DELPHI 2011 Annual Report Download - page 44

Table of Contents
("DPHH"), except that two of the Predecessor's debtor subsidiaries became subsidiaries of Delphi Automotive LLP. A summary of significant terms of the
Modified Plan follows:
• We acquired the businesses (other than the global steering business and the manufacturing facilities in the U.S. at which the hourly employees are
represented by the UAW of the Predecessor pursuant to the master disposition agreement (including all schedules and exhibits thereto, the
"MDA"), and received $1,833 million from GM, of which $1,689 million was received on the Acquisition Date and $144 million was received
during the Successor period from August 19 to December 31, 2009, and $209 million, net from certain of the debtor-in-possession ("DIP")
lenders to the Predecessor (collectively, the "Acquisition").
• GM acquired substantially all of the Predecessor's global steering business and the manufacturing facilities in the U.S. at which the hourly
employees were represented by the UAW.
• The Predecessor's debtor-in-possession financing was settled.
• The Predecessor's liabilities subject to compromise were extinguished.
• If cumulative distributions to the members of Delphi Automotive LLP under certain provisions of its limited liability partnership agreement
exceed $7.2 billion, we, as disbursing agent on behalf of DPHH, are 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 of $300 million.
• The Predecessor's equity holders did not receive recoveries on their claims.
As a result of the Acquisition, we acquired the major portion of the business of the Predecessor and this business constituted the entirety of the
operations of the Successor. Accordingly, as required under the applicable accounting guidance, the financial information set forth herein reflects the
consolidated results of operations of the Successor for the years ended December 31, 2011 and 2010 and the period from its incorporation on August 19, 2009
to December 31, 2009 and of the Predecessor for the period from January 1, 2009 to October 6, 2009. Delphi Automotive LLP had no material or substantive
transactions from its organization on August 19, 2009 to the Acquisition Date.
In 2009, the Predecessor recognized a gain of approximately $10.2 billion for reorganization items as a result of the process of reorganizing the Debtors
(as defined and further discussed in Note 1. General to the audited consolidated financial statements included herein) under chapter 11 of the United States
Bankruptcy Code. This gain reflects the extinguishment of liabilities subject to compromise, OPEB settlement and the sale/ disposition of the Predecessor,
offset by the PBGC termination of the U.S. pension plans and professional fees directly related to the reorganization.
We have recorded the assets acquired and the liabilities assumed from the Predecessor at estimated fair values in accordance with the guidance in FASB
ASC 820, Fair Value Measurements and Disclosures. The fair values were estimated based on valuations performed by an independent valuation specialist
utilizing three generally accepted business valuation approaches. For additional information see Note 1. General to the audited consolidated financial
statements included herein.
In connection with the Acquisition, we did not acquire all of the assets or assume all of the liabilities of the Predecessor. As noted above, the assets we
acquired and the liabilities we assumed from the Predecessor were generally recorded at fair value, resulting in a change from the Predecessor's basis.
Accordingly, our consolidated financial statements are not comparable to the consolidated financial statements of the Predecessor due to the effects of the
consummation of the Modified Plan. For these reasons, we do not generally present
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