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Shareholders' Equity And Net Income Per Share

6 Months Ended

Jun. 30, 2014

Shareholders' Equity and Net Income Per Share Note [Abstract]

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 June 30,								Six Months Ended June 30,
	2014				2013				2014				2013
	(in millions, except per share data)
Numerator:
Net income attributable to Delphi	$	382			$	367			$	702			$	643
Denominator:
Weighted average ordinary shares outstanding, basic	302.68				311.93				304.26				313.30
Dilutive shares related to restricted stock units ("RSUs")	1.06				0.76				1.04				0.72
Weighted average ordinary shares outstanding, including dilutive shares	303.74				312.69				305.30				314.02
Net income per share attributable to Delphi:
Basic	$	1.26			$	1.18			$	2.31			$	2.05
Diluted	$	1.26			$	1.17			$	2.30			$	2.05
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 six months ended June 30, 2014 and 2013 is as follows:

	Three Months Ended June 30,								Six Months Ended June 30,
	2014				2013				2014				2013
Total number of shares repurchased	3,267,998				2,445,583				5,644,389				5,295,583
Average price paid per share	$	67.43			$	49.12			$	66.89			$	45.71
Total (in millions)	$	220			$	120			$	378			$	242

As of June 30, 2014, approximately $813 million of share repurchases remained available under the January 2014 share repurchase program. During the period from July 1, 2014 to July 30, 2014, the Company repurchased an additional $120 million worth of shares pursuant to a trading plan with set trading instructions established by the Company. As a result, approximately $693 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:
Second Quarter	$	0.25			$	76
First Quarter	0.25				77
Total	$	0.50			$	153
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 the Predecessor, $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 June 30, 2014 and accordingly, no reserve has been recorded.

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- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure. Also, includes the entire disclosure for net income per share.

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