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) August 5, 2015
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 |
(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 |
(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:
¨ |
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) |
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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)) |
SECTION 2 FINANCIAL INFORMATION
Item 2.02. |
Results of Operations and Financial Condition. |
On August 5, 2015, the registrant
issued a press release regarding its financial results for the second quarter and first half of 2015. A copy of the press release is attached hereto as Exhibit 99.1 and is 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. |
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Exhibit No. |
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Description |
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99.1 |
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Press release dated August 5, 2015. |
- 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.
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VISTEON CORPORATION |
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Date: August 5, 2015 |
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By: |
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/s/ Jeffrey M. Stafeil |
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Jeffrey M. Stafeil |
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Executive Vice President and Chief Financial Officer |
- 3 -
EXHIBIT INDEX
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Exhibit No. |
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Description |
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Page |
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99.1 |
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Press release dated August 5, 2015. |
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- 4 -
Exhibit 99.1
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NEWS RELEASE |
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Visteon Announces Second-Quarter 2015 Results
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Solid financial performance |
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Adjusted EBITDA of $60 million; net income of $2.2 billion |
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Cash from operations of $31 million |
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Secured $660 million of annualized new business awards in first half of 2015 |
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Completed sale of ownership interest in Halla Visteon Climate Control |
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Company begins $500 million accelerated share repurchase program as part of plan to return $2.5 billion-$2.75 billion of cash to shareholders by June 2016 |
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Reduced term loan by $246 million to $350 million outstanding |
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Reaffirmed full-year 2015 guidance |
VAN BUREN TOWNSHIP, Mich., Aug. 5, 2015
Visteon Corporation (NYSE:VC) today announced second-quarter 2015 results, reporting sales of $812 million and net income attributable to Visteon of $2.2 billion, or $49.73 per diluted share, including a significant gain related to the sale of
Visteons interest in Halla Visteon Climate Control Corp. (HVCC). As a result of the previously announced divestiture of the majority of its climate business, Visteon reclassified a significant portion of climate results to discontinued
operations, and recast prior periods accordingly.
Adjusted EBITDA, a non-GAAP financial measure as defined below, was $60 million for the second quarter,
compared with $29 million in the same period last year.
Visteon continued its momentum in the second quarter with solid performance in sales,
adjusted EBITDA and growth, said Sachin Lawande, president and CEO, who joined Visteon on June 29. As a result of our strong performance in the first half, we have reaffirmed full-year guidance.
Lawande added: With the sale of our 70 percent ownership interest in Halla Visteon Climate Control on June 9, Visteon is now focused on driving
value for customers and shareholders as a technology-focused enterprise dedicated to vehicle cockpit electronics and the connected car one of the fastest-growing segments in the automotive industry. As a result of that sale, we expect to
deliver significant returns to our shareholders over the coming months through a series of actions including stock buybacks and special distributions.
Cash from operating activities in the second quarter, including discontinued operations, totaled $31 million, consistent with $31 million for the same period
in 2014. Adjusted free cash flow, a non-GAAP financial measure as defined below, was $33 million for the second quarter.
1
Second Quarter in Review
Visteon reported second-quarter sales of $812 million, an increase of $309 million compared with the same quarter last year. An additional $933 million of
sales was classified as discontinued operations.
Electronics sales totaled $780 million, an increase of $337 million from the second quarter last year.
The increase is primarily attributable to the acquisition of the global automotive electronics business of Johnson Controls Inc., effective July 1, 2014. For the Electronics Product Group, on a regional basis, Asia accounted for 37 percent of
sales, Europe 33 percent, North America 28 percent, and South America 2 percent.
Gross margin for the second quarter of 2015 was $99 million, compared
with $57 million a year earlier. Selling, general and administrative (SG&A) expenses were $65 million, or 8.0 percent of sales, for the second quarter, compared with $48 million, or 9.5 percent of sales, a year earlier. Year-over-year results
for gross margin and SG&A were both impacted by the Johnson Controls electronics acquisition. The $42 million increase in gross margin also included higher sales volume and new business impacts, along with cost efficiencies, partially offset by
the impact of unfavorable currency.
Adjusted EBITDA of $60 million for the second quarter of 2015, compared with $29 million for the same quarter last
year, primarily reflected the impact of the Johnson Controls electronics acquisition, favorable volume and new business, and positive cost performance, partially offset by currency impacts.
For the second quarter of 2015, the company reported net income attributable to Visteon of $2,208 million, or earnings per share of $49.73 per diluted share.
Second-quarter net income included $2,159 million related to income from discontinued operations, net of tax, a $62 million gain from the disposition of its ownership in Yanfeng Visteon Jinqiao Automotive Trim Systems Company, Limited; and $30
million of restructuring, transformation integration and related costs. Adjusted net income, which excludes these gains and costs, was $17 million, or $0.38 per diluted share.
Sale of Ownership Interest in Halla Visteon Climate Control
On June 9, Visteon completed the previously announced sale of its approximate 70 percent ownership interest in Halla Visteon Climate Control Corp. (HVCC)
to an affiliate of Hahn & Company a South Korea-based private equity company and Hankook Tire Co. Ltd., following the approval of Visteons shareholders at a special meeting May 18.
Appointment of Sachin Lawande as President and CEO
On
June 10, Visteon announced the appointment of Sachin Lawande as president and CEO, effective June 29, succeeding Timothy D. Leuliette. Lawande also joined Visteons board of directors. Lawande is an accomplished automotive
electronics leader who had been with Harman International Industries since 2005, most recently as president of the infotainment division, the companys largest with nearly $3 billion in annual sales.
2
Share Repurchase Program
On June 16, Visteon entered into an Accelerated Stock Buyback (ASB) with a third party to purchase shares of its common stock for an initial payment of
$500 million. The company entered into the ASB agreement as part of its previously announced capital return program.
Term Loan Reduction
In the second quarter, Visteon reduced its term loan by $246 million to $300 million outstanding.
Cash and Debt Balances
As of June 30, 2015, Visteon
had global cash balances totaling $2,866 million. Total debt as of June 30 was $378 million.
For the second quarter of 2015, Visteon generated $31
million of cash from operations, consistent with $31 million in the same period a year earlier. Capital expenditures in the quarter were $67 million $8 million lower than in the second quarter of 2014. Adjusted free cash flow was $33 million
in the quarter, compared with a use of cash of $18 million in the second quarter of 2014.
Visteon generated $66 million of cash from operations related
to the Electronics Product Group and Corporate costs. Electronics capital expenditures totaled $14 million, and adjusted free cash flow for Electronics and Corporate totaled $57 million in the quarter.
Full-Year 2015 Outlook
Visteon reaffirmed its full-year
2015 guidance for key financial metrics. The company projects 2015 sales for the Electronics Product Group of $3.0 billion. Adjusted EBITDA for the Electronics Product Group and Corporate costs is projected in the range of $245 million to
$265 million. Adjusted free cash flow, as defined below, for the Electronics Product Group and Corporate costs is projected in the range of $40 million to $80 million.
About Visteon
Visteon is a global company that designs,
engineers and manufactures innovative cockpit electronics products and connected car solutions for most of the worlds major vehicle manufacturers. Visteon is a leading provider of driver information and controls, audio and infotainment, and
domain controllers; its brands include Lightscape®, OpenAir® and SmartCore. With corporate offices in Van Buren Township, Michigan, (U.S.); Shanghai, China; and Chelmsford, UK; Visteon has more than 11,000 employees at 50 facilities in
21 countries. Visteon had sales of $2.6 billion in 2014. Learn more at www.visteon.com.
Conference Call and Presentation
Today, Wednesday, Aug. 5, at 9 a.m. EDT, the company will host a conference call for the investment community to discuss the quarters results and other
related items. The conference call is available to the general public via a live audio webcast.
3
The dial-in numbers to participate in the call are:
U.S./Canada: 855-855-4109
Outside U.S./Canada: 706-643-3752
(Call approximately 10 minutes before the start of the conference.)
The conference call and live audio webcast, the financial results news release, related presentation materials and other supplemental information will be
accessible through Visteons website at www.visteon.com.
A replay of the conference call will be available through the companys website
or by dialing 855-859-2056 (toll-free from the U.S. and Canada) or 404-537-3406 (international). The conference ID for the phone replay is 85650283. The phone replay will be available for one week following the conference call.
Forward-looking Information
This press release contains
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 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: (1) conditions within the automotive industry, including (i) the automotive
vehicle production volumes and schedules of our customers, (ii) the financial condition of our customers and the effects of any restructuring or reorganization plans that may be undertaken by our customers or suppliers, including work
stoppages, 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; (2) 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; (3) our ability to satisfy pension and other post-employment benefit obligations; (4) our ability to access funds generated by foreign subsidiaries and joint ventures on a timely and
cost-effective basis; (5) our ability to execute on our transformational plans and cost-reduction initiatives in the amounts and on the timing contemplated; (6) general economic conditions, including changes in interest rates, currency
exchange rates and fuel prices; (7) the timing and expenses related to internal restructurings, employee reductions, acquisitions or dispositions and the effect of pension and other post-employment benefit obligations; (8) 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 (9) those
factors identified in our filings with the SEC (including our Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2014).
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 release, and which we assume no obligation to update. The financial results presented herein are preliminary and unaudited;
final financial results will be included in the companys Quarterly Report on Form 10-Q for the fiscal quarter ended June 30, 2015. New business wins and rewins 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 production levels, customer price reductions and currency exchange rates.
Use of Non-GAAP Financial Information
This press release
contains information about Visteons financial results which is not presented in accordance with accounting principles generally accepted in the United States (GAAP). Such non-GAAP financial measures are reconciled to their closest
GAAP financial measures at the end of this press release. The provision of these comparable GAAP financial measures for 2015 is not intended to indicate that Visteon is explicitly or implicitly providing projections on those GAAP financial measures,
and actual results for such measures are likely to vary from those presented. The reconciliations include all information reasonably available to the company at the date of this press release and the adjustments that management can reasonably
predict.
4
Follow Visteon:
Contact:
Media:
Jim Fisher
734-710-5557
734-417-6184 mobile
jfishe89@visteon.com
Investors:
Bob Krakowiak
734-710-5793
bkrakowi@visteon.com
5
VISTEON CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in Millions, Except Per Share Data)
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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June 30 |
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June 30 |
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2015 |
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2014 |
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2015 |
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2014 |
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Sales |
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$ |
812 |
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$ |
503 |
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$ |
1,628 |
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$ |
1,003 |
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Cost of sales |
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713 |
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446 |
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1,417 |
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873 |
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Gross margin |
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99 |
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57 |
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211 |
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130 |
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Selling, general and administrative expenses |
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65 |
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48 |
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123 |
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94 |
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Restructuring expense |
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12 |
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13 |
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15 |
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14 |
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Interest expense, net |
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6 |
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5 |
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11 |
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11 |
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Loss on debt extinguishment |
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5 |
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23 |
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5 |
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23 |
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Equity in net income of non-consolidated affiliates |
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12 |
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7 |
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11 |
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7 |
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Gain on sale of non-consolidated affiliates |
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62 |
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2 |
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62 |
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2 |
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Other (income) expense, net |
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(4 |
) |
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16 |
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8 |
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22 |
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Income (loss) from continuing operations before income taxes |
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89 |
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(39 |
) |
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122 |
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(25 |
) |
Provision (benefit) for income taxes |
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24 |
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(2 |
) |
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33 |
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11 |
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Net income (loss) from continuing operations |
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65 |
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(37 |
) |
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89 |
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(36 |
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Income (loss) from discontinued operations, net of tax |
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2,159 |
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(104 |
) |
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2,205 |
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(57 |
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Net income (loss) |
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2,224 |
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(141 |
) |
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2,294 |
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(93 |
) |
Net income attributable to non-controlling interests |
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16 |
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14 |
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36 |
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43 |
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Net income (loss) attributable to Visteon Corporation |
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$ |
2,208 |
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$ |
(155 |
) |
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$ |
2,258 |
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$ |
(136 |
) |
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Earnings (loss) per share data: |
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Basic earnings (loss) per share |
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Continuing operations |
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$ |
1.34 |
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$ |
(0.89 |
) |
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$ |
1.76 |
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$ |
(1.04 |
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Discontinued operations |
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49.54 |
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(2.46 |
) |
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49.79 |
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(1.85 |
) |
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Basic earnings (loss) per share attributable to Visteon Corporation |
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$ |
50.88 |
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$ |
(3.35 |
) |
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$ |
51.55 |
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$ |
(2.89 |
) |
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Diluted earnings (loss) per share |
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Continuing operations |
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$ |
1.31 |
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$ |
(0.89 |
) |
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$ |
1.71 |
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$ |
(1.04 |
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Discontinued operations |
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48.42 |
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(2.46 |
) |
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48.58 |
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(1.85 |
) |
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Diluted earnings (loss) per share attributable to Visteon Corporation |
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$ |
49.73 |
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$ |
(3.35 |
) |
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$ |
50.29 |
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$ |
(2.89 |
) |
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Average shares outstanding (in millions) |
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Basic |
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43.4 |
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46.2 |
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43.8 |
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47.1 |
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Diluted |
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44.4 |
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46.2 |
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44.9 |
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47.1 |
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Comprehensive income: |
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Comprehensive income (loss) |
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$ |
2,303 |
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$ |
(107 |
) |
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$ |
2,323 |
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$ |
(80 |
) |
Comprehensive income (loss) attributable to Visteon Corporation |
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$ |
2,288 |
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$ |
(131 |
) |
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$ |
2,296 |
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$ |
(124 |
) |
VISTEON CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollars in Millions)
(Unaudited)
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June 30 |
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December 31 |
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2015 |
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2014 |
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ASSETS |
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Cash and equivalents |
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$ |
2,857 |
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$ |
476 |
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Restricted cash |
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9 |
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9 |
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Accounts receivable, net |
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554 |
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|
572 |
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Inventories, net |
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204 |
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208 |
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Current assets held for sale |
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18 |
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|
|
1,630 |
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Other current assets |
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285 |
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|
239 |
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Total current assets |
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3,927 |
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|
|
3,134 |
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Property and equipment, net |
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338 |
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|
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363 |
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Investments in affiliates |
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63 |
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|
99 |
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Intangible assets, net |
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|
148 |
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|
|
156 |
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Non-current assets held for sale |
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|
|
|
|
|
1,425 |
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Other non-current assets |
|
|
462 |
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|
|
146 |
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|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
4,938 |
|
|
$ |
5,323 |
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LIABILITIES AND EQUITY |
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Short-term debt, including current portion of long-term debt |
|
$ |
29 |
|
|
$ |
29 |
|
Accounts payable |
|
|
484 |
|
|
|
513 |
|
Accrued employee liabilities |
|
|
124 |
|
|
|
114 |
|
Current liabilities held for sale |
|
|
11 |
|
|
|
959 |
|
Other current liabilities |
|
|
353 |
|
|
|
217 |
|
|
|
|
|
|
|
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|
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Total current liabilities |
|
|
1,001 |
|
|
|
1,832 |
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|
|
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Long-term debt |
|
|
349 |
|
|
|
587 |
|
Employee benefits |
|
|
456 |
|
|
|
489 |
|
Deferred tax liabilities |
|
|
36 |
|
|
|
53 |
|
Non-current liabilities held for sale |
|
|
|
|
|
|
430 |
|
Other non-current liabilities |
|
|
246 |
|
|
|
111 |
|
|
|
|
Stockholders equity |
|
|
|
|
|
|
|
|
Preferred stock |
|
|
|
|
|
|
|
|
Common stock |
|
|
1 |
|
|
|
1 |
|
Stock warrants |
|
|
2 |
|
|
|
3 |
|
Additional paid-in capital |
|
|
1,230 |
|
|
|
1,246 |
|
Retained earnings |
|
|
2,919 |
|
|
|
661 |
|
Accumulated other comprehensive loss |
|
|
(261 |
) |
|
|
(299 |
) |
Treasury stock |
|
|
(1,203 |
) |
|
|
(747 |
) |
|
|
|
|
|
|
|
|
|
Total Visteon Corporation stockholders equity |
|
|
2,688 |
|
|
|
865 |
|
Non-controlling interests |
|
|
162 |
|
|
|
956 |
|
|
|
|
|
|
|
|
|
|
Total equity |
|
|
2,850 |
|
|
|
1,821 |
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity |
|
$ |
4,938 |
|
|
$ |
5,323 |
|
|
|
|
|
|
|
|
|
|
VISTEON CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS 1
(Dollars in Millions)
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
|
|
2015 |
|
|
2014 |
|
|
2015 |
|
|
2014 |
|
OPERATING |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) |
|
$ |
2,224 |
|
|
$ |
(141 |
) |
|
$ |
2,294 |
|
|
$ |
(93 |
) |
Adjustments to reconcile net income to net cash provided from operating activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on Climate Transaction |
|
|
(2,332 |
) |
|
|
|
|
|
|
(2,332 |
) |
|
|
|
|
Gain on sale of non-consolidated affiliates |
|
|
(62 |
) |
|
|
(2 |
) |
|
|
(62 |
) |
|
|
(2 |
) |
Asset impairments and losses on divestitures |
|
|
2 |
|
|
|
173 |
|
|
|
16 |
|
|
|
173 |
|
Depreciation and amortization |
|
|
59 |
|
|
|
64 |
|
|
|
127 |
|
|
|
130 |
|
Loss on debt extinguishment |
|
|
5 |
|
|
|
23 |
|
|
|
5 |
|
|
|
23 |
|
Equity in net income of non-consolidated affiliates, net of dividends remitted |
|
|
|
|
|
|
7 |
|
|
|
(2 |
) |
|
|
5 |
|
Non-cash stock-based compensation |
|
|
3 |
|
|
|
3 |
|
|
|
6 |
|
|
|
6 |
|
Other non-cash items |
|
|
3 |
|
|
|
7 |
|
|
|
3 |
|
|
|
7 |
|
Changes in assets and liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accounts receivable |
|
|
44 |
|
|
|
12 |
|
|
|
(18 |
) |
|
|
(78 |
) |
Inventories |
|
|
(3 |
) |
|
|
|
|
|
|
(32 |
) |
|
|
(18 |
) |
Accounts payable |
|
|
(78 |
) |
|
|
(110 |
) |
|
|
32 |
|
|
|
21 |
|
Accrued income taxes |
|
|
141 |
|
|
|
10 |
|
|
|
142 |
|
|
|
12 |
|
Other assets and other liabilities |
|
|
25 |
|
|
|
(15 |
) |
|
|
25 |
|
|
|
(59 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided from operating activities |
|
|
31 |
|
|
|
31 |
|
|
|
204 |
|
|
|
127 |
|
INVESTING |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
(67 |
) |
|
|
(75 |
) |
|
|
(122 |
) |
|
|
(127 |
) |
Loan to non-consolidated affiliate |
|
|
|
|
|
|
|
|
|
|
(10 |
) |
|
|
|
|
Proceeds from Climate Transaction |
|
|
2,664 |
|
|
|
|
|
|
|
2,664 |
|
|
|
|
|
Proceeds from sale of non-consolidated affiliates |
|
|
91 |
|
|
|
25 |
|
|
|
91 |
|
|
|
58 |
|
Other business divestitures and acquisitions |
|
|
(16 |
) |
|
|
(7 |
) |
|
|
(24 |
) |
|
|
(7 |
) |
Other |
|
|
2 |
|
|
|
6 |
|
|
|
5 |
|
|
|
5 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided from (used by) investing activities |
|
|
2,674 |
|
|
|
(51 |
) |
|
|
2,604 |
|
|
|
(71 |
) |
FINANCING |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Short-term debt, net |
|
|
4 |
|
|
|
39 |
|
|
|
(6 |
) |
|
|
35 |
|
Proceeds from issuance of debt, net of issuance costs |
|
|
|
|
|
|
590 |
|
|
|
|
|
|
|
590 |
|
Principal payments on debt |
|
|
(247 |
) |
|
|
(3 |
) |
|
|
(250 |
) |
|
|
(4 |
) |
Repurchase of long-term notes |
|
|
|
|
|
|
(419 |
) |
|
|
|
|
|
|
(419 |
) |
Repurchase of common stock |
|
|
(500 |
) |
|
|
(500 |
) |
|
|
(500 |
) |
|
|
(500 |
) |
Dividends paid to non-controlling interests |
|
|
(28 |
) |
|
|
(29 |
) |
|
|
(31 |
) |
|
|
(45 |
) |
Exercised warrants and stock options |
|
|
9 |
|
|
|
8 |
|
|
|
19 |
|
|
|
9 |
|
Other |
|
|
(1 |
) |
|
|
(2 |
) |
|
|
(1 |
) |
|
|
(2 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used by financing activities |
|
|
(763 |
) |
|
|
(316 |
) |
|
|
(769 |
) |
|
|
(336 |
) |
Effect of exchange rate changes on cash and equivalents |
|
|
8 |
|
|
|
7 |
|
|
|
(9 |
) |
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and equivalents |
|
|
1,950 |
|
|
|
(329 |
) |
|
|
2,030 |
|
|
|
(278 |
) |
Cash and equivalents at beginning of period |
|
|
907 |
|
|
|
1,728 |
|
|
|
827 |
|
|
|
1,677 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and equivalents at end of period |
|
$ |
2,857 |
|
|
$ |
1,399 |
|
|
$ |
2,857 |
|
|
$ |
1,399 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1 |
The Company has combined cash flows from discontinued operations with cash flows from continuing operations within the operating, investing and financing categories. As such, cash and equivalents above include
amounts reflected in current assets held for sale on the Consolidated Balance Sheets. |
VISTEON CORPORATION AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(Unaudited, Dollars in Millions)
Adjusted EBITDA: Adjusted EBITDA is presented as a supplemental measure of the Companys performance that management believes is useful to
investors because the excluded items may vary significantly in timing or amounts and/or may obscure trends useful in evaluating and comparing the Companys operating activities across reporting periods. The Company defines Adjusted EBITDA as
net income attributable to the Company, plus net interest expense, provision for income taxes and depreciation and amortization, as further adjusted to eliminate the impact of discontinued operations, equity in net income of non-consolidated
affiliates, net income attributable to non-controlling interests, asset impairments, gains or losses on divestitures, net restructuring expenses and other reimbursable costs, non-cash stock-based compensation expense, certain employee charges and
benefits, reorganization items and other non-operating gains and losses. Because not all companies use identical calculations, this presentation of Adjusted EBITDA may not be comparable to similarly titled measures of other companies.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Electronics & Corp. Only |
|
|
June 30 |
|
|
June 30 |
|
|
Estimated |
|
|
2015 |
|
|
2014 |
|
|
2015 |
|
|
2014 |
|
|
Full Year 2015* |
Electronics |
|
$ |
75 |
|
|
$ |
50 |
|
|
$ |
170 |
|
|
$ |
107 |
|
|
|
Other |
|
|
|
|
|
|
(3 |
) |
|
|
(6 |
) |
|
|
(4 |
) |
|
|
Corporate |
|
|
(15 |
) |
|
|
(18 |
) |
|
|
(26 |
) |
|
|
(31 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
|
|
60 |
|
|
|
29 |
|
|
|
138 |
|
|
|
72 |
|
|
$245 -$265 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense, net |
|
|
6 |
|
|
|
5 |
|
|
|
11 |
|
|
|
11 |
|
|
15 |
Provision (benefit) for income taxes |
|
|
24 |
|
|
|
(2 |
) |
|
|
33 |
|
|
|
11 |
|
|
55 |
Depreciation and amortization |
|
|
21 |
|
|
|
16 |
|
|
|
42 |
|
|
|
29 |
|
|
85 |
Restructuring expense |
|
|
12 |
|
|
|
13 |
|
|
|
15 |
|
|
|
14 |
|
|
20 |
Gain on sale of non-consolidated affiliates |
|
|
(62 |
) |
|
|
(2 |
) |
|
|
(62 |
) |
|
|
(2 |
) |
|
0 |
Loss on debt extinguishment |
|
|
5 |
|
|
|
23 |
|
|
|
5 |
|
|
|
23 |
|
|
5 |
Non-cash, stock-based compensation expense |
|
|
2 |
|
|
|
3 |
|
|
|
5 |
|
|
|
6 |
|
|
11 |
Equity in net income of non-consolidated affiliates |
|
|
(12 |
) |
|
|
(7 |
) |
|
|
(11 |
) |
|
|
(7 |
) |
|
0 |
Net income attributable to non-controlling interests |
|
|
16 |
|
|
|
14 |
|
|
|
36 |
|
|
|
43 |
|
|
20 |
Other (income) expense, net |
|
|
(4 |
) |
|
|
16 |
|
|
|
8 |
|
|
|
22 |
|
|
50 |
Other |
|
|
3 |
|
|
|
1 |
|
|
|
3 |
|
|
|
1 |
|
|
3 |
(Income) loss from discontinued operations, net of tax |
|
|
(2,159 |
) |
|
|
104 |
|
|
|
(2,205 |
) |
|
|
57 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Visteon |
|
$ |
2,208 |
|
|
$ |
(155 |
) |
|
$ |
2,258 |
|
|
$ |
(136 |
) |
|
$(19) - $1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
Guidance excludes the other product group and discontinued operations. |
Adjusted EBITDA is not a recognized
term under U.S. GAAP and does not purport to be a substitute for net income as an indicator of operating performance or cash flows from operating activities as a measure of liquidity. Adjusted EBITDA has limitations as an analytical tool and is not
intended to be a measure of cash flow available for managements discretionary use, as it does not consider certain cash requirements such as interest payments, tax payments and debt service requirements. In addition, the Company uses Adjusted
EBITDA (i) as a factor in incentive compensation decisions, (ii) to evaluate the effectiveness of the Companys business strategies, and (iii) because the Companys credit agreements use similar measures for compliance with
certain covenants.
Free Cash Flow and Adjusted Free Cash Flow: Free cash flow and Adjusted free cash flow are presented as supplemental
measures of the Companys liquidity that management believes are useful to investors in analyzing the Companys ability to service and repay its debt. The Company defines Free cash flow as cash flow provided from operating activities less
capital expenditures. The Company defines Adjusted free cash flow as cash flow provided from operating activities less capital expenditures, as further adjusted for restructuring and transformation-related payments. Free cash flow and Adjusted free
cash flow include amounts associated with discontinued operations. Because not all companies use identical calculations, this presentation of Free cash flow and Adjusted free cash flow may not be comparable to other similarly titled measures of
other companies.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Electronics & |
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Corp Only |
|
|
June 30 |
|
|
June 30 |
|
|
Estimated |
|
|
2015 |
|
|
2014 |
|
|
2015 |
|
|
2014 |
|
|
Full Year 2015 * |
Cash provided from operating activities |
|
$ |
31 |
|
|
$ |
31 |
|
|
$ |
204 |
|
|
$ |
127 |
|
|
$60 - $100 |
Capital expenditures |
|
|
(67 |
) |
|
|
(75 |
) |
|
|
(122 |
) |
|
|
(127 |
) |
|
100 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Free cash flow |
|
$ |
(36 |
) |
|
$ |
(44 |
) |
|
$ |
82 |
|
|
$ |
|
|
|
$(40) - $0 |
Restructuring/transformation-related payments |
|
|
69 |
|
|
|
26 |
|
|
|
90 |
|
|
|
46 |
|
|
80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted free cash flow |
|
$ |
33 |
|
|
$ |
(18 |
) |
|
$ |
172 |
|
|
$ |
46 |
|
|
$40 - $80 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
Guidance excludes the other product group and discontinued operations. |
Free cash flow and Adjusted free cash
flow are not recognized terms under U.S. GAAP and do not purport to be a substitute for cash flows from operating activities as a measure of liquidity. Free cash flow and Adjusted free cash flow have limitations as analytical tools as they do not
reflect cash used to service debt and do not reflect funds available for investment or other discretionary uses. In addition, the Company uses Free cash flow and Adjusted free cash flow (i) as factors in incentive compensation decisions and
(ii) for planning and forecasting future periods.
Adjusted Net Income and Adjusted Earnings Per Share: Adjusted net income and
Adjusted earnings per share are presented as supplemental measures that management believes are useful to investors in analyzing the Companys profitability. The Company defines Adjusted net income as net income attributable to Visteon plus net
restructuring expenses, reorganization items and other non-operating gains and losses, as further adjusted to eliminate the impact of discontinued operations. The Company defines Adjusted earnings per share as Adjusted net income divided by diluted
shares. Because not all companies use identical calculations, this presentation of Adjusted net income and Adjusted earnings per share may not be comparable to other similarly titled measures of other companies.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
June 30 |
|
|
June 30 |
|
|
|
2015 |
|
|
2014 |
|
|
2015 |
|
|
2014 |
|
Diluted earnings (loss) per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Visteon |
|
$ |
2,208 |
|
|
$ |
(155 |
) |
|
$ |
2,258 |
|
|
$ |
(136 |
) |
Average shares outstanding, diluted (in millions) |
|
|
44.4 |
|
|
|
46.2 |
|
|
|
44.9 |
|
|
|
47.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Diluted earnings (loss) per share |
|
$ |
49.73 |
|
|
$ |
(3.35 |
) |
|
$ |
50.29 |
|
|
$ |
(2.89 |
) |
|
|
|
|
|
Adjusted earnings (loss) per share: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) attributable to Visteon |
|
$ |
2,208 |
|
|
$ |
(155 |
) |
|
$ |
2,258 |
|
|
$ |
(136 |
) |
Restructuring expense |
|
|
12 |
|
|
|
13 |
|
|
|
15 |
|
|
|
14 |
|
Loss on debt extinguishment |
|
|
5 |
|
|
|
23 |
|
|
|
5 |
|
|
|
23 |
|
Gain on sale of non-consolidated affiliates |
|
|
62 |
|
|
|
2 |
|
|
|
62 |
|
|
|
2 |
|
Other (income) expense, net |
|
|
(4 |
) |
|
|
16 |
|
|
|
8 |
|
|
|
22 |
|
Other |
|
|
17 |
|
|
|
14 |
|
|
|
32 |
|
|
|
34 |
|
Income (loss) from discontinued operations, net of tax |
|
|
2,159 |
|
|
|
(104 |
) |
|
|
2,205 |
|
|
|
(57 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net income |
|
$ |
17 |
|
|
$ |
13 |
|
|
$ |
51 |
|
|
$ |
12 |
|
Average shares outstanding, diluted (in millions) |
|
|
44.4 |
|
|
|
46.2 |
|
|
|
44.9 |
|
|
|
47.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted earnings per share |
|
$ |
0.38 |
|
|
$ |
0.28 |
|
|
$ |
1.14 |
|
|
$ |
0.25 |
|
|
|
|
|
|
|
|
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Adjusted net income and Adjusted earnings per share are not recognized terms under U.S. GAAP and do not purport to be a
substitute for profitability. Adjusted net income and Adjusted earnings per share have limitations as analytical tools as they do not consider certain restructuring and transaction-related payments and/or expenses. In addition, the Company uses
Adjusted net income and Adjusted earnings per share for planning and forecasting future periods.
Visteon (NASDAQ:VC)
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From Jun 2024 to Jul 2024
Visteon (NASDAQ:VC)
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From Jul 2023 to Jul 2024