debt agreements

 

 
9

 

 
9

Repayments under long-term debt agreements

 
(164
)
 

 

 
(164
)
Repayment of senior notes

 
(526
)
 

 

 
(526
)
Proceeds from issuance of senior notes, net of issuance costs

 
691

 

 

 
691

Dividend payments of consolidated affiliates to minority shareholders

 

 
(61
)
 

 
(61
)
Proceeds from borrowings from affiliates
1,064

 
529

 

 
(1,593
)
 

Payments on borrowings from affiliates
(199
)
 
(110
)
 

 
309

 

Capital distributions to affiliates

 

 
(270
)
 
270

 

Repurchase of ordinary shares
(662
)
 

 

 

 
(662
)
Distribution of cash dividends
(228
)
 

 

 

 
(228
)
Taxes withheld and paid on employees' restricted share awards

 

 
(8
)
 

 
(8
)
Net cash (used in) provided by financing activities
(25
)
 
420

 
(330
)
 
(1,014
)
 
(949
)
Effect of exchange rate fluctuations on cash and cash equivalents

 

 
(19
)
 

 
(19
)
Increase (decrease) in cash and cash equivalents
12

 

 
(375
)
 

 
(363
)
Cash and cash equivalents at beginning of period
7

 

 
1,382

 

 
1,389

Cash and cash equivalents at end of period
$
19

 
$

 
$
1,007

 
$

 
$
1,026


Statement of Cash Flows for the Nine Months Ended September 30, 2013

 
Parent
Guarantors
 
Subsidiary
Issuer
 
Non-
Guarantor
Subsidiaries
 
Eliminations
 
Consolidated
 
 
 
 
 
 
 
 
 
 
 
(in millions)
Net cash (used in) provided by operating activities
$
(100
)
 
$

 
$
1,238

 
$
(68
)
 
$
1,070

Cash flows from investing activities:
 
 
 
 
 
 
 
 
 
Capital expenditures

 

 
(512
)
 

 
(512
)
Proceeds from sale of property/investments

 

 
24

 

 
24

Cost of business and technology acquisitions, net of cash acquired

 

 
(10
)
 

 
(10
)
Decrease in restricted cash

 

 
3

 

 
3

Loans to affiliates

 
(795
)
 
(579
)
 
1,374

 

Repayments of loans from affiliates

 
262

 
468

 
(730
)
 

Return of investments in subsidiaries

 
357

 

 
(357
)
 

Net cash (used in) provided by investing activities

 
(176
)
 
(606
)
 
287

 
(495
)
Cash flows from financing activities:
 
 
 
 
 
 
 
 
 
Net repayments under other short-term debt agreements

 

 
(79
)
 

 
(79
)
Repayments under long-term debt agreements

 
(1,349
)
 

 

 
(1,349
)
Proceeds from issuance of senior secured term loans, net of issuance costs

 
560

 

 

 
560

Proceeds from issuance of senior notes, net of issuance costs

 
788

 

 

 
788

Dividend payments of consolidated affiliates to minority shareholders

 

 
(26
)
 

 
(26
)
Proceeds from borrowings from affiliates
1,119

 
245

 
10

 
(1,374
)
 

Payments on borrowings from affiliates
(493
)
 

 
(237
)
 
730

 

Capital distributions to affiliates

 

 
(357
)
 
357

 

Dividends paid to affiliates

 
(68
)
 

 
68

 

Repurchase of ordinary shares
(353
)
 

 

 

 
(353
)
Distribution of cash dividends
(159
)
 

 

 

 
(159
)
Taxes withheld and paid on employees' restricted share awards

 

 
(14
)
 

 
(14
)
Net cash provided by (used in) financing activities
114

 
176

 
(703
)
 
(219
)
 
(632
)
Effect of exchange rate fluctuations on cash and cash equivalents

 

 
5

 

 
5

Increase (decrease) in cash and cash equivalents
14

 

 
(66
)
 

 
(52
)
Cash and cash equivalents at beginning of period
2

 

 
1,103

 

 
1,105

Cash and cash equivalents at end of period
$
16

 
$

 
$
1,037

 
$

 
$
1,053

Segment Reporting (Tables)
Included below are sales and operating data for Delphi’s segments for the three and nine months ended September 30, 2014 and 2013.
 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
Net sales
$
1,993

 
$
1,131

 
$
697

 
$
390

 
$
(67
)
 
$
4,144

Depreciation and amortization
$
67

 
$
50

 
$
20

 
$
13

 
$

 
$
150

Adjusted operating income
$
254

 
$
118

 
$
84

 
$
12

 
$

 
$
468

Operating income
$
226

 
$
108

 
$
69

 
$
11

 
$

 
$
414

Equity income (loss)
$
6

 
$

 
$

 
$
3

 
$
(7
)
 
$
2

Net income attributable to noncontrolling interest
$
8

 
$
6

 
$

 
$
6

 
$

 
$
20


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
Net sales
$
1,956

 
$
1,048

 
$
705

 
$
364

 
$
(56
)
 
$
4,017

Depreciation and amortization
$
61

 
$
48

 
$
19

 
$
10

 
$

 
$
138

Adjusted operating income
$
248

 
$
94

 
$
81

 
$
5

 
$

 
$
428

Operating income
$
237

 
$
86

 
$
62

 
$
2

 
$

 
$
387

Equity income (loss)
$
4

 
$
1

 
$

 
$
4

 
$
(1
)
 
$
8

Net income attributable to noncontrolling interest
$
11

 
$
6

 
$

 
$
5

 
$

 
$
22


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
 
 
Net sales
$
6,269

 
$
3,433

 
$
2,180

 
$
1,176

 
$
(187
)
 
$
12,871

Depreciation and amortization
$
196

 
$
149

 
$
60

 
$
36

 
$

 
$
441

Adjusted operating income
$
825

 
$
375

 
$
256

 
$
42

 
$

 
$
1,498

Operating income
$
767

 
$
326

 
$
230

 
$
38

 
$

 
$
1,361

Equity income (loss)
$
16

 
$
2

 
$

 
$
12

 
$
(10
)
 
$
20

Net income attributable to noncontrolling interest
$
25

 
$
24

 
$

 
$
16

 
$

 
$
65


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other (1)
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
 
 
Net sales
$
5,921

 
$
3,316

 
$
2,123

 
$
1,097

 
$
(176
)
 
$
12,281

Depreciation and amortization
$
174

 
$
140

 
$
55

 
$
32

 
$

 
$
401

Adjusted operating income
$
745

 
$
354

 
$
242

 
$
31

 
$

 
$
1,372

Operating income
$
709

 
$
334

 
$
198

 
$
26

 
$

 
$
1,267

Equity income (loss)
$
11

 
$
4

 
$

 
$
12

 
$
(1
)
 
$
26

Net income attributable to noncontrolling interest
$
31

 
$
22

 
$

 
$
13

 
$

 
$
66

(1)
Eliminations and Other includes the elimination of inter-segment transactions.
The reconciliation of Adjusted Operating Income to Operating Income includes restructuring, other acquisition-related costs and asset impairments. The reconciliation of Adjusted Operating Income to net income attributable to Delphi for the three and nine months ended September 30, 2014 and 2013 are as follows:
 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
254

 
$
118

 
$
84

 
$
12

 
$

 
$
468

Restructuring
(24
)
 
(9
)
 
(13
)
 
(1
)
 

 
(47
)
Other acquisition-related costs
(3
)
 

 

 

 

 
(3
)
Asset impairments
(1
)
 
(1
)
 
(2
)
 

 

 
(4
)
Operating income
$
226

 
$
108

 
$
69

 
$
11

 
$

 
414

Interest expense
 
 
 
 
 
 
 
 
 
 
(33
)
Other income, net
 
 
 
 
 
 
 
 
 
 
5

Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
386

Income tax expense
 
 
 
 
 
 
 
 
 
 
(63
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
2

Net income
 
 
 
 
 
 
 
 
 
 
325

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
20

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
305


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Three Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
248

 
$
94

 
$
81

 
$
5

 
$

 
$
428

Restructuring
(7
)
 
(8
)
 
(19
)
 
(3
)
 

 
(37
)
Other acquisition-related costs
(4
)
 

 

 

 

 
(4
)
Operating income
$
237

 
$
86

 
$
62

 
$
2

 
$

 
387

Interest expense
 
 
 
 
 
 
 
 
 
 
(34
)
Other income, net
 
 
 
 
 
 
 
 
 
 
4

Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
357

Income tax expense
 
 
 
 
 
 
 
 
 
 
(72
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
8

Net income
 
 
 
 
 
 
 
 
 
 
293

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
22

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
271


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2014:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
825

 
$
375

 
$
256

 
$
42

 
$

 
$
1,498

Restructuring
(50
)
 
(48
)
 
(22
)
 
(4
)
 

 
(124
)
Other acquisition-related costs
(6
)
 

 

 

 

 
(6
)
Asset impairments
(2
)
 
(1
)
 
(4
)
 

 

 
(7
)
Operating income
$
767

 
$
326

 
$
230

 
$
38

 
$

 
1,361

Interest expense
 
 
 
 
 
 
 
 
 
 
(101
)
Other income, net
 
 
 
 
 
 
 
 
 
 
(8
)
Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
1,252

Income tax expense
 
 
 
 
 
 
 
 
 
 
(200
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
20

Net income
 
 
 
 
 
 
 
 
 
 
1,072

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
65

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
1,007


 
Electrical/
Electronic
Architecture
 
Powertrain
Systems
 
Electronics
and Safety
 
Thermal
Systems
 
Eliminations
and Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
 
(in millions)
For the Nine Months Ended September 30, 2013:
 
 
 
 
 
 
 
 
 
 
Adjusted operating income
$
745

 
$
354

 
$
242

 
$
31

 
$

 
$
1,372

Restructuring
(26
)
 
(20
)
 
(44
)
 
(5
)
 

 
(95
)
Other acquisition-related costs
(10
)
 

 

 

 

 
(10
)
Operating income
$
709

 
$
334

 
$
198

 
$
26

 
$

 
1,267

Interest expense
 
 
 
 
 
 
 
 
 
 
(106
)
Other income, net
 
 
 
 
 
 
 
 
 
 
(25
)
Income before income taxes and equity income
 
 
 
 
 
 
 
 
 
 
1,136

Income tax expense
 
 
 
 
 
 
 
 
 
 
(182
)
Equity income, net of tax
 
 
 
 
 
 
 
 
 
 
26

Net income
 
 
 
 
 
 
 
 
 
 
980

Net income attributable to noncontrolling interest
 
 
 
 
 
 
 
 
 
 
66

Net income attributable to Delphi
 
 
 
 
 
 
 
 
 
 
$
914

General (Details)
5 Months Ended 8 Months Ended 11 Months Ended
May 19, 2011
Aug. 19, 2009
Nov. 22, 2011
Organization, Consolidation and Presentation of Financial Statements [Line Items]
 
 
 
Formation of PLC
May 19, 2011 
 
 
Formation of LLP
 
Aug. 19, 2009 
 
Initial Offering Period
 
 
November 22, 2011 
Significant Accounting Policies (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Dec. 31, 2013
Significant Accounting Policies [Line Items]
 
 
 
 
 
Investment Income, Dividend
 
$ 10 
 
$ 30 
 
Intangible Assets, Net (Excluding Goodwill)
627 
 
627 
 
723 
Amortization of Intangible Assets
25 
27 
76 
79 
 
Goodwill
456 
 
456 
 
496 
KDAC [Member]
 
 
 
 
 
Significant Accounting Policies [Line Items]
 
 
 
 
 
Investment Income, Dividend
 
 
10 
 
 
GM [Member]
 
 
 
 
 
Significant Accounting Policies [Line Items]
 
 
 
 
 
Accounts and Other Receivables
462 
 
462 
 
377 
VW [Member]
 
 
 
 
 
Significant Accounting Policies [Line Items]
 
 
 
 
 
Accounts and Other Receivables
$ 240 
 
$ 240 
 
$ 199 
Customer Concentration Risk [Member] |
Sales Revenue, Net [Member] |
GM & VW [Member]
 
 
 
 
 
Significant Accounting Policies [Line Items]
 
 
 
 
 
Concentration Risk, Percentage
27.00% 
28.00% 
28.00% 
27.00% 
 
Customer Concentration Risk [Member] |
Sales Revenue, Net [Member] |
GM [Member]
 
 
 
 
 
Significant Accounting Policies [Line Items]
 
 
 
 
 
Concentration Risk, Percentage
18.00% 
18.00% 
18.00% 
17.00% 
 
Customer Concentration Risk [Member] |
Sales Revenue, Net [Member] |
VW [Member]
 
 
 
 
 
Significant Accounting Policies [Line Items]
 
 
 
 
 
Concentration Risk, Percentage
9.00% 
10.00% 
10.00% 
10.00% 
 
Inventories (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Inventory Disclosure [Abstract]
 
 
Productive material
$ 681 
$ 584 
Work-in-process
145 
142 
Finished goods
401 
367 
Total
$ 1,227 
$ 1,093 
Assets Current Assets (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
 
 
Value added tax receivable
$ 188 
$ 177 
Deferred income taxes
144 
133 
Prepaid insurance and other expenses
62 
59 
Reimbursable engineering costs
66 
76 
Notes receivable
21 
45 
Income and other taxes receivable
53 
57 
Deposits to vendors
Derivative financial instruments (Note 14)
22 
15 
Other
23 
33 
Total
$ 588 
$ 604 
Assets Non Current assets (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
 
 
Deferred income taxes
$ 268 
$ 283 
Debt issuance costs (Note 8)
44 
43 
Income and other taxes receivable
134 
123 
Reimbursable engineering costs
95 
79 
Value added tax receivable
34 
29 
Derivative financial instruments (Note 14)
Other
66 
64 
Total
$ 642 
$ 626 
Liabilities Other Liabilities, Current (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Other Liabilities Disclosure [Abstract]
 
 
Payroll-related obligations
$ 309 
$ 269 
Employee benefits, including current pension obligations
108 
130 
Income and other taxes payable
240 
280 
Warranty obligations (Note 6)
75 
75 
Restructuring (Note 7)
115 
94 
Customer deposits
37 
38 
Deferred income taxes
Derivative financial instruments (Note 14)
18 
16 
Accrued interest
19 
24 
Other
361 
311 
Total
$ 1,286 
$ 1,238 
Liabilities Other Liabilities, Non Current (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Other Liabilities Disclosure [Abstract]
 
 
Environmental (Note 10)
$ 18 
$ 18 
Extended disability benefits
10 
Warranty obligations (Note 6)
82 
94 
Restructuring (Note 7)
22 
45 
Payroll-related obligations
10 
12 
Accrued income taxes
25 
34 
Deferred income taxes
162 
151 
Derivative financial instruments (Note 14)
Other
35 
40 
Total
$ 372 
$ 409 
Warranty Obligations (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2014
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward]
 
Accrual balance at beginning of period
$ 169 
Provision for estimated warranties incurred during the period
44 
Provision for changes in estimate for pre-existing warranties
(1)
Settlements made during the period (in cash or in kind)
(49)
Foreign currency translation and other
(6)
Accrual balance at end of period
$ 157 
Restructuring Narrative (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
$ 47 
$ 37 
$ 124 
$ 95 
Restructuring, Cash Expenditures
 
 
114 
106 
Electrical / Electronic Architecture
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
24 
50 
26 
Powertrain Systems
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
48 
20 
Electronics And Safety
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
13 
19 
22 
44 
Thermal Systems
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
Europe, Middle East & Africa [Member] |
Powertrain Systems
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
 
 
$ 32 
 
Restructuring Restructuring Costs by Segment (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
$ 47 
$ 37 
$ 124 
$ 95 
Electrical / Electronic Architecture
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
24 
50 
26 
Powertrain Systems
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
48 
20 
Electronics And Safety
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
13 
19 
22 
44 
Thermal Systems
 
 
 
 
Restructuring Cost and Reserve [Line Items]
 
 
 
 
Restructuring
$ 1 
$ 3 
$ 4 
$ 5 
Restructuring Restructuring Liability (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Restructuring Reserve [Roll Forward]
 
 
 
 
Accrual Balance Beginning Balance
 
 
$ 139 
 
Restructuring Charges
47 
37 
124 
95 
Payments made during the period
 
 
(114)
(106)
Foreign currency and other
 
 
(12)
 
Accrual Balance Ending Balance
137 
 
137 
 
Employee Termination Benefits Liability
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
Accrual Balance Beginning Balance
 
 
135 
 
Restructuring Charges
 
 
124 
 
Payments made during the period
 
 
(112)
 
Foreign currency and other
 
 
(12)
 
Accrual Balance Ending Balance
135 
 
135 
 
Other Exit Costs Liability
 
 
 
 
Restructuring Reserve [Roll Forward]
 
 
 
 
Accrual Balance Beginning Balance
 
 
 
Restructuring Charges
 
 
 
Payments made during the period
 
 
(2)
 
Foreign currency and other
 
 
 
Accrual Balance Ending Balance
$ 2 
 
$ 2 
 
Debt Debt Outstanding (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended
Sep. 30, 2014
Dec. 31, 2013
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
May 17, 2011
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 6.125% Due 2021 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 6.125% Due 2021 [Member]
May 17, 2011
Notes Payable, Other Payables [Member]
Senior Notes, 6.125% Due 2021 [Member]
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 5.000% Due 2023 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 5.000% Due 2023 [Member]
Feb. 14, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 5.000% Due 2023 [Member]
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 4.150% Due 2024 [Member]
Mar. 3, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 4.150% Due 2024 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 4.150% Due 2024 [Member]
Sep. 30, 2014
Loans Payable [Member]
Tranche A, Due 2018 [Member]
Dec. 31, 2013
Loans Payable [Member]
Tranche A, Due 2018 [Member]
Sep. 30, 2014
Accounts Receivable Factoring [Member]
Dec. 31, 2013
Accounts Receivable Factoring [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unamortized Discount
 
 
 
 
 
 
 
 
 
 
 
$ 2 
 
$ 0 
 
 
 
 
Accounts receivable factoring
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior Notes
 
 
500 
 
500 
500 
 
800 
800 
 
698 
 
 
 
 
 
Term Loan
 
 
 
 
 
 
 
 
 
 
 
 
 
 
400 
564 
 
 
Capital leases and other
56 
47 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total debt
2,454 
2,412 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: current portion
(37)
(61)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Long-term debt
$ 2,417 
$ 2,351 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Interest Rate, Stated Percentage
 
 
 
5.875% 
5.875% 
6.125% 
6.125% 
6.125% 
5.00% 
5.00% 
5.00% 
4.15% 
4.15% 
 
 
 
 
 
Debt Instrument, Maturity Date
 
 
May 15, 2019 
May 15, 2019 
 
May 15, 2021 
May 15, 2021 
 
Feb. 15, 2023 
Feb. 15, 2023 
 
Mar. 15, 2024 
 
 
 
 
 
 
Debt Credit Agreement (Details) (USD $)
In Millions, unless otherwise specified
0 Months Ended 3 Months Ended 9 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended
May 17, 2011
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Senior Notes, 4.150% Due 2024 [Member]
Notes Payable, Other Payables [Member]
Mar. 3, 2014
Senior Notes, 4.150% Due 2024 [Member]
Notes Payable, Other Payables [Member]
Sep. 30, 2014
Amended and Restated Credit Agreement [Member]
Sep. 30, 2013
Amended and Restated Credit Agreement [Member]
Sep. 30, 2014
Tranche A, Due 2018 [Member]
Loans Payable [Member]
Dec. 31, 2013
Tranche A, Due 2018 [Member]
Loans Payable [Member]
Dec. 31, 2013
Tranche A, Due 2018 [Member]
JPMorgan Chase Bank, N.A. [Member]
Sep. 30, 2014
Tranche A, Due 2018 [Member]
Revolving Credit Facility [Member]
Minimum [Member]
Sep. 30, 2014
Tranche A, Due 2018 [Member]
Revolving Credit Facility [Member]
Maximum [Member]
Sep. 30, 2014
Tranche A, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
Sep. 30, 2014
Tranche A, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
Administrative Agent’s Alternate Base Rate [Member]
Dec. 31, 2013
Tranche A, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
Administrative Agent’s Alternate Base Rate [Member]
Sep. 30, 2014
Tranche A, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
LIBOR [Member]
Dec. 31, 2013
Tranche A, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
LIBOR [Member]
May 17, 2011
Revolver, Due 2018 [Member]
JPMorgan Chase Bank, N.A. [Member]
Dec. 31, 2013
Revolver, Due 2018 [Member]
JPMorgan Chase Bank, N.A. [Member]
Sep. 30, 2014
Revolver, Due 2018 [Member]
Revolving Credit Facility [Member]
JPMorgan Chase Bank, N.A. [Member]
Sep. 30, 2014
Revolver, Due 2018 [Member]
Revolving Credit Facility [Member]
JPMorgan Chase Bank, N.A. [Member]
LIBOR [Member]
Sep. 30, 2014
Revolver, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
Administrative Agent’s Alternate Base Rate [Member]
Dec. 31, 2013
Revolver, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
Administrative Agent’s Alternate Base Rate [Member]
Sep. 30, 2014
Revolver, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
LIBOR [Member]
Dec. 31, 2013
Revolver, Due 2018 [Member]
Loans Payable [Member]
JPMorgan Chase Bank, N.A. [Member]
LIBOR [Member]
Sep. 30, 2014
Original Credit Agreement [Member]
Secured Debt [Member]
JPMorgan Chase Bank, N.A. [Member]
Mar. 31, 2011
Original Credit Agreement [Member]
Secured Debt [Member]
JPMorgan Chase Bank, N.A. [Member]
Sep. 30, 2014
Senior Notes, 5.875% Due 2019 [Member]
Notes Payable, Other Payables [Member]
Line of Credit Facility [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Agreement on Senior Secured Facilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 575 
 
 
 
 
 
 
$ 1,500 
 
 
 
 
 
 
$ 3,000 
 
Line of Credit Facility, Increase, Additional Borrowings
 
 
 
 
 
 
 
 
 
 
 
574 
 
 
 
 
 
 
 
2,400 
1,300 
 
 
 
 
 
 
 
 
 
Loss on extinguishment of debt
 
(34)
(39)
 
 
(1)
(39)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(33)
Payments of Debt Issuance Costs
23 
 
 
 
 
 
 
14 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unamortized Debt Issuance Costs
 
 
 
 
 
 
 
21 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Letters of Credit Issued
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
12 
 
 
Basis spread of variable rate
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
0.25% 
0.25% 
1.25% 
1.25% 
 
 
 
1.25% 
0.25% 
0.25% 
1.25% 
1.25% 
 
 
 
Contingent change in Appplicable Rate
 
 
 
 
 
 
 
 
 
 
 
 
0.00% 
2.25% 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Borrowings as of September 30, 2014
 
 
 
 
 
 
 
 
 
$ 400 
$ 564 
 
 
 
 
 
 
 
 
 
 
$ 0 
 
 
 
 
 
 
 
 
Rates effective as of September 30, 2014
 
 
 
 
 
 
4.193% 
 
 
 
 
 
 
 
1.4375% 
 
 
 
 
 
 
0.00% 
 
 
 
 
 
 
 
 
Consolidated Leverage Ratio
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
275.00% 
 
 
Debt Senior Notes (Details) (USD $)
0 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended 12 Months Ended 0 Months Ended 9 Months Ended 12 Months Ended 9 Months Ended
May 17, 2011
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
May 17, 2011
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 6.125% Due 2021 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 6.125% Due 2021 [Member]
May 17, 2011
Notes Payable, Other Payables [Member]
Senior Notes, 6.125% Due 2021 [Member]
Feb. 14, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 5.000% Due 2023 [Member]
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 5.000% Due 2023 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 5.000% Due 2023 [Member]
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 4.150% Due 2024 [Member]
Mar. 3, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 4.150% Due 2024 [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Senior notes issued
 
 
 
 
 
 
 
$ 500,000,000 
 
 
 
$ 800,000,000 
 
 
 
$ 700,000,000 
Senior Notes Interest Rate at Period End
 
 
 
 
 
 
5.875% 
5.875% 
6.125% 
6.125% 
6.125% 
5.00% 
5.00% 
5.00% 
4.15% 
4.15% 
Debt Instrument, Maturity Date
 
 
 
 
 
May 15, 2019 
May 15, 2019 
 
May 15, 2021 
May 15, 2021 
 
 
Feb. 15, 2023 
Feb. 15, 2023 
Mar. 15, 2024 
 
Loss on extinguishment of debt
 
(34,000,000)
(39,000,000)
(33,000,000)
 
 
 
 
 
 
 
 
 
 
Payments of Debt Issuance Costs
23,000,000 
 
 
 
 
 
 
 
 
 
 
12,000,000 
 
 
6,000,000 
 
Senior Notes Net Proceeds
$ 1,000,000,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Debt Instrument, Price
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
99.649% 
Debt Instrument, Interest Rate, Effective Percentage
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
4.193% 
Debt Other Financing (Details)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2014
USD ($)
Sep. 30, 2013
USD ($)
Sep. 30, 2014
EUR (€)
Dec. 31, 2013
USD ($)
Sep. 30, 2014
Accounts Receivable Factoring [Member]
USD ($)
Dec. 31, 2013
Accounts Receivable Factoring [Member]
USD ($)
Schedule of Debt [Line Items]
 
 
 
 
 
 
Maximum Funding From Factoring Program
 
 
€ 350 
 
 
 
Other Short-term Borrowings
 
 
 
 
Other Debt and Capital Lease Obligations
56 
 
 
47 
 
 
Interest Paid
$ 99 
$ 78 
 
 
 
 
Pension Benefits Narrative (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2014
Dec. 31, 2013
Compensation and Retirement Disclosure [Abstract]
 
 
Defined Benefit Pension Plan, Postemployment Benefit Period
5 years 
 
Other Postretirement Benefits Payable
$ 7 
$ 7 
Pension Benefits Net Periodic Benefit Cost (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Non-U.S. Plans
 
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
Service cost
$ 14 
$ 13 
$ 44 
$ 41 
Interest cost
23 
22 
73 
65 
Expected return on plan assets
(19)
(17)
(59)
(52)
Curtailment loss
 
Amortization of actuarial losses
Net periodic benefit cost
24 
19 
68 
59 
U.S. Plans
 
 
 
 
Defined Benefit Plan Disclosure [Line Items]
 
 
 
 
Service cost
Interest cost
Expected return on plan assets
Curtailment loss
 
 
Amortization of actuarial losses
Net periodic benefit cost
$ 1 
$ 0 
$ 2 
$ 1 
Commitments And Contingencies GM Ignition Switch Recall (Details) (Pending Litigation [Member], GM Ignition Switch Recall [Member], USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Pending Litigation [Member] |
GM Ignition Switch Recall [Member]
 
Loss Contingencies [Line Items]
 
Loss Contingency Accrual
$ 0 
Commitments And Contingencies Brazil Matters (Details) (Brazil [Member], USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2014
Brazil [Member]
 
Loss Contingencies [Line Items]
 
Brazil Loss Contingency, Claims asserted against Delphi
$ 205 
Brazil Loss Contingency Accrual, at Carrying Value
$ 31 
Commitments And Contingencies Environmental Matters (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Environmental Exit Cost [Line Items]
 
 
Accrual for Environmental Loss Contingencies
$ 22 
$ 21 
Accrued Environmental Loss Contingencies, Noncurrent
18 
18 
Accrued Liabilities [Member]
 
 
Environmental Exit Cost [Line Items]
 
 
Accrued Environmental Loss Contingencies, Current
Other Long-Term Liabilities [Member]
 
 
Environmental Exit Cost [Line Items]
 
 
Accrued Environmental Loss Contingencies, Noncurrent
$ 18 
$ 18 
Income Taxes Income Tax Expense & Effective Tax Rate (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Schedule of Income Taxes [Line Items]
 
 
 
 
Income Tax Expense (Benefit)
$ 63 
$ 72 
$ 200 
$ 182 
Effective Income Tax Rate, Percent
16.00% 
20.00% 
16.00% 
16.00% 
Change in Enacted Tax Rate, Amount
1
12 1
1
12 1
Cash Taxes Paid
 
 
237 
215 
Her Majesty's Revenue and Customs (HMRC) [Member] |
Foreign Tax Authority [Member]
 
 
 
 
Schedule of Income Taxes [Line Items]
 
 
 
 
Change in Enacted Tax Rate, Amount
 
$ 12 1
 
$ 12 1
Income Taxes Income Tax Unusual or Infrequent Items (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Mar. 31, 2014
Her Majesty's Revenue and Customs (HMRC) [Member]
Foreign Tax Authority [Member]
Sep. 30, 2013
Her Majesty's Revenue and Customs (HMRC) [Member]
Foreign Tax Authority [Member]
Sep. 30, 2013
Her Majesty's Revenue and Customs (HMRC) [Member]
Foreign Tax Authority [Member]
Mar. 31, 2015
Her Majesty's Revenue and Customs (HMRC) [Member]
Foreign Tax Authority [Member]
Mar. 31, 2016
Her Majesty's Revenue and Customs (HMRC) [Member]
Subsequent Event [Member]
Foreign Tax Authority [Member]
Schedule of Income Tax Expense Benefit Unusual or Infrequent Items [Line Items]
 
 
 
 
 
 
 
 
 
Corporate Income Tax Rate
 
 
 
 
23.00% 
 
 
21.00% 
20.00% 
Tax Credits (1)
$ 0 1
$ 0 1
$ (2)1
$ (22)1
 
 
 
 
 
Witholding Taxes (2)
2
(1)2
(1)2
2
 
 
 
 
 
Other Change in Tax Reserves (3)
3
(6)3
(6)3
(5)3
 
 
 
 
 
Change in tax law (4)
4
12 4
4
12 4
 
12 4
12 4
 
 
Other Adjustments (5)
(7)5
5
(11)5
5
 
 
 
 
 
Income Tax Expense (Benefit) associated with unusual or infrequent items
$ (7)
$ 13 
$ (20)
$ (6)
 
 
 
 
 
Income Taxes Tax Return Filing Determinations and Elections (Details) (USD $)
In Millions, unless otherwise specified
8 Months Ended 9 Months Ended
Aug. 19, 2009
Sep. 30, 2014
Oct. 6, 2009
Loss Contingencies [Line Items]
 
 
 
Acquisition Date
 
 
Oct. 06, 2009 
Formation of LLP
Aug. 19, 2009 
 
 
Income Tax Contingency, Federal Statutory Rate for Foreign Shareholders
 
30.00% 
 
Internal Revenue Service (IRS) [Member] |
IRS NOPA [Member]
 
 
 
Loss Contingencies [Line Items]
 
 
 
Adjustment Recorded
 
$ 0 
 
Shareholders' Equity And Net Income Per Share Weighted Average Shares Outstanding and Net Income Per Share (Details) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Shareholders' Equity and Net Income Per Share Note [Abstract]
 
 
 
 
Net income attributable to Delphi
$ 305 
$ 271 
$ 1,007 
$ 914 
Weighted average number of basic shares outstanding
298,590,000 
309,680,000 
302,350,000 
312,080,000 
Dilutive shares related to RSU's
1,550,000 
940,000 
1,210,000 
790,000 
Weighted average ordinary shares outstanding, including dilutive shares
300,140,000 
310,620,000 
303,560,000 
312,870,000 
Basic
$ 1.02 
$ 0.88 
$ 3.33 
$ 2.93 
Diluted
$ 1.02 
$ 0.87 
$ 3.32 
$ 2.92 
Antidilutive securities share impact
0.00 
0.00 
0.00 
0.00 
Shareholders' Equity And Net Income Per Share Share Repurchase Program (Details) (USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended 9 Months Ended 1 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Share Repurchase Program January 2012 [Member]
Sep. 30, 2014
Share Repurchase Program September 2012 [Member]
Sep. 30, 2014
Share Repurchase Program January 2014 [Member]
Oct. 23, 2014
Subsequent Event [Member]
Oct. 24, 2014
Subsequent Event [Member]
Share Repurchase Program January 2014 [Member]
Share Repurchase Program [Line Items]
 
 
 
 
 
 
 
 
 
Stock Repurchase Program, Authorized Amount
 
 
 
 
$ 300 
$ 750 
$ 1,000 
 
 
Stock Repurchased During Period, Shares
4,360,097 
2,120,000 
10,004,486 
7,415,583 
 
 
 
 
 
Stock Repurchased, Average Price per Share
$ 68.00 
$ 56.50 
$ 67.37 
$ 48.80 
 
 
 
 
 
Stock Repurchased During Period, Value
297 
120 
674 
362 
 
 
 
47 
 
Stock Repurchase Program, Remaining Authorized Repurchase Amount
 
 
 
 
 
 
$ 516 
 
$ 469 
Shareholders' Equity And Net Income Per Share Dividends (Details) (USD $)
In Millions, except Per Share data, unless otherwise specified
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2014
Jun. 30, 2014
Mar. 31, 2014
Dec. 31, 2013
Sep. 30, 2013
Jun. 30, 2013
Mar. 31, 2013
Sep. 30, 2014
Sep. 30, 2013
Dec. 31, 2014
Dec. 31, 2013
Shareholders' Equity and Net Income Per Share Note [Abstract]
 
 
 
 
 
 
 
 
 
 
 
Cash dividends per share
$ 0.25 
$ 0.25 
$ 0.25 
$ 0.17 
$ 0.17 
$ 0.17 
$ 0.17 
$ 0.75 
$ 0.51 
$ 1.00 
$ 0.68 
Payments of Cash Dividends
$ 75 
$ 76 
$ 77 
$ 52 
$ 53 
$ 53 
$ 53 
$ 228 
 
 
$ 211 
Shareholders' Equity And Net Income Per Share Other (Details) (USD $)
11 Months Ended 9 Months Ended
Nov. 22, 2011
Sep. 30, 2014
Unsecured Creditors Litigation [Member]
Pending Litigation [Member]
Sep. 30, 2014
Unsecured Creditors Litigation [Member]
Litigation, Damages Benchmark, Fourth LLP Agreement [Member]
Pending Litigation [Member]
Shareholders' Equity and Net Income Per Share [Line Items]
 
 
 
Initial Offering Period
November 22, 2011 
 
 
Cumulative Distributions
 
 
$ 7,200,000,000 
Loss Contingency, Damages Sought, Value Per Unit in Excess of Benchmark
 
32.50 
 
Loss Contingency, Damages Sought, Unit in Excess of Benchmark
 
67.50 
 
Loss Contingency, Range of Possible Loss, Maximum
 
300,000,000 
 
Loss Contingency Accrual
 
$ 0 
 
Changes in Accumulated Other Comprehensive Income (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
 
 
 
 
Accumulated other comprehensive income, beginning of period
 
 
$ (237)
 
Aggregate adjustment for the period
(190)
118 
(174)
(22)
Accumulated other comprehensive income, end of period
(406)
(262)
(406)
(262)
Foreign currency translation adjustments [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
 
 
 
 
Accumulated other comprehensive income, beginning of period
(8)
(179)
(17)
(62)
Aggregate adjustment for the period
(176)
110 
(167)
(7)
Accumulated other comprehensive income, end of period
(184)
(69)
(184)
(69)
Unrealized gains (losses) on derivatives [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax
10 
Tax effect of reclassification to income
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
 
 
 
 
Accumulated other comprehensive income, beginning of period
(25)
14 
Other comprehensive income before reclassifications (net of tax effect)
(30)
(27)
(29)
Reclassification to income (net of tax effect)
11 
Accumulated other comprehensive income, end of period
(14)
(15)
(14)
(15)
Pension and postretirement plans [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Tax effect of current period changes in fair value
Tax effect of reclassification to income
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward]
 
 
 
 
Accumulated other comprehensive income, beginning of period
(220)
(173)
(222)
(189)
Other comprehensive income before reclassifications (net of tax effect)
10 
(7)
Reclassification to income (net of tax effect)
Accumulated other comprehensive income, end of period
$ (208)
$ (178)
$ (208)
$ (178)
Changes in Accumulated Other Comprehensive Income AOCI Reclassifications (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Cost of Sales
$ 3,388 
$ 3,338 
$ 10,507 
$ 10,141 
Other income
Income tax expense
(63)
(72)
(200)
(182)
Net income attributable to noncontrolling interest
(20)
(22)
(65)
(66)
Net income attributable to Delphi
305 
271 
1,007 
914 
Amount Reclassified from Accumulated Other Comprehensive Income [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Net income attributable to Delphi
(9)
 
(17)
 
Amount Reclassified from Accumulated Other Comprehensive Income [Member] |
Unrealized gains (losses) on derivatives [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Income before income taxes
(4)
 
(6)
 
Income tax expense
(3)
 
(5)
 
Net income
(7)
 
(11)
 
Net income attributable to noncontrolling interest
 
 
Net income attributable to Delphi
(7)
 
(11)
 
Amount Reclassified from Accumulated Other Comprehensive Income [Member] |
Pension and postretirement plans [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Actuarial gains/(losses)
(2)1
 
(6)1
 
Income before income taxes
(2)
 
(6)
 
Income tax expense
 
 
Net income
(2)
 
(6)
 
Net income attributable to noncontrolling interest
 
 
Net income attributable to Delphi
(2)
 
(6)
 
Amount Reclassified from Accumulated Other Comprehensive Income [Member] |
Commodity derivatives [Member] |
Unrealized gains (losses) on derivatives [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Cost of Sales
(3)
 
(13)
 
Amount Reclassified from Accumulated Other Comprehensive Income [Member] |
Foreign currency derivatives [Member] |
Unrealized gains (losses) on derivatives [Member]
 
 
 
 
Accumulated Other Comprehensive Income (Loss) [Line Items]
 
 
 
 
Cost of Sales
 
 
Other income
$ (2)
 
$ 0 
 
Derivatives And Hedging Activities Narrative (Details) (USD $)
In Millions, unless otherwise specified
12 Months Ended
Sep. 30, 2014
Sep. 30, 2016
Scenario, Forecast [Member]
Cost of Sales [Member]
Sep. 30, 2015
Scenario, Forecast [Member]
Cost of Sales [Member]
Sep. 30, 2015
Scenario, Forecast [Member]
Other Income [Member]
Derivative [Line Items]
 
 
 
 
Additional Foreign Currency and Commodity Forward Contracts, Individually Less Than
$ 10 
 
 
 
Net derivative gains (losses) included in accumulated other comprehensive income, before tax
(21)
 
 
 
Net derivative gains (losses) included in accumulated other comprehensive income, after tax
(14)
 
 
 
Loss expected to be reclassified into earnings
 
17 
 
Gain expected to be reclassified into earnings
 
 
 
$ 1 
Derivatives And Hedging Activities Notional Amounts of Derivative Instruments (Details) (Forward Contracts)
In Millions, unless otherwise specified
Sep. 30, 2014
Copper
USD ($)
lb
Sep. 30, 2014
Primary Aluminum
USD ($)
lb
Sep. 30, 2014
Secondary Aluminum
USD ($)
lb
Sep. 30, 2014
Mexican Peso
Foreign currency derivatives [Member]
USD ($)
Sep. 30, 2014
Mexican Peso
Foreign currency derivatives [Member]
MXN ($)
Sep. 30, 2014
Euro
Foreign currency derivatives [Member]
USD ($)
Sep. 30, 2014
Euro
Foreign currency derivatives [Member]
EUR (€)
Sep. 30, 2014
Brazilian Real
Foreign currency derivatives [Member]
USD ($)
Sep. 30, 2014
Brazilian Real
Foreign currency derivatives [Member]
BRL
Sep. 30, 2014
Polish Zloty
Foreign currency derivatives [Member]
USD ($)
Sep. 30, 2014
Polish Zloty
Foreign currency derivatives [Member]
PLN
Sep. 30, 2014
New Turkish Lira
Foreign currency derivatives [Member]
USD ($)
Sep. 30, 2014
New Turkish Lira
Foreign currency derivatives [Member]
TRY (£)
Sep. 30, 2014
Chinese Yuan Renminbi
Foreign currency derivatives [Member]
USD ($)
Sep. 30, 2014
Chinese Yuan Renminbi
Foreign currency derivatives [Member]
CNY
Sep. 30, 2014
Hungarian Forint
Foreign currency derivatives [Member]
USD ($)
Sep. 30, 2014
Hungarian Forint
Foreign currency derivatives [Member]
HUF
Derivative [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount of derivative, nonmonetary (in lbs)
85,034,000 
29,125,000 
13,609,000 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notional amount of derivative
$ 265 
$ 25 
$ 15 
$ 825 
$ 11,077 
$ 235 
€ 184 
$ 75 
 180 
$ 110 
 363 
$ 75 
£ 170 
$ 85 
 538 
$ 65 
 16,194 
Derivatives And Hedging Activities Fair Value of Derivative Instruments (Details) (USD $)
Sep. 30, 2014
Dec. 31, 2013
Derivatives, Fair Value [Line Items]
 
 
Derivative, Fair Value, Net
$ (3,000,000)
$ (2,000,000)
Designated as Hedging Instrument [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
7,000,000 
29,000,000 
Derivative liability, fair value, gross liability
29,000,000 
31,000,000 
Not Designated as Hedging Instrument [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
20,000,000 
3,000,000 
Derivative liability, fair value, gross liability
1,000,000 
3,000,000 
Commodity derivatives [Member] |
Designated as Hedging Instrument [Member] |
Other Current Assets [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
1,000,000 
2,000,000 
Commodity derivatives [Member] |
Designated as Hedging Instrument [Member] |
Accrued Liabilities [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative liability, fair value, gross liability
11,000,000 
9,000,000 
Commodity derivatives [Member] |
Designated as Hedging Instrument [Member] |
Other Long-Term Assets [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
1,000,000 
Commodity derivatives [Member] |
Designated as Hedging Instrument [Member] |
Other Long-Term Liabilities [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative liability, fair value, gross liability
3,000,000 
2,000,000 
Foreign currency derivatives [Member] |
Designated as Hedging Instrument [Member] |
Other Current Assets [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
3,000,000 
16,000,000 
Derivative liability, fair value, gross liability
2,000,000 
3,000,000 
Derivative, Fair Value, Net
1,000,000 1
13,000,000 1
Foreign currency derivatives [Member] |
Designated as Hedging Instrument [Member] |
Accrued Liabilities [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
2,000,000 
3,000,000 
Derivative liability, fair value, gross liability
8,000,000 
10,000,000 
Derivative, Fair Value, Net
(6,000,000)1
(7,000,000)1
Foreign currency derivatives [Member] |
Designated as Hedging Instrument [Member] |
Other Long-Term Assets [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
1,000,000 
5,000,000 
Derivative liability, fair value, gross liability
1,000,000 
Derivative, Fair Value, Net
1,000,000 1
4,000,000 1
Foreign currency derivatives [Member] |
Designated as Hedging Instrument [Member] |
Other Long-Term Liabilities [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
2,000,000 
Derivative liability, fair value, gross liability
5,000,000 
6,000,000 
Derivative, Fair Value, Net
(5,000,000)1
(4,000,000)1
Foreign currency derivatives [Member] |
Not Designated as Hedging Instrument [Member] |
Other Current Assets [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative asset, fair value, gross asset
20,000,000 
3,000,000 
Derivative liability, fair value, gross liability
3,000,000 
Derivative, Fair Value, Net
20,000,000 1
1
Foreign currency derivatives [Member] |
Not Designated as Hedging Instrument [Member] |
Accrued Liabilities [Member]
 
 
Derivatives, Fair Value [Line Items]
 
 
Derivative, Fair Value, Net
(1,000,000)1
 
Derivative Asset, Fair Value, Amount Not Offset Against Collateral
 
Derivative Liability, Fair Value, Amount Not Offset Against Collateral
$ 1,000,000 
 
Derivatives And Hedging Activities Effect of Derivative Instruments in Consolidated Statement of Operations (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2014
Designated as Hedging Instrument [Member]
Sep. 30, 2013
Designated as Hedging Instrument [Member]
Sep. 30, 2014
Designated as Hedging Instrument [Member]
Sep. 30, 2013
Designated as Hedging Instrument [Member]
Sep. 30, 2014
Not Designated as Hedging Instrument [Member]
Sep. 30, 2013
Not Designated as Hedging Instrument [Member]
Sep. 30, 2014
Not Designated as Hedging Instrument [Member]
Sep. 30, 2013
Not Designated as Hedging Instrument [Member]
Sep. 30, 2014
Commodity derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2013
Commodity derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2014
Commodity derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2013
Commodity derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2014
Commodity derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2013
Commodity derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2014
Commodity derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2013
Commodity derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2014
Foreign currency derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2013
Foreign currency derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2014
Foreign currency derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2013
Foreign currency derivatives [Member]
Designated as Hedging Instrument [Member]
Sep. 30, 2014
Foreign currency derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2013
Foreign currency derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2014
Foreign currency derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2013
Foreign currency derivatives [Member]
Not Designated as Hedging Instrument [Member]
Sep. 30, 2016
Scenario, Forecast [Member]
Cost of Sales [Member]
Sep. 30, 2015
Scenario, Forecast [Member]
Cost of Sales [Member]
Sep. 30, 2015
Scenario, Forecast [Member]
Other Income [Member]
Derivative Instruments, Gain (Loss) [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative Instruments, Loss Recognized in Other Comprehensive Income (Loss), Effective Portion
$ (38)
 
$ (32)
$ (38)
 
 
 
 
$ (13)
 
$ (19)
$ (31)
 
 
 
 
$ (25)
$ (10)
$ (13)
$ (7)
 
 
 
 
 
 
 
Derivative Instruments, Gain Recognized in Other Comprehensive Income (Loss), Effective Portion
 
14 
 
 
 
 
 
 
 
24 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative Instruments, Loss Reclassified from Accumulated OCI into Income, Effective Portion
(4)
(11)
(6)
(1)
 
 
 
 
(3)
(8)
(13)
(17)
 
 
 
 
(1)
(3)
 
 
 
 
 
 
17 
 
Derivative Instruments, Gain Reclassified from Accumulated OCI into Income, Effective Portion
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
16 
 
 
 
 
 
 
Derivative Instruments, Gain Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative, Gain on Derivative
 
 
 
 
$ 22 
$ 1 
$ 22 
$ 1 
 
 
 
 
$ 0 
$ 0 
$ 0 
$ 0 
 
 
 
 
$ 22 1
$ 1 
$ 22 1
$ 1 
 
 
 
Fair Value Of Financial Instruments Narrative (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2014
Dec. 31, 2013
Sep. 30, 2014
Estimated Fair Value [Member]
Dec. 31, 2013
Estimated Fair Value [Member]
Sep. 30, 2014
Fair Value, Inputs, Level 2 [Member]
Dec. 31, 2013
Fair Value, Inputs, Level 2 [Member]
Sep. 30, 2014
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2013
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Cost of Sales [Member]
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Cost of Sales [Member]
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Selling, General and Administrative Expenses [Member]
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Selling, General and Administrative Expenses [Member]
Fair Value, Measurements, Nonrecurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative, Fair Value, Net
$ (3)
$ (3)
$ (2)
 
 
 
 
 
 
 
 
 
 
Total debt, recorded amount
2,454 
2,454 
2,412 
 
 
 
 
 
 
 
 
 
 
Total debt, fair value
 
 
 
2,576 
2,519 
2,576 
2,519 
 
 
 
 
 
 
Asset Impairment Charges
$ 4 
$ 7 
 
 
 
 
 
$ 7 
$ 0 
$ 3 
$ 5 
$ 1 
$ 2 
Fair Value Of Financial Instruments Fair Value of Assets and Liabilities (Details) (USD $)
3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended 3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2014
Sep. 30, 2014
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2013
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Recurring Basis [Member]
Estimated Fair Value [Member]
Dec. 31, 2013
Recurring Basis [Member]
Estimated Fair Value [Member]
Sep. 30, 2014
Recurring Basis [Member]
Quoted Prices in Active Markets, Level 1 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Quoted Prices in Active Markets, Level 1 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Significant Other Observable Inputs, Level 2 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Significant Other Observable Inputs, Level 2 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Significant Unobservable Inputs, Level 3 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Significant Unobservable Inputs, Level 3 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Commodity derivatives [Member]
Estimated Fair Value [Member]
Dec. 31, 2013
Recurring Basis [Member]
Commodity derivatives [Member]
Estimated Fair Value [Member]
Sep. 30, 2014
Recurring Basis [Member]
Commodity derivatives [Member]
Quoted Prices in Active Markets, Level 1 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Commodity derivatives [Member]
Quoted Prices in Active Markets, Level 1 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Commodity derivatives [Member]
Significant Other Observable Inputs, Level 2 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Commodity derivatives [Member]
Significant Other Observable Inputs, Level 2 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Commodity derivatives [Member]
Significant Unobservable Inputs, Level 3 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Commodity derivatives [Member]
Significant Unobservable Inputs, Level 3 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Foreign currency derivatives [Member]
Estimated Fair Value [Member]
Dec. 31, 2013
Recurring Basis [Member]
Foreign currency derivatives [Member]
Estimated Fair Value [Member]
Sep. 30, 2014
Recurring Basis [Member]
Foreign currency derivatives [Member]
Quoted Prices in Active Markets, Level 1 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Foreign currency derivatives [Member]
Quoted Prices in Active Markets, Level 1 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Foreign currency derivatives [Member]
Significant Other Observable Inputs, Level 2 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Foreign currency derivatives [Member]
Significant Other Observable Inputs, Level 2 [Member]
Sep. 30, 2014
Recurring Basis [Member]
Foreign currency derivatives [Member]
Significant Unobservable Inputs, Level 3 [Member]
Dec. 31, 2013
Recurring Basis [Member]
Foreign currency derivatives [Member]
Significant Unobservable Inputs, Level 3 [Member]
Sep. 30, 2014
Cost of Sales [Member]
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Cost of Sales [Member]
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Selling, General and Administrative Expenses [Member]
Fair Value, Measurements, Nonrecurring [Member]
Sep. 30, 2014
Selling, General and Administrative Expenses [Member]
Fair Value, Measurements, Nonrecurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Derivative Asset, Fair Value, Net
 
 
 
 
$ 23,000,000 
$ 20,000,000 
$ 0 
$ 0 
$ 23,000,000 
$ 20,000,000 
$ 0 
$ 0 
$ 1,000,000 
$ 3,000,000 
$ 0 
$ 0 
$ 1,000,000 
$ 3,000,000 
$ 0 
$ 0 
$ 22,000,000 
$ 17,000,000 
$ 0 
$ 0 
$ 22,000,000 
$ 17,000,000 
$ 0 
$ 0 
 
 
 
 
Derivative Liability, Fair Value, Net
 
 
 
 
26,000,000 
22,000,000 
26,000,000 
22,000,000 
14,000,000 
11,000,000 
14,000,000 
11,000,000 
12,000,000 
11,000,000 
12,000,000 
11,000,000 
 
 
 
 
Asset Impairment Charges
$ 4,000,000 
$ 7,000,000 
$ 7,000,000 
$ 0 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$ 3,000,000 
$ 5,000,000 
$ 1,000,000 
$ 2,000,000 
Other Income, Net Other Income Table (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Debt Instrument [Line Items]
 
 
 
 
Interest income
$ 2 
$ 4 
$ 6 
$ 11 
Loss on extinguishment of debt
(34)
(39)
Gain on insurance recovery
14 
Other, net
Other income (expense), net
(8)
(25)
Amended and Restated Credit Agreement [Member]
 
 
 
 
Debt Instrument [Line Items]
 
 
 
 
Loss on extinguishment of debt
 
 
$ (1)
$ (39)
Other Income, Net Other Income (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Amended and Restated Credit Agreement [Member]
Sep. 30, 2013
Amended and Restated Credit Agreement [Member]
Sep. 30, 2014
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
Dec. 31, 2013
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
May 17, 2011
Notes Payable, Other Payables [Member]
Senior Notes, 5.875% Due 2019 [Member]
Debt Instrument [Line Items]
 
 
 
 
 
 
 
 
 
Debt Instrument, Interest Rate, Stated Percentage
 
 
 
 
 
 
 
5.875% 
5.875% 
Loss on extinguishment of debt
$ 0 
$ 0 
$ (34)
$ (39)
$ (1)
$ (39)
$ (33)
 
 
Gain on insurance recovery
$ 0 
$ 0 
$ 14 
$ 0 
 
 
 
 
 
Acquisitions And Divestitures Acquisition of Motorized Vehicles Division of FCI (Details)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended 0 Months Ended 9 Months Ended 12 Months Ended 0 Months Ended 12 Months Ended
Sep. 30, 2014
USD ($)
Sep. 30, 2013
USD ($)
Sep. 30, 2014
USD ($)
Sep. 30, 2013
USD ($)
Nov. 1, 2012
Motorized Vehicle Division [Member]
USD ($)
Nov. 1, 2012
Motorized Vehicle Division [Member]
EUR (€)
Sep. 30, 2014
Motorized Vehicle Division [Member]
Dec. 31, 2011
Motorized Vehicle Division [Member]
EUR (€)
Oct. 27, 2012
Motorized Vehicle Division [Member]
Oct. 11, 2012
Tranche A, Due 2016 [Member]
Motorized Vehicle Division [Member]
USD ($)
Dec. 31, 2012
Delphi Automotive LLP [Member]
Motorized Vehicle Division [Member]
Business Acquisition [Line Items]
 
 
 
 
 
 
 
 
 
 
 
Business Acquisition, Percentage of Voting Interests Acquired
 
 
 
 
 
 
 
 
100.00% 
 
 
Purchase Price, Gross
 
 
 
 
$ 1,000 
€ 765 
 
 
 
 
 
Net sales
4,144 
4,017 
12,871 
12,281 
 
 
 
692 
 
 
 
Sales to Delphi, Percentage
 
 
 
 
 
 
 
 
 
 
12.00% 
Business Combination, Acquisition Related Costs
 
 
 
 
13 
 
 
 
 
 
 
Line of Credit Facility, Increase, Additional Borrowings
 
 
 
 
 
 
 
 
 
$ 363 
 
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life
 
 
 
 
 
 
12 years 
 
 
 
 
Acquisitions And Divestitures Acquisition of Motorized Vehicle Division of FCI Purchase Price Allocation (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended 0 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Dec. 31, 2013
Nov. 1, 2012
Motorized Vehicle Division [Member]
Oct. 27, 2012
Motorized Vehicle Division [Member]
Business Acquisition [Line Items]
 
 
 
 
 
Purchase Price, Net of Cash Acquired
$ 0 
$ 10 
 
$ 978 
 
Property, plant and equipment
 
 
 
 
249 
Intangible Assets Acquired, Other than Goodwill
 
 
 
 
278 
Other assets purchased and liabilities assumed, net
 
 
 
 
(7)
Identifiable net assets acquired
 
 
 
 
520 
Goodwill
456 
 
496 
 
458 
Total purchase price allocation
 
 
 
 
$ 978 
Acquisitions And Divestitures Acquisition of Antaya Technologies Corporation (Details) (Antaya Technologies Corp. [Member], USD $)
In Millions, unless otherwise specified
3 Months Ended
Sep. 30, 2014
Dec. 31, 2014
Subsequent Event [Member]
Business Acquisition [Line Items]
 
 
Date of Acquisition Agreement
Sep. 22, 2014 
 
Business Acquisition, Percentage of Voting Interests To Be Acquired
 
100.00% 
Purchase Price, Gross
 
$ 140 
Additional Contingent Consideration of Up To
 
$ 40 
Acquisitions And Divestitures Acquisition of Unwired Holdings, Inc. (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 3 Months Ended
Sep. 30, 2014
Dec. 31, 2013
Dec. 31, 2014
Subsequent Event [Member]
Unwired Technology, LLC [Member]
Oct. 1, 2014
Subsequent Event [Member]
Unwired Technology, LLC [Member]
Dec. 31, 2014
Subsequent Event [Member]
Unwired Technology, LLC [Member]
Minimum [Member]
Dec. 31, 2014
Subsequent Event [Member]
Unwired Technology, LLC [Member]
Maximum [Member]
Business Acquisition [Line Items]
 
 
 
 
 
 
Date of Acquisition
 
 
Oct. 01, 2014 
 
 
 
Business Acquisition, Percentage of Voting Interests Acquired
 
 
 
100.00% 
 
 
Purchase Price, net of acquired cash, excess net working capital and certain tax benefits
 
 
$ 190 
 
 
 
Acquired cash, excess net working capital and certain tax benefits from acquisition
 
 
20 
 
 
 
Identifiable net assets acquired
 
 
 
25 
 
 
Goodwill
456 
496 
 
120 
 
 
Intangible Assets Acquired, Other than Goodwill
 
 
 
$ 65 
 
 
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life
 
 
 
 
10 years 
12 years 
Acquisitions And Divestitures Other (Details) (Europe, Middle East & Africa [Member], 2012-2013 Restructuring Program [Member], USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2013
Europe, Middle East & Africa [Member] |
2012-2013 Restructuring Program [Member]
 
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
 
Proceeds from Sale of Buildings
$ 20 
Gain (Loss) on Disposition of Property Plant Equipment
$ 11 
Share-Based Compensation Long Term Incentive Plan (Details) (USD $)
In Millions, except Share data, unless otherwise specified
9 Months Ended 3 Months Ended 9 Months Ended 0 Months Ended 1 Months Ended 0 Months Ended 9 Months Ended 11 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
PLC Long Term Incentive Plan [Member]
Sep. 30, 2013
PLC Long Term Incentive Plan [Member]
Sep. 30, 2014
PLC Long Term Incentive Plan [Member]
Sep. 30, 2013
PLC Long Term Incentive Plan [Member]
Nov. 22, 2011
PLC Long Term Incentive Plan [Member]
Feb. 15, 2012
PLC Long Term Incentive Plan [Member]
Minimum [Member]
Feb. 15, 2012
PLC Long Term Incentive Plan [Member]
Maximum [Member]
Apr. 3, 2014
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Apr. 25, 2013
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Apr. 24, 2013
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Jun. 14, 2012
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Jun. 13, 2012
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Nov. 22, 2011
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Feb. 28, 2014
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Feb. 28, 2013
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Feb. 15, 2012
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Sep. 30, 2014
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Sep. 30, 2013
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Sep. 30, 2012
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Nov. 22, 2011
PLC Long Term Incentive Plan [Member]
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Maximum Shares Granted for PLC LTIP
 
 
 
 
 
 
22,977,116 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LTIP Shares Granted
 
 
 
 
 
 
 
 
 
24,144 
37,674 
 
64,459 
 
51,003 
800,000 
1,450,000 
1,880,000 
823,000 
 
 
 
Fair Value of LTIP Grant Date Fair Value
 
 
 
 
 
 
 
 
 
$ 2 
$ 2 
 
$ 2 
 
 
 
 
 
$ 53 
$ 60 
$ 59 
$ 1 
RSU's Issued in Period, Gross
 
 
 
 
 
 
 
 
 
38,179 
 
64,713 
 
51,003 
 
365,930 
218,070 
 
 
 
 
 
Fair Value RSUs Vested Date Fair Value
 
 
 
 
 
 
 
 
 
 
 
 
23 
 
 
 
 
 
RSU's, Used to Pay Witholding Taxes
 
 
 
 
 
 
 
 
 
(4,656)
 
(7,691)
 
(1,020)
 
(131,913)
(78,692)
 
 
 
 
 
Time-Based Awards % Granted For Officers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
25.00% 
 
 
 
 
Time-Based Awards % Granted For Executives
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
50.00% 
 
 
 
 
Performance-Based Awards % Granted For Officers
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
75.00% 
 
 
 
 
Performance-Based Awards % Granted For Executives
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
50.00% 
 
 
 
 
Performance-Based Awards Payout % Range
 
 
 
 
 
 
 
0.00% 
200.00% 
 
 
 
 
 
 
 
 
 
 
 
 
 
RSU Share-based Compensation Expense
 
 
21 
10 
54 
34 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RSU Share-based Compensation Expense, Net of Tax
 
 
16 
41 
26 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RSU Awards, Total Compensation Cost Not yet Recognized
 
 
81 
 
81 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
RSU Awards, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition
 
 
 
 
2 years 0 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Payments Related to Tax Withholding for Share-based Compensation
$ 8 
$ 14 
 
 
$ 8 
$ 3 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share-Based Compensation Summary of Activity for LTIP RSU's (Details) (PLC Long Term Incentive Plan [Member], USD $)
In Millions, except Share data, unless otherwise specified
3 Months Ended 9 Months Ended 0 Months Ended 1 Months Ended 0 Months Ended 9 Months Ended 11 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Dec. 31, 2013
Apr. 3, 2014
Restricted Stock Units (RSUs) [Member]
Apr. 25, 2013
Restricted Stock Units (RSUs) [Member]
Apr. 24, 2013
Restricted Stock Units (RSUs) [Member]
Jun. 14, 2012
Restricted Stock Units (RSUs) [Member]
Jun. 13, 2012
Restricted Stock Units (RSUs) [Member]
Nov. 22, 2011
Restricted Stock Units (RSUs) [Member]
Feb. 28, 2014
Restricted Stock Units (RSUs) [Member]
Feb. 28, 2013
Restricted Stock Units (RSUs) [Member]
Feb. 15, 2012
Restricted Stock Units (RSUs) [Member]
Sep. 30, 2014
Restricted Stock Units (RSUs) [Member]
Sep. 30, 2013
Restricted Stock Units (RSUs) [Member]
Sep. 30, 2012
Restricted Stock Units (RSUs) [Member]
Nov. 22, 2011
Restricted Stock Units (RSUs) [Member]
Dec. 31, 2013
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allocated Share-based Compensation Expense
$ 21 
$ 10 
$ 54 
$ 34 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allocated Share-based Compensation Expense, Net of Tax
16 
41 
26 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Granted in Period, Fair Value
 
 
 
 
 
 
 
 
 
 
 
53 
60 
59 
 
RSU Awards, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition
 
 
2 years 0 months 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LTIP Shares, Nonvested, Number
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,170,000 
 
 
 
2,918,000 
LTIP Nonvested, Weighted Average Grant Date Fair Value
$ 44.59 
 
$ 44.59 
 
$ 36.55 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LTIP Shares Granted
 
 
 
 
 
24,144 
37,674 
 
64,459 
 
51,003 
800,000 
1,450,000 
1,880,000 
823,000 
 
 
 
 
LTIP Grants in Period, Weighted Average Grant Date Fair Value
 
 
$ 67.92 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LTIP RSU's, Vested in Period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(405,000)
 
 
 
 
LTIP Vested in Period, Weighted Average Grant Date Fair Value
 
 
$ 35.52 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LTIP Shares, Forfeited in Period
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(166,000)
 
 
 
 
LTIP Shares, Forfeitures, Weighted Average Grant Date Fair Value
 
 
$ 40.88 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stock Issued During Period, Shares, Restricted Stock Award, Gross
 
 
 
 
 
38,179 
 
64,713 
 
51,003 
 
365,930 
218,070 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value
 
 
 
 
 
$ 3 
 
$ 3 
 
$ 1 
 
$ 23 
$ 9 
 
 
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Withheld for Taxes in Period
 
 
 
 
 
4,656 
 
7,691 
 
1,020 
 
131,913 
78,692 
 
 
 
 
 
 
Share-Based Compensation Value Creation Plan (Details) (USD $)
In Millions, except Share data, unless otherwise specified
0 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2012
Sep. 30, 2014
Sep. 30, 2013
Dec. 31, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
VCP Liability, Taxes
$ 11 
 
 
$ 11 
Payments Related to Tax Withholding for Share-based Compensation
 
14 
 
Value Creation Plan [Member]
 
 
 
 
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
VCP Cash Paid
 
31 
200 
VCP Liability, Current
31 
 
 
31 
VCP Shares Issued Gross
717,230 
 
 
 
VCP Shares Issued Withheld for Taxes
(290,798)
 
 
 
Payments Related to Tax Withholding for Share-based Compensation
 
$ 0 
$ 11 
 
Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements Statement of Operations (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Net sales
$ 4,144 
$ 4,017 
$ 12,871 
$ 12,281 
Cost of Sales
3,388 
3,338 
10,507 
10,141 
Selling, general and administrative
270 
228 
803 
699 
Amortization
25 
27 
76 
79 
Restructuring
47 
37 
124 
95 
Total operating expenses
3,730 
3,630 
11,510 
11,014 
Operating income
414 
387 
1,361 
1,267 
Interest expense
(33)
(34)
(101)
(106)
Other income (expense), net
(8)
(25)
Income before income taxes and equity income
386 
357 
1,252 
1,136 
Income tax expense
(63)
(72)
(200)
(182)
Income before equity income
323 
285 
1,052 
954 
Equity income, net of tax
20 
26 
Net income
325 
293 
1,072 
980 
Net income attributable to noncontrolling interest
20 
22 
65 
66 
Net income attributable to Delphi
305 
271 
1,007 
914 
Parent Guarantors [Member]
 
 
 
 
Net sales
Cost of Sales
Selling, general and administrative
31 
41 
66 
120 
Amortization
Restructuring
Total operating expenses
31 
41 
66 
120 
Operating income
(31)
(41)
(66)
(120)
Interest expense
(13)
(15)
(34)
(41)
Other income (expense), net
15 
15 
45 
45 
Income before income taxes and equity income
(29)
(41)
(55)
(116)
Income tax expense
Income before equity income
(28)
(41)
(54)
(116)
Equity income, net of tax
Equity in net income (loss) of subsidiaries
333 
312 
1,061 
1,030 
Net income
305 
271 
1,007 
914 
Net income attributable to noncontrolling interest
Net income attributable to Delphi
305 
271 
1,007 
914 
Subsidiary Issuer [Member]
 
 
 
 
Net sales
Cost of Sales
Selling, general and administrative
Amortization
Restructuring
Total operating expenses
Operating income
Interest expense
(45)
(47)
(137)
(141)
Other income (expense), net
17 
15 
14 
Income before income taxes and equity income
(28)
(32)
(123)
(132)
Income tax expense
10 
12 
45 
49 
Income before equity income
(18)
(20)
(78)
(83)
Equity income, net of tax
Equity in net income (loss) of subsidiaries
47 
74 
189 
252 
Net income
29 
54 
111 
169 
Net income attributable to noncontrolling interest
Net income attributable to Delphi
29 
54 
111 
169 
Non-Guarantor Subsidiaries [Member]
 
 
 
 
Net sales
4,144 
4,017 
12,871 
12,281 
Cost of Sales
3,388 
3,338 
10,507 
10,141 
Selling, general and administrative
239 
187 
737 
579 
Amortization
25 
27 
76 
79 
Restructuring
47 
37 
124 
95 
Total operating expenses
3,699 
3,589 
11,444 
10,894 
Operating income
445 
428 
1,427 
1,387 
Interest expense
(17)
(17)
(53)
(54)
Other income (expense), net
15 
19 
56 
51 
Income before income taxes and equity income
443 
430 
1,430 
1,384 
Income tax expense
(74)
(84)
(246)
(231)
Income before equity income
369 
346 
1,184 
1,153 
Equity income, net of tax
20 
26 
Equity in net income (loss) of subsidiaries
Net income
371 
354 
1,204 
1,179 
Net income attributable to noncontrolling interest
20 
22 
65 
66 
Net income attributable to Delphi
351 
332 
1,139 
1,113 
Intersegment Elimination [Member]
 
 
 
 
Net sales
Cost of Sales
Selling, general and administrative
Amortization
Restructuring
Total operating expenses
Operating income
Interest expense
42 
45 
123 
130 
Other income (expense), net
(42)
(45)
(123)
(130)
Income before income taxes and equity income
Income tax expense
Income before equity income
Equity income, net of tax
Equity in net income (loss) of subsidiaries
(380)
(386)
(1,250)
(1,282)
Net income
(380)
(386)
(1,250)
(1,282)
Net income attributable to noncontrolling interest
Net income attributable to Delphi
(380)
(386)
(1,250)
(1,282)
Consolidated Entities [Member]
 
 
 
 
Net sales
4,144 
4,017 
12,871 
12,281 
Cost of Sales
3,388 
3,338 
10,507 
10,141 
Selling, general and administrative
270 
228 
803 
699 
Amortization
25 
27 
76 
79 
Restructuring
47 
37 
124 
95 
Total operating expenses
3,730 
3,630 
11,510 
11,014 
Operating income
414 
387 
1,361 
1,267 
Interest expense
(33)
(34)
(101)
(106)
Other income (expense), net
(8)
(25)
Income before income taxes and equity income
386 
357 
1,252 
1,136 
Income tax expense
(63)
(72)
(200)
(182)
Income before equity income
323 
285 
1,052 
954 
Equity income, net of tax
20 
26 
Equity in net income (loss) of subsidiaries
Net income
325 
293 
1,072 
980 
Net income attributable to noncontrolling interest
20 
22 
65 
66 
Net income attributable to Delphi
$ 305 
$ 271 
$ 1,007 
$ 914 
Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements Statement of Comprehensive Income (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Net income
$ 325 
$ 293 
$ 1,072 
$ 980 
Currency translation adjustments
(179)
113 
(172)
(4)
Net change in unrecognized gain (loss) on derivative instruments, net of tax
(23)
10 
(16)
(29)
Employee benefit plans adjustment, net of tax
12 
(5)
14 
11 
Other comprehensive income (loss)
(190)
118 
(174)
(22)
Comprehensive income
135 
411 
898 
958 
Comprehensive income attributable to noncontrolling interests
17 
25 
60 
69 
Comprehensive income attributable to Delphi
118 
386 
838 
889 
Parent Guarantors [Member]
 
 
 
 
Net income
305 
271 
1,007 
914 
Currency translation adjustments
Net change in unrecognized gain (loss) on derivative instruments, net of tax
Employee benefit plans adjustment, net of tax
Other comprehensive income (loss)
Equity in other comprehensive income (loss) of subsidiaries
(187)
115 
(169)
(25)
Comprehensive income
118 
386 
838 
889 
Comprehensive income attributable to noncontrolling interests
Comprehensive income attributable to Delphi
118 
386 
838 
889 
Subsidiary Issuer [Member]
 
 
 
 
Net income
29 
54 
111 
169 
Currency translation adjustments
Net change in unrecognized gain (loss) on derivative instruments, net of tax
Employee benefit plans adjustment, net of tax
Other comprehensive income (loss)
Equity in other comprehensive income (loss) of subsidiaries
(8)
12 
(27)
Comprehensive income
21 
66 
112 
142 
Comprehensive income attributable to noncontrolling interests
Comprehensive income attributable to Delphi
21 
66 
112 
142 
Non-Guarantor Subsidiaries [Member]
 
 
 
 
Net income
371 
354 
1,204 
1,179 
Currency translation adjustments
(179)
113 
(172)
(4)
Net change in unrecognized gain (loss) on derivative instruments, net of tax
(23)
10 
(16)
(29)
Employee benefit plans adjustment, net of tax
12 
(5)
14 
11 
Other comprehensive income (loss)
(190)
118 
(174)
(22)
Equity in other comprehensive income (loss) of subsidiaries
Comprehensive income
181 
472 
1,030 
1,157 
Comprehensive income attributable to noncontrolling interests
17 
25 
60 
69 
Comprehensive income attributable to Delphi
164 
447 
970 
1,088 
Intersegment Elimination [Member]
 
 
 
 
Net income
(380)
(386)
(1,250)
(1,282)
Currency translation adjustments
Net change in unrecognized gain (loss) on derivative instruments, net of tax
Employee benefit plans adjustment, net of tax
Other comprehensive income (loss)
Equity in other comprehensive income (loss) of subsidiaries
195 
(127)
168 
52 
Comprehensive income
(185)
(513)
(1,082)
(1,230)
Comprehensive income attributable to noncontrolling interests
Comprehensive income attributable to Delphi
(185)
(513)
(1,082)
(1,230)
Consolidated Entities [Member]
 
 
 
 
Net income
325 
293 
1,072 
980 
Currency translation adjustments
(179)
113 
(172)
(4)
Net change in unrecognized gain (loss) on derivative instruments, net of tax
(23)
10 
(16)
(29)
Employee benefit plans adjustment, net of tax
12 
(5)
14 
11 
Other comprehensive income (loss)
(190)
118 
(174)
(22)
Equity in other comprehensive income (loss) of subsidiaries
Comprehensive income
135 
411 
898 
958 
Comprehensive income attributable to noncontrolling interests
17 
25 
60 
69 
Comprehensive income attributable to Delphi
$ 118 
$ 386 
$ 838 
$ 889 
Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements Balance Sheet (Details) (USD $)
In Millions, unless otherwise specified
Sep. 30, 2014
Dec. 31, 2013
Sep. 30, 2013
Dec. 31, 2012
Cash and Cash Equivalents, at Carrying Value
$ 1,026 
$ 1,389 
$ 1,053 
$ 1,105 
Restricted cash
 
 
Accounts Receivable, Net, Current
2,839 
2,662 
 
 
Inventories, Net
1,227 
1,093 
 
 
Other Assets, Current
588 
604 
 
 
Total current assets
5,682 
5,752 
 
 
Property, net
3,273 
3,216 
 
 
Investments in affiliates
243 
234 
 
 
Other long-term assets
642 
626 
 
 
Total long-term assets
5,241 
5,295 
 
 
Total assets
10,923 
11,047 
 
 
Short-term debt
37 
61 
 
 
Accounts payable
2,521 
2,595 
 
 
Accrued liabilities
1,286 
1,238 
 
 
Total current liabilities
3,844 
3,894 
 
 
Long-term debt
2,417 
2,351 
 
 
Pension benefit obligations
911 
959 
 
 
Other long-term liabilities
372 
409 
 
 
Total long-term liabilities
3,700 
3,719 
 
 
Total liabilities
7,544 
7,613 
 
 
Total Delphi shareholders' equity
2,894 
2,911 
 
 
Noncontrolling interest
485 
523 
 
 
Total shareholders' equity
3,379 
3,434 
 
 
Total liabilities and shareholders' equity
10,923 
11,047 
 
 
Parent Guarantors [Member]
 
 
 
 
Cash and Cash Equivalents, at Carrying Value
19 
16 
Restricted cash
 
 
Accounts Receivable, Net, Current
 
 
Intercompany receivables, current
197 
452 
 
 
Inventories, Net
 
 
Other Assets, Current
 
 
Total current assets
216 
460 
 
 
Intercompany receivables, long-term
820 
561 
 
 
Property, net
 
 
Investments in affiliates
 
 
Investments in subsidiaries
6,073 
5,181 
 
 
Intangible assets, net
 
 
Other long-term assets
 
 
Total long-term assets
6,893 
5,742 
 
 
Total assets
7,109 
6,202 
 
 
Short-term debt
 
 
Accounts payable
 
 
Intercompany payables, current
2,913 
2,008 
 
 
Accrued liabilities
11 
 
 
Total current liabilities
2,924 
2,008 
 
 
Long-term debt
 
 
Intercompany payables, long-term
1,291 
1,283 
 
 
Pension benefit obligations
 
 
Other long-term liabilities
 
 
Total long-term liabilities
1,291 
1,283 
 
 
Total liabilities
4,215 
3,291 
 
 
Total Delphi shareholders' equity
2,894 
2,911 
 
 
Noncontrolling interest
 
 
Total shareholders' equity
2,894 
2,911 
 
 
Total liabilities and shareholders' equity
7,109 
6,202 
 
 
Subsidiary Issuer [Member]
 
 
 
 
Cash and Cash Equivalents, at Carrying Value
Restricted cash
 
 
Accounts Receivable, Net, Current
 
 
Intercompany receivables, current
1,816 
1,123 
 
 
Inventories, Net
 
 
Other Assets, Current
10 
 
 
Total current assets
1,816 
1,133 
 
 
Intercompany receivables, long-term
932 
888 
 
 
Property, net
 
 
Investments in affiliates
 
 
Investments in subsidiaries
656 
1,130 
 
 
Intangible assets, net
 
 
Other long-term assets
44 
43 
 
 
Total long-term assets
1,632 
2,061 
 
 
Total assets
3,448 
3,194 
 
 
Short-term debt
25 
 
 
Accounts payable
 
 
Intercompany payables, current
74 
204 
 
 
Accrued liabilities
18 
23 
 
 
Total current liabilities
92 
252 
 
 
Long-term debt
2,398 
2,339 
 
 
Intercompany payables, long-term
820 
571 
 
 
Pension benefit obligations
 
 
Other long-term liabilities
 
 
Total long-term liabilities
3,218 
2,910 
 
 
Total liabilities
3,310 
3,162 
 
 
Total Delphi shareholders' equity
138 
32 
 
 
Noncontrolling interest
 
 
Total shareholders' equity
138 
32 
 
 
Total liabilities and shareholders' equity
3,448 
3,194 
 
 
Non-Guarantor Subsidiaries [Member]
 
 
 
 
Cash and Cash Equivalents, at Carrying Value
1,007 
1,382 
1,037 
1,103 
Restricted cash
 
 
Accounts Receivable, Net, Current
2,839 
2,662 
 
 
Intercompany receivables, current
2,422 
1,418 
 
 
Inventories, Net
1,227 
1,102 
 
 
Other Assets, Current
588 
600 
 
 
Total current assets
8,085 
7,168 
 
 
Intercompany receivables, long-term
1,291 
1,283 
 
 
Property, net
3,273 
3,216 
 
 
Investments in affiliates
243 
234 
 
 
Investments in subsidiaries
 
 
Intangible assets, net
1,083 
1,219 
 
 
Other long-term assets
598 
581 
 
 
Total long-term assets
6,488 
6,533 
 
 
Total assets
14,573 
13,701 
 
 
Short-term debt
37 
36 
 
 
Accounts payable
2,521 
2,595 
 
 
Intercompany payables, current
1,449 
771 
 
 
Accrued liabilities
1,257 
1,222 
 
 
Total current liabilities
5,264 
4,624 
 
 
Long-term debt
19 
12 
 
 
Intercompany payables, long-term
932 
888 
 
 
Pension benefit obligations
911 
959 
 
 
Other long-term liabilities
372 
409 
 
 
Total long-term liabilities
2,234 
2,268 
 
 
Total liabilities
7,498 
6,892 
 
 
Total Delphi shareholders' equity
6,590 
6,286 
 
 
Noncontrolling interest
485 
523 
 
 
Total shareholders' equity
7,075 
6,809 
 
 
Total liabilities and shareholders' equity
14,573 
13,701 
 
 
Intersegment Elimination [Member]
 
 
 
 
Cash and Cash Equivalents, at Carrying Value
Restricted cash
 
 
Accounts Receivable, Net, Current
 
 
Intercompany receivables, current
(4,435)
(2,993)
 
 
Inventories, Net
(9)
 
 
Other Assets, Current
(7)
 
 
Total current assets
(4,435)
(3,009)
 
 
Intercompany receivables, long-term
(3,043)
(2,732)
 
 
Property, net
 
 
Investments in affiliates
 
 
Investments in subsidiaries
(6,729)
(6,311)
 
 
Intangible assets, net
 
 
Other long-term assets
 
 
Total long-term assets
(9,772)
(9,041)
 
 
Total assets
(14,207)
(12,050)
 
 
Short-term debt
 
 
Accounts payable
 
 
Intercompany payables, current
(4,436)
(2,983)
 
 
Accrued liabilities
(7)
 
 
Total current liabilities
(4,436)
(2,990)
 
 
Long-term debt
 
 
Intercompany payables, long-term
(3,043)
(2,742)
 
 
Pension benefit obligations
 
 
Other long-term liabilities
 
 
Total long-term liabilities
(3,043)
(2,742)
 
 
Total liabilities
(7,479)
(5,732)
 
 
Total Delphi shareholders' equity
(6,728)
(6,318)
 
 
Noncontrolling interest
 
 
Total shareholders' equity
(6,728)
(6,318)
 
 
Total liabilities and shareholders' equity
(14,207)
(12,050)
 
 
Consolidated Entities [Member]
 
 
 
 
Cash and Cash Equivalents, at Carrying Value
1,026 
1,389 
1,053 
1,105 
Restricted cash
 
 
Accounts Receivable, Net, Current
2,839 
2,662 
 
 
Intercompany receivables, current
 
 
Inventories, Net
1,227 
1,093 
 
 
Other Assets, Current
588 
604 
 
 
Total current assets
5,682 
5,752 
 
 
Intercompany receivables, long-term
 
 
Property, net
3,273 
3,216 
 
 
Investments in affiliates
243 
234 
 
 
Investments in subsidiaries
 
 
Intangible assets, net
1,083 
1,219 
 
 
Other long-term assets
642 
626 
 
 
Total long-term assets
5,241 
5,295 
 
 
Total assets
10,923 
11,047 
 
 
Short-term debt
37 
61 
 
 
Accounts payable
2,521 
2,595 
 
 
Intercompany payables, current
 
 
Accrued liabilities
1,286 
1,238 
 
 
Total current liabilities
3,844 
3,894 
 
 
Long-term debt
2,417 
2,351 
 
 
Intercompany payables, long-term
 
 
Pension benefit obligations
911 
959 
 
 
Other long-term liabilities
372 
409 
 
 
Total long-term liabilities
3,700 
3,719 
 
 
Total liabilities
7,544 
7,613 
 
 
Total Delphi shareholders' equity
2,894 
2,911 
 
 
Noncontrolling interest
485 
523 
 
 
Total shareholders' equity
3,379 
3,434 
 
 
Total liabilities and shareholders' equity
$ 10,923 
$ 11,047 
 
 
Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements Statement of Cash Flows (Details) (USD $)
In Millions, unless otherwise specified
9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Net cash provided by (used in) operating activities
$ 1,262 
$ 1,070 
Capital expenditures
(666)
(512)
Proceeds from sale of property and investments
24 
Cost of business and technology acquisitions, net of cash acquired
(10)
(Increase) decrease in restricted cash
Net cash used in investing activities
(657)
(495)
Repayment under long-term debt agreements
(164)
(1,349)
Repayment of senior notes
(526)
Proceeds from issuance of senior secured loans, net of issuance costs
560 
Proceeds from issuance of senior notes, net of issuance costs
691 
788 
Dividend payments of consolidated affiliates to minority shareholders
(61)
(26)
Repurchase of ordinary shares
(662)
(353)
Distribution of cash dividends
(228)
(159)
Taxes withheld and paid on employees' restricted share awards
(8)
(14)
Net cash used in financing activities
(949)
(632)
Effect of exchange rate fluctuations on cash and cash equivalents
(19)
(Decrease) increase in cash and cash equivalents
(363)
(52)
Cash and cash equivalents at beginning of period
1,389 
1,105 
Cash and cash equivalents at end of period
1,026 
1,053 
Parent Guarantors [Member]
 
 
Net cash provided by (used in) operating activities
37 
(100)
Capital expenditures
Proceeds from sale of property and investments
Cost of business and technology acquisitions, net of cash acquired
 
(Increase) decrease in restricted cash
Loans to affiliates
Repayments of loans from affiliates
Return of investments in subsidiaries
Net cash used in investing activities
Net repayments under other short- term debt agreements
Repayment under long-term debt agreements
Repayment of senior notes
 
Proceeds from issuance of senior secured loans, net of issuance costs
 
Proceeds from issuance of senior notes, net of issuance costs
Dividend payments of consolidated affiliates to minority shareholders
Proceeds from borrowings from affiliates
1,064 
1,119 
Payments on borrowings from affiliates
(199)
(493)
Capital distributions to affiliates
Dividends paid to affiliates
 
Repurchase of ordinary shares
(662)
(353)
Distribution of cash dividends
(228)
(159)
Taxes withheld and paid on employees' restricted share awards
Net cash used in financing activities
(25)
114 
Effect of exchange rate fluctuations on cash and cash equivalents
(Decrease) increase in cash and cash equivalents
12 
14 
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
19 
16 
Subsidiary Issuer [Member]
 
 
Net cash provided by (used in) operating activities
Capital expenditures
Proceeds from sale of property and investments
Cost of business and technology acquisitions, net of cash acquired
 
(Increase) decrease in restricted cash
Loans to affiliates
(745)
(795)
Repayments of loans from affiliates
55 
262 
Return of investments in subsidiaries
270 
357 
Net cash used in investing activities
(420)
(176)
Net repayments under other short- term debt agreements
Repayment under long-term debt agreements
(164)
(1,349)
Repayment of senior notes
(526)
 
Proceeds from issuance of senior secured loans, net of issuance costs
 
560 
Proceeds from issuance of senior notes, net of issuance costs
691 
788 
Dividend payments of consolidated affiliates to minority shareholders
Proceeds from borrowings from affiliates
529 
245 
Payments on borrowings from affiliates
(110)
Capital distributions to affiliates
Dividends paid to affiliates
 
(68)
Repurchase of ordinary shares
Distribution of cash dividends
Taxes withheld and paid on employees' restricted share awards
Net cash used in financing activities
420 
176 
Effect of exchange rate fluctuations on cash and cash equivalents
(Decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
Non-Guarantor Subsidiaries [Member]
 
 
Net cash provided by (used in) operating activities
1,225 
1,238 
Capital expenditures
(666)
(512)
Proceeds from sale of property and investments
24 
Cost of business and technology acquisitions, net of cash acquired
 
(10)
(Increase) decrease in restricted cash
Loans to affiliates
(848)
(579)
Repayments of loans from affiliates
254 
468 
Return of investments in subsidiaries
Net cash used in investing activities
(1,251)
(606)
Net repayments under other short- term debt agreements
(79)
Repayment under long-term debt agreements
Repayment of senior notes
 
Proceeds from issuance of senior secured loans, net of issuance costs
 
Proceeds from issuance of senior notes, net of issuance costs
Dividend payments of consolidated affiliates to minority shareholders
(61)
(26)
Proceeds from borrowings from affiliates
10 
Payments on borrowings from affiliates
(237)
Capital distributions to affiliates
(270)
(357)
Dividends paid to affiliates
 
Repurchase of ordinary shares
Distribution of cash dividends
Taxes withheld and paid on employees' restricted share awards
(8)
(14)
Net cash used in financing activities
(330)
(703)
Effect of exchange rate fluctuations on cash and cash equivalents
(19)
(Decrease) increase in cash and cash equivalents
(375)
(66)
Cash and cash equivalents at beginning of period
1,382 
1,103 
Cash and cash equivalents at end of period
1,007 
1,037 
Intersegment Elimination [Member]
 
 
Net cash provided by (used in) operating activities
(68)
Capital expenditures
Proceeds from sale of property and investments
Cost of business and technology acquisitions, net of cash acquired
 
(Increase) decrease in restricted cash
Loans to affiliates
1,593 
1,374 
Repayments of loans from affiliates
(309)
(730)
Return of investments in subsidiaries
(270)
(357)
Net cash used in investing activities
1,014 
287 
Net repayments under other short- term debt agreements
Repayment under long-term debt agreements
Repayment of senior notes
 
Proceeds from issuance of senior secured loans, net of issuance costs
 
Proceeds from issuance of senior notes, net of issuance costs
Dividend payments of consolidated affiliates to minority shareholders
Proceeds from borrowings from affiliates
(1,593)
(1,374)
Payments on borrowings from affiliates
309 
730 
Capital distributions to affiliates
270 
357 
Dividends paid to affiliates
 
68 
Repurchase of ordinary shares
Distribution of cash dividends
Taxes withheld and paid on employees' restricted share awards
Net cash used in financing activities
(1,014)
(219)
Effect of exchange rate fluctuations on cash and cash equivalents
(Decrease) increase in cash and cash equivalents
Cash and cash equivalents at beginning of period
Cash and cash equivalents at end of period
Consolidated Entities [Member]
 
 
Net cash provided by (used in) operating activities
1,262 
1,070 
Capital expenditures
(666)
(512)
Proceeds from sale of property and investments
24 
Cost of business and technology acquisitions, net of cash acquired
 
(10)
(Increase) decrease in restricted cash
Loans to affiliates
Repayments of loans from affiliates
Return of investments in subsidiaries
Net cash used in investing activities
(657)
(495)
Net repayments under other short- term debt agreements
(79)
Repayment under long-term debt agreements
(164)
(1,349)
Repayment of senior notes
(526)
 
Proceeds from issuance of senior secured loans, net of issuance costs
 
560 
Proceeds from issuance of senior notes, net of issuance costs
691 
788 
Dividend payments of consolidated affiliates to minority shareholders
(61)
(26)
Proceeds from borrowings from affiliates
Payments on borrowings from affiliates
Capital distributions to affiliates
Dividends paid to affiliates
 
Repurchase of ordinary shares
(662)
(353)
Distribution of cash dividends
(228)
(159)
Taxes withheld and paid on employees' restricted share awards
(8)
(14)
Net cash used in financing activities
(949)
(632)
Effect of exchange rate fluctuations on cash and cash equivalents
(19)
(Decrease) increase in cash and cash equivalents
(363)
(52)
Cash and cash equivalents at beginning of period
1,389 
1,105 
Cash and cash equivalents at end of period
$ 1,026 
$ 1,053 
Segment Reporting Reconciliation of Sales and Operating Data (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Sales and Operating Data from Segment to Consolidated [Line Items]
 
 
 
 
Net sales
$ 4,144 
$ 4,017 
$ 12,871 
$ 12,281 
Depreciation and Amortization
150 
138 
441 
401 
Adjusted Operating Income
468 
428 
1,498 
1,372 
Operating income
414 
387 
1,361 
1,267 
Equity income, net of tax
20 
26 
Net income attributable to noncontrolling interest
20 
22 
65 
66 
Operating Segments [Member] |
Electrical / Electronic Architecture
 
 
 
 
Sales and Operating Data from Segment to Consolidated [Line Items]
 
 
 
 
Net sales
1,993 
1,956 
6,269 
5,921 
Depreciation and Amortization
67 
61 
196 
174 
Adjusted Operating Income
254 
248 
825 
745 
Operating income
226 
237 
767 
709 
Equity income, net of tax
16 
11 
Net income attributable to noncontrolling interest
11 
25 
31 
Operating Segments [Member] |
Powertrain Systems
 
 
 
 
Sales and Operating Data from Segment to Consolidated [Line Items]
 
 
 
 
Net sales
1,131 
1,048 
3,433 
3,316 
Depreciation and Amortization
50 
48 
149 
140 
Adjusted Operating Income
118 
94 
375 
354 
Operating income
108 
86 
326 
334 
Equity income, net of tax
Net income attributable to noncontrolling interest
24 
22 
Operating Segments [Member] |
Electronics And Safety
 
 
 
 
Sales and Operating Data from Segment to Consolidated [Line Items]
 
 
 
 
Net sales
697 
705 
2,180 
2,123 
Depreciation and Amortization
20 
19 
60 
55 
Adjusted Operating Income
84 
81 
256 
242 
Operating income
69 
62 
230 
198 
Equity income, net of tax
Net income attributable to noncontrolling interest
Operating Segments [Member] |
Thermal Systems
 
 
 
 
Sales and Operating Data from Segment to Consolidated [Line Items]
 
 
 
 
Net sales
390 
364 
1,176 
1,097 
Depreciation and Amortization
13 
10 
36 
32 
Adjusted Operating Income
12 
42 
31 
Operating income
11 
38 
26 
Equity income, net of tax
12 
12 
Net income attributable to noncontrolling interest
16 
13 
Intersegment Eliminations [Member] |
Eliminations And Other [Member]
 
 
 
 
Sales and Operating Data from Segment to Consolidated [Line Items]
 
 
 
 
Net sales
(67)1
(56)1
(187)1
(176)1
Depreciation and Amortization
1
1
1
1
Adjusted Operating Income
1
1
1
1
Operating income
1
1
1
1
Equity income, net of tax
(7)1
(1)1
(10)1
(1)1
Net income attributable to noncontrolling interest
$ 0 1
$ 0 1
$ 0 1
$ 0 1
Segment Reporting Reconciliation of Adjusted OI to Net Income (Details) (USD $)
In Millions, unless otherwise specified
3 Months Ended 9 Months Ended
Sep. 30, 2014
Sep. 30, 2013
Sep. 30, 2014
Sep. 30, 2013
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Adjusted Operating Income
$ 468 
$ 428 
$ 1,498 
$ 1,372 
Restructuring
(47)
(37)
(124)
(95)
Other acquisition-related costs
(3)
(4)
(6)
(10)
Asset impairments
(4)
 
(7)
 
Operating income
414 
387 
1,361 
1,267 
Interest expense
(33)
(34)
(101)
(106)
Other income (expense), net
(8)
(25)
Income before income taxes and equity income
386 
357 
1,252 
1,136 
Income tax expense
(63)
(72)
(200)
(182)
Equity income, net of tax
20 
26 
Net income
325 
293 
1,072 
980 
Net income attributable to noncontrolling interest
20 
22 
65 
66 
Net income attributable to Delphi
305 
271 
1,007 
914 
Electrical / Electronic Architecture
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Restructuring
(24)
(7)
(50)
(26)
Powertrain Systems
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Restructuring
(9)
(8)
(48)
(20)
Electronics And Safety
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Restructuring
(13)
(19)
(22)
(44)
Thermal Systems
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Restructuring
(1)
(3)
(4)
(5)
Operating Segments [Member] |
Electrical / Electronic Architecture
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Adjusted Operating Income
254 
248 
825 
745 
Restructuring
(24)
(7)
(50)
(26)
Other acquisition-related costs
(3)
(4)
(6)
(10)
Asset impairments
(1)
 
(2)
 
Operating income
226 
237 
767 
709 
Equity income, net of tax
16 
11 
Net income attributable to noncontrolling interest
11 
25 
31 
Operating Segments [Member] |
Powertrain Systems
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Adjusted Operating Income
118 
94 
375 
354 
Restructuring
(9)
(8)
(48)
(20)
Other acquisition-related costs
Asset impairments
(1)
 
(1)
 
Operating income
108 
86 
326 
334 
Equity income, net of tax
Net income attributable to noncontrolling interest
24 
22 
Operating Segments [Member] |
Electronics And Safety
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Adjusted Operating Income
84 
81 
256 
242 
Restructuring
(13)
(19)
(22)
(44)
Other acquisition-related costs
Asset impairments
(2)
 
(4)
 
Operating income
69 
62 
230 
198 
Equity income, net of tax
Net income attributable to noncontrolling interest
Operating Segments [Member] |
Thermal Systems
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Adjusted Operating Income
12 
42 
31 
Restructuring
(1)
(3)
(4)
(5)
Other acquisition-related costs
Asset impairments
 
 
Operating income
11 
38 
26 
Equity income, net of tax
12 
12 
Net income attributable to noncontrolling interest
16 
13 
Intersegment Eliminations [Member] |
Eliminations And Other [Member]
 
 
 
 
Adjusted OI to Net Income Data [Line Items]
 
 
 
 
Adjusted Operating Income
1
1
1
1
Restructuring
Other acquisition-related costs
Asset impairments
 
 
Operating income
1
1
1
1
Equity income, net of tax
(7)1
(1)1
(10)1
(1)1
Net income attributable to noncontrolling interest
$ 0 1
$ 0 1
$ 0 1
$ 0 1