SEC Filing | Visteon Corporation

VISTEON CORPORATION

Date: May 30, 2013

/s/ Jeffrey M. Stafeil

Jeffrey M. Stafeil

Executive Vice President and Chief Financial Officer

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8-K

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) May 30, 2013

VISTEON CORPORATION

(Exact name of registrant as specified in its charter)


Delaware	000-54138	38-3519512
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One Village Center Drive, Van Buren Township, Michigan		48111
(Address of principal executive offices)		(Zip Code)

Registrant’s 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:

¨	Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

SECTION 2 – FINANCIAL INFORMATION

Item 2.02. Results of Operations and Financial Condition.

An officer of Visteon Corporation (the “Company”) is expected to make a presentation on May 30, 2013 to investors and security analysts at KeyBanc Capital Markets’ Industrial, Automotive and Transportation Conference in Boston, Mass., which will include a discussion of the Company’s strategy, financial profile and related matters, including certain financial information. In connection with such presentation, the Company is making available the presentation slides attached hereto as Exhibit 99.1, which are incorporated herein by reference.

The information contained in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

SECTION 7 – REGULATION FD

Item 7.01. Regulation FD Disclosure.

See “Item 2.02. Results of Operations and Financial Condition” above.

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01. Financial Statements and Exhibits.


Exhibit No.		Description

99.1		Presentation slides from the Company’s webcast presentation at the KeyBanc Capital Markets’ Industrial, Automotive and Transportation Conference to be held on May 30, 2013.

- 2 -

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.

- 3 -

EXHIBIT INDEX


Exhibit No.	Description	Page

99.1	Presentation slides from the Company’s webcast presentation at the KeyBanc Capital Markets’ Industrial, Automotive and Transportation Conference to be held on May 30, 2013.

- 4 -

EX-99.1

Visteon Corporation

Creating and Delivering Value

May 30, 2013

Exhibit 99.1

Our Family

of Businesses

Electronics

Interiors

Yanfeng Visteon

Page 2

This

presentation

contains

"forward-looking

statements"

within

the

meaning

the

Private

Securities

Litigation

Reform

Act

1995. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various factors,

risks and uncertainties that could cause our actual results to differ materially from those expressed in these forward-looking

statements, including, but not limited to,

Caution should be taken not to place undue reliance on our forward-looking statements, which represent our view only as of the

date of this presentation, and which we assume no obligation to update. New business wins and re-wins do not represent firm

orders or firm commitments from customers, but are based on various assumptions, including the timing and duration of product

launches, vehicle productions levels, customer price reductions and currency exchange rates.

conditions within the automotive industry, including (i) the automotive vehicle production volumes and schedules of our

customers, and in particular Ford's and Hyundai-Kia’s vehicle production volumes, (ii) the financial condition of our

customers

and

the

effects

any

restructuring

reorganization

plans

that

may

undertaken

our

customers,

including work stoppages at our customers, and (iii) possible disruptions in the supply of commodities to us or our

customers due to financial distress, work stoppages, natural disasters or civil unrest;

our ability to satisfy future capital and liquidity requirements; including our ability to access the credit and capital

markets at the times and in the amounts needed and on terms acceptable to us; our ability to comply with financial and

other covenants in our credit agreements; and the continuation of acceptable supplier payment terms;

our ability to execute on our transformational plans and cost-reduction initiatives in the amounts and on the timing

contemplated;

our ability to satisfy pension and other post-employment benefit obligations;

our ability to access funds generated by foreign subsidiaries and joint ventures on a timely and cost effective basis;

general

economic

conditions,

including

changes

interest

rates

and

fuel

prices;

the

timing

and

expenses

internal restructurings, employee reductions, acquisitions or dispositions and the effect of pension and other post-

employment benefit obligations;

increases in raw material and energy costs and our ability to offset or recover these costs, increases in our warranty,

product liability and recall costs or the outcome of legal or regulatory proceedings to which we are or may become a

party; and

those factors identified in our filings with the SEC (including our Annual Report on Form 10-K for the fiscal year ended

December 31, 2012).

Forward-Looking Information

Page 3

Because not all companies use identical calculations, Adjusted Gross Margin, Adjusted

SG&A, Adjusted EBITDA, Adjusted Net Income, Adjusted EPS, Free Cash Flow and

Adjusted Free Cash Flow used throughout this presentation may not be comparable to

other similarly titled measures of other companies.

In order to provide the forward-looking non-GAAP financial measures for full-year 2013, the

Company is providing reconciliations to the most directly comparable GAAP financial

measures on the subsequent slides. The provision of these comparable GAAP financial

measures is not intended to indicate that the Company is explicitly or implicitly providing

projections

those

GAAP

financial

measures,

and

actual

results

for

such

measures

are

likely

vary

from

those

presented.

The

reconciliations

include

all

information

reasonably

available to the Company at the date of this presentation and the adjustments that

management can reasonably predict.

Use of Non-GAAP Financial Information

Page 4

Today We Will …

Present Visteon at a glance

Review 2012 and 2013 YTD key accomplishments

Provide overview of Halla Visteon Climate Control (HVCC)

Offer insight on Yanfeng Visteon

Highlight Visteon Electronics

Review 2013 full-year guidance

Overview

Key Businesses

Visteon in Summary

Page 5

(1) Includes all non-consolidated joint ventures. For Yanfeng Visteon sales, includes full year of Yanfeng seating sales as well as full year of Yanfeng Exterior and Safety sales.

Global auto supplier of

climate, electronics and

interiors products

Worldwide manufacturing /

engineering footprint with

emphasis on low-cost regions

Strategically positioned to

capitalize on emerging-

market growth

2012 sales:

$6.9 billion consolidated

$15.4 billion including JVs

(1)

$4.3 Billion

Climate

HVAC Systems

Powertrain Cooling

EV & Hybrid Battery Cooling

Compressors

Fluid Transport

Interiors

Cockpit Modules

Instrument Panels

Consoles

Door Trim

Electronics

Audio and Infotainment

Information and Controls

Vehicle Electronics

$1.3 Billion

$1.4 Billion

2012 Sales

Yanfeng Visteon

Interiors

Electronics

Seating

Exteriors

Safety

$7.0 Billion

Non-Consolidated

Visteon’s Progression to an Asia-Centric Business

Page 6

Asia Sales as Percentage of Visteon Total Sales

Bold Transformation from U.S.-Centric Company with One Major Customer

To Predominantly Asia-Based, Multi-Customer Global Enterprise

17%

29%

33%

39%

48%

56%

61%

71%

12%

22%

26%

30%

34%

40%

42%

44%

2005

2006

2007

2008

2009

2010

2011

2012

Including Non-Consolidated Operations

Consolidated

Page 7

Visteon’s Strategic Plan –

Leveraging The Value of Optionality

Visteon

Climate

Yanfeng

Visteon

70%

100%

50%

100%

Visteon

Interiors

Visteon

Electronics

Contribute Visteon Climate to HCC for cash

Establishes “Halla Visteon Climate Control”

(HVCC) as single consolidated climate entity

with leadership of all global climate operations

Consolidation of these two operations into one

has been a major customer request

Headquartered in Korea with global customer

presence and Korean leadership supported by

international management team

Visteon remains equity holder (70%) in HVCC

Transfer limited SG&A and operating resources to

make business globally self-capable

Remains non-core

Continue to pursue

options

Interiors will be

exited at a time

when value

objectives are met

#5 global market

position

Significant integration

and technology

synergies with YFVE

Focused on

optimizing global

scale and ownership

YFV

Electronics

60%

40%

YFV and affiliated

Yanfeng Visteon

Electronics represent a

dynamic marriage of

global presence with

Asian-centric power,

low-cost operations and

technological prowess

Core YFV business is

Interiors, which is non-

core to Visteon

Uncover value for

Visteon shareholders

Comprehensive Plan to Create Value for Visteon Stakeholders

Corporate Right-sizing

Minimal footprint

Staff

businesses

with

lean

and

only

“necessary”

support

Achievements in 2012

Announced and implemented strategic plan to create value for stakeholders

Initiated $100 million restructuring program to further reduce fixed-cost

structure, right-size operations and address underperforming assets

Completed several value-creating strategic and financial actions

Closed Cadiz plant in Spain

Sold Grace Lake Corporate Center

Divested Lighting operations

Sold R-TEK Interiors joint venture

Announced transaction to combine Visteon Climate w/ Halla

Concluded lump-sum pension buyout offer, used $301 million

in pension assets to reduce PBO by $411 million

Redeemed $50 million of bonds

Repurchased $50 million of stock

Visteon Continues to Lay the Groundwork for Shareholder Value Enhancement

Page 8

February

April

August

September

November

December

Page 9

2012 New Business Wins

(Dollars in Millions)

During

2012,

Visteon

was

Awarded

Approximately

Billion

Net

New

Business,

Which Will Launch During the Next Five Years

Climate

60%

Interiors

Electronics

35%

Climate

67%

Electronics

13%

Interiors

20%

Electronics

48%

Interiors

15%

Climate

37%

Incremental New

Business Wins

Re-Wins

Lost Business

$750

2012

$450

($210)

Healthy Backlog Fuels Growth

Visteon’s $800 Million Net Backlog Will Launch During the Next Three Years

and is Forecasted to Drive Sales Growth to $8.2 Billion by 2015

Page 10

Visteon Sales and Net Backlog

Net backlog:

incremental new business net of lost business that will launch

during the next three years

$6.9B

$7.4B

Base

Including

Volume,

Currency,

Pricing

Net Backlog

Addt’l Net

Backlog

Base

Including

Volume,

Currency,

Pricing

$0.8B

Total Net

Backlog

Incremental new business includes 2012 wins as well as wins recognized in previous years

Sharpening Focus on Fixed-Cost Reduction Actions

Initiative Under Way to Reduce Visteon Fixed Costs

Page 11

Visteon announced during its third quarter 2012 earnings call a focused plan to further

reduce fixed costs

–

“Fixed

costs”

include

SG&A

costs

excluding

incentive

compensation

expense

and

certain

Cost of Goods Sold including information technology costs and other costs supporting

engineering staff

On track to achieve 2013 fixed costs reduction of 5%

–

Targeting significant savings related to Information Technology costs, North American

headcount (down 6% since 2012 year-end), and reduced global executive leadership

(reduced 30% since 2012 year-end)

Savings will drive additional year-over-year improvement in 2014, our goal for savings

beyond 2013 is an additional $30-$70 million

Note: SG&A costs in total may fluctuate year-to-year related to incentive compensation

expense, currency, and costs related to the HVCC transition. SG&A costs as a percent of

sales will show year-over-year improvement.

Fixed-Cost Reduction Plan

Page 12

Actions Taken in 2013

Strong market / customer acceptance

HVCC stock trading at record highs

–

Visteon 70% stake increased by approximately $10 per Visteon share

since January 1, 2013 to approximately $42 per Visteon share

Targeting year-over-year improvement in 2013

–

Launching $800 million three-year net order book (2013-2015)

–

Q1 2013 sales up 8% Y/Y; Adjusted EBITDA up 19% Y/Y

–

track

achieve

2013

announced

fixed

costs

(1)

reduction

N. America admin staff headcount down 6% since year end

Global executive leadership reduced by 30% since year end

Cash residing at U.S. parent improved

–

3/31/13: $384 million

–

12/31/12: $278 million

Implemented HVCC

Consolidation of Climate Ops

into 70%-Owned Halla JV

Announced 2013

Full-Year Guidance

Adjusted EBITDA Up $42M vs.

2012 on Comparable Basis

Incremental Cash

at Parent

Approved Additional

$250M Share Buyback

Over Two-Year Period

Acquired 50% of commitment ($125 million) since January 1, 2013

2.2 million reduction to shares (~ 4% of shares outstanding)

Visteon Has Undertaken Significant Value-Creation Steps in 2013

as We Continue to Deliver on Our Strategic Plan

(1) Include SG&A costs (ex. incentive compensation expenses) as well as certain fixed costs included in COGS, primarily IT-related.

May 30, 2013

Halla Visteon Climate Control (HVCC)

Yanfeng Visteon

Electronics

Interiors

Our Family

of Businesses

A Valuable Organization

HVCC Overview

Page 14

Overview

By Customer

By Region

2012 Sales Breakdown

2012 Climate Global Market Share

(2)

(1) Represents new business, net of lost business.

(2) IHS unconsolidated unit share.

3-Year Backlog

(1)

#2 climate player globally

World-class product and technology portfolio

One

only

two

“full-line”

suppliers

Strong growth profile with $700 million backlog

Experienced leadership team with strong track record

–

YH Park (CEO) with Halla since formation in 1986

Extensive M&A experience and integration success

HVCC

13%

Denso

23%

Valeo

12%

Delphi

Behr

10%

Calsonic 5%

Other

24%

Modine 2%

Sanden 4%

#2 Global

Climate Player,

with 13%

Market Share

2013E

2014E

2015E

3-Year

Backlog

$700 Million

59%

23%

18%

Other

17%

Ford

23%

Hyundai /

Kia

54%

Chrysler 1%

Suzuki 2%

VW 2%

Mazda 2%

HVCC Order Book

15% Historical Sales CAGR –

Strong Backlog, Higher Volumes and Currency Drive 7% Forecasted Sales CAGR

Post Transaction

(Dollars in Millions)

Note: 2006-2009 financials are based on Korean GAAP. 2010-2012 financials are based on Korean IFRS.

HVCC Sales

$1,406

$2,028

$1,994

$1,788

$2,511

$2,981

$3,275

2006

2007

2008

2009

2010

2011

2012

2015E

Page 15

Page 16

HVCC Transaction/Integration Success

HVCC’s Stock Price Has Increased to Over KRW 33,000 / Share –

Up 227% Since 2005

Revenue increased by 16%

annually

Operating profits improved by ~$120

million over the period

Leveraged HVCC fixed costs

SGA decreased from 2.0% of

sales in 2006 to 1.7% in 2012

Engineering decreased from

3.0% of sales in 2006 to 1.7% in

2012

Increased customer diversification

Non-HMG sales increased by

$383 million since 2006

Quality (PPM) improved by 37%

Safety (LTCR) improved by 60%

Key

Benefits

2006-2012

Transactions

Transaction

Integration

Experience

and

Success

Halla

Stock

Price

Performance

HVCC has considerable acquisition / integration

experience

From 2006-2012, acquired or increased

ownership in 11 operations (9 from Visteon)

Added $1.1 billion in revenue and 4,700

employees (at time of acquisitions)

HVCC transaction completed in compressed time

Day 1 activities: no customer interruptions

Integration proceeding on track

Page 17

HVCC 2013 YTD Stock Price Performance

HVCC Share Price Up 40% Since Beginning of 2013

HVCC Stock Price Performance

HVCC

+39.8%

S&P 500

+13.5%

Visteon

+18.5%

Auto Supplier Index

(1)

+26.6%

Note: Stock price performance from January 2, 2013 through May 28, 2013; ThomsonONE.

(1) Includes BorgWarner, Continental, Delphi, Denso, Faurecia, Federal-Mogul, Johnson Controls, Lear, Meritor, Tenneco, TRW and Valeo.

85%

95%

105%

115%

125%

135%

Jan 2013

Feb 2013

Mar 2013

Apr 2013

May 2013

HVCC

Visteon

S&P 500

Auto Supplier Index

May 30, 2013

Yanfeng Visteon (YFV)

Yanfeng Visteon

Electronics

Interiors

Our Family

of Businesses

Page 19

YFV Today

50% / 50% joint venture between

Visteon / HASCO (SAIC)

in China,

established in 1994

One of the largest auto suppliers in

China

with five primary businesses

–

Interiors, electronics, seating,

exteriors and safety

SVW, SGM and SAIC represent

about 66% of sales; export 7%

102 facilities and 30,800 employees

2012 total revenues of $7.2

billion

By Customer

SVW

33%

SGM/GM 29%

SAIC 4%

Export

Other 5%

CAFM 6%

COEM 5%

JP/KR 8%

Other Biz 3%

By Product

Overview

2012

Sales Breakdown

Interiors

43%

Seating

39%

Electronics

Exterior

Safety

Tooling

Page 20

Five YFV Businesses: Strong Technical Capabilities

Cockpit

Instrument panels

Door panels

Console

Interior System

Driver

information

Entertainment

Controls

Electronic

System

Seats

Trim covers

Mechanisms

Foam pads

Seating System

Bumpers

Body trim

Rear closures

Fenders

Exterior System

Steering wheels

Air bags

Seat belts

Safety System

Full-service

supplier (from styling

to production)

System integration

World-class testing

facilities

Globally integrated

technical centers

Safety testing

Acoustic and NVH

testing

Full design / engin.

capability

Advanced application

software

World-class testing

facilities

Structure design

CAE verification

New tech center

under construction

R&D / product

engineering

Crash simulation

Lifecycle testing

759

Engineers

501

Engineers

473

Engineers

285

Engineers

230

Engineers

YFV Global Footprint

Extensive Footprint: 102 Facilities with 30,800 Employees

Changchun

Xuzhou

Shaoxing

Wuhan

Guangzhou

Yancheng

Liuzhou

Shanghai

Beijing

Shenyang

Yantai

Yizheng

Wuhu

Hefei

Nanjing

Taizhou

Nantong

Fuzhou

Chongqing

Chengdu

Ningbo

Michigan, USA

Ruesselsheim, Germany

Kalol, India

Dalian

Zhuzhou

Zhengzhou

Cixi

Dongguan

Changsha

Shi‘yan

Hangzhou

Baotou

Baoding

Langfang

Page 22

YFV’s Robust Historical Growth

(1) Non-U.S. GAAP figure. Represents People’s Republic of China GAAP sales.

YFV Group Total Sales

(1)

29% Sales CAGR Since 2002

4.1

7.0

7.9

11.4

14.7

15.6

22.2

35.8

40.3

45.2

2002

2003

2004

2005

2006

2007

2008

2009

2010

2011

2012

(RMB in Billions)

Page 23

A Solid Outlook

YFV’s 2013 Outlook

Total

Sales

Double-Digit

Growth

Sales

expected

increase

$1.2

billion,

driven

by:

Double-digit, year-over-year growth in Interiors, Seating, Exterior and

Safety, as well as solid growth for Electronics

Strong domestic sales, partially offset by weakness in exports

Growing SVW, SGM and SAIC sales

EBITDA

Double-Digit

Growth

EBITDA increase reflects:

Higher volumes and launch of significant new business, offset by:

•

Higher engineering costs to support new programs

•

Business mix changes and competitive market pressures

•

Costs related to new plant launches across all businesses

Net

Income

Solid

Growth

Net income reflects strong EBITDA growth, offset by:

Increase in D&A related to spending at several facilities, including 35

new

expanded

production

facilities,

that

will

generate

strong

sales

and earnings growth in future years

Increase in interest related to cash needs to fund investments

Higher taxes driven by higher tax rates for certain entities

2013 Outlook

May 30, 2013

Visteon Electronics

Yanfeng Visteon

Electronics

Interiors

Our Family

of Businesses

Page 25

Visteon Combined Electronics Evolution

Page 26

Cockpit

Electronics

Has

Been

Significant

Growth

Business

Since

2009

$500

$1,000

$1,500

$2,000

$2,500

$3,000

2007

2008

2009

2010

2011

2012

2013

2014

2015

2016

Vehicle Electronics

Cockpit Non

-Consol

Cockpit Consol

Combined Product Revenues

Consolidated + Non-Consolidated

Page 27

May 30, 2013

2013 Full-Year Guidance

Yanfeng Visteon

Electronics

Interiors

Our Family

of Businesses

Page 29

2013 Guidance

Product Sales

$7.3 B -

$7.5 B

Adjusted EBITDA

$620 M -

$660 M

Free Cash Flow

(1)

($75) M -

$25 M

Adjusted Free Cash Flow

(ex. Restructuring and Transaction-Related Cash)

$100 M -

$150 M

Adjusted EPS

$4.04 -

$5.52

Other Selected Items:

2013 Guidance

Depreciation and Amortization

$270 M

Interest Payments

$50 M

Cash Taxes

Operating

$120 M -

$140 M

Climate Transaction

$20 M -

$40 M

Restructuring Payments

$75 M -

$125 M

Capital Spending

$250 M

(1)

Free cash flow equal to cash from operating activities, less capital expenditures.

Includes

$75-$125

million

restructuring

and

$50

million

taxes

and

fees,

primarily

Halla

Visteon

Climate

Control

transaction.

Page 30

Summary

Significant value creation since 2012

Completed sale of Visteon Climate to Halla

Repurchased

$175

million

Visteon

since

beginning

2012

Closed / divested several underperforming and non-core assets

Solid financial profile and balance sheet

Sales grow from $6.9 billion in 2012 to $8.2 billion in 2015

$218 million in net cash and $101 million of U.S. ABL availability

1.2x Debt / EBITDA and no significant debt maturities until 2019

2013

EBITDA

forecasted

improve

~$40

million

versus

2012

comparable

basis

Strong portfolio of businesses

climate

player

globally

and

one

only

two

“full-line”

suppliers

Electronics is a growing business in an industry positioned for consolidation

Well-positioned in growing China markets through Yanfeng Visteon

China market leader with #1 position in seven key segments

Yanfeng sales have surpassed Visteon

Visteon Has Undertaken Significant Value-Creation Steps

as We Continue to Deliver on Our Strategic Plan

Q&A

May 30, 2013

Appendix

Reconciliation of Non-GAAP Financial Information

Sales

The Company defines

Adjusted Gross Margin as

gross margin, adjusted to

eliminate the impacts of

employee severance,

pension settlements, other

non-operating costs and

stock-based compensation

expense.

Adjusted Gross Margin

The Company defines

Adjusted SG&A as SG&A,

adjusted to eliminate the

impacts of employee

severance, pension

settlements, other non-

operating costs and stock-

based compensation

expense.

Adjusted SG&A

2012

2013

(Dollars in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Net sales, products (incl. discontinued operations)

$1,856

$1,819

$1,656

$1,823

$7,154

$1,856

Less: Discontinued operations

139

126

297

Net sales, products

$1,717

$1,693

$1,624

$1,823

$6,857

$1,856

2012

2013

(Dollars in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Gross margin (incl. discontinued operations)

$150

$141

$133

$198

$622

$154

Less: Discontinued operations

Gross margin

$134

$128

$129

$198

$589

$154

Less:

Employee severance, pension settlements and other

(4)

(2)

(11)

(17)

Subtotal

($4)

($2)

($11)

($17)

Adjusted gross margin

$138

$130

$129

$209

$606

$154

2012

2013

(Dollars in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

SG&A (incl. discontinued operations)

$94

$90

$102

$376

$56

Less: Discontinued operations

(30)

SG&A

$91

$87

$89

$102

$369

$86

Less:

Employee severance, pension settlements and other

Stock-based compensation expense

Subtotal

$10

$34

Adjusted SG&A

$83

$81

$79

$92

$335

$80

Page 33

Page 34

Reconciliation of Non-GAAP Financial Information

(cont’d)

Adjusted EBITDA

Free Cash Flow and Adjusted Free Cash Flow

2012

2013

2013 FY Guidance

(Dollars in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Low-end

High-end

Adjusted EBITDA

$143

$147

$134

$202

$626

$170

$620

$660

Interest expense, net

Provision for income taxes

121

(18)

Depreciation and amortization

258

270

Restructuring expense

125

Equity investment gain

(63)

Other income and expense

(9)

Other non-operating costs, net

Stock-based compensation expense

Discontinued operations net loss/(income)

(3)

Net Income (loss) attributable to Visteon

($29)

$75

$15

$39

$100

$69

$35

$160

2012

2013

2013 FY Guidance

(Dollars in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Low-end

High-end

Cash from (used by) operating activities

$19

($12)

$156

$76

$239

$122

$175

$275

Less: Capital expenditures

229

250

Free cash flow

($34)

($61)

$112

($7)

$10

$59

($75)

$25

Reconciliations

Adjusted

Free

Cash

Flow

(ex.

Restructuring

and

Transaction-Related

Cash)

Free cash flow

($34)

($61)

$112

($7)

$10

$59

($75)

$25

Exclude: Restructuring cash payments

125

Exclude: Transaction-related cash

Adjusted free cash flow

$26

($51)

$120

$102

$95

$100

$150

Page 35

Reconciliations of Adjusted Net Income, Earnings per Share

and Adjusted Earnings per Share

2012

2013

2013 FY Guidance

(Dollars and Shares in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Low-end

High-end

Net income (loss) attributable to Visteon

($29)

$75

$15

$39

$100

$69

$35

$160

Average shares outstanding, diluted

51.9

53.7

53.8

53.0

53.3

51.9

50.7

Earnings per share

($0.56)

$1.40

$0.28

$0.74

$1.88

$1.33

$0.69

$3.16

Memo: Items Included in Net income (loss) attributable to Visteon

Restructuring expense

(41)

(1)

(2)

(35)

(79)

(20)

(125)

(75)

Equity investment gain

Other income and expense

(22)

(10)

(18)

(41)

(16)

(30)

Other non-operating costs, net

(5)

(2)

(5)

(15)

(27)

(15)

Taxes related to equity investment gain

(6)

Lighting net income / (loss)

(1)

(5)

(3)

Total

($65)

$43

($3)

($68)

($93)

($36)

($170)

($120)

Memo: Adjusted EPS

Net income (loss) attributable to Visteon

($29)

$75

$15

$39

$100

$69

$35

$160

Items in net income (loss) attributable to Visteon

(65)

(3)

(68)

(93)

(36)

(170)

(120)

Adjusted net income (loss)

$36

$32

$18

$107

$193

$105

$205

$280

Average shares outstanding, diluted

51.9

53.7

53.8

53.0

53.3

51.9

50.7

Adjusted earnings per share

$0.69

$0.60

$0.33

$2.02

$3.62

$2.02

$4.04

$5.52

Page 36

Comparing 2013 and 2012 Adjusted EBITDA

A Number of Items Should Be Considered

to Properly Compare 2012 and 2013 Adjusted EBITDA

Visteon’s 2012 recast Adjusted EBITDA totaled $626 million

Three

additional

items

are

noted

the

chart

below

allow

for

year-over-year

comparisons:

R-TEK (sold in 2012): $3 million included in 2012 Adjusted EBITDA

HVCC non-controlling interest: In 2013, Visteon expects to incur additional NCI of

approximately $10 million related to the Climate entities that were sold to Halla

Currency: $15 million unfavorable currency impact in 2013

$628M

2012 Actual

2013 Guidance

$598M

($3M)

R-TEK

$25M

Equity-

Based

Comp

Expense

($10M)

NCI

Impact

of HVCC

Transaction

Y/Y Change in

Methodology

2012 Comparable

$626M

2012 Recast

($27M)

Lighting

Disc Ops

$620M -

$660M

($15M)

Currency

Page 37

Adjusted EBITDA Build-up by Product Group

2012 and Q1 2013 Product Group Adjusted EBITDA

2012

2013

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Adjusted EBITDA (excl. Equity in Affil., NCI)

Climate

$99

$94

$100

$147

$440

$125

Electronics

109

Interiors

(4)

Central

(10)

(8)

(12)

(30)

(60)

(6)

Total

$119

$116

$114

$180

$529

$141

Equity in Affiliates

Climate

Electronics

Interiors

141

Central

Total

$42

$40

$39

$43

$164

$44

Non-Controlling Interests

Climate

($16)

($9)

($18)

($20)

($63)

($14)

Electronics

(1)

Interiors

(2)

(1)

(3)

(1)

Central

Total

($18)

($9)

($19)

($21)

($67)

($15)

Adjusted EBITDA

Climate

$84

$86

$82

$130

$382

$113

Electronics

126

Interiors

178

Central

(10)

(8)

(12)

(30)

(60)

(6)

Total

$143

$147

$134

$202

$626

$170

(Dollars in Millions)

Page 38

Reconciliation of Climate Financial Information

Climate

2012

2013

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Product Sales

$1,023

$1,065

$1,024

$1,174

$4,286

$1,228

Gross Margin

$89

$81

$89

$119

$378

$112

Employee Charges / Corp Severance

(1)

(8)

(9)

Adjusted Gross Margin

$89

$82

$89

$127

$387

$112

% of Sales

8.7%

7.7%

8.7%

10.8%

9.0%

9.1%

SG&A

Product Line Specific and Allocated SG&A

(35)

(37)

(35)

(26)

(133)

(36)

Employee Charges / Corp Severance

Adjusted SG&A

($35)

($37)

($35)

($26)

($133)

($36)

Adjusted EBITDA

Adjusted Gross Margin

$89

$82

$89

$127

$387

$112

Adjusted SG&A

(35)

(37)

(35)

(26)

(133)

(36)

Exclude D&A

186

Adjusted EBITDA (excl. Equity in Affil., NCI)

$99

$94

$100

$147

$440

$125

% of Sales

9.7%

8.8%

9.8%

12.5%

10.3%

10.2%

Equity in Affiliates

Noncontrolling Interests

(16)

(9)

(18)

(20)

(63)

(14)

Adjusted EBITDA

$84

$86

$82

$130

$382

$113

(Dollars in Millions)

Page 39

Climate Product Group –

Additional Q1 2013 Detail

Climate Product Group

(1)

(2)

(3)

Halla

Reclasses/

Remove

Halla Climate

Climate

Total

(Dollars in Millions)

KIFRS

Adjustments

Elect. / Inter.

Product Group

Non-Halla

Eliminations

Climate

Product Sales

$1,145

($3)

($32)

$1,110

$179

($61)

$1,228

COGS

(968)

(74)

(1,013)

(164)

(1,116)

Adjusted Gross Margin

$177

($77)

($3)

$97

$15

$112

Adjusted SG&A

(105)

(29)

(7)

(36)

Operating Income

$72

($1)

($3)

$68

$76

Other Income

(18)

D&A

(1)

EBITDA

$123

($7)

($4)

$112

$13

$125

Equity in Affiliates

Non-Controlling Interest

(3)

(10)

(13)

(1)

(14)

Adjusted EBITDA

$120

($17)

($4)

$99

$14

$113

Percent of Sales

Adjusted EBITDA

Ex. Eq. Aff. And NCI

10.7%

10.1%

7.3%

10.2%

Incl. Eq. Aff. And NCI

10.5%

8.9%

7.8%

9.2%

(2) -

Halla K-IFRS reporting includes electronics and interiors plants that are excluded from Visteon's climate segment and included in Visteon's respective segments.

(3) -

Q1 2013 Climate non-Halla includes:

a. Entities within HVCC transaction scope represent approximately $11M in Adjusted EBITDA, expected to transact in Q2.

b. Entities excluded from HVCC transaction scope represent approximately $3M in Adjusted EBITDA.

(1) -

Reclasses/adjustments include reclassifications for engineering, freight, and hedging impact presentation variances, differences in depreciation/amortization in connection with asset

values established in fresh-start accounting under US GAAP, and other US GAAP/policy and timing differences.

Page 40

Reconciliation of Electronics Financial Information

Electronics

2012

2013

(Dollars in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Product Sales

$329

$304

$337

$1,274

$365

Gross Margin

$29

$33

$23

$53

$138

$37

Employee Charges / Corp Severance

(2)

Cadiz Non-Operating Costs

(4)

(1)

Adjusted Gross Margin

$33

$23

$52

$141

$37

% of Sales

10.0%

10.9%

7.6%

15.4%

11.1%

10.1%

SG&A

Product Line Specific and Allocated SG&A

(16)

(15)

(17)

(63)

(18)

Employee Charges / Corp Severance

Adjusted SG&A

($16)

($15)

($17)

($63)

($18)

Adjusted EBITDA

Adjusted Gross Margin

$33

$23

$52

$141

$37

Adjusted SG&A

(16)

(15)

(17)

(63)

(18)

Exclude D&A

Adjusted EBITDA (excl. Equity in Affil., NCI)

$25

$26

$16

$42

$109

$26

% of Sales

7.6%

8.6%

5.3%

12.5%

8.6%

7.1%

Equity in Affiliates

Noncontrolling Interests

(1)

Adjusted EBITDA

$28

$30

$20

$48

$126

$30

Page 41

Combined Electronics (Consolidated + Non-Consolidated)

Q1 2013 Electronics Financial Detail

Note: Includes all Electronics non-consolidated joint ventures. Estimates only, not purported to be U.S. GAAP.

(1) Includes eliminations.

(1)

Combined

Electronics

Including

Non-Consolidated

Non-Consol.

(Dollars in Millions)

Electronics

Affiliates

Product Sales

$365

$212

$530

Gross Margin

$37

$19

$56

Employee Charges / Corp Severance

Cadiz Non-Operating Costs

Adjusted Gross Margin

$37

$19

$56

% of Product Sales

10.1%

9.1%

10.6%

SG&A

Product Line Specific and Allocated SG&A

($18)

($5)

($23)

Employee Charges / Corp Severance

Adjusted SG&A

($18)

($5)

($23)

Adjusted EBITDA

Adjusted Gross Margin

$37

$19

$56

Adjusted SG&A

(18)

(5)

(23)

Exclude D&A

Adjusted EBITDA (excl. Equity in Affil., NCI)

$26

$18

$44

% of Adjusted Sales

7.1%

8.4%

8.3%

Reconciliation of Interiors Financial Information

Interiors

2012

2013

(Dollars in Millions)

1st Qtr

2nd Qtr

3rd Qtr

4th Qtr

Full Year

1st Qtr

Product Sales

$393

$352

$307

$336

$1,388

$317

Gross Margin

$16

$14

$17

$27

$74

Employee Charges / Corp Severance

(1)

(3)

(4)

Adjusted Gross Margin

$16

$15

$17

$30

$78

% of Sales

4.1%

4.3%

5.5%

8.9%

5.6%

1.6%

SG&A

Product Line Specific and Allocated SG&A

(19)

(18)

(15)

(17)

(69)

(17)

Employee Charges / Corp Severance

Adjusted SG&A

($19)

($18)

($15)

($17)

($69)

($17)

D&A

Adjusted D&A

$31

Adjusted EBITDA

Adjusted Gross Margin

$16

$15

$17

$30

$78

Adjusted SG&A

(19)

(18)

(15)

(17)

(69)

(17)

Adjusted D&A

Adjusted EBITDA (excl. Equity in Affil., NCI)

$10

$21

$40

($4)

% of Sales

1.3%

1.1%

3.3%

6.3%

2.9%

(1.3%)

Equity in Affiliates, excluding YFJC gain

141

Noncontrolling Interests

(2)

(1)

(3)

(1)

Adjusted EBITDA

$41

$39

$44

$54

$178

$33

Page 42