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8-K - 8-K - Aptiv PLCa8-kq22017earningsrelease.htm
Exhibit 99.1

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Delphi Reports Second Quarter 2017 Financial Results;
Raises Full Year Outlook

GILLINGHAM, England - Delphi Automotive PLC (NYSE: DLPH), a leading global technology company serving the automotive sector, today reported second quarter 2017 U.S. GAAP earnings from continuing operations of $1.38 per diluted share. Excluding special items, second quarter earnings from continuing operations totaled $1.71 per diluted share.

Second Quarter Highlights Include:
Revenue of $4.3 billion, up 5% adjusted for currency exchange, commodity movements, acquisitions and divestitures
U.S. GAAP net income from continuing operations of $369 million, diluted earnings per share from continuing operations of $1.38
Excluding special items, earnings from continuing operations of $1.71 per diluted share, up 8%
Adjusted Operating Income of $587 million, up 1%
U.S. GAAP Operating Income margin of 10.8%. Adjusted Operating Income margin of 13.6%
Generated $599 million of cash from continuing operations
Share repurchases and dividends of $173 million

Year-to-Date Highlights Include:
Revenue of $8.6 billion, up 7% adjusted for currency exchange, commodity movements, acquisitions and divestitures
U.S. GAAP net income from continuing operations of $704 million, diluted earnings per share from continuing operations of $2.62
Excluding special items, earnings from continuing operations of $3.29 per diluted share, up 12%
Adjusted Operating Income of $1,124 million, up 3%
U.S. GAAP Operating Income margin of 10.8%. Adjusted Operating Income margin of 13.1%
Generated $889 million of cash from continuing operations



Share repurchases and dividends of $444 million
Spin-off of Powertrain Systems segment remains on track for completion by March 2018
Raising full year outlook for sales and earnings

"Delphi delivered another strong quarter driven by our portfolio of relevant technologies," said Kevin Clark, president and chief executive officer. "Based on our strong first half performance, we are raising our sales and earnings outlook for the year. We continue to execute as planned on the announced spin-off of our Powertrain segment and remain committed to providing value to our customers and creating value for our shareholders."

Second Quarter 2017 Results
The Company reported second quarter 2017 revenue of $4.3 billion, an increase of 3% from the prior year period. Adjusted for currency exchange, commodity movements and the divestiture of the Company's Mechatronics businesses, revenue increased by 5% in the second quarter. This reflects growth of 3% in Europe, 16% in Asia, 15% in South America and consistent performance in North America.
The Company reported second quarter 2017 U.S. GAAP net income from continuing operations of $369 million and earnings from continuing operations of $1.38 per diluted share, compared to $258 million and $0.94 per diluted share in the prior year period. Second quarter Adjusted Net Income, a non-GAAP financial measure defined below, totaled $457 million, or $1.71 per diluted share, which includes the favorable impacts of a reduced share count and a lower tax rate compared to the prior period. Adjusted Net Income in the prior year period was $435 million, or $1.59 per diluted share.
Second quarter Adjusted Operating Income, a non-GAAP financial measure defined below, was $587 million, compared to $580 million in the prior year period, resulting from the continued above-market growth of our businesses in all regions. Second quarter Adjusted Operating margin was 13.6%, compared to 13.8% in the prior year period, reflecting the 40 basis point impact of the Mechatronics divestiture as well as continued investments for growth, offset by sales growth and the beneficial impacts of cost reduction initiatives, including our continuing rotation to best cost manufacturing locations in Europe. Depreciation and amortization expense (including asset impairment charges) totaled $181 million, a decrease from $190 million in the prior year period.
Interest expense for the second quarter totaled $35 million, as compared to $41 million in the prior year period, which reflects the benefits of our debt refinancing transactions in the third quarter of 2016.
Tax expense in the second quarter of 2017 was $62 million, resulting in an effective tax rate of approximately 14%, compared to $84 million, or an effective rate of 24%, in the prior year period. The decrease in the effective tax rate reflects the geographic mix of pretax earnings and the absence of certain restructuring charges recorded in the prior period for which no tax benefit was recognized.
The Company generated net cash flow from operating activities of $599 million in the second quarter, compared to $575 million in the prior year period.

Year-to-Date 2017 Results
For the six months ended June 30, 2017, the Company reported revenue of $8.6 billion, an increase of 4% from the prior year period, reflecting volume growth in all regions. Adjusted for currency exchange, commodity

2


movements and the divestiture of the Company's Mechatronics businesses, revenue increased by 7% during the period. This reflects growth of 3% in North America, 6% in Europe, 13% in Asia and 15% in South America.
For the 2017 year-to-date period, the Company reported U.S. GAAP net income from continuing operations of $704 million and earnings from continuing operations of $2.62 per diluted share, compared to $578 million and $2.10 per diluted share in the prior year period. Year-to-date Adjusted Net Income totaled $885 million, or $3.29 per diluted share, which includes the favorable impacts of a reduced share count and a lower tax rate compared to the prior period. Adjusted Net Income in the prior year period was $812 million, or $2.95 per diluted share.
The Company reported Adjusted Operating Income of $1,124 million for the six months ended June 30, 2017, compared to $1,092 million in the prior year period, resulting from the continued above-market growth of our businesses in all regions. Adjusted Operating margin was 13.1% for the six months ended June 30, 2017, compared to 13.2% in the prior year period, reflecting the 30 basis point impact of the Mechatronics divestiture, continued investments for growth and warranty charges, offset by sales growth and the beneficial impacts of cost reduction initiatives, including our continuing rotation to best cost manufacturing locations in Europe. Depreciation and amortization expense totaled $356 million, an increase from $352 million in the prior year period.
Interest expense for the six months ended June 30, 2017 totaled $69 million, as compared to $82 million in the prior year period, which reflects the benefits of our debt refinancing transactions in the third quarter of 2016.
Tax expense for the six months ended June 30, 2017 was $123 million, resulting in an effective tax rate of approximately 15%, compared to $159 million, or an effective rate of 21%, in the prior year period. The decrease in the effective tax rate reflects the geographic mix of pretax earnings, the absence of certain restructuring charges recorded in the prior period for which no tax benefit was recognized and the impacts of discrete items.
The Company generated net cash flow from operating activities of $889 million in the six months ended June 30, 2017, compared to $843 million in the prior year period. As of June 30, 2017, the Company had cash and cash equivalents of $0.8 billion and total debt of $4.1 billion.
Reconciliations of Adjusted Net Income, Adjusted Net Income per Share, Adjusted Operating Income and Cash Flow Before Financing, which are non-GAAP measures, to the most directly comparable financial measures, respectively, calculated and presented in accordance with accounting principles generally accepted in the United States ("GAAP") are provided in the attached supplemental schedules.

Share Repurchase Program
During the second quarter of 2017, the Company repurchased 1.09 million shares for approximately $95 million under its existing authorized share repurchase program, leaving approximately $1,084 million available for future share repurchases. Year-to-date, the Company repurchased 3.65 million shares for approximately $288 million. 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.


3


Q3 and Full Year 2017 Outlook
The Company's third quarter and full year 2017 financial guidance is as follows:
(in millions, except per share amounts)
Q3 2017
Full Year 2017
Net sales
$4,000 - $4,100
$16,850 - $17,050
Adjusted operating income
$520 - $540
$2,240 - $2,300
Adjusted operating income margin
~13.1%
~13.4% - 13.5%
Adjusted net income per share
$1.52 - $1.58
$6.55 - $6.75
Cash flow from operations
 
$1,850
Capital expenditures
 
$850
Adjusted effective tax rate
~15%
~15%

Spin-off of Powertrain Systems Segment
The Company continued its progress toward the planned tax-free spin-off of its Powertrain Systems segment into a new, independent publicly traded company, and remains on track to complete the transaction by March 2018. Certain details of the separation were included in the initial Form 10 registration statement that was filed with the Securities and Exchange Commission in June 2017, and further information will be included in future amendments to the Form 10 registration statement. Powertrain intends to have its ordinary shares listed on the New York Stock Exchange. There can be no assurance regarding the timing of the spin-off or its completion, and the transaction is subject to customary market, regulatory and other conditions.

Conference Call and Webcast
The Company will host a conference call to discuss the planned transaction and these results at 9:00 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://investor.delphi.com/. The conference ID number is 54160666. 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 GAAP. Specifically, Adjusted Operating Income, Adjusted Net Income, Adjusted Net Income per Share and Cash Flow Before Financing are non-GAAP financial measures. Adjusted Operating Income represents net income before interest expense, other income (expense), net, income tax expense, equity income (loss), net of tax, income (loss) from discontinued operations, net of tax, restructuring, separation costs related to the planned spin-off of the Powertrain Systems segment, other acquisition and portfolio project costs, asset impairments and gains (losses) on business divestitures. Other acquisition and portfolio project costs include costs incurred to integrate acquired businesses and to plan and execute product portfolio transformation actions, including business and product acquisitions and divestitures. Adjusted Operating Income margin is defined as Adjusted Operating Income as a percentage of Net sales.
Adjusted Net Income represents net income attributable to Delphi before discontinued operations, restructuring and other special items, including the tax impact thereon. Adjusted Net Income Per Share represents Adjusted Net Income divided by the weighted average number of diluted shares outstanding for the period. Cash

4


Flow Before Financing represents cash provided by operating activities from continuing operations plus cash provided by (used in) investing activities from continuing operations, adjusted for the purchase price of business acquisitions and net proceeds from the divestiture of discontinued operations and other significant businesses.
Management believes the non-GAAP financial measures used in this press release are useful to both management and investors in their analysis of the Company's financial position, results of operations and liquidity. In particular, management believes Adjusted Operating Income, Adjusted Net Income, Adjusted Net Income Per Share and Cash Flow Before Financing are useful measures in assessing the Company’s ongoing financial performance that, when reconciled to the corresponding GAAP measure, provide improved comparability between periods through the exclusion of certain items that management believes are not indicative of the Company’s core operating performance and that may obscure underlying business results and trends. Management also uses these non-GAAP financial measures for internal planning and forecasting purposes.
Such non-GAAP financial measures are reconciled to the most directly comparable GAAP financial measures in the attached supplemental schedules 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 Automotive PLC (NYSE: DLPH) is a high-technology company that integrates safer, greener and more connected solutions for the automotive and transportation sectors. Headquartered in Gillingham, U.K., Delphi operates technical centers, manufacturing sites and customer support services in 46 countries. Visit 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.
# # #

5


DELPHI AUTOMOTIVE PLC
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
 
(in millions, except per share amounts)
Net sales
$
4,318

 
$
4,206

 
$
8,610

 
$
8,257

Operating expenses:
 
 

 
 
 
 
Cost of sales
3,419

 
3,346

 
6,864

 
6,608

Selling, general and administrative
301

 
278

 
589

 
555

Amortization
33

 
34

 
66

 
67

Restructuring
97

 
154

 
159

 
189

Total operating expenses
3,850

 
3,812

 
7,678

 
7,419

Operating income
468

 
394

 
932

 
838

Interest expense
(35
)
 
(41
)
 
(69
)
 
(82
)
Other income (expense), net
8

 
(5
)
 
(20
)
 
(4
)
Income from continuing operations before income taxes and equity income
441

 
348

 
843

 
752

Income tax expense
(62
)
 
(84
)
 
(123
)
 
(159
)
Income from continuing operations before equity income
379

 
264

 
720

 
593

Equity income, net of tax
7

 
7

 
18

 
13

Income from continuing operations
386

 
271

 
738

 
606

Income from discontinued operations, net of tax

 

 

 
108

Net income
386

 
271

 
738

 
714

Net income attributable to noncontrolling interest
17

 
13

 
34

 
31

Net income attributable to Delphi
$
369

 
$
258

 
$
704

 
$
683

 
 
 
 
 
 
 
 
Amounts attributable to Delphi:
 
 
 
 
 
 
 
Income from continuing operations
$
369

 
$
258

 
$
704

 
$
578

Income from discontinued operations

 

 

 
105

Net income
$
369

 
$
258

 
$
704

 
$
683

 
 
 
 
 
 
 
 
Diluted net income per share:
 
 
 
 
 
 
 
Continuing operations
$
1.38

 
$
0.94

 
$
2.62

 
$
2.10

Discontinued operations

 

 

 
0.38

Diluted net income per share attributable to Delphi
$
1.38

 
$
0.94

 
$
2.62

 
$
2.48

Weighted average number of diluted shares outstanding
268.03

 
273.37

 
268.78

 
275.20

 
 
 
 
 
 
 
 
Cash dividends declared per share
$
0.29

 
$
0.29

 
$
0.58

 
$
0.58


6


DELPHI AUTOMOTIVE PLC
CONSOLIDATED BALANCE SHEETS

 
June 30,
2017
 
December 31,
2016
 
(Unaudited)
 
 
(in millions)
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
792

 
$
838

Restricted cash
1

 
1

Accounts receivable, net
3,127

 
2,938

Inventories
1,485

 
1,232

Other current assets
444

 
410

Total current assets
5,849

 
5,419

Long-term assets:
 
 
 
Property, net
3,671

 
3,515

Investments in affiliates
127

 
101

Intangible assets, net
1,232

 
1,240

Goodwill
1,628

 
1,508

Other long-term assets
549

 
509

Total long-term assets
7,207

 
6,873

Total assets
$
13,056

 
$
12,292

LIABILITIES AND SHAREHOLDERS’ EQUITY
 
 
 
Current liabilities:
 
 
 
Short-term debt
$
13

 
$
12

Accounts payable
2,603

 
2,563

Accrued liabilities
1,554

 
1,573

Total current liabilities
4,170

 
4,148

Long-term liabilities:
 
 
 
Long-term debt
4,059

 
3,959

Pension benefit obligations
986

 
955

Other long-term liabilities
556

 
467

Total long-term liabilities
5,601

 
5,381

Total liabilities
9,771

 
9,529

Commitments and contingencies
 
 
 
Total Delphi shareholders’ equity
2,895

 
2,401

Noncontrolling interest
390

 
362

Total shareholders’ equity
3,285

 
2,763

Total liabilities and shareholders’ equity
$
13,056

 
$
12,292


7


DELPHI AUTOMOTIVE PLC
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
 
Six Months Ended June 30,
 
2017
 
2016
 
(in millions)
Cash flows from operating activities:
 
 
 
Net income
$
738

 
$
714

Income from discontinued operations, net of tax

 
108

Income from continuing operations
738

 
606

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
356

 
352

Restructuring expense, net of cash paid
53

 
93

Deferred income taxes
3

 
9

Income from equity method investments, net of dividends received
(18
)
 
(9
)
Other, net
80

 
63

Changes in operating assets and liabilities:
 
 
 
Accounts receivable, net
(184
)
 
(141
)
Inventories
(253
)
 
(136
)
Accounts payable
121

 
75

Other, net
30

 
(30
)
Pension contributions
(37
)
 
(39
)
Net cash provided by operating activities
889

 
843

Cash flows from investing activities:
 
 
 
Capital expenditures
(393
)
 
(412
)
Proceeds from sale of property / investments
7

 
8

Net proceeds from divestiture of discontinued operations

 
52

Cost of business acquisitions, net of cash acquired
(40
)
 
(15
)
Cost of technology investments
(25
)
 
(3
)
Settlement of derivatives
(12
)
 
(16
)
Net cash used in investing activities from continuing operations
(463
)
 
(386
)
Net cash used in investing activities from discontinued operations

 
(4
)
Net cash used in investing activities
(463
)
 
(390
)
Cash flows from financing activities:
 
 
 
Net (repayments) proceeds under other short-term debt agreements
(5
)
 
51

Contingent consideration and deferred acquisition purchase price payments
(20
)
 

Dividend payments of consolidated affiliates to minority shareholders
(10
)
 
(12
)
Repurchase of ordinary shares
(289
)
 
(435
)
Distribution of cash dividends
(156
)
 
(159
)
Taxes withheld and paid on employees' restricted share awards
(33
)
 
(40
)
Net cash used in financing activities
(513
)
 
(595
)
Effect of exchange rate fluctuations on cash and cash equivalents
41

 

Decrease in cash and cash equivalents
(46
)
 
(142
)
Cash and cash equivalents at beginning of period
838

 
579

Cash and cash equivalents at end of period
$
792

 
$
437


8


DELPHI AUTOMOTIVE PLC
FOOTNOTES
(Unaudited)

1. Segment Summary
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
%
 
2017
 
2016
 
%
 
(in millions)
 
 
 
(in millions)
 
 
Net Sales
 
 
 
 
 
 
 
 
 
 
 
Electrical/Electronic Architecture
$
2,345

 
$
2,352

 
—%
 
$
4,687

 
$
4,629

 
1%
Powertrain Systems
1,187

 
1,146

 
4%
 
2,355

 
2,263

 
4%
Electronics and Safety
821

 
748

 
10%
 
1,639

 
1,445

 
13%
Eliminations and Other (a)
(35
)
 
(40
)
 
 
 
(71
)
 
(80
)
 
 
Net Sales
$
4,318

 
$
4,206

 
 
 
$
8,610

 
$
8,257

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted Operating Income
 
 
 
 
 
 
 
 
 
 
 
Electrical/Electronic Architecture
$
333

 
$
345

 
(3)%
 
$
662

 
$
652

 
2%
Powertrain Systems
162

 
134

 
21%
 
322

 
259

 
24%
Electronics and Safety
92

 
101

 
(9)%
 
140

 
181

 
(23)%
Eliminations and Other (a)

 

 
 
 

 

 
 
Adjusted Operating Income
$
587

 
$
580

 
 
 
$
1,124

 
$
1,092

 
 
 
 
 
 
 
 
 
 
 
 
 
 
(a) Eliminations and Other includes the elimination of inter-segment transactions.
 
 
 
 
 
 
 
 

2. Weighted Average Number of Diluted Shares Outstanding
The following table illustrates the weighted average shares outstanding used in calculating basic and diluted net income per share attributable to Delphi for the three and six months ended June 30, 2017 and 2016:
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
 
(in millions, except per share data)
Weighted average ordinary shares outstanding, basic
267.41

 
272.92

 
268.30

 
274.77

Dilutive shares related to RSUs
0.62

 
0.45

 
0.48

 
0.43

Weighted average ordinary shares outstanding, including dilutive shares
268.03

 
273.37

 
268.78

 
275.20

Basic net income per share:
 
 
 
 
 
 
 
Continuing operations
$
1.38

 
$
0.95

 
$
2.62

 
$
2.10

Discontinued operations

 

 

 
0.38

Basic net income per share attributable to Delphi
$
1.38

 
$
0.95

 
$
2.62

 
$
2.48

Diluted net income per share:
 
 
 
 
 
 
 
Continuing operations
$
1.38

 
$
0.94

 
$
2.62

 
$
2.10

Discontinued operations

 

 

 
0.38

Diluted net income per share attributable to Delphi
$
1.38

 
$
0.94

 
$
2.62

 
$
2.48


9


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 Operating Income," "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 Operating Income: Adjusted Operating Income is presented as a supplemental measure of the Company's financial performance which management believes is useful to investors in assessing the Company’s ongoing financial performance that, when reconciled to the corresponding U.S. GAAP measure, provides improved comparability between periods through the exclusion of certain items that management believes are not indicative of the Company’s core operating performance and which may obscure underlying business results and trends. Our management utilizes Adjusted Operating Income in its financial decision making process, to evaluate performance of the Company and for internal reporting, planning and forecasting purposes. Management also utilizes Adjusted Operating Income as the key performance measure of segment income or loss and for planning and forecasting purposes to allocate resources to our segments, as management also believes this measure is most reflective of the operational profitability or loss of our operating segments. Adjusted Operating Income is defined as net income before interest expense, other income (expense), net, income tax expense, equity income (loss), net of tax, income (loss) from discontinued operations, net of tax, restructuring and other special items. Not all companies use identical calculations of Adjusted Operating Income, therefore this presentation may not be comparable to other similarly titled measures of other companies. Operating Income margin represents Operating Income as a percentage of Net sales, and Adjusted Operating Income margin represents Adjusted Operating Income as a percentage of Net sales.

Consolidated Adjusted Operating Income
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
 
($ in millions)
 
$
 
Margin
 
$
 
Margin
 
$
 
Margin
 
$
 
Margin
Net income attributable to Delphi
$
369

 
 
 
$
258

 
 
 
$
704

 
 
 
$
683

 
 
Interest expense
35

 
 
 
41

 
 
 
69

 
 
 
82

 
 
Other (income) expense, net
(8
)
 
 
 
5

 
 
 
20

 
 
 
4

 
 
Income tax expense
62

 
 
 
84

 
 
 
123

 
 
 
159

 
 
Equity income, net of tax
(7
)
 
 
 
(7
)
 
 
 
(18
)
 
 
 
(13
)
 
 
Income from discontinued operations, net of tax

 
 
 

 
 
 

 
 
 
(108
)
 
 
Net income attributable to noncontrolling interest
17

 
 
 
13

 
 
 
34

 
 
 
31

 
 
Operating income
$
468

 
10.8
%
 
$
394

 
9.4
%
 
$
932

 
10.8
%
 
$
838

 
10.1
%
Restructuring
97

 
 
 
154

 
 
 
159

 
 
 
189

 
 
Separation costs
15

 
 
 

 
 
 
15

 
 
 

 
 
Other acquisition and portfolio project costs
3

 
 
 
10

 
 
 
9

 
 
 
43

 
 
Asset impairments
4

 
 
 
22

 
 
 
9

 
 
 
22

 
 
Adjusted operating income
$
587

 
13.6
%
 
$
580

 
13.8
%
 
$
1,124

 
13.1
%
 
$
1,092

 
13.2
%


10


Segment Adjusted Operating Income
 
 
 
 
 
 
 
 
 
(in millions)
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2017
Electrical/
Electronic Architecture
 
Powertrain Systems
 
Electronics and Safety
 
Eliminations and Other
 
Total
Operating income
$
318

 
$
76

 
$
74

 
$

 
$
468

Restructuring
13

 
67

 
17

 

 
97

Separation costs

 
15

 

 

 
15

Other acquisition and portfolio project costs
2

 

 
1

 

 
3

Asset impairments

 
4

 

 

 
4

Adjusted operating income
$
333

 
$
162

 
$
92

 
$

 
$
587

 
 
 
 
 
 
 
 
 
 
Depreciation and amortization (a)
$
104

 
$
52

 
$
25

 
$

 
$
181

 
 
 
 
 
 
 
 
 
 
Three Months Ended June 30, 2016
Electrical/
Electronic Architecture
 
Powertrain Systems
 
Electronics and Safety
 
Eliminations and Other
 
Total
Operating income (loss)
$
323

 
$
(16
)
 
$
87

 
$

 
$
394

Restructuring
17

 
126

 
11

 

 
154

Other acquisition and portfolio project costs
5

 
2

 
3

 

 
10

Asset impairments

 
22

 

 

 
22

Adjusted operating income
$
345

 
$
134

 
$
101

 
$

 
$
580

 
 
 
 
 
 
 
 
 
 
Depreciation and amortization (a)
$
100

 
$
70

 
$
20

 
$

 
$
190

 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2017
Electrical/
Electronic Architecture
 
Powertrain Systems
 
Electronics and Safety
 
Eliminations and Other
 
Total
Operating income
$
631

 
$
220

 
$
81

 
$

 
$
932

Restructuring
26

 
77

 
56

 

 
159

Separation costs

 
15

 

 

 
15

Other acquisition and portfolio project costs
5

 
2

 
2

 

 
9

Asset impairments

 
8

 
1

 

 
9

Adjusted operating income
$
662

 
$
322

 
$
140

 
$

 
$
1,124

 
 
 
 
 
 
 
 
 
 
Depreciation and amortization (a)
$
205

 
$
102

 
$
49

 
$

 
$
356

 
 
 
 
 
 
 
 
 
 
Six Months Ended June 30, 2016
Electrical/
Electronic Architecture
 
Powertrain Systems
 
Electronics and Safety
 
Eliminations and Other
 
Total
Operating income
$
585

 
$
96

 
$
157

 
$

 
$
838

Restructuring
35

 
135

 
19

 

 
189

Other acquisition and portfolio project costs
32

 
6

 
5

 

 
43

Asset impairments

 
22

 

 

 
22

Adjusted operating income
$
652

 
$
259

 
$
181

 
$

 
$
1,092

 
 
 
 
 
 
 
 
 
 
Depreciation and amortization (a)
$
195

 
$
116

 
$
41

 
$

 
$
352

 
 
 
 
 
 
 
 
 
 
(a) Includes asset impairments.


11


Adjusted Net Income and Adjusted Net Income Per Share: Adjusted Net Income and Adjusted Net Income Per Share, which are non-GAAP measures, are presented as supplemental measures of the Company's financial performance which management believes are useful to investors in assessing the Company’s ongoing financial performance that, when reconciled to the corresponding U.S. GAAP measure, provide improved comparability between periods through the exclusion of certain items that management believes are not indicative of the Company’s core operating performance and which may obscure underlying business results and trends. Management utilizes Adjusted Net Income and Adjusted Net Income Per Share in its financial decision making process, to evaluate performance of the Company and for internal reporting, planning and forecasting purposes. Adjusted Net Income is defined as net income attributable to Delphi before discontinued operations, restructuring and other special items, including the tax impact thereon. Adjusted Net Income Per Share is defined as Adjusted Net Income divided by the weighted average number of diluted shares outstanding for the period. Not all companies use identical calculations of Adjusted Net Income and Adjusted Net Income Per Share, therefore this presentation may not be comparable to other similarly titled measures of other companies.

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
 
(in millions, except per share amounts)
Net income attributable to Delphi
$
369

 
$
258

 
$
704

 
$
683

Income from discontinued operations attributable to Delphi, net of tax

 

 

 
(105
)
Income from continuing operations attributable to Delphi
369

 
258

 
704

 
578

Adjusting items:
 
 
 
 
 
 
 
Restructuring
97

 
154

 
159

 
189

Separation costs
15

 

 
15

 

Other acquisition and portfolio project costs
3

 
10

 
9

 
43

Asset impairments
4

 
22

 
9

 
22

Reserve for Unsecured Creditors litigation
(17
)
 

 
10

 

Tax impact of adjusting items (a)
(14
)
 
(9
)
 
(21
)
 
(20
)
Adjusted net income attributable to Delphi
$
457

 
$
435

 
$
885

 
$
812

 
 
 
 
 
 
 
 
Weighted average number of diluted shares outstanding
268.03

 
273.37

 
268.78

 
275.20

Diluted net income per share from continuing operations attributable to Delphi
$
1.38

 
$
0.94

 
$
2.62

 
$
2.10

Adjusted net income per share
$
1.71

 
$
1.59

 
$
3.29

 
$
2.95

(a)
Represents the income tax impacts of the adjustments made for restructuring and other special items by calculating the income tax impact of these items using the appropriate tax rate for the jurisdiction where the charges were incurred.


12


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, evaluating its liquidity and determining appropriate capital allocation strategies. Management believes this measure is useful to investors to understand how the Company's core operating activities generate and use cash. Cash Flow Before Financing is defined as cash provided by operating activities from continuing operations plus cash provided by (used in) investing activities from continuing operations, adjusted for the purchase price of business acquisitions (including the settlement of foreign currency derivatives in 2016 related to the 2015 acquisition of HellermannTyton) and net proceeds from the divestiture of discontinued operations and other significant businesses. 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 calculation of Cash Flow Before Financing does not reflect cash used to service debt, pay dividends or repurchase shares and, therefore, does not necessarily reflect funds available for investment or other discretionary uses.

 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2017
 
2016
 
2017
 
2016
 
(in millions)
Cash flows from operating activities:
 
 
 
 
 
 
 
Income from continuing operations
$
386

 
$
271

 
$
738

 
$
606

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
 
 
 
 
Depreciation and amortization
181

 
190

 
356

 
352

Restructuring expense, net of cash paid
49

 
88

 
53

 
93

Working capital
(43
)
 
1

 
(316
)
 
(202
)
Pension contributions
(18
)
 
(20
)
 
(37
)
 
(39
)
Other, net
44

 
45

 
95

 
33

Net cash provided by operating activities from continuing operations
599

 
575

 
889

 
843

 
 
 
 
 
 
 
 
Cash flows from investing activities:
 
 
 
 
 
 
 
Capital expenditures
(178
)
 
(172
)
 
(393
)
 
(412
)
Net proceeds from divestiture of discontinued operations

 

 

 
52

Cost of business acquisitions, net of cash acquired

 

 
(40
)
 
(15
)
Cost of technology investments
(10
)
 

 
(25
)
 
(3
)
Settlement of derivatives
(12
)
 
(1
)
 
(12
)
 
(16
)
Other, net
7

 
7

 
7

 
8

Net cash used in investing activities from continuing operations
(193
)
 
(166
)
 
(463
)
 
(386
)
 
 
 
 
 
 
 
 
Adjusting items:
 
 
 
 
 
 
 
Adjustment for net proceeds from divestiture of discontinued operations

 

 

 
(52
)
Adjustment for the cost of business acquisitions, net of cash acquired

 

 
40

 
15

Adjustment for settlement of derivatives related to business acquisition

 

 

 
15

Cash flow before financing
$
406

 
$
409

 
$
466

 
$
435


13


Financial Guidance: The reconciliation of the forward-looking non-GAAP financial measures provided in the Company's financial guidance to the most comparable forward-looking GAAP measure is as follows:
 
Estimated Q3
 
Estimated Full Year
 
2017 (1)
 
2017 (1)
 
 
 
 
 
 
 
 
 
($ and shares in millions, except per share amounts)
Adjusted Operating Income
$
 
Margin (2)
 
$
 
Margin (2)
Net income attributable to Delphi
$
351

 
 
 
$
1,480

 
 
Interest expense
34

 
 
 
138

 
 
Other (income) expense, net

 
 
 
17

 
 
Income tax expense
62

 
 
 
267

 
 
Equity income, net of tax
(6
)
 
 
 
(30
)
 
 
Net income attributable to noncontrolling interest
15

 
 
 
69

 
 
Operating income
456

 
11.3
%
 
1,941

 
11.5
%
Restructuring
47

 
 
 
242

 
 
Separation costs
22

 
 
 
61

 
 
Other acquisition and portfolio project costs
5

 
 
 
17

 
 
Asset impairments

 
 
 
9

 
 
Adjusted operating income
$
530

 
13.1
%
 
$
2,270

 
13.4
%
 
 
 
 
 
 
 
 
Adjusted Net Income per share
 
 
 
 
 
 
 
Net income attributable to Delphi
$
351

 
 
 
$
1,480

 
 
Restructuring
47

 
 
 
242

 
 
Separation costs
22

 
 
 
61

 
 
Other acquisition and portfolio project costs
5

 
 
 
17

 
 
Asset impairments

 
 
 
9

 
 
Reserve for Unsecured Creditors litigation

 
 
 
10

 
 
Tax impact of adjusting items
(10
)
 
 
 
(41
)
 
 
Adjusted net income attributable to Delphi
$
415

 
 
 
$
1,778

 
 
 
 
 
 
 
 
 
 
Weighted average number of diluted shares outstanding
266.97

 
 
 
267.52

 
 
Diluted net income per share attributable to Delphi
$
1.31

 
 
 
$
5.53

 
 
Adjusted net income per share
$
1.55

 
 
 
$
6.65

 
 

(1) Prepared at the estimated mid-point of the Company's financial guidance range.

(2) Represents Operating Income and Adjusted Operating Income, respectively, as a percentage of estimated Net sales.


Investor Contact:
Elena Rosman
248.813.5091
elena.rosman@delphi.com

Media Contact:
Zach Peterson
248.561.3640
zachary.peterson@delphi.com

14