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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) February 9, 2007
VISTEON CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-15827
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38-3519512 |
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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One Village Center Drive, Van Buren Township, Michigan
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48111 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code (800)-VISTEON
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
TABLE OF CONTENTS
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SECTION 5 CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of
Principal Officers; Compensatory Arrangements of Certain Officers.
(b) On February 9, 2007, James F. Palmer notified Visteon Corporation (the Company) that he would
resign as Executive Vice President and Chief Financial Officer of the Company effective as of March
9, 2007.
(c) On February 9, 2007, the Board of Directors of the Company appointed William G. Quigley III,
the Companys Vice President, Corporate Controller and Chief Accounting Officer, to the additional
position of Chief Financial Officer, effective as of March 9, 2007. The Companys press release
relating to the foregoing is attached hereto as Exhibit 99.1 and is incorporated herein by
reference. The material terms of Mr. Quigleys employment arrangements are set forth in the
Companys 2006 proxy statement. Mr. Quigleys experience is set forth in Item 4A of the Companys
annual report on Form 10-K for the fiscal year ended December 31, 2005, and is incorporated herein
by reference.
SECTION 9 FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
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99.1 |
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Press release dated February 13, 2007. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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VISTEON CORPORATION
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Date: February 13, 2007 |
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/s/ John Donofrio
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John Donofrio |
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Senior Vice President
and General Counsel |
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EXHIBIT INDEX
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Exhibit No. |
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Description |
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99.1
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Press Release dated February 13, 2007. |
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exv99w1
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NEWS RELEASE
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EXHIBIT 99.1 |
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Visteon Appoints William G. Quigley as Chief Financial Officer
VAN BUREN TOWNSHIP, Mich., Feb. 13, 2007 Global automotive supplier Visteon
Corporation (NYSE: VC) has named William G. Quigley III as chief financial officer effective March
9. He will assume this role and continue as the companys chief accounting officer.
Bill Quigley brings strong financial acumen and industry knowledge that positions him to take on
this key role to help Visteon continue driving its three-year improvement plan, said Michael F.
Johnston, Visteon Chairman and Chief Executive Officer. Being able to draw on talent from within
our organization enables us to ensure a seamless transition and continued momentum in executing our
plan.
Quigley, who currently serves as vice president, corporate controller and chief accounting
officer for Visteon, has been responsible for leading the companys financial planning, analysis
and reporting. He joined Visteon in 2005 and is an elected corporate officer.
Prior to joining Visteon, Quigley was vice president and corporate controller for Federal-Mogul
Corp., where he held several management positions during his 10-year tenure. Before that, Quigley
was an assistant corporate controller at Nissan Research and Development and an audit manager at
Deloitte & Touche.
Quigley earned a bachelors degree in accounting from Michigan State University and is a certified
public accountant in the state of Michigan. He is a member of the American Institute of Certified
Public Accountants and the Michigan Association of CPAs.
Quigley will replace James F. Palmer who was named CFO for Northrop Grumman, a $30 billion global
defense and technology company headquartered in Los Angeles. Palmer served as Visteons executive
vice president and CFO since 2004.
Johnston added, We appreciate Jim Palmers significant contribution to Visteon. He played an
important role in bringing together the Ford agreement that set Visteon on a path to improve its
cost structure and competitiveness. We wish him the best in his new assignment.
Visteon Corporation is a leading global automotive supplier that designs, engineers and
manufactures innovative climate, interior, electronic and lighting products for vehicle
manufacturers, and also provides a range of products and services to aftermarket customers. With
corporate offices in Van Buren Township, Mich. (U.S.); Shanghai, China; and Kerpen, Germany; the
company has more than 170 facilities in 26 countries and employs approximately 46,000 people.
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Visteon news releases, photographs and product specification details
are available at www.visteon.com
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Contacts:
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Media Inquiries
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Investor Inquiries |
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Kimberley Goode
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Jim Fisher
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Derek Fiebig
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Visteon Corporation |
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734-710-5000
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734-710-5557
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743-710-5800
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One Village Center Drive |
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kgoode@visteon.com
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jfishe89@visteon.com
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dfiebig@visteon.com
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Van Buren Twp., Mich., 48111 |