General Motors 2011 Annual Report Download - page 160

GENERAL MOTORS COMPANY AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)
Delphi Master Disposition Agreement
In July 2009 we, Delphi and the PBGC negotiated an agreement to be effective upon consummation of the DMDA regarding the
settlement of PBGC’s claims from the termination of the Delphi pension plans and the release of certain liens with the PBGC against
Delphi’s foreign assets. In return, the PBGC received a payment of $70 million from us and was granted a 100% interest in Class C
Membership Interests in New Delphi which provide for the PBGC to participate in predefined equity distributions. We maintain the
obligation to provide the difference between pension benefits paid by the PBGC according to regulation and those originally
guaranteed by Old GM under the DBGA.
In October 2009 we consummated the transaction contemplated by the DMDA with Delphi, New Delphi, Old GM and other sellers
and other buyers that are party to the DMDA, as more fully described in Note 4. Upon consummation of the DMDA we settled our
commitments to Delphi accrued to date except for the obligation to provide the difference between pension benefits paid by the PBGC
according to regulation and those originally guaranteed by Old GM under the DBGA that we continue to maintain.
Delphi Charges
The following table summarizes charges that have been recorded with respect to the various agreements with Delphi (dollars in
millions):
Successor Predecessor
July 10, 2009
Through
December 31, 2009
January 1, 2009
Through
July 9, 2009
Other automotive expenses, net ..................................................... $ 8 $184
Automotivecostofsales .......................................................... 193 142
Reorganizationgains,net.......................................................... — 662
Total Delphi charges ............................................................. $201 $988
These charges reflect the best estimate of obligations associated with the various Delphi agreements, including obligations under
the DBGA, updated to reflect the DMDA. At July 9, 2009 these charges reflect the obligation to the PBGC upon consummation of the
DMDA, consisting of the estimated fair value of the PBGC Class C Membership Interests in New Delphi of $317 million and the
payment of $70 million due. Further, at July 9, 2009 these charges reflect an estimated value of $966 million pertaining to claims
against Delphi that were waived upon consummation of the DMDA. The estimated value of the claims represents the excess after
settlement of certain pre-existing commitments to Delphi of the fair value of Nexteer, the four domestic facilities and the investment
in New Delphi over the cash consideration paid under the DMDA. Refer to Note 4 for additional information on the total
consideration paid under the DMDA and the allocation of such consideration to the various units of account.
Note 21. Income Taxes
Consolidated
The following table summarizes Income (loss) before income taxes and equity income (dollars in millions):
Successor Predecessor
Year Ended
December 31, 2011
Year Ended
December 31, 2010
July 10, 2009
Through
December 31, 2009
January 1, 2009
Through
July 9, 2009
U.S. income (loss) ................................. $2,883 $2,648 $(6,647) $105,420
Non-U.S. income .................................. 3,102 3,089 1,364 2,356
Income (loss) before income taxes and equity income ..... $5,985 $5,737 $(5,283) $107,776
158 General Motors Company 2011 Annual Report