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Delphi Announces Potential Changes to Investor Group and Plan Framework Agreements


Plan Investment and Reorganization Framework Remains Subject to Conditions Including Reaching Consensual Agreements with U.S. Labor Unions and General Motors Corporation.

TROY, Mich. — Delphi Corp. (OTC:DPHIQ) confirmed today that it anticipates negotiating changes to the Equity Purchase and Commitment Agreement it entered into in December 2006 with its Plan Investors (affiliates of Appaloosa Management L.P., Cerberus Capital Management, L.P., and Harbinger Capital Partners Master Fund I, Ltd., as well as Merrill Lynch & Co. and UBS Securities LLC). Delphi also anticipates negotiating an amendment to the related Plan Framework Support Agreement also entered into in December 2006, by Delphi, the Plan Investors and General Motors Corp. (GM), which outlined the expected treatment of the company’s stakeholders in its anticipated plan of reorganization.

Any changes would be primarily as a result of addressing differences in views regarding the Company’s reorganization enterprise value among the Plan Investors, GM, the Company’s statutory creditors’ and equity committees and the Company. Delphi expects that under amended framework agreements, Appaloosa, Harbinger, Merrill Lynch and UBS will continue to participate as Plan Investors (together with possible additional investors that may include members of the Statutory Committees), and that Cerberus may participate in the Company’s exit financing, as part of a competitive process, but not as a plan investor.

Delphi is hopeful that GM will support amended framework agreements and will be a party to any revised Plan Framework Support Agreement. Delphi is meeting with its statutory committees to review these developments and potential revisions to previously announced treatment of the company’s stakeholders in a reorganization plan. As part of those discussions, Delphi expects that its Creditors’ Committee will consider increasing the equity portion of the recovery that it is seeking for general unsecured creditors alongside of Plan Investors or other stakeholders.

The Company said that these developments are not expected to preclude the Company from filing its plan of reorganization and related documents with the Bankruptcy Court prior to the current expiration of the Company’s exclusivity period on July 31, 2007 or emergence from Chapter 11 reorganization this year.

Delphi also confirmed that none of the parties entitled to give notice of termination of the framework agreements has yet done so and that these agreements remain effective as previously filed until modified or terminated. The Company said that it does not intend to comment further regarding its discussions on the framework agreements until such time as those agreements are either modified or terminated. Also, consistent with its prior practice, the Company does not intend to comment further regarding its discussions with GM or its unions while those discussions are ongoing.

Delphi cautioned that nothing in the framework agreements, the Court or regulatory filings being made in connection with the agreements or the company’s public disclosures (including this press release) shall be deemed a solicitation to accept or reject a plan in contravention of the Bankruptcy Code or an offer to sell or a solicitation of an offer to buy any securities of the company.

More information on Delphi’s U.S. restructuring and access to court documents is available at For more information about Delphi and its operating subsidiaries, visit Delphi’s website at


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