Shareholders' Equity And Net Income Per Share

12 Months Ended

Dec. 31, 2016

Shareholders' Equity and Net Income Per Share Note [Abstract]

Shareholders' Equity And Net Income Per Share

SHAREHOLDERS’ EQUITY AND NET INCOME PER SHARE

Net Income Per Share

Basic net income per share is computed by dividing net income attributable to Delphi by the weighted average number of ordinary shares outstanding during the period. Diluted net income per share reflects the weighted average dilutive impact of all potentially dilutive securities from the date of issuance and is computed using the treasury stock method by dividing net income attributable to Delphi by the diluted weighted average number of ordinary shares outstanding. For all periods presented, the calculation of net income per share contemplates the dilutive impacts, if any, of the Company’s share-based compensation plans. Refer to Note 21. Share-Based Compensation for additional information.

Weighted Average Shares

The following table illustrates net income per share attributable to Delphi and the weighted average shares outstanding used in calculating basic and diluted income per share:



	Year Ended December 31,
	2016		2015		2014
	(in millions, except per share data)
Numerator:
Income from continuing operations	$	1,152	$	1,188	$	1,309
Income from discontinued operations	105		262		42
Net income attributable to Delphi	$	1,257	$	1,450	$	1,351
Denominator:
Weighted average ordinary shares outstanding, basic	273.02		285.20		300.27
Dilutive shares related to RSUs	0.68		1.44		1.62
Weighted average ordinary shares outstanding, including dilutive shares	273.70		286.64		301.89

Basic net income per share:
Continuing operations	$	4.22	$	4.16	$	4.36
Discontinued operations	0.38		0.92		0.14
Basic net income per share attributable to Delphi	$	4.60	$	5.08	$	4.50
Diluted net income per share:
Continuing operations	$	4.21	$	4.14	$	4.34
Discontinued operations	0.38		0.92		0.14
Diluted net income per share attributable to Delphi	$	4.59	$	5.06	$	4.48
Anti-dilutive securities share impact	—		—		—

Share Repurchase Program

In April 2016, the Board of Directors authorized a share repurchase program of up to $1.5 billion of ordinary shares, which commenced in September 2016 following the completion of the Company's $1.5 billion January 2015 share repurchase program. This share repurchase program provides for share purchases in the open market or in privately negotiated transactions, depending on share price, market conditions and other factors, as determined by the Company.

A summary of the ordinary shares repurchased during the years ended December 31, 2016, 2015 and 2014 is as follows:



	Year Ended December 31,
	2016		2015		2014
Total number of shares repurchased	9,481,946		14,581,705		15,041,713
Average price paid per share	$	66.93	$	79.48	$	68.05
Total (in millions)	$	635	$	1,159	$	1,024

As of December 31, 2016, approximately $1,372 million of share repurchases remained available under the April 2016 share repurchase program. During the period from January 1, 2017 to February 2, 2017, the Company repurchased an additional $23 million worth of shares pursuant to a trading plan with set trading instructions established by the Company. As a result, approximately $1,349 million of share repurchases remain available under the April 2016 share repurchase program. 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.

Dividends

The Company has declared and paid cash dividends per ordinary share during the periods presented as follows:



	Dividend		Amount
	Per Share		(in millions)
2016:
Fourth quarter	$	0.29	$	79
Third quarter	0.29		79
Second quarter	0.29		79
First quarter	0.29		80
Total	$	1.16	$	317
2015:
Fourth quarter	$	0.25	$	70
Third quarter	0.25		71
Second quarter	0.25		72
First quarter	0.25		73
Total	$	1.00	$	286

In addition, in January 2017, the Board of Directors declared a regular quarterly cash dividend of $0.29 per ordinary share, payable on February 15, 2017 to shareholders of record at the close of business on February 6, 2017.

Other

Prior to the completion of the initial public offering on November 22, 2011, net income and other changes to membership interests were allocated to the respective outstanding classes based on the cumulative distribution provisions of the Fourth LLP Agreement.

Under the terms of the Fourth LLP Agreement, if cumulative distributions to the members of Delphi Automotive LLP under certain provisions of the Fourth LLP Agreement exceed $7.2 billion, Delphi, as disbursing agent on behalf of DPHH, is required to pay to the holders of allowed general unsecured claims against DPHH, $32.50 for every $67.50 in excess of $7.2 billion distributed to the members, up to a maximum amount of $300 million. This contingency is considered probable of occurring as of December 31, 2016, and accordingly a reserve of $300 million has been recorded. Refer to Note 13. Commitments and Contingencies for additional information.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, if any, including other comprehensive income (as applicable). Including, but not limited to: (1) balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings; (2) accumulated balance for each classification of other comprehensive income and total amount of comprehensive income; (3) amount and nature of changes in separate accounts, including the number of shares authorized and outstanding, number of shares issued upon exercise and conversion, and for other comprehensive income, the adjustments for reclassifications to net income; (4) rights and privileges of each class of stock authorized; (5) basis of treasury stock, if other than cost, and amounts paid and accounting treatment for treasury stock purchased significantly in excess of market; (6) dividends paid or payable per share and in the aggregate for each class of stock for each period presented; (7) dividend restrictions and accumulated preferred dividends in arrears (in aggregate and per share amount); (8) retained earnings appropriations or restrictions, such as dividend restrictions; (9) impact of change in accounting principle, initial adoption of new accounting principle and correction of an error in previously issued financial statements; (10) shares held in trust for Employee Stock Ownership Plan (ESOP); (11) deferred compensation related to issuance of capital stock; (12) note received for issuance of stock; (13) unamortized discount on shares; (14) description, terms, and number of warrants or rights outstanding; (15) shares under subscription and subscription receivables, effective date of new retained earnings after quasi-reorganization and deficit eliminated by quasi-reorganization and, for a period of at least ten years after the effective date, the point in time from which the new retained dates; and (16) retroactive effective of subsequent change in capital structure. Also, includes the entire disclosure for net income per share.

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