Supplemental Guarantor And Non-Guarantor Condensed Consolidating Financial Statements (Tables)

Statement of Operations Year Ended December 31, 2015



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net sales	$	—		$	—		$	—		$	15,165		$	—		$	15,165
Operating expenses:
Cost of sales	—			—			(6		)	12,161			—			12,155
Selling, general and administrative	32			—			—			985			—			1,017
Amortization	—			—			—			93			—			93
Restructuring	—			—			—			177			—			177
Total operating expenses	32			—			(6		)	13,416			—			13,442
Operating (loss) income	(32		)	—			6			1,749			—			1,723
Interest (expense) income	(105		)	(30		)	(180		)	(90		)	278			(127		)
Other (expense) income, net	(20		)	89			18			103			(278		)	(88		)
(Loss) income from continuing operations before income taxes and equity income	(157		)	59			(156		)	1,762			—			1,508
Income tax benefit (expense)	—			—			57			(320		)	—			(263		)
(Loss) income from continuing operations before equity income	(157		)	59			(99		)	1,442			—			1,245
Equity in net income of affiliates	—			—			—			16			—			16
Equity in net income (loss) of subsidiaries	1,607			1,548			508			—			(3,663		)	—
Income (loss) from continuing operations	1,450			1,607			409			1,458			(3,663		)	1,261
Income from discontinued operations, net of tax	—			—			—			274			—			274
Net income (loss)	1,450			1,607			409			1,732			(3,663		)	1,535
Net income attributable to noncontrolling interest	—			—			—			85			—			85
Net income (loss) attributable to Delphi	$	1,450		$	1,607		$	409		$	1,647		$	(3,663	)	$	1,450

Statement of Operations Year Ended December 31, 2014



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net sales	$	—		$	—		$	—		$	15,499		$	—		$	15,499
Operating expenses:
Cost of sales	—			—			—			12,471			—			12,471
Selling, general and administrative	51			—			—			985			—			1,036
Amortization	—			—			—			94			—			94
Restructuring	—			—			—			140			—			140
Total operating expenses	51			—			—			13,690			—			13,741
Operating (loss) income	(51		)	—			—			1,809			—			1,758
Interest (expense) income	(24		)	(33		)	(188		)	(74		)	184			(135		)
Other income (expense), net	6			68			25			78			(185		)	(8		)
(Loss) income from continuing operations before income taxes and equity income	(69		)	35			(163		)	1,813			(1		)	1,615
Income tax benefit (expense)	—			—			60			(315		)	—			(255		)
(Loss) income from continuing operations before equity income	(69		)	35			(103		)	1,498			(1		)	1,360
Equity in net income of affiliates	—			—			—			20			—			20
Equity in net income (loss) of subsidiaries	1,420			1,385			315			—			(3,120		)	—
Income (loss) from continuing operations	1,351			1,420			212			1,518			(3,121		)	1,380
Income from discontinued operations, net of tax	—			—			—			60			—			60
Net income (loss)	1,351			1,420			212			1,578			(3,121		)	1,440
Net income attributable to noncontrolling interest	—			—			—			89			—			89
Net income (loss) attributable to Delphi	$	1,351		$	1,420		$	212		$	1,489		$	(3,121	)	$	1,351

Statement of Operations Year Ended December 31, 2013



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net sales	$	—		$	—		$	—		$	15,051		$	—		$	15,051
Operating expenses:
Cost of sales	—			—			—			12,274			—			12,274
Selling, general and administrative	87			—			—			829			—			916
Amortization	—			—			—			97			—			97
Restructuring	—			—			—			137			—			137
Total operating expenses	87			—			—			13,337			—			13,424
Operating (loss) income	(87		)	—			—			1,714			—			1,627
Interest (expense) income	(25		)	(33		)	(194		)	(75		)	184			(143		)
Other income (expense), net	6			67			25			68			(184		)	(18		)
(Loss) income from continuing operations before income taxes and equity income	(106		)	34			(169		)	1,707			—			1,466
Income tax (expense) benefit	(5		)	—			62			(297		)	—			(240		)
(Loss) income from continuing operations before equity income	(111		)	34			(107		)	1,410			—			1,226
Equity in net income of affiliates	—			—			—			15			—			15
Equity in net income (loss) of subsidiaries	1,323			1,289			326			—			(2,938		)	—
Income (loss) from continuing operations	1,212			1,323			219			1,425			(2,938		)	1,241
Income from discontinued operations, net of tax	—			—			—			60			—			60
Net income (loss)	1,212			1,323			219			1,485			(2,938		)	1,301
Net income attributable to noncontrolling interest	—			—			—			89			—			89
Net income (loss) attributable to Delphi	$	1,212		$	1,323		$	219		$	1,396		$	(2,938	)	$	1,212

Statement of Comprehensive Income Year Ended December 31, 2015



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net income (loss)	$	1,450		$	1,607		$	409		$	1,732		$	(3,663	)	$	1,535
Other comprehensive loss:
Currency translation adjustments	(5		)	—			—			(339		)	—			(344		)
Net change in unrecognized loss on derivative instruments, net of tax	—			—			—			(28		)	—			(28		)
Employee benefit plans adjustment, net of tax	—			—			—			64			—			64
Other comprehensive loss	(5		)	—			—			(303		)	—			(308		)
Equity in other comprehensive (loss) income of subsidiaries	(287		)	(449		)	(9		)	—			745			—
Comprehensive income (loss)	1,158			1,158			400			1,429			(2,918		)	1,227
Comprehensive income attributable to noncontrolling interests	—			—			—			69			—			69
Comprehensive income (loss) attributable to Delphi	$	1,158		$	1,158		$	400		$	1,360		$	(2,918	)	$	1,158

Statement of Comprehensive Income Year Ended December 31, 2014



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net income (loss)	$	1,351		$	1,420		$	212		$	1,578		$	(3,121	)	$	1,440
Other comprehensive loss:
Currency translation adjustments	—			—			—			(325		)	—			(325		)
Net change in unrecognized loss on derivative instruments, net of tax	—			—			—			(80		)	—			(80		)
Employee benefit plans adjustment, net of tax	—			—			—			(108		)	—			(108		)
Other comprehensive loss	—			—			—			(513		)	—			(513		)
Equity in other comprehensive (loss) income of subsidiaries	(504		)	(573		)	(50		)	—			1,127			—
Comprehensive income (loss)	847			847			162			1,065			(1,994		)	927
Comprehensive income attributable to noncontrolling interests	—			—			—			80			—			80
Comprehensive income (loss) attributable to Delphi	$	847		$	847		$	162		$	985		$	(1,994	)	$	847

Statement of Comprehensive Income Year Ended December 31, 2013



	Parent		Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net income (loss)	$	1,212	$	1,323		$	219		$	1,485		$	(2,938	)	$	1,301
Other comprehensive income:
Currency translation adjustments	—		—			—			49			—			49
Net change in unrecognized loss on derivative instruments, net of tax	—		—			—			(12		)	—			(12		)
Employee benefit plans adjustment, net of tax	—		—			—			(33		)	—			(33		)
Other comprehensive income	—		—			—			4			—			4
Equity in other comprehensive (loss) income of subsidiaries	—		(111		)	(13		)	—			124			—
Comprehensive income (loss)	1,212		1,212			206			1,489			(2,814		)	1,305
Comprehensive income attributable to noncontrolling interests	—		—			—			93			—			93
Comprehensive income (loss) attributable to Delphi	$	1,212	$	1,212		$	206		$	1,396		$	(2,814	)	$	1,212

Balance Sheet as of December 31, 2015



	Parent		Subsidiary Guarantors		Subsidiary Issuer/Guarantor		Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
ASSETS
Current assets:
Cash and cash equivalents	$	4	$	—	$	—	$	531	$	—		$	535
Restricted cash	—		—		—		1		—			1
Accounts receivable, net	—		—		—		2,750		—			2,750
Intercompany receivables, current	101		1,148		387		4,852		(6,488		)	—
Inventories	—		—		—		1,181		—			1,181
Other current assets	—		—		—		431		—			431
Current assets held for sale	—		—		—		223		—			223
Total current assets	105		1,148		387		9,969		(6,488		)	5,121
Long-term assets:
Intercompany receivables, long-term	—		775		1,007		1,743		(3,525		)	—
Property, net	—		—		—		3,377		—			3,377
Investments in affiliates	—		—		—		94		—			94
Investments in subsidiaries	8,916		8,853		3,856		—		(21,625		)	—
Intangible assets, net	—		—		—		2,922		—			2,922
Other long-term assets	—		—		12		447		—			459
Total long-term assets	8,916		9,628		4,875		8,583		(25,150		)	6,852
Total assets	$	9,021	$	10,776	$	5,262	$	18,552	$	(31,638	)	$	11,973
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Short-term debt	$	—	$	—	$	—	$	52	$	—		$	52
Accounts payable	2		—		—		2,539		—			2,541
Intercompany payables, current	4,543		555		905		480		(6,483		)	—
Accrued liabilities	17		—		24		1,163		—			1,204
Current liabilities held for sale	—		—		—		130		—			130
Total current liabilities	4,562		555		929		4,364		(6,483		)	3,927
Long-term liabilities:
Long-term debt	2,047		—		1,883		26		—			3,956
Intercompany payables, long-term	162		1,305		1,001		1,057		(3,525		)	—
Pension benefit obligations	—		—		—		854		—			854
Other long-term liabilities	—		—		27		476		—			503
Total long-term liabilities	2,209		1,305		2,911		2,413		(3,525		)	5,313
Total liabilities	6,771		1,860		3,840		6,777		(10,008		)	9,240
Total Delphi shareholders’ equity	2,250		8,916		1,422		11,292		(21,630		)	2,250
Noncontrolling interest	—		—		—		483		—			483
Total shareholders’ equity	2,250		8,916		1,422		11,775		(21,630		)	2,733
Total liabilities and shareholders’ equity	$	9,021	$	10,776	$	5,262	$	18,552	$	(31,638	)	$	11,973

Balance Sheet as of December 31, 2014



	Parent		Subsidiary Guarantors		Subsidiary Issuer/Guarantor		Non-Guarantor Subsidiaries		Eliminations			Consolidated
	(in millions)
ASSETS
Current assets:
Cash and cash equivalents	$	9	$	1	$	—	$	849	$	—		$	859
Restricted cash	—		—		—		1		—			1
Accounts receivable, net	—		—		—		2,400		—			2,400
Intercompany receivables, current	88		198		1,397		2,046		(3,729		)	—
Inventories	—		—		—		1,013		—			1,013
Other current assets	—		—		—		567		—			567
Current assets held for sale	—		—		—		384		—			384
Total current assets	97		199		1,397		7,260		(3,729		)	5,224
Long-term assets:
Intercompany receivables, long-term	—		775		947		1,519		(3,241		)	—
Property, net	—		—		—		3,021		—			3,021
Investments in affiliates	—		—		—		98		—			98
Investments in subsidiaries	5,215		6,071		1,644		—		(12,930		)	—
Intangible assets, net	—		—		—		1,384		—			1,384
Other long-term assets	—		—		17		466		—			483
Long-term assets held for sale	—		—		—		511		—			511
Total long-term assets	5,215		6,846		2,608		6,999		(16,171		)	5,497
Total assets	$	5,312	$	7,045	$	4,005	$	14,259	$	(19,900	)	$	10,721
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Short-term debt	$	—	$	—	$	—	$	34	$	—		$	34
Accounts payable	2		—		—		2,276		—			2,278
Intercompany payables, current	2,800		536		89		303		(3,728		)	—
Accrued liabilities	—		—		29		1,192		—			1,221
Current liabilities held for sale	—		—		—		356		—			356
Total current liabilities	2,802		536		118		4,161		(3,728		)	3,889
Long-term liabilities:
Long-term debt	—		—		2,373		19		—			2,392
Intercompany payables, long-term	—		1,294		1,001		947		(3,242		)	—
Pension benefit obligations	—		—		—		1,002		—			1,002
Other long-term liabilities	—		—		11		379		—			390
Long-term liabilities held for sale	—		—		—		35		—			35
Total long-term liabilities	—		1,294		3,385		2,382		(3,242		)	3,819
Total liabilities	2,802		1,830		3,503		6,543		(6,970		)	7,708
Total Delphi shareholders’ equity	2,510		5,215		502		7,213		(12,930		)	2,510
Noncontrolling interest	—		—		—		503		—			503
Total shareholders’ equity	2,510		5,215		502		7,716		(12,930		)	3,013
Total liabilities and shareholders’ equity	$	5,312	$	7,045	$	4,005	$	14,259	$	(19,900	)	$	10,721

Statement of Cash Flows for the Year Ended December 31, 2015



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net cash (used in) provided by operating activities from continuing operations	$	(53	)	$	171		$	—		$	1,649		$	(100	)	$	1,667
Net cash provided by operating activities from discontinued operations	—			—			—			36			—			36
Net cash (used in) provided by operating activities	(53		)	171			—			1,685			(100		)	1,703
Cash flows from investing activities:
Capital expenditures	—			—			—			(704		)	—			(704		)
Proceeds from sale of property / investments	—			—			—			10			—			10
Net proceeds from divestiture of discontinued operations	—			—			—			730			—			730
Proceeds from business divestitures, net of payments of $14 in 2015	—			—			(7		)	18			—			11
Cost of business acquisitions, net of cash acquired	(1,606		)	—			(104		)	56			—			(1,654		)
Cost of technology investments	—			—			—			(23		)	—			(23		)
Loans to affiliates	—			(925		)	(342		)	(3,221		)	4,488			—
Repayments of loans from affiliates	—			—			135			1,333			(1,468		)	—
Investments in subsidiaries	(753		)	—			—			—			753			—
Net cash (used in) provided by investing activities from continuing operations	(2,359		)	(925		)	(318		)	(1,801		)	3,773			(1,630		)
Net cash used in investing activities from discontinued operations	—			—			—			(69		)	—			(69		)
Net cash (used in) provided by investing activities	(2,359		)	(925		)	(318		)	(1,870		)	3,773			(1,699		)
Cash flows from financing activities:
Net (repayments) proceeds under other short-term debt agreements	—			—			—			(214		)	—			(214		)
Repayment of senior notes	—			—			(546		)	—			—			(546		)
Proceeds from issuance of senior notes, net of issuance costs	2,043			—			—			—			—			2,043
Dividend payments of consolidated affiliates to minority shareholders	—			—			—			(63		)	—			(63		)
Proceeds from borrowings from affiliates	3,277			—			964			247			(4,488		)	—
Payments on borrowings from affiliates	(1,468		)	—			—			—			1,468			—
Investment from parent	—			753			—			—			(753		)	—
Dividends paid to affiliates	—			—			(100		)	—			100			—
Repurchase of ordinary shares	(1,159		)	—			—			—			—			(1,159		)
Distribution of cash dividends	(286		)	—			—			—			—			(286		)
Taxes withheld and paid on employees' restricted share awards	—			—			—			(59		)	—			(59		)
Net cash provided by (used in) financing activities	2,407			753			318			(89		)	(3,673		)	(284		)
Effect of exchange rate fluctuations on cash and cash equivalents	—			—			—			(45		)	—			(45		)
Decrease in cash and cash equivalents	(5		)	(1		)	—			(319		)	—			(325		)
Cash and cash equivalents at beginning of year	9			1			—			894			—			904
Cash and cash equivalents at end of year	$	4		$	—		$	—		$	575		$	—		$	579
Cash and cash equivalents of discontinued operations	$	—		$	—		$	—		$	44		$	—		$	44
Cash and cash equivalents of continuing operations	$	4		$	—		$	—		$	531		$	—		$	535

Statement of Cash Flows for the Year Ended December 31, 2014



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net cash provided by operating activities from continuing operations	$	32		$	61		$	—		$	1,952		$	—		$	2,045
Net cash provided by operating activities from discontinued operations	—			—			—			90			—			90
Net cash provided by operating activities	32			61			—			2,042			—			2,135
Cash flows from investing activities:
Capital expenditures	—			—			—			(779		)	—			(779		)
Proceeds from sale of property / investments	—			—			—			15			—			15
Cost of business acquisitions, net of cash acquired	—			—			(345		)	—			—			(345		)
Cost of technology investments	—			—			—			(5		)	—			(5		)
Decrease in restricted cash	—			—			—			2			—			2
Loans to affiliates	—			(60		)	(1,075		)	(1,494		)	2,629			—
Repayments of loans from affiliates	—			—			165			304			(469		)	—
Return of investments in subsidiaries	—			—			389			—			(389		)	—
Net cash (used in) provided by investing activities from continuing operations	—			(60		)	(866		)	(1,957		)	1,771			(1,112		)
Net cash used in investing activities from discontinued operations	—			—			—			(74		)	—			(74		)
Net cash used in investing activities	—			(60		)	(866		)	(2,031		)	1,771			(1,186		)
Cash flows from financing activities:
Net proceeds from other short-term debt agreements	—			—			—			7			—			7
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	—			—			—			(73		)	—			(73		)
Proceeds from borrowings from affiliates	1,510			144			975			—			(2,629		)	—
Payments on borrowings from affiliates	(215		)	(144		)	(110		)	—			469			—
Capital distributions to affiliates	—			—			—			(389		)	389			—
Repurchase of ordinary shares	(1,024		)	—			—			—			—			(1,024		)
Distribution of cash dividends	(301		)	—			—			—			—			(301		)
Taxes withheld and paid on employees' restricted share awards	—			—			—			(8		)	—			(8		)
Net cash (used in) provided by financing activities	(30		)	—			866			(463		)	(1,771		)	(1,398		)
Effect of exchange rate fluctuations on cash and cash equivalents	—			—			—			(36		)	—			(36		)
Increase (decrease) in cash and cash equivalents	2			1			—			(488		)	—			(485		)
Cash and cash equivalents at beginning of year	7			—			—			1,382			—			1,389
Cash and cash equivalents at end of year	$	9		$	1		$	—		$	894		$	—		$	904
Cash and cash equivalents of discontinued operations	$	—		$	—		$	—		$	45		$	—		$	45
Cash and cash equivalents of continuing operations	$	9		$	1		$	—		$	849		$	—		$	859

Statement of Cash Flows for the Year Ended December 31, 2013



	Parent			Subsidiary Guarantors			Subsidiary Issuer/Guarantor			Non-Guarantor Subsidiaries			Eliminations			Consolidated
	(in millions)
Net cash (used in) provided by operating activities from continuing operations	$	(193	)	$	128		$	—		$	1,789		$	(68	)	$	1,656
Net cash provided by operating activities from discontinued operations	—			—			—			94			—			94
Net cash (used in) provided by operating activities	(193		)	128			—			1,883			(68		)	1,750
Cash flows from investing activities:
Capital expenditures	—			—			—			(605		)	—			(605		)
Proceeds from sale of property / investments	—			—			—			33			—			33
Cost of business acquisitions, net of cash acquired	—			—			—			2			—			2
Cost of technology investments	—			—			—			(12		)	—			(12		)
Decrease in restricted cash	—			—			—			5			—			5
Loans to affiliates	—			(128		)	(1,174		)	(414		)	1,716			—
Repayments of loans from affiliates	—			—			402			548			(950		)	—
Return of investments in subsidiaries	—			—			845			—			(845		)	—
Net cash (used in) provided by investing activities from continuing operations	—			(128		)	73			(443		)	(79		)	(577		)
Net cash used in investing activities from discontinued operations	—			—			—			(78		)	—			(78		)
Net cash (used in) provided by investing activities	—			(128		)	73			(521		)	(79		)	(655		)
Cash flows from financing activities:
Net repayments under other short-term debt agreements	—			—			—			(80		)	—			(80		)
Repayments under long-term debt agreements	—			—			(1,353		)	—			—			(1,353		)
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	—			—			—			(55		)	—			(55		)
Proceeds from borrowings from affiliates	1,499			80			—			137			(1,716		)	—
Payments on borrowings from affiliates	(633		)	(80		)	—			(237		)	950			—
Capital distributions to affiliates	—			—			—			(845		)	845			—
Dividends paid to affiliates	—			—			(68		)	—			68			—
Repurchase of ordinary shares	(457		)	—			—			—			—			(457		)
Distribution of cash dividends	(211		)	—			—			—			—			(211		)
Taxes withheld and paid on employees' restricted share awards	—			—			—			(14		)	—			(14		)
Net cash provided by (used in) financing activities	198			—			(73		)	(1,094		)	147			(822		)
Effect of exchange rate fluctuations on cash and cash equivalents	—			—			—			11			—			11
Increase in cash and cash equivalents	5			—			—			279			—			284
Cash and cash equivalents at beginning of year	2			—			—			1,103			—			1,105
Cash and cash equivalents at end of year	$	7		$	—		$	—		$	1,382		$	—		$	1,389
Cash and cash equivalents of discontinued operations	$	—		$	—		$	—		$	52		$	—		$	52
Cash and cash equivalents of continuing operations	$	7		$	—		$	—		$	1,330		$	—		$	1,337