General Motors 2010 Annual Report Download - page 237

GENERAL MOTORS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
• Production cash burn support — Reimburse Delphi’s cash flow deficiency attributable to production at certain U.S. facilities
that continue to produce systems, components and parts for GM vehicles until the facilities are either closed or sold by Delphi;
• Facilitation support — Pay Delphi $110 million in both 2009 and 2010 in quarterly installments in connection with certain
U.S. facilities owned by Delphi until Delphi’s emergence from its Chapter 11 proceedings;
• Temporarily accelerate payment terms for Delphi’s North American sales to Old GM upon substantial consummation of its
POR, until 2012;
• Reimburse Delphi, beginning in January 2009, for actual cash payments related to workers compensation, disability,
supplemental unemployment benefits and severance obligations for all current and former UAW-represented hourly active and
inactive employees; and
• Guarantee a minimum recovery of the net working capital that Delphi has invested in certain businesses held for sale.
The GSA also resolved all claims in existence at its effective date (with certain limited exceptions) that either Delphi or Old GM
had or may have had against the other. The GSA and related agreements with Delphi’s unions released us, Old GM and our related
parties (as defined), from any claims of Delphi and its related parties (as defined), as well as any employee benefit related claims of
Delphi’s unions and hourly employees. Additionally, the GSA provided that Old GM would receive certain administrative claims
against the Delphi bankruptcy estate or preferred stock in the emerged entity.
As a result of the September 2008 implementation of the Delphi-GM Settlement Agreements Old GM paid $1.0 billion and $1.4
billion to Delphi in the period January 1, 2009 through July 9, 2009 and the year ended December 31, 2008 in settlement of amounts
accrued to date against Old GM commitments. We paid $288 million in 2009 prior to the consummation of the DMDA in settlement
of amounts accrued to date against our commitments.
Upon consummation of the DMDA, the MRA was terminated with limited exceptions, and we and Delphi waived all claims against
each other under the GSA.
IUE-CWA and USW Settlement Agreement
As more fully discussed in Note 20, in September 2009 we entered into a settlement agreement with MLC, the IUE-CWA and the
USW that resolved the Delphi Benefit Guarantee Agreements with these unions. The settlement agreement provides for a measure of
retiree healthcare and life insurance to be provided to certain retirees represented by these unions. The agreement also provides certain
IUE-CWA and USW retirees from Delphi a pension “top up” equal to the difference between the amount of PBGC pension payments
and the amount of pension benefits that otherwise would have been paid by the Delphi HRP according to its terms had it not been
terminated. Further, the settlement agreement provided certain current employees of Delphi or Delphi divested units up to seven years
credited service in Old GM’s U.S. hourly defined benefit pension plan, commencing November 30, 2008, the date that Delphi froze
the Delphi HRP. The agreement was approved by the Bankruptcy Court in November 2009.
Advance Agreements
In the period January 1, 2009 to July 9, 2009 and the year ended December 31, 2008 Old GM entered into various agreements and
amendments to such agreements to advance a maximum of $950 million to Delphi, subject to Delphi’s continued satisfaction of
certain conditions and milestones. Through the consummation of the DMDA, we entered into further amendments to the agreements,
primarily to extend the deadline for Delphi to satisfy certain milestones, which if not met, would have prevented Delphi from
continued access to the credit facility. At October 6, 2009 $550 million had been advanced under the credit facility. Upon
consummation of the DMDA, we waived our rights to the advanced amounts that became consideration to Delphi and other parties
under the DMDA. Refer to Note 5 for additional information on the consummation of the DMDA.
General Motors Company 2010 Annual Report 235