Conference Call and Webcast
The Company will host a conference call to discuss these results at
10:00 a.m. (ET) today, which is accessible by dialing 888.486.0553 (US
domestic) or 706.634.4982 (international) or through a webcast at
http://delphi.com/investors.
The conference ID number is 88676975. A slide presentation will
accompany the prepared remarks and has been posted on the investor
relations section of the Company's website. A replay will be available
two hours following the conference call.
Use of Non-GAAP Financial Information
This press release contains information about Delphi's financial results
which are not presented in accordance with accounting principles
generally accepted in the United States (“GAAP”). Such non-GAAP
financial measures are reconciled to their closest GAAP financial
measures at the end of this press release. Non-GAAP measures should not
be considered in isolation or as a substitute for our reported results
prepared in accordance with GAAP and, as calculated, may not be
comparable to other similarly titled measures of other companies.
About Delphi
Delphi is a leading global supplier of electronics and technologies for
automotive, commercial vehicle and other market segments. Operating
major technical centers, manufacturing sites and customer support
facilities in 32 countries, Delphi delivers real-world innovations that
make products smarter and safer as well as more powerful and efficient.
Connect to innovation at
www.delphi.com
.
FORWARD-LOOKING STATEMENTS
This press release, as well as other statements made by Delphi
Automotive PLC (the “Company”), contain forward-looking statements that
reflect, when made, the Company's current views with respect to current
events and financial performance. Such forward-looking statements are
subject to many risks, uncertainties and factors relating to the
Company's operations and business environment, which may cause the
actual results of the Company to be materially different from any future
results. All statements that address future operating, financial or
business performance or the Company's strategies or expectations are
forward-looking statements. Factors that could cause actual results to
differ materially from these forward-looking statements are discussed
under the captions “Risk Factors” and “Management's Discussion and
Analysis of Financial Condition and Results of Operations” in the
Company's filings with the Securities and Exchange Commission. New risks
and uncertainties arise from time to time, and it is impossible for us
to predict these events or how they may affect the Company. It should be
remembered that the price of the ordinary shares and any income from
them can go down as well as up. The Company disclaims any intention or
obligation to update or revise any forward-looking statements, whether
as a result of new information, future events and/or otherwise, except
as may be required by law.
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
(in millions, except
|
|
(in millions, except
|
|
|
|
per share amounts)
|
|
per share amounts)
|
|
Net sales
|
|
$
|
3,767
|
|
|
$
|
3,900
|
|
|
$
|
15,519
|
|
|
$
|
16,041
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
3,158
|
|
|
3,221
|
|
|
12,861
|
|
|
13,386
|
|
|
Selling, general and administrative
|
|
254
|
|
|
234
|
|
|
927
|
|
|
901
|
|
|
Amortization
|
|
24
|
|
|
23
|
|
|
84
|
|
|
79
|
|
|
Restructuring
|
|
154
|
|
|
11
|
|
|
171
|
|
|
31
|
|
|
Total operating expenses
|
|
3,590
|
|
|
3,489
|
|
|
14,043
|
|
|
14,397
|
|
|
Operating income
|
|
177
|
|
|
411
|
|
|
1,476
|
|
|
1,644
|
|
|
Interest expense
|
|
(36
|
)
|
|
(39
|
)
|
|
(136
|
)
|
|
(123
|
)
|
|
Other income (expense), net
|
|
(10
|
)
|
|
(28
|
)
|
|
5
|
|
|
(15
|
)
|
|
Income before income taxes and equity income
|
|
131
|
|
|
344
|
|
|
1,345
|
|
|
1,506
|
|
|
Income tax benefit (expense)
|
|
15
|
|
|
(29
|
)
|
|
(212
|
)
|
|
(305
|
)
|
|
Income before equity income
|
|
146
|
|
|
315
|
|
|
1,133
|
|
|
1,201
|
|
|
Equity income (loss), net of tax
|
|
9
|
|
|
(3
|
)
|
|
27
|
|
|
22
|
|
|
Net income
|
|
155
|
|
|
312
|
|
|
1,160
|
|
|
1,223
|
|
|
Net income attributable to noncontrolling interest
|
|
19
|
|
|
22
|
|
|
83
|
|
|
78
|
|
|
Net income attributable to Delphi
|
|
$
|
136
|
|
|
$
|
290
|
|
|
$
|
1,077
|
|
|
$
|
1,145
|
|
|
Diluted net income per share:
|
|
|
|
|
|
|
|
|
|
Diluted net income per share attributable to Delphi
|
|
$
|
0.43
|
|
|
$
|
0.88
|
|
|
$
|
3.33
|
|
|
$
|
2.72
|
|
|
Weighted average number of diluted shares outstanding
|
|
317.38
|
|
|
328.34
|
|
|
323.29
|
|
|
421.26
|
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
CONSOLIDATED BALANCE SHEETS
|
|
|
|
|
|
|
|
|
|
December 31,
2012
|
|
December 31,
2011
|
|
|
|
(unaudited)
|
|
|
|
|
(in millions)
|
|
ASSETS
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
Cash and cash equivalents
|
|
$
|
1,105
|
|
|
$
|
1,363
|
|
Restricted cash
|
|
8
|
|
|
9
|
|
Accounts receivable, net
|
|
2,425
|
|
|
2,459
|
|
Inventories
|
|
1,066
|
|
|
1,054
|
|
Other current assets
|
|
623
|
|
|
616
|
|
Total current assets
|
|
5,227
|
|
|
5,501
|
|
Long-term assets:
|
|
|
|
|
|
Property, net
|
|
2,860
|
|
|
2,315
|
|
Investments in affiliates
|
|
231
|
|
|
257
|
|
Intangible assets, net
|
|
803
|
|
|
588
|
|
Goodwill
|
|
473
|
|
|
8
|
|
Other long-term assets
|
|
582
|
|
|
459
|
|
Total long-term assets
|
|
4,949
|
|
|
3,627
|
|
Total assets
|
|
$
|
10,176
|
|
|
$
|
9,128
|
|
LIABILITIES AND SHAREHOLDERS’ EQUITY
|
|
|
|
|
|
Current liabilities:
|
|
|
|
|
|
Short-term debt
|
|
$
|
140
|
|
|
$
|
107
|
|
Accounts payable
|
|
2,278
|
|
|
2,397
|
|
Accrued liabilities
|
|
1,241
|
|
|
1,208
|
|
Total current liabilities
|
|
3,659
|
|
|
3,712
|
|
Long-term liabilities:
|
|
|
|
|
|
Long-term debt
|
|
2,324
|
|
|
1,996
|
|
Pension benefit obligations
|
|
929
|
|
|
674
|
|
Other long-term liabilities
|
|
434
|
|
|
575
|
|
Total long-term liabilities
|
|
3,687
|
|
|
3,245
|
|
Total liabilities
|
|
7,346
|
|
|
6,957
|
|
Commitments and contingencies
|
|
|
|
|
|
Total Delphi shareholder's equity
|
|
2,345
|
|
|
1,688
|
|
Noncontrolling interest
|
|
485
|
|
|
483
|
|
Total shareholders’ equity
|
|
2,830
|
|
|
2,171
|
|
Total liabilities and shareholders’ equity
|
|
$
|
10,176
|
|
|
$
|
9,128
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|
(Unaudited)
|
|
|
|
|
|
|
|
Year Ended
|
|
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
|
|
(in millions)
|
|
Cash flows from operating activities:
|
|
|
|
|
|
Net income
|
|
$
|
1,160
|
|
|
$
|
1,223
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
Depreciation and amortization
|
|
486
|
|
|
475
|
|
|
Deferred income taxes
|
|
(63
|
)
|
|
(36
|
)
|
|
Income from equity method investments, net of dividends received
|
|
(1
|
)
|
|
(13
|
)
|
|
Other, net
|
|
165
|
|
|
24
|
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
|
Accounts receivable, net
|
|
198
|
|
|
(149
|
)
|
|
Inventories
|
|
49
|
|
|
(64
|
)
|
|
Accounts payable
|
|
(153
|
)
|
|
98
|
|
|
Other, net
|
|
(294
|
)
|
|
(22
|
)
|
|
Pension contributions
|
|
(69
|
)
|
|
(159
|
)
|
|
Net cash provided by operating activities
|
|
1,478
|
|
|
1,377
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
Capital expenditures
|
|
(705
|
)
|
|
(630
|
)
|
|
Maturity of time deposits
|
|
—
|
|
|
550
|
|
|
Proceeds from sale of property / investments
|
|
20
|
|
|
72
|
|
|
Cost of acquisitions, net of cash acquired
|
|
(980
|
)
|
|
(17
|
)
|
|
(Increase) decrease in restricted cash
|
|
1
|
|
|
38
|
|
|
Loans to related parties
|
|
14
|
|
|
(14
|
)
|
|
Acquisition of minority held shares
|
|
(16
|
)
|
|
—
|
|
|
Dividends from equity method investments in excess of earnings
|
|
37
|
|
|
—
|
|
|
Other, net
|
|
(2
|
)
|
|
(9
|
)
|
|
Net cash used in investing activities
|
|
(1,631
|
)
|
|
(10
|
)
|
|
Cash flows from financing activities:
|
|
|
|
|
|
(Decrease) increase in short and long-term debt, net
|
|
345
|
|
|
1,689
|
|
|
Dividend payments of consolidated affiliates to minority shareholders
|
|
(47
|
)
|
|
(43
|
)
|
|
Repurchase of ordinary shares
|
|
(403
|
)
|
|
—
|
|
|
Distributions to Delphi equity holders
|
|
—
|
|
|
(93
|
)
|
|
Redemption of membership interests
|
|
—
|
|
|
(4,747
|
)
|
|
Net cash used in financing activities
|
|
(105
|
)
|
|
(3,194
|
)
|
|
Effect of exchange rate fluctuations on cash and cash equivalents
|
|
—
|
|
|
(29
|
)
|
|
Decrease in cash and cash equivalents
|
|
(258
|
)
|
|
(1,856
|
)
|
|
Cash and cash equivalents at beginning of period
|
|
1,363
|
|
|
3,219
|
|
|
Cash and cash equivalents at end of period
|
|
$
|
1,105
|
|
|
$
|
1,363
|
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
FOOTNOTES
|
|
(unaudited)
|
|
|
|
|
|
|
|
|
|
1. Segment Summary
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
%
|
|
2012
|
|
2011
|
|
%
|
|
|
|
(in millions)
|
|
|
|
(in millions)
|
|
|
|
Net sales
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical/Electronic Architecture
|
|
$
|
1,766
|
|
|
$
|
1,630
|
|
|
8
|
%
|
|
$
|
6,815
|
|
|
$
|
6,642
|
|
|
3
|
%
|
|
Powertrain Systems
|
|
1,059
|
|
|
1,241
|
|
|
(15
|
)%
|
|
4,656
|
|
|
4,970
|
|
|
(6
|
)%
|
|
Electronics and Safety
|
|
640
|
|
|
686
|
|
|
(7
|
)%
|
|
2,732
|
|
|
2,931
|
|
|
(7
|
)%
|
|
Thermal Systems
|
|
349
|
|
|
402
|
|
|
(13
|
)%
|
|
1,541
|
|
|
1,755
|
|
|
(12
|
)%
|
|
Eliminations and Other (a)
|
|
(47
|
)
|
|
(59
|
)
|
|
|
|
(225
|
)
|
|
(257
|
)
|
|
|
|
Net sales
|
|
$
|
3,767
|
|
|
$
|
3,900
|
|
|
|
|
$
|
15,519
|
|
|
$
|
16,041
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical/Electronic Architecture
|
|
$
|
231
|
|
|
$
|
182
|
|
|
27
|
%
|
|
$
|
945
|
|
|
$
|
880
|
|
|
7
|
%
|
|
Powertrain Systems
|
|
148
|
|
|
227
|
|
|
(35
|
)%
|
|
723
|
|
|
722
|
|
|
—
|
|
|
Electronics and Safety
|
|
91
|
|
|
92
|
|
|
(1
|
)%
|
|
363
|
|
|
374
|
|
|
(3
|
)%
|
|
Thermal Systems
|
|
16
|
|
|
40
|
|
|
(60
|
)%
|
|
111
|
|
|
174
|
|
|
(36
|
)%
|
|
Eliminations and Other (a)
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
—
|
|
|
|
|
Adjusted EBITDA
|
|
$
|
486
|
|
|
$
|
541
|
|
|
|
|
$
|
2,142
|
|
|
$
|
2,150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Eliminations and Other includes the elimination of inter-segment
transactions.
|
|
|
2. Weighted Average Number of Diluted Shares Outstanding
The Company has calculated weighted average number of diluted shares
outstanding giving retrospective effect to our corporate conversion
(exchange of membership interests for ordinary shares and consummation
of the initial public offering). The impact of these transactions on the
weighted average number of diluted shares outstanding for the three
months and year ended December 31, 2011 follows:
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
(in millions, except per share data)
|
|
Weighted average ordinary shares outstanding as result of the
initial public offering
|
|
n/a
|
|
328.24
|
|
|
n/a
|
|
328.24
|
|
Redemption of Class A & C membership interests
|
|
n/a
|
|
—
|
|
|
n/a
|
|
86.11
|
|
Repurchase of Class B membership interests
|
|
n/a
|
|
0.10
|
|
|
n/a
|
|
6.91
|
|
Weighted average ordinary shares outstanding for the period
|
|
317.38
|
|
|
328.34
|
|
|
323.29
|
|
|
421.26
|
|
|
|
|
|
|
|
|
|
|
|
Net income attributable to Delphi
|
|
$
|
136
|
|
|
$
|
290
|
|
|
$
|
1,077
|
|
|
$
|
1,145
|
|
Diluted earnings per share
|
|
$
|
0.43
|
|
|
$
|
0.88
|
|
|
$
|
3.33
|
|
|
$
|
2.72
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
RECONCILIATION OF NON-GAAP MEASURES
|
|
(unaudited)
|
|
|
|
In this press release the Company has provided information regarding
certain non-GAAP financial measures, including "Adjusted EBITDA",
"Adjusted Net Income", "Adjusted Net Income per Share" and "cash
flow before financing". Such non-GAAP financial measures are
reconciled to their closest GAAP financial measure in the following
schedules.
|
|
|
|
Adjusted EBITDA:
Adjusted
EBITDA is presented as a supplemental measure of the Company's
performance which is consistent with the basis and manner in which
management presents financial information for the purpose of
making internal operating decisions. Adjusted EBITDA is defined as
net income (loss) before depreciation and amortization (including
long-lived asset and goodwill impairment), interest expense, other
income (expense), net, income tax expense, restructuring,
acquisition integration costs and equity income (loss), net of
tax. Not all companies use identical calculations of Adjusted
EBITDA therefore this presentation may not be comparable to other
similarly titled measures of other companies. The Company's 2013
guidance was determined using a consistent manner and methodology.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
(in millions)
|
|
Net income attributable to Delphi
|
|
$
|
136
|
|
|
$
|
290
|
|
|
$
|
1,077
|
|
|
$
|
1,145
|
|
|
Income tax expense
|
|
|
(15
|
)
|
|
|
29
|
|
|
|
212
|
|
|
|
305
|
|
|
Interest expense
|
|
|
36
|
|
|
|
39
|
|
|
|
136
|
|
|
|
123
|
|
|
Other income, net
|
|
|
10
|
|
|
|
28
|
|
|
|
(5
|
)
|
|
|
15
|
|
|
Noncontrolling interest
|
|
|
19
|
|
|
|
22
|
|
|
|
83
|
|
|
|
78
|
|
|
Equity income, net of tax
|
|
|
(9
|
)
|
|
|
3
|
|
|
|
(27
|
)
|
|
|
(22
|
)
|
|
Operating income
|
|
|
177
|
|
|
|
411
|
|
|
|
1,476
|
|
|
|
1,644
|
|
|
Depreciation and amortization
|
|
|
146
|
|
|
|
119
|
|
|
|
486
|
|
|
|
475
|
|
|
EBITDA
|
|
$
|
323
|
|
|
$
|
530
|
|
|
$
|
1,962
|
|
|
$
|
2,119
|
|
|
Restructuring
|
|
|
154
|
|
|
|
11
|
|
|
|
171
|
|
|
|
31
|
|
|
Other acquisition-related costs
|
|
|
9
|
|
|
|
—
|
|
|
|
9
|
|
|
|
—
|
|
|
Adjusted EBITDA
|
|
$
|
486
|
|
|
$
|
541
|
|
|
$
|
2,142
|
|
|
$
|
2,150
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Adjusted EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical/
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electronic
|
|
Powertrain
|
|
Electronics
|
|
Thermal
|
|
Eliminations
|
|
|
|
|
Three Months Ended December 31, 2012
|
|
Architecture
|
|
Systems
|
|
and Safety
|
|
Systems
|
|
and Other
|
|
Total
|
|
Operating income
|
|
$
|
127
|
|
|
$
|
79
|
|
|
$
|
(30
|
)
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
177
|
|
Depreciation and amortization
|
|
|
52
|
|
|
|
48
|
|
|
|
35
|
|
|
|
11
|
|
|
|
—
|
|
|
|
146
|
|
EBITDA
|
|
$
|
179
|
|
|
$
|
127
|
|
|
$
|
5
|
|
|
$
|
12
|
|
|
$
|
—
|
|
|
$
|
323
|
|
Restructuring
|
|
|
43
|
|
|
|
21
|
|
|
|
86
|
|
|
|
4
|
|
|
|
—
|
|
|
|
154
|
|
Other acquisition-related costs
|
|
|
9
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
9
|
|
Adjusted EBITDA
|
|
$
|
231
|
|
|
$
|
148
|
|
|
$
|
91
|
|
|
$
|
16
|
|
|
$
|
—
|
|
|
$
|
486
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical/
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electronic
|
|
Powertrain
|
|
Electronics
|
|
Thermal
|
|
Eliminations
|
|
|
|
|
Three Months Ended December 31, 2011
|
|
Architecture
|
|
Systems
|
|
and Safety
|
|
Systems
|
|
and Other
|
|
Total
|
|
Operating income
|
|
$
|
144
|
|
|
$
|
172
|
|
|
$
|
64
|
|
|
$
|
31
|
|
|
$
|
—
|
|
|
$
|
411
|
|
Depreciation and amortization
|
|
|
34
|
|
|
|
51
|
|
|
|
26
|
|
|
|
8
|
|
|
|
—
|
|
|
|
119
|
|
EBITDA
|
|
$
|
178
|
|
|
$
|
223
|
|
|
$
|
90
|
|
|
$
|
39
|
|
|
$
|
—
|
|
|
$
|
530
|
|
Restructuring
|
|
|
4
|
|
|
|
4
|
|
|
|
2
|
|
|
|
1
|
|
|
|
—
|
|
|
|
11
|
|
Other acquisition-related costs
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Adjusted EBITDA
|
|
$
|
182
|
|
|
$
|
227
|
|
|
$
|
92
|
|
|
$
|
40
|
|
|
$
|
—
|
|
|
$
|
541
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical/
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electronic
|
|
Powertrain
|
|
Electronics
|
|
Thermal
|
|
Eliminations
|
|
|
|
|
Year Ended December 31, 2012
|
|
Architecture
|
|
Systems
|
|
and Safety
|
|
Systems
|
|
and Other
|
|
Total
|
|
Operating income
|
|
$
|
723
|
|
|
$
|
516
|
|
|
$
|
177
|
|
|
$
|
60
|
|
|
$
|
—
|
|
|
$
|
1,476
|
|
Depreciation and amortization
|
|
|
164
|
|
|
|
182
|
|
|
|
97
|
|
|
|
43
|
|
|
|
—
|
|
|
|
486
|
|
EBITDA
|
|
$
|
887
|
|
|
$
|
698
|
|
|
$
|
274
|
|
|
$
|
103
|
|
|
$
|
—
|
|
|
$
|
1,962
|
|
Restructuring
|
|
|
49
|
|
|
|
25
|
|
|
|
89
|
|
|
|
8
|
|
|
|
|
|
|
171
|
|
Other acquisition-related costs
|
|
|
9
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
9
|
|
Adjusted EBITDA
|
|
$
|
945
|
|
|
$
|
723
|
|
|
$
|
363
|
|
|
$
|
111
|
|
|
$
|
—
|
|
|
$
|
2,142
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electrical/
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electronic
|
|
Powertrain
|
|
Electronics
|
|
Thermal
|
|
Eliminations
|
|
|
|
|
Year Ended December 31, 2011
|
|
Architecture
|
|
Systems
|
|
and Safety
|
|
Systems
|
|
and Other
|
|
Total
|
|
Operating income
|
|
$
|
737
|
|
|
$
|
515
|
|
|
$
|
264
|
|
|
$
|
128
|
|
|
$
|
—
|
|
|
$
|
1,644
|
|
Depreciation and amortization
|
|
|
131
|
|
|
|
195
|
|
|
|
105
|
|
|
|
44
|
|
|
|
—
|
|
|
|
475
|
|
EBITDA
|
|
$
|
868
|
|
|
$
|
710
|
|
|
$
|
369
|
|
|
$
|
172
|
|
|
$
|
—
|
|
|
$
|
2,119
|
|
Restructuring
|
|
|
12
|
|
|
|
12
|
|
|
|
5
|
|
|
|
2
|
|
|
|
—
|
|
|
|
31
|
|
Other acquisition-related costs
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
|
|
—
|
|
Adjusted EBITDA
|
|
$
|
880
|
|
|
$
|
722
|
|
|
$
|
374
|
|
|
$
|
174
|
|
|
$
|
—
|
|
|
$
|
2,150
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
RECONCILIATION OF NET EARNINGS TO ADJUSTED EARNINGS
|
|
(unaudited)
|
|
|
|
Adjusted Net Income and Adjusted Net
Income Per Share:
Management believes adjusted net
income and adjusted net income per share, which are non-GAAP
measures, are useful in evaluating the ongoing operating
performance of the Company.
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
Three Months Ended
|
|
|
|
December 31, 2012
|
|
|
|
|
December 31, 2012
|
|
|
|
Actual
|
|
Adjustments
|
|
|
Adjusted
|
|
|
|
(in millions, except per share amounts)
|
|
Net sales
|
|
$
|
3,767
|
|
|
|
|
|
$
|
3,767
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
3,158
|
|
|
(15
|
)
|
(a)
|
|
3,138
|
|
|
|
|
|
|
(5
|
)
|
(b)
|
|
|
|
Selling, general and administrative
|
|
254
|
|
|
(4
|
)
|
(b)
|
|
250
|
|
|
Amortization
|
|
24
|
|
|
|
|
|
24
|
|
|
Restructuring
|
|
154
|
|
|
(154
|
)
|
(c)
|
|
—
|
|
|
Total operating expenses
|
|
3,590
|
|
|
(178
|
)
|
|
|
3,412
|
|
|
Operating income
|
|
177
|
|
|
178
|
|
|
|
355
|
|
|
Interest expense
|
|
(36
|
)
|
|
|
|
|
(36
|
)
|
|
Other income (expense), net
|
|
(10
|
)
|
|
13
|
|
(d)
|
|
3
|
|
|
Income before income taxes and equity income
|
|
131
|
|
|
191
|
|
|
|
322
|
|
|
Income tax benefit (expense)
|
|
15
|
|
|
(40
|
)
|
(e)
|
|
(25
|
)
|
|
Income before equity income
|
|
146
|
|
|
151
|
|
|
|
297
|
|
|
Equity income, net of tax
|
|
9
|
|
|
|
|
|
9
|
|
|
Net income
|
|
155
|
|
|
151
|
|
|
|
306
|
|
|
Net income attributable to noncontrolling interest
|
|
19
|
|
|
|
|
|
19
|
|
|
Net income attributable to Delphi
|
|
$
|
136
|
|
|
$
|
151
|
|
|
|
$
|
287
|
|
|
Diluted net income per share:
|
|
|
|
|
|
|
|
|
Diluted net income per share attributable to Delphi
|
|
$
|
0.43
|
|
|
|
|
|
$
|
0.90
|
|
|
Weighted average number of diluted shares outstanding
|
|
317.38
|
|
|
|
|
|
317.38
|
|
|
(a)
|
|
Represents the elimination of asset impairments.
|
|
(b)
|
|
Represents the elimination of acquisition-related integration costs.
|
|
(c)
|
|
Represents the elimination of restructuring charges.
|
|
(d)
|
|
Represents the elimination of acquisition-related advisory and
transaction costs.
|
|
(e)
|
|
Represents the income tax impacts of the adjustments made for
restructuring charges, asset impairments and acquisition advisory
and integration costs, by calculating the income tax impact of these
items using the appropriate tax rate for the jurisdiction where the
charges were incurred.
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
RECONCILIATION OF NET EARNINGS TO ADJUSTED EARNINGS
|
|
(unaudited)
|
|
|
|
Adjusted Net Income and Adjusted Net
Income Per Share:
Management believes adjusted net
income and adjusted net income per share, which are non-GAAP
measures, are useful in evaluating the ongoing operating
performance of the Company.
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
|
|
|
Year Ended
|
|
|
|
December 31, 2012
|
|
|
|
|
December 31, 2012
|
|
|
|
Actual
|
|
Adjustments
|
|
|
Adjusted
|
|
|
|
(in millions, except per share amounts)
|
|
Net sales
|
|
$
|
15,519
|
|
|
|
|
|
$
|
15,519
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
12,861
|
|
|
(15
|
)
|
(a)
|
|
12,841
|
|
|
|
|
|
|
(5
|
)
|
(b)
|
|
|
|
Selling, general and administrative
|
|
927
|
|
|
(4
|
)
|
(b)
|
|
923
|
|
|
Amortization
|
|
84
|
|
|
|
|
|
84
|
|
|
Restructuring
|
|
171
|
|
|
(171
|
)
|
(c)
|
|
—
|
|
|
Total operating expenses
|
|
14,043
|
|
|
(195
|
)
|
|
|
13,848
|
|
|
Operating income
|
|
1,476
|
|
|
195
|
|
|
|
1,671
|
|
|
Interest expense
|
|
(136
|
)
|
|
|
|
|
(136
|
)
|
|
Other income (expense), net
|
|
5
|
|
|
13
|
|
(d)
|
|
18
|
|
|
Income before income taxes and equity income
|
|
1,345
|
|
|
208
|
|
|
|
1,553
|
|
|
Income tax expense
|
|
(212
|
)
|
|
(45
|
)
|
(e)
|
|
(257
|
)
|
|
Income before equity income
|
|
1,133
|
|
|
163
|
|
|
|
1,296
|
|
|
Equity income, net of tax
|
|
27
|
|
|
|
|
|
27
|
|
|
Net income
|
|
1,160
|
|
|
163
|
|
|
|
1,323
|
|
|
Net income attributable to noncontrolling interest
|
|
83
|
|
|
|
|
|
83
|
|
|
Net income attributable to Delphi
|
|
$
|
1,077
|
|
|
$
|
163
|
|
|
|
$
|
1,240
|
|
|
Diluted net income per share:
|
|
|
|
|
|
|
|
|
Diluted net income per share attributable to Delphi
|
|
$
|
3.33
|
|
|
|
|
|
$
|
3.84
|
|
|
Weighted average number of diluted shares outstanding
|
|
323.29
|
|
|
|
|
|
323.29
|
|
|
(a)
|
|
Represents the elimination of asset impairments.
|
|
(b)
|
|
Represents the elimination of acquisition-related integration costs.
|
|
(c)
|
|
Represents the elimination of restructuring charges.
|
|
(d)
|
|
Represents the elimination of acquisition-related advisory and
transaction costs.
|
|
(e)
|
|
Represents the income tax impacts of the adjustments made for
restructuring charges, asset impairments and acquisition advisory
and integration costs, by calculating the income tax impact of these
items using the appropriate tax rate for the jurisdiction where the
charges were incurred.
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
RECONCILIATION OF NET EARNINGS TO ADJUSTED EARNINGS
|
|
(unaudited)
|
|
|
|
Adjusted Net Income and Adjusted Net
Income Per Share:
Management believes adjusted net
income and adjusted net income per share, which are non-GAAP
measures, are useful in evaluating the ongoing operating
performance of the Company.
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
|
|
|
Three Months Ended
|
|
|
|
December 31, 2011
|
|
|
|
|
December 31, 2011
|
|
|
|
Actual
|
|
Adjustments
|
|
|
Adjusted
|
|
|
|
(in millions, except per share amounts)
|
|
Net sales
|
|
$
|
3,900
|
|
|
|
|
|
$
|
3,900
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
3,221
|
|
|
|
|
|
3,221
|
|
|
Selling, general and administrative
|
|
234
|
|
|
|
|
|
234
|
|
|
Amortization
|
|
23
|
|
|
|
|
|
23
|
|
|
Restructuring
|
|
11
|
|
|
(11
|
)
|
(a)
|
|
—
|
|
|
Total operating expenses
|
|
3,489
|
|
|
(11
|
)
|
|
|
3,478
|
|
|
Operating income
|
|
411
|
|
|
11
|
|
|
|
422
|
|
|
Interest expense
|
|
(39
|
)
|
|
|
|
|
(39
|
)
|
|
Other income (expense), net
|
|
(28
|
)
|
|
|
|
|
(28
|
)
|
|
Income before income taxes and equity income
|
|
344
|
|
|
11
|
|
|
|
355
|
|
|
Income tax expense
|
|
(29
|
)
|
|
(2
|
)
|
(b)
|
|
(31
|
)
|
|
Income before equity income
|
|
315
|
|
|
9
|
|
|
|
324
|
|
|
Equity loss, net of tax
|
|
(3
|
)
|
|
|
|
|
(3
|
)
|
|
Net income
|
|
312
|
|
|
9
|
|
|
|
321
|
|
|
Net income attributable to noncontrolling interest
|
|
22
|
|
|
|
|
|
22
|
|
|
Net income attributable to Delphi
|
|
$
|
290
|
|
|
$
|
9
|
|
|
|
$
|
299
|
|
|
Diluted net income per share:
|
|
|
|
|
|
|
|
|
Diluted net income per share attributable to Delphi
|
|
$
|
0.88
|
|
|
|
|
|
$
|
0.91
|
|
|
Weighted average number of diluted shares outstanding
|
|
328.34
|
|
|
|
|
|
328.34
|
|
|
(a)
|
|
Represents the elimination of restructuring charges.
|
|
(b)
|
|
Represents the income tax impacts of the adjustments made for
restructuring charges, by calculating the income tax impact of these
items using the appropriate tax rate for the jurisdiction where the
charges were incurred.
|
|
|
|
DELPHI AUTOMOTIVE PLC
|
|
RECONCILIATION OF NET EARNINGS TO ADJUSTED EARNINGS
|
|
(unaudited)
|
|
|
|
Adjusted Net Income and Adjusted Net
Income Per Share:
Management believes adjusted net
income and adjusted net income per share, which are non-GAAP
measures, are useful in evaluating the ongoing operating
performance of the Company.
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended
|
|
|
|
|
Year Ended
|
|
|
|
December 31, 2011
|
|
|
|
|
December 31, 2011
|
|
|
|
Actual
|
|
Adjustments
|
|
|
Adjusted
|
|
|
|
(in millions, except per share amounts)
|
|
Net sales
|
|
$
|
16,041
|
|
|
|
|
|
$
|
16,041
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
Cost of sales
|
|
13,386
|
|
|
|
|
|
13,386
|
|
|
Selling, general and administrative
|
|
901
|
|
|
|
|
|
901
|
|
|
Amortization
|
|
79
|
|
|
|
|
|
79
|
|
|
Restructuring
|
|
31
|
|
|
(31
|
)
|
(a)
|
|
—
|
|
|
Total operating expenses
|
|
14,397
|
|
|
(31
|
)
|
|
|
14,366
|
|
|
Operating income
|
|
1,644
|
|
|
31
|
|
|
|
1,675
|
|
|
Interest expense
|
|
(123
|
)
|
|
|
|
|
(123
|
)
|
|
Other income (expense), net
|
|
(15
|
)
|
|
|
|
|
(15
|
)
|
|
Income before income taxes and equity income
|
|
1,506
|
|
|
31
|
|
|
|
1,537
|
|
|
Income tax expense
|
|
(305
|
)
|
|
(7
|
)
|
(b)
|
|
(312
|
)
|
|
Income before equity income
|
|
1,201
|
|
|
24
|
|
|
|
1,225
|
|
|
Equity income, net of tax
|
|
22
|
|
|
|
|
|
22
|
|
|
Net income
|
|
1,223
|
|
|
24
|
|
|
|
1,247
|
|
|
Net income attributable to noncontrolling interest
|
|
78
|
|
|
|
|
|
78
|
|
|
Net income attributable to Delphi
|
|
$
|
1,145
|
|
|
$
|
24
|
|
|
|
$
|
1,169
|
|
|
Diluted net income per share:
|
|
|
|
|
|
|
|
|
Diluted net income per share attributable to Delphi
|
|
$
|
2.72
|
|
|
|
|
|
$
|
2.78
|
|
|
Weighted average number of diluted shares outstanding
|
|
421.26
|
|
|
|
|
|
421.26
|
|
|
(a)
|
|
Represents the elimination of restructuring charges.
|
|
(b)
|
|
Represents the income tax impacts of the adjustments made for
restructuring charges, by calculating the income tax impact of these
items using the appropriate tax rate for the jurisdiction where the
charges were incurred.
|
|
|
|
|
Cash flow before financing:
Cash
flow before financing is presented as a supplemental measure of the
Company's liquidity which is consistent with the basis and manner in
which management presents financial information for the purpose of
making internal operating decisions. Cash flow before financing is
defined as cash provided by (used in) operating activities plus cash
provided by (used in) investing activities, adjusted for maturities of
time deposits, costs associated with the initial public offering (IPO),
and the purchase price of the MVL acquisition. Not all companies use
identical calculations of cash flow before financing therefore this
presentation may not be comparable to other similarly titled measures of
other companies. The Company's 2013 guidance was determined using a
consistent manner and methodology.
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Year Ended
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
(in millions)
|
|
(in millions)
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
Net income
|
|
$
|
155
|
|
|
$
|
312
|
|
|
$
|
1,160
|
|
|
$
|
1,223
|
|
|
Adjustments to reconcile net income to net cash provided by
operating activities:
|
|
|
|
|
|
|
|
|
|
Depreciation and amortization
|
|
146
|
|
|
119
|
|
|
486
|
|
|
475
|
|
|
Working capital
|
|
272
|
|
|
190
|
|
|
94
|
|
|
(115
|
)
|
|
Pension contributions
|
|
(27
|
)
|
|
(108
|
)
|
|
(69
|
)
|
|
(159
|
)
|
|
Other, net
|
|
(236
|
)
|
|
(45
|
)
|
|
(193
|
)
|
|
(47
|
)
|
|
Net cash provided by operating activities
|
|
310
|
|
|
468
|
|
|
1,478
|
|
|
1,377
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
Capital expenditures
|
|
(142
|
)
|
|
(176
|
)
|
|
(705
|
)
|
|
(630
|
)
|
|
Maturity of time deposits
|
|
—
|
|
|
—
|
|
|
—
|
|
|
550
|
|
|
Cost of MVL acquisition, net of cash acquired
|
|
(980
|
)
|
|
—
|
|
|
(980
|
)
|
|
—
|
|
|
Other, net
|
|
17
|
|
|
(9
|
)
|
|
54
|
|
|
70
|
|
|
Net cash used in investing activities
|
|
(1,105
|
)
|
|
(185
|
)
|
|
(1,631
|
)
|
|
(10
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Adjustment for cost of the MVL acquisition, net of cash acquired
|
|
980
|
|
|
—
|
|
|
980
|
|
|
—
|
|
|
Adjustment for maturities of time deposits
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(550
|
)
|
|
Adjustment for costs associated with initial public offering
|
|
—
|
|
|
42
|
|
|
—
|
|
|
42
|
|
|
Cash flow before financing
|
|
$
|
185
|
|
|
$
|
325
|
|
|
$
|
827
|
|
|
$
|
859
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|