vc-20240630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

________________

FORM 10-Q

(Mark One)

☑ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ____________ to ____________

Commission file number 001-15827

VISTEON CORPORATION

(Exact name of registrant as specified in its charter)


State of	Delaware		38-3519512
(State or other jurisdiction of incorporation or organization)			(I.R.S. 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

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, Par Value $.01 Per Share	VC	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ü No__

Indicate by check mark whether the registrant: has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ü No __

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer," "accelerated filer,” "smaller reporting company" and “emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer ü Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ü

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes ü No ☐

As of July 18, 2024, the registrant had outstanding 27,606,858 shares of common stock.

Exhibit index located on page number 38.

Visteon Corporation and Subsidiaries

Index


Part I - Financial Information		Page
	Item 1 - Condensed Consolidated Financial Statements	3
	Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)	3
	Condensed Consolidated Balance Sheets (Unaudited)	4
	Condensed Consolidated Statements of Cash Flows (Unaudited)	5
	Condensed Consolidated Statements of Changes in Equity (Unaudited)	6
	Notes to Condensed Consolidated Financial Statements (Unaudited)	7
	Item 2 - Management's Discussion and Analysis of Financial Condition and Results of Operations	23
	Item 3 - Quantitative and Qualitative Disclosures about Market Risk	35
	Item 4 - Controls and Procedures	35
Part II - Other Information		37
	Item 1 - Legal Proceedings	37
	Item 1A - Risk Factors	37
	Item 2 - Unregistered Sales of Equity Securities and Use of Proceeds	37
	Item 5 - Other Information	37
	Item 6 - Exhibits	37
Exhibit Index		38
Signatures		38

Part I

Financial Information

Item 1.Condensed Consolidated Financial Statements

VISTEON CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In millions except per share amounts)

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
Net sales	$	1,014	$	983	$	1,947	$	1,950
Cost of sales	(867)		(879)		(1,681)		(1,736)
Gross margin	147		104		266		214
Selling, general and administrative expenses	(49)		(52)		(101)		(104)
Restructuring, net	(1)		(1)		(3)		(2)
Interest expense	(4)		(4)		(8)		(9)
Interest income	4		1		8		3
Equity in net income (loss) of non-consolidated affiliates	—		(2)		(4)		(7)
Other income (expense), net	3		(10)		5		(7)
Income (loss) before income taxes	100		36		163		88
Provision for income taxes	(25)		(13)		(44)		(27)
Net income (loss)	75		23		119		61
Less: Net (income) loss attributable to non-controlling interests	(4)		(3)		(6)		(7)
Net income (loss) attributable to Visteon Corporation	$	71	$	20	$	113	$	54

Comprehensive income (loss)	$	55	$	3	$	84	$	56
Less: Comprehensive (income) loss attributable to non-controlling interests	(2)		1		(3)		(2)
Comprehensive income (loss) attributable to Visteon Corporation	$	53	$	4	$	81	$	54




Basic earnings (loss) per share attributable to Visteon Corporation	$	2.57	$	0.71	$	4.09	$	1.91




Diluted earnings (loss) per share attributable to Visteon Corporation	$	2.54	$	0.70	$	4.05	$	1.88

See accompanying notes to the condensed consolidated financial statements.

VISTEON CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions)


	(Unaudited)
	June 30,		December 31,
	2024		2023
ASSETS
Cash and equivalents	$	505	$	515
Restricted cash	3		3
Accounts receivable, net	695		666
Inventories, net	311		298
Other current assets	127		134
Total current assets	1,641		1,616
Property and equipment, net	416		418
Intangible assets, net	84		90
Right-of-use assets	111		109
Investments in non-consolidated affiliates	25		35
Deferred tax assets	371		384
Other non-current assets	83		75
Total assets	$	2,731	$	2,727
LIABILITIES AND EQUITY
Short-term debt	$	18	$	18
Accounts payable	529		551
Accrued employee liabilities	81		99
Current lease liability	31		30
Other current liabilities	228		233
Total current liabilities	887		931
Long-term debt, net	309		318
Employee benefits	149		160
Non-current lease liability	83		79
Deferred tax liabilities	34		31
Other non-current liabilities	71		85
Stockholders’ equity:
Preferred stock (par value 0.01, 50 million shares authorized, none outstanding as of June 30, 2024 and December 31, 2023)	—		—
Common stock (par value $0.01, 250 million shares authorized, 55 million shares issued, 27.6 million shares outstanding as of June 30, 2024 and 27.7 million shares outstanding as of December 31, 2023)	1		1
Additional paid-in capital	1,360		1,356
Retained earnings	2,387		2,274
Accumulated other comprehensive loss	(286)		(254)
Treasury stock	(2,349)		(2,339)
Total Visteon Corporation stockholders’ equity	1,113		1,038
Non-controlling interests	85		85
Total equity	1,198		1,123
Total liabilities and equity	$	2,731	$	2,727

See accompanying notes to the condensed consolidated financial statements.

VISTEON CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)


	Six Months Ended June 30,
	2024		2023
Operating Activities
Net income (loss)	$	119	$	61
Adjustments to reconcile net income (loss) to net cash provided from (used by) operating activities:
Depreciation and amortization	46		55
Non-cash stock-based compensation	21		17
Equity in net loss (income) of non-consolidated affiliates, net of dividends remitted	4		7
Other non-cash items	7		(4)
Changes in assets and liabilities:
Accounts receivable	(49)		(7)
Inventories	(23)		17
Accounts payable	8		(89)
Other assets and other liabilities	(7)		(15)
Net cash provided from (used by) operating activities	126		42
Investing Activities
Capital expenditures, including intangibles	(68)		(51)
Loan provided to non-consolidated affiliate	(5)		—
Other	1		2
Net cash used by investing activities	(72)		(49)
Financing Activities
Short-term debt, net	—		3
Principal repayment of term debt facility	(9)		(4)
Dividends to non-controlling interests	—		(15)
Repurchase of common stock	(20)		(30)
Stock based compensation tax withholding payments	(7)		(15)
Proceeds from the exercise of stock options	—		4
Net cash used by financing activities	(36)		(57)
Effect of exchange rate changes on cash	(28)		—
Net decrease in cash, equivalents, and restricted cash	(10)		(64)
Cash, equivalents, and restricted cash at beginning of the period	518		523
Cash, equivalents, and restricted cash at end of the period	$	508	$	459

See accompanying notes to the condensed consolidated financial statements.

VISTEON CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(In millions)

(Unaudited)


	Total Visteon Corporation Stockholders' Equity
	Common Stock		Additional Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Treasury Stock		Total Visteon Corporation Stockholders' Equity		Non-Controlling Interests		Total Equity
December 31, 2023	$	1	$	1,356	$	2,274	$	(254)	$	(2,339)	$	1,038	$	85	$	1,123
Net income (loss)	—		—		42		—		—		42		2		44
Other comprehensive income (loss)	—		—		—		(14)		—		(14)		(1)		(15)
Stock-based compensation, net	—		(6)		—		—		9		3		—		3
Share repurchase	—		—		—		—		(20)		(20)		—		(20)
Acquisition of non-controlling interest	—		—		—		—		—		—		(1)		(1)
March 31, 2024	$	1	$	1,350	$	2,316	$	(268)	$	(2,350)	$	1,049	$	85	$	1,134
Net income (loss)	—		—		71		—		—		71		4		75
Other comprehensive income (loss)	—		—		—		(18)		—		(18)		(2)		(20)
Stock-based compensation, net	—		10		—		—		1		11		—		11
Dividends to non-controlling interest	—		—		—		—		—		—		(2)		(2)
June 30, 2024	$	1	$	1,360	$	2,387	$	(286)	$	(2,349)	$	1,113	$	85	$	1,198