Restructuring

In the fourth quarter of 2013, the Company initiated actions primarily in the Drivetrain segment designed to improve future profitability and competitiveness. As a continuation of these actions, in 2014, the Company finalized severance agreements with two labor unions at separate facilities in Western Europe for approximately 350 employees. The Company recorded restructuring expense related to these facilities of $3.5 million and $18.7 million for the three and nine months ended September 30, 2015, respectively, and $7.4 million and $52.2 million for the three and nine months ended September 30, 2014, respectively. Included in this restructuring expense are employee termination benefits of $0.4 million and $13.6 million for the three and nine months ended September 30, 2015, respectively, and $5.3 million and $43.8 million for the three and nine months ended September 30, 2014, respectively. Also included is other restructuring expense of $3.1 million and $5.1 million for the three and nine months ended September 30, 2015, respectively, and $2.1 million and $8.4 million for the three and nine months ended September 30, 2014 respectively.

The Company expects negligible restructuring expense related to employee termination benefits to be incurred in the remainder of 2015 related to these actions. Cash payments for these restructuring activities are expected to be complete by the end of 2015.

In the second quarter of 2014, the Company initiated actions to improve the future profitability and competitiveness of Gustav Wahler GmbH u. Co. KG and its general partner ("Wahler"). The Company recorded restructuring expense related to Wahler of $2.4 million and $5.0 million for the three and nine months ended September 30, 2015, respectively, and $2.2 million and $5.3 million in the three and nine months ended September 30, 2014, respectively. These restructuring expenses are primarily related to employee termination benefits. These termination benefits relate to approximately 40 employees in Germany in 2015 and 80 employees in Germany, Brazil and China in 2014.

The Company recorded restructuring expense of $3.0 million and $15.1 million for the three and nine months ended September 30, 2015, respectively, and $3.5 million and $6.6 million for the three and nine months ended September 30, 2014, respectively, related to a global realignment plan intended to enhance treasury management flexibility by creating a legal entity structure that better aligns with the Company's business strategy.

On July 1, 2015, the Company completed a structural optimization process involving BorgWarner Morse TEC LLC f/k/a BorgWarner Morse TEC Inc. (“Morse TEC”), a Delaware limited liability company wholly owned by BorgWarner Inc. As part of that process, (i) Morse TEC's Mexican subsidiary redeemed the variable capital stock held by Morse TEC for cash, which was thereafter distributed by Morse TEC to BorgWarner Inc., and Morse TEC sold the fixed capital stock of that Mexican subsidiary held by Morse TEC to a wholly-owned U.S. subsidiary of BorgWarner Inc. for cash; (ii) Morse TEC sold the stock of its Indian subsidiary to a wholly-owned Luxembourg subsidiary of BorgWarner Inc. in exchange for the cancellation of debt owed by Morse TEC to that Luxembourg subsidiary; (iii) Morse TEC sold certain of its operating assets to BorgWarner Ithaca LLC, a Delaware limited liability company wholly-owned by BorgWarner Inc., in exchange for cash and certain intercompany notes, one of which was subsequently distributed to BorgWarner Inc.; (iv) Morse TEC distributed the stock of the U.S. holding company for its Japanese and Korean subsidiaries to BorgWarner Inc.; and (v) Morse TEC retained the stock of its Canadian subsidiary, certain additional assets, and insurance and related accounts receivable and other assets.

Estimates of restructuring expense are based on information available at the time such charges are recorded. Due to the inherent uncertainty involved in estimating restructuring expenses, actual amounts paid for such activities may differ from amounts initially recorded. Accordingly, the Company may record revisions of previous estimates by adjusting previously established accruals.

The following tables display a rollforward of the severance accruals recorded within the Company's Condensed Consolidated Balance Sheet and the related cash flow activity for the three and nine months ended September 30, 2015 and 2014:



	Severance Accruals
(in millions)	Drivetrain			Engine			Total
Balance at December 31, 2014	$	41.9		$	2.0		$	43.9
Provision	7.4			0.4			7.8
Cash payments	(10.7		)	(0.9		)	(11.6		)
Translation adjustment	(4.7		)	(0.2		)	(4.9		)
Balance at March 31, 2015	$	33.9		$	1.3		$	35.2
Provision	6.8			2.6			9.4
Cash payments	(25.9		)	(1.7		)	(27.6		)
Translation adjustment	1.3			—			1.3
Balance at June 30, 2015	$	16.1		$	2.2		$	18.3
Provision	0.4			2.8			3.2
Cash payments	(6.1		)	(3.5		)	(9.6		)
Translation adjustment	0.1			—			0.1
Balance at September 30, 2015	$	10.5		$	1.5		$	12.0



	Severance Accruals
(in millions)	Drivetrain			Engine			Total
Balance at December 31, 2013	$	8.4		$	2.9		$	11.3
Provision	32.1			0.7			32.8
Cash payments	(1.2		)	(1.7		)	(2.9		)
Balance at March 31, 2014	$	39.3		$	1.9		$	41.2
Provision	6.4			3.6			10.0
Cash payments	(2.7		)	(3.9		)	(6.6		)
Translation adjustment	(0.2		)	—			(0.2		)
Balance at June 30, 2014	$	42.8		$	1.6		$	44.4
Provision	5.3			2.2			7.5
Cash payments	(1.1		)	(1.4		)	(2.5		)
Translation adjustment	(3.2		)	(0.2		)	(3.4		)
Balance at September 30, 2014	$	43.8		$	2.2		$	46.0