DELPHI 2011 Annual Report Download - page 144

Table of Contents
Automotive Holdings Group
AHG included various non-core product lines and plant sites that did not fit the Predecessor's strategic framework. As part of the Acquisition, the global
suspensions and brake business of AHG was acquired by Delphi. Substantially all of the remainder of AHG emerged from chapter 11 as part of DPHH, and,
therefore, is not included in Delphi's consolidated financial statements for the period ended December 31, 2009.
Global suspension and brakes business sale—On March 31, 2009, the Predecessor announced that it had entered into an asset sale and purchase
agreement with BeijingWest Industries Co., Ltd. ("BWI") for the sale of Delphi's remaining chassis business, the global suspension and brakes business,
whereby BWI would acquire machinery and equipment, intellectual property and certain real property for a purchase price of approximately $90 million,
which is subject to certain adjustments. Certain customer and supplier contracts were also to be assumed and/or assigned to BWI. The 2008 annual revenues
for the global suspension and brakes business were $670 million. The closing of the sale occurred in October 2009 and Delphi received net proceeds of $82
million, which, under the terms of the Acquisition were transferred, net of Delphi's costs in connection with the sale, to GM during the Successor period from
August 19 to December 31, 2009. During the period from January 1 to October 6, 2009, a held for sale loss of $29 million was recognized by the Predecessor
to reflect the revaluation of the disposal group to fair value based on the estimated proceeds of the sale agreement.
Results of discontinued operations
The Steering Business, through the Acquisition Date and AHG, through the date of the respective divestitures within AHG, are reported as discontinued
operations in the consolidated statement of operations and statement of cash flows of the Predecessor for the period from January 1 to October 6, 2009.
The results of the discontinued operations are summarized as follows:
Predecessor
Period from
January 1 to
October 6,
2009
(in millions)
Total sales $ 1,524
Loss before income taxes (including equity income, net of tax) $ (28)
Provision for income taxes (17)
Loss attributable to discontinued operations $ (45)
21. SHARE-BASED COMPENSATION
2011 Delphi 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
up to 22,977,116 shares. The awards can be in the form of shares, options, stock appreciation rights, restricted stock, restricted stock units ("RSUs"),
performance awards, and other share-based awards to the employees, directors, consultants or advisors of the Company.
On November 22, 2011, Delphi granted 51,003 RSUs to the Board of Directors at a grant date fair value of approximately $1 million. The grant date
fair value was determined based on the closing price of the Company's ordinary shares on November 22, 2011. The RSUs become fully vested on June 13,
2012.
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