June 5, 2019
Vivid Sehgal
Chief Financial Officer
Delphi Technologies PLC
One Angel Court, 10th Floor
London, EC2R 7HJ
Re: Delphi Technologies PLC
Form 10-K for the Year Ended December 31, 2018
Response dated May 23, 2019
File No. 001-38110
Dear Mr. Sehgal:
We have reviewed your May 23, 2019 response to our comment letter and
have the
following comments. In some of our comments, we may ask you to provide us with
information
so we may better understand your disclosure.
Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.
After reviewing your response to these comments, we may have additional
comments. Unless we note otherwise, our references to prior comments are to
comments in our
May 14, 2019 letter.
Response dated May, 23, 2019
Form 10-K for the Year Ended December 31, 2018
1. We note from your response to our prior comment 1 that ICE and E&E
products are major
product groups within the Powertrain Systems operating segments. Please
tell us why you
have not disclosed disaggregated revenue further by these two major
product groups in
light of ASC 606-10-55-91 (c) and consideration of the guidance in ASC
606-10-55-90 (a)
since you disclose this disaggregation in your earnings slides supporting
your earnings
calls.
Vivid Sehgal
Delphi Technologies PLC
June 5, 2019
Page 2
2. We note from your response to our prior comment 1 that you believe
that the Powertrain
Systems and Aftermarket segments are your only operating segments.
Please provide us
the following information:
Tell us the title and role of each individual who reports directly
to the CODM. As part
of your response, please tell us if there is an individual
responsible for
segments/units/divisions under the Powertrain or Aftermarket
segments. If so,
describe their role and who they report to;
Describe the basis for determining the compensation for each of the
individuals that
report to the CODM;
Explain how budgets are prepared, who approves the budget at each
step of the
process, the level of detail discussed at each step, and the level
at which the CODM
makes changes to the budget;
Tell us how often the CODM meets with his direct reports, the
financial information
the CODM reviews to prepare for those meetings, the financial
information discussed
in those meetings, and who else attends those meetings;
Describe in detail the information regularly provided to the CODM
and how
frequently it is prepared. In this regard, we note from your
response that the monthly
internal reporting package includes limited revenue and
profitability measures for ICE
and E&E. Please expand on the nature of all information provided,
as well as tell us
how the CODM uses, or plans to use this information in the future,
given that it is a
newly appointed CODM. Also, please provide us the profit margins
for ICE and E&E
for the quarter ended March 31, 2019, as well as the years ended
December 31, 2018,
2017 and 2016;
Describe the information regularly provided to the Board of
Directors and how
frequently it is prepared; and
Please identify for us the reporting units used for your goodwill
impairment test.
You may contact Melissa Gilmore at (202) 551-3777 or Claire Erlanger at
(202) 551-
3301 if you have any questions.
FirstName LastNameVivid Sehgal Sincerely,
Comapany NameDelphi Technologies PLC
Division of
Corporation Finance
June 5, 2019 Page 2 Office of
Transportation and Leisure
FirstName LastName