Delphi Signs Agreement to Sell Global Suspension and Brakes Business
Company To File Motion Requesting Court Hearings To Approve Bidding Procedures and Authorize Sale of Assets
Release Date: March 31, 2009
Troy, Mich. -- Delphi Corporation (PINKSHEEETS: DPHIQ) announced today that it has made further progress with its portfolio transformation and has entered into an asset sale and purchase agreement with BeijingWest Industries Co., Ltd. for the sale of Delphi's remaining global suspension and brakes business. As part of the company's transformation plan announced on March 31, 2006, Delphi identified its brakes and suspension business as non-core product lines that no longer fit into the Company's future strategic framework and could become more profitable and competitive as stand-alone businesses or as part of another organization with the working capital to invest in and support these businesses. Having previously concluded asset sales and business transfers with Bosch, Tenneco and TRW in North America, as well as asset sales and business transfers with SEVA in South America, this proposed sale represents further substantial progress towards the completion of Delphi's transformation plan announced three years ago.
As required under the U.S. Bankruptcy Code, Delphi expects to file a motion later today with the U.S. Bankruptcy Court for the Southern District of New York requesting a hearing on April 23, 2009, to approve bidding procedures, and a hearing on May 21, 2009, authorizing and approving the sale of assets.
The final sale of the business is subject to court approval and other closing conditions. Delphi anticipates the sale closing during the fourth quarter of 2009.
Under the sale and purchase agreement, BeijingWest Industries Co., Ltd. will acquire machinery and equipment, intellectual property and certain real property. Assignment and assumption of certain customer and supplier contracts will also transfer to BeijingWest Industries Co., Ltd. Delphi will carefully manage the transition of the business, and the sale will be completed in coordination with Delphi's customers, employees, unions and other stakeholders.
The business today is comprised of approximately 3,000 employees, primarily located in Poland, China, Mexico, France and the United States.
More information on this agreement and the court filing will be available at www.delphidocket.com.
This press release as well as other statements made by Delphi may 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 and will be, as the case may be, 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, express or implied, by such forward-looking statements. In some cases, you can identify these statements by forward-looking words such as "may," "might," "will," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential" or "continue," the negative of these terms and other comparable terminology. Factors that could cause actual results to differ materially from these forward-looking statements include, but are not limited to, the following: the ability of the Company to continue as a going concern; the ability of the Company to operate pursuant to the terms of the debtor-in-possession financing facility, its advance agreement with GM, to obtain an extension of term or other amendments as necessary to maintain access to such facility and advance agreement, and partial temporary accelerated payments agreement with GM; the Company's ability to obtain Court approval with respect to motions in the chapter 11 cases prosecuted by it from time to time; the ability of the Company to achieve all of the conditions to the effectiveness of those portions of the Amended and Restated Global Settlement Agreement and Amended and Restated Master Restructuring Agreement with GM which are contingent on Delphi's emergence from chapter 11; the ability of the Company to obtain Court approval to modify the Plan which was confirmed by the Court on January 25, 2008, to confirm such modified plan or any other subsequently filed plan of reorganization and to consummate such plan; risks associated with third parties seeking and obtaining Court approval to terminate or shorten the exclusivity period for the Company to propose and confirm one or more plans of reorganization, for the appointment of a chapter 11 trustee or to convert the cases to chapter 7 cases; the ability of the Company to obtain and maintain normal terms with vendors and service providers; the Company's ability to maintain contracts that are critical to its operations; the potential adverse impact of the chapter 11 cases on the Company's liquidity or results of operations; the ability of the Company to fund and execute its business plan as described in the proposed modifications to its Plan as filed with the Court and to do so in a timely manner; the ability of the Company to attract, motivate and/or retain key executives and associates; the ability of the Company to avoid or continue to operate during a strike, or partial work stoppage or slow down by any of its unionized employees or those of its principal customers and the ability of the Company to attract and retain customers. Additional factors that could affect future results are identified in the Annual Report on Form 10-K for the year ended December 31, 2008 filed with the SEC, including the risk factors in Part I. Item 1A. Risk Factors, contained therein. Delphi 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. Similarly, these and other factors, including the terms of any reorganization plan ultimately confirmed, can affect the value of the Company's various prepetition liabilities, common stock and/or other equity securities. It is possible that Delphi's common stock may have no value and claims relating to prepetition liabilities may receive no value.