![](/cdn/assets/images/search/clock.png)
We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Visteon Corporation | NASDAQ:VC | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
2.44 | 2.19% | 113.61 | 113.34 | 113.89 | 113.71 | 111.99 | 112.38 | 12,076 | 15:09:26 |
þ
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
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)
|
Title of Each Class
|
Name of Each Exchange on which Registered
|
Common Stock, par value $0.01 per share
|
New York Stock Exchange
|
Warrants, each exercisable for one share of Common Stock at an exercise price of $58.80 (expiring October 15, 2015)
(Title of class)
Warrants, each exercisable for one share of Common Stock at an exercise price of $9.66 (expiring October 15, 2020)
(Title of class)
|
Document
|
Where Incorporated
|
2013 Proxy Statement
|
Part III (Items 10, 11, 12, 13 and 14)
|
|
|
|
Page
|
Form 10-K/A Explanatory Note
|
1
|
Item 15
|
2
|
Yanfeng Visteon Automotive Trim Systems Company Limited Consolidated Financial Statements
|
3
|
Report of Independent Auditors
|
4
|
Consolidated Statements of Income for the years ended December 31, 2012 and 2011
|
5
|
Consolidated Statements of Comprehensive Income for the years ended December 31, 2012 and 2011
|
6
|
Consolidated Statements of Financial Position as of December 31, 2012 and 2011 and January 1, 2011
|
7
|
Consolidated Statements of Changes in Shareholders' Equity for the years ended December 31, 2012 and 2011
|
8
|
Consolidated Statements of Cash Flows for the years ended December 31, 2012 and 2011
|
9
|
Notes to Consolidated Financial Statements
|
10 - 39
|
Signatures
|
40
|
Exhibits
|
41 - 45
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
(a)
|
Financial Statements, Financial Statement Schedules and Exhibits
|
1.
|
Financial Statements
|
2.
|
Financial Statement Schedules
|
|
Note
|
|
2012
|
|
2011
|
|
|
|
|
|
|
Revenue
|
4.5
|
|
39,772
|
|
35,324
|
Cost of sales
|
|
|
(33,530)
|
|
(30,002)
|
Gross profit
|
|
|
6,242
|
|
5,322
|
|
|
|
|
|
|
Administrative expenses
|
|
|
(2,355)
|
|
(2,107)
|
Selling and distribution expenses
|
|
|
(488)
|
|
(408)
|
Research and development expenses
|
|
|
(628)
|
|
(359)
|
Other operating expenses
|
10
|
|
(85)
|
|
(46)
|
Other operating income
|
10
|
|
72
|
|
215
|
Operating profit
|
|
|
2,758
|
|
2,617
|
|
|
|
|
|
|
Finance costs
|
4.10
|
|
(33)
|
|
(23)
|
Finance income
|
|
|
110
|
|
81
|
Share of profit of joint ventures and associates
|
|
|
237
|
|
298
|
Profit before income tax
|
|
|
3,072
|
|
2,973
|
|
|
|
|
|
|
Income tax expense
|
13
|
|
(470)
|
|
(411)
|
Net profit for the year
|
|
|
2,602
|
|
2,562
|
|
|
|
|
|
|
Net profit for the year attributable to:
|
|
|
|
|
|
Equity holders of the parent
|
|
|
1,553
|
|
1,591
|
Non-controlling interests
|
|
|
1,049
|
|
971
|
Net profit for the year
|
|
|
2,602
|
|
2,562
|
|
|
2012
|
|
2011
|
|
|
|
|
|
Net profit for the year
|
|
2,602
|
|
2,562
|
Other comprehensive loss, net of tax
|
|
|
|
|
Foreign currency exchange translation, net of tax
|
|
-
|
|
(5)
|
Total comprehensive income for the year, net of tax
|
|
2,602
|
|
2,557
|
|
|
|
|
|
Total comprehensive income for the year, net of tax attributable to:
|
|
|
|
|
Equity holders of the parent
|
|
1,553
|
|
1,587
|
Non-controlling interests
|
|
1,049
|
|
970
|
|
|
2,602
|
|
2,557
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31
|
|
January 1
|
||
|
|
Note
|
|
2012
|
|
2011
|
|
2011
|
ASSETS
|
|
|
|
|
|
|
|
|
Non-current assets
|
|
|
|
|
|
|
|
|
Property, plant and equipment
|
|
14
|
|
3,722
|
|
2,572
|
|
2,213
|
Land use rights
|
|
4.12
|
|
438
|
|
164
|
|
85
|
Intangible assets
|
|
15
|
|
318
|
|
497
|
|
90
|
Goodwill
|
|
17
|
|
72
|
|
72
|
|
1
|
Investments in associates and joint ventures
|
|
9
|
|
895
|
|
908
|
|
648
|
Deferred tax assets
|
|
13
|
|
351
|
|
284
|
|
183
|
Other non-current assets
|
|
|
|
189
|
|
150
|
|
101
|
|
|
|
|
5,985
|
|
4,647
|
|
3,321
|
Current assets
|
|
|
|
|
|
|
|
|
Inventories
|
|
4.14
|
|
1,113
|
|
980
|
|
1,097
|
Trade and other receivables
|
|
18
|
|
8,840
|
|
7,073
|
|
6,463
|
Cash and cash equivalents
|
|
19
|
|
6,557
|
|
6,692
|
|
4,831
|
Restricted cash
|
|
20
|
|
381
|
|
323
|
|
164
|
|
|
|
|
16,891
|
|
15,068
|
|
12,555
|
Total assets
|
|
|
|
22,876
|
|
19,715
|
|
15,876
|
|
|
|
|
|
|
|
|
|
EQUITY AND LIABILITIES
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
|
Issued capital
|
|
|
|
1,079
|
|
1,079
|
|
1,079
|
Other reserves
|
|
22
|
|
687
|
|
609
|
|
485
|
Retained earnings
|
|
|
|
3,802
|
|
3,123
|
|
2,074
|
Equity attributable to equity holders of the parent
|
|
|
|
5,568
|
|
4,811
|
|
3,638
|
Non-controlling interests
|
|
|
|
2,721
|
|
2,468
|
|
1,587
|
|
|
|
|
8,289
|
|
7,279
|
|
5,225
|
Non-current liabilities
|
|
|
|
|
|
|
|
|
Provisions
|
|
4.18
|
|
50
|
|
20
|
|
47
|
Government grants
|
|
4.6
|
|
25
|
|
13
|
|
8
|
Deferred tax liabilities
|
|
13
|
|
57
|
|
85
|
|
20
|
|
|
|
|
132
|
|
118
|
|
75
|
Current liabilities
|
|
|
|
|
|
|
|
|
Trade and other payables
|
|
21
|
|
13,750
|
|
11,683
|
|
10,112
|
Interest-bearing loans and borrowings
|
|
16
|
|
519
|
|
427
|
|
313
|
Income tax payable
|
|
|
|
186
|
|
208
|
|
151
|
|
|
|
|
14,455
|
|
12,318
|
|
10,576
|
Total equity and liabilities
|
|
|
|
22,876
|
|
19,715
|
|
15,876
|
|
Attributable to Equity Holders of the Parent
|
|
|
||||
|
Issued capital
|
Other reserves
|
Foreign currency translation reserve
|
Retained earnings
|
Total
|
Non-controlling interests
|
Total
|
|
|
|
|
|
|
|
|
January 1, 2011
|
1,079
|
487
|
(2)
|
2,074
|
3,638
|
1,587
|
5,225
|
Net profit
|
-
|
-
|
-
|
1,591
|
1,591
|
971
|
2,562
|
Other comprehensive loss
|
-
|
-
|
(4)
|
-
|
(4)
|
(1)
|
(5)
|
Total comprehensive income
|
-
|
-
|
(4)
|
1,591
|
1,587
|
970
|
2,557
|
|
|
|
|
|
|
|
|
Non-controlling interest arising from business combination
|
-
|
-
|
-
|
-
|
-
|
284
|
284
|
|
|
|
|
|
|
|
|
Capital injection of non-controlling interests
|
-
|
-
|
-
|
-
|
-
|
54
|
54
|
Disposal of subsidiaries
|
-
|
-
|
-
|
-
|
-
|
(20)
|
(20)
|
Appropriation for reserve funds
|
-
|
128
|
-
|
(128)
|
-
|
-
|
-
|
Dividends
|
-
|
-
|
-
|
(414)
|
(414)
|
(407)
|
(821)
|
December 31, 2011
|
1,079
|
615
|
(6)
|
3,123
|
4,811
|
2,468
|
7,279
|
Net profit
|
-
|
-
|
-
|
1,553
|
1,553
|
1,049
|
2,602
|
Other comprehensive income
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Total comprehensive income
|
-
|
-
|
-
|
1,553
|
1,553
|
1,049
|
2,602
|
|
|
|
|
|
|
|
|
Capital injection from non-controlling interests
|
-
|
(38)
|
-
|
38
|
-
|
86
|
86
|
Appropriation for reserve funds
|
-
|
116
|
-
|
(116)
|
-
|
-
|
-
|
Dividends
|
-
|
-
|
-
|
(796)
|
(796)
|
(913)
|
(1,709)
|
|
|
|
|
|
|
|
|
Disposal of equity interests to non-controlling interests
|
-
|
-
|
-
|
-
|
-
|
31
|
31
|
December 31, 2012
|
1,079
|
693
|
(6)
|
3,802
|
5,568
|
2,721
|
8,289
|
|
|
|
|
|
|
|
|
|
Note
|
|
2012
|
|
2011
|
||
|
|
|
|
|
|
||
OPERATING ACTIVITIES
|
|
|
|
|
|
||
Profit before income tax
|
|
|
3,072
|
|
|
2,973
|
|
Adjustments for:
|
|
|
|
|
|
||
Provisions for asset impairments
|
|
|
18
|
|
|
14
|
|
Depreciation and amortization
|
11
|
|
698
|
|
|
609
|
|
(Gain)/loss on asset disposals
|
|
|
(4
|
)
|
|
12
|
|
Finance income, net
|
|
|
(77
|
)
|
|
(58
|
)
|
Welfare expense
|
|
|
254
|
|
|
232
|
|
Share of profit of joint ventures and associates
|
|
|
(237
|
)
|
|
(298
|
)
|
Gain on revaluation of investment in associates
|
8
|
|
(1
|
)
|
|
(155
|
)
|
Working capital adjustments:
|
|
|
|
|
|
||
Inventories
|
|
|
(143
|
)
|
|
150
|
|
Trade and other receivables
|
|
|
(1,998
|
)
|
|
(454
|
)
|
Trade and other payables
|
|
|
1,954
|
|
|
854
|
|
Interest received
|
|
|
108
|
|
|
77
|
|
Interest paid
|
|
|
(33)
|
|
|
(22)
|
|
Income tax paid
|
|
|
(587)
|
|
|
(451)
|
|
Net cash from operating activities
|
|
|
3,024
|
|
|
3,483
|
|
|
|
|
|
|
|
||
INVESTING ACTIVITIES
|
|
|
|
|
|
||
Acquisition of subsidiaries, net of cash (paid)/acquired
|
8
|
|
(261)
|
|
|
83
|
|
Investment in joint ventures and associates
|
|
|
(35)
|
|
|
(189)
|
|
Deposit on investment
|
|
|
(25)
|
|
|
-
|
|
Proceeds from disposal of subsidiaries
|
|
|
25
|
|
|
(11)
|
|
Purchases of property, plant and equipment, land use right and intangible assets
|
|
|
(1,771)
|
|
|
(906)
|
|
Proceeds from disposal of property, plant and equipment, and intangible assets
|
|
|
147
|
|
|
28
|
|
Repayments of loans to related parties
|
|
|
467
|
|
|
-
|
|
Loans granted to related parties
|
|
|
(469)
|
|
|
-
|
|
Dividends received
|
|
|
157
|
|
|
167
|
|
Net cash used in investing activities
|
|
|
(1,765)
|
|
|
(828)
|
|
|
|
|
|
|
|
||
FINANCING ACTIVITIES
|
|
|
|
|
|
||
Capital contribution by non-controlling interests
|
|
|
86
|
|
|
54
|
|
Proceeds from other borrowings
|
|
|
1,416
|
|
|
723
|
|
Repayments of other borrowings
|
|
|
(1,324)
|
|
|
(609)
|
|
Dividends paid to owners of the parent
|
|
|
(677)
|
|
|
(541)
|
|
Dividends paid to non-controlling interests
|
|
|
(895)
|
|
|
(421)
|
|
Net cash used in financing activities
|
|
|
(1,394)
|
|
|
(794)
|
|
|
|
|
|
|
|
||
Net (decrease)/increase in cash and cash equivalents
|
|
|
(135)
|
|
|
1,861
|
|
Cash and cash equivalents at January 1
|
19
|
|
6,692
|
|
|
4,831
|
|
Cash and cash equivalents at December 31
|
19
|
|
6,557
|
|
|
6,692
|
|
•
|
Derecognizes the assets (including goodwill) and liabilities of the subsidiary; the carrying amount of any non-controlling interest; and any cumulative translation differences recorded in equity.
|
•
|
Recognizes the fair value of the consideration received; the fair value of any investment retained; and any surplus or deficit in profit or loss.
|
•
|
Reclassifies the parent’s share of components previously recognized in other comprehensive
|
|
2012
|
|
2011
|
||
|
|
|
|
||
Sale of automotive parts
|
38,756
|
|
|
34,467
|
|
Product tooling
|
461
|
|
|
411
|
|
Raw materials
|
375
|
|
|
261
|
|
Other
|
180
|
|
|
185
|
|
|
39,772
|
|
|
35,324
|
|
•
|
When the deferred tax liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.
|
•
|
In respect of taxable temporary differences associated with investments in subsidiaries, joint ventures and associates, when the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.
|
•
|
When the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss
|
•
|
In respect of deductible temporary differences associated with investments in subsidiaries, joint ventures and associates, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized
|
|
Estimated
Useful Lives
|
|
Estimated Residual Values
|
|
Annual
Depreciation Rates
|
Buildings
|
20 - 30 years
|
|
0% - 10%
|
|
3% - 5%
|
Machinery, tooling and equipment
|
5 - 15 years
|
|
0% - 10%
|
|
6% - 20%
|
Motor vehicles
|
3 - 6 years
|
|
0% - 10%
|
|
15% - 33.3%
|
Electronic and office equipment
|
3 - 5 years
|
|
0% - 10%
|
|
18% - 33.3%
|
Leasehold improvement
|
5 years
|
|
0%
|
|
20%
|
Others
|
5 years
|
|
0%
|
|
20%
|
•
|
it is technically feasible so that it will be available for use or sale;
|
•
|
management intends to complete the intangible asset, and use or sell it;
|
•
|
it can be demonstrated how the intangible asset will generate economic benefits;
|
•
|
there are adequate technical, financial and other resources to complete the development and the ability to use or sell the intangible asset; and
|
•
|
the expenditure attributable to the intangible asset during its development phase can be reliably measured.
|
|
2012
|
|
2011
|
||
Carrying amount
|
|
|
|
||
January 1
|
164
|
|
|
85
|
|
Additions
|
107
|
|
|
83
|
|
Acquisition of subsidiary
|
176
|
|
|
-
|
|
Amortization for the year
|
(9
|
)
|
|
(4
|
)
|
December 31
|
438
|
|
|
164
|
|
•
|
The rights to receive cash flows from the asset have expired; or
|
•
|
The Group has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a "pass-through" arrangement; and either (a) the Group has transferred substantially all the risks and rewards of the asset, or (b) the Group has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.
|
•
|
Using recent arm’s length market transactions;
|
•
|
Reference to the current fair value of another instrument that is substantially the same;
|
•
|
A discounted cash flow analysis or other valuation models.
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|
|
|
|
|
|
Raw materials
|
608
|
|
574
|
|
573
|
Work in progress
|
147
|
|
168
|
|
172
|
Finished goods
|
423
|
|
304
|
|
414
|
|
1,178
|
|
1,046
|
|
1,159
|
Less: valuation reserve
|
(65)
|
|
(66)
|
|
(62)
|
|
1,113
|
|
980
|
|
1,097
|
|
Claims
|
|
Warranty
|
|
Other
|
|
Total
|
|
|
|
|
|
|
|
|
Balance at January 1, 2011
|
32
|
|
12
|
|
3
|
|
47
|
Arising during the year
|
-
|
|
10
|
|
-
|
|
10
|
Utilized during the year
|
(22)
|
|
(12)
|
|
(3)
|
|
(37)
|
Balance at December 31, 2011
|
10
|
|
10
|
|
-
|
|
20
|
Arising during the year
|
14
|
|
52
|
|
-
|
|
66
|
Utilized during the year
|
-
|
|
(36)
|
|
-
|
|
(36)
|
Balance at December 31, 2012
|
24
|
|
26
|
|
-
|
|
50
|
•
|
IFRS 3
Business Combinations
has not been applied to acquisitions of subsidiaries, which are considered businesses for IFRS, or of interests in associates and joint ventures that occurred before January 1, 2011. Use of this exemption means that the PRC GAAP carrying amounts of assets and liabilities, that are required to be recognized under IFRS, is their deemed cost at the date of the acquisition. After the date of the acquisition, measurement is in accordance with IFRS. Assets and liabilities that do not qualify for recognition under IFRS are excluded from the opening IFRS statement of financial position. The Group did not recognize or exclude any previously recognized amounts as a result of IFRS recognition requirements.
|
•
|
IFRS 1 also requires that the PRC GAAP carrying amount of goodwill must be used in the opening IFRS statement of financial position (apart from adjustments for goodwill impairment and recognition or derecognition of intangible assets). In accordance with IFRS 1, the Group has tested goodwill for impairment at the date of transition to IFRS. No goodwill impairment was deemed necessary at January 1, 2011.
|
|
|
|
January 1, 2011
|
||||
|
Note
|
|
PRC GAAP
|
|
Re-measurement
|
|
IFRS
|
|
|
|
|
||||
Non-current assets
|
|
|
|
|
|
|
|
Property, plant and equipment
|
A
|
|
1,800
|
|
413
|
|
2,213
|
Construction in progress
|
A
|
|
277
|
|
(277)
|
|
-
|
Long-term prepaid expense
|
A
|
|
139
|
|
(139)
|
|
-
|
Land use rights
|
A
|
|
-
|
|
85
|
|
85
|
Intangible assets and goodwill
|
A
|
|
172
|
|
(81)
|
|
91
|
Investments in associates and joint ventures
|
|
|
648
|
|
-
|
|
648
|
Deferred tax assets
|
|
|
183
|
|
-
|
|
183
|
Other non-current assets
|
A
|
|
138
|
|
(37)
|
|
101
|
|
|
|
3,357
|
|
(36)
|
|
3,321
|
Current assets
|
|
|
|
|
|
|
|
Inventories
|
|
|
1,097
|
|
-
|
|
1,097
|
Notes receivables
|
A
|
|
1,317
|
|
(1,317)
|
|
-
|
Accounts receivables
|
A
|
|
4,632
|
|
(4,632)
|
|
-
|
Other receivables
|
A
|
|
146
|
|
(146)
|
|
-
|
Advance to suppliers
|
A
|
|
180
|
|
(180)
|
|
-
|
Trade and other receivables
|
A
|
|
-
|
|
6,463
|
|
6,463
|
Cash and cash equivalents
|
A,C
|
|
4,995
|
|
(164)
|
|
4,831
|
Restricted cash
|
A
|
|
-
|
|
164
|
|
164
|
|
|
|
12,367
|
|
188
|
|
12,555
|
Total assets
|
|
|
15,724
|
|
152
|
|
15,876
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
Issued capital
|
|
|
1,079
|
|
-
|
|
1,079
|
Surplus and other reserves
|
A
|
|
310
|
|
175
|
|
485
|
Retained earnings
|
A
|
|
2,249
|
|
(175)
|
|
2,074
|
Equity attributable to equity holders of the parent
|
|
|
3,638
|
|
-
|
|
3,638
|
Non-controlling interests
|
|
|
1,587
|
|
-
|
|
1,587
|
|
|
|
5,225
|
|
-
|
|
5,225
|
Non-current liabilities
|
|
|
|
|
|
|
|
Provisions
|
|
|
47
|
|
-
|
|
47
|
Government grants
|
|
|
8
|
|
-
|
|
8
|
Deferred tax liabilities
|
|
|
20
|
|
-
|
|
20
|
|
|
|
75
|
|
-
|
|
75
|
Current liabilities
|
|
|
|
|
|
|
|
Notes payable
|
A
|
|
1,302
|
|
(1,302)
|
|
-
|
Accounts payable
|
A
|
|
6,443
|
|
(6,443)
|
|
-
|
Advance from customers
|
A
|
|
578
|
|
(578)
|
|
-
|
Dividends payable
|
A
|
|
14
|
|
(14)
|
|
-
|
Tax payable
|
A
|
|
179
|
|
(179)
|
|
-
|
Payroll payable
|
A
|
|
713
|
|
(713)
|
|
-
|
Other payables
|
A
|
|
882
|
|
(882)
|
|
-
|
Trade and other payable
|
A
|
|
-
|
|
10,112
|
|
10,112
|
Interest-bearing borrowings
|
|
|
313
|
|
-
|
|
313
|
Income tax payable
|
A
|
|
-
|
|
151
|
|
151
|
|
|
|
10,424
|
|
152
|
|
10,576
|
Total equity and liabilities
|
|
|
15,724
|
|
152
|
|
15,876
|
|
|
|
December 31, 2011
|
|||||
|
Note
|
|
PRC GAAP
|
|
Re-measurement
|
|
IFRS
|
|
|
|
|
|
|||||
Non-current assets
|
|
|
|
|
|
|
|
|
Property, plant and equipment
|
A
|
|
2,078
|
|
494
|
|
|
2,572
|
Construction in progress
|
A
|
|
344
|
|
(344)
|
|
|
-
|
Long-term prepaid expenses
|
A
|
|
152
|
|
(152)
|
|
|
-
|
Land use rights
|
A
|
|
-
|
|
164
|
|
|
164
|
Intangible assets
|
A
|
|
659
|
|
(162)
|
|
|
497
|
Goodwill
|
|
|
72
|
|
-
|
|
|
72
|
Investments in associates and joint ventures
|
|
|
908
|
|
-
|
|
|
908
|
Deferred tax assets
|
|
|
284
|
|
-
|
|
|
284
|
Other non-current assets
|
|
|
150
|
|
-
|
|
|
150
|
|
|
|
4,647
|
|
-
|
|
|
4,647
|
Current assets
|
|
|
|
|
|
|
|
|
Inventories
|
|
|
980
|
|
-
|
|
|
980
|
Notes receivables
|
A
|
|
1,326
|
|
(1,326)
|
|
|
-
|
Accounts receivables
|
A
|
|
5,173
|
|
(5,173)
|
|
|
-
|
Other receivables
|
A
|
|
251
|
|
(251)
|
|
|
-
|
Advance to suppliers
|
A
|
|
165
|
|
(165)
|
|
|
-
|
Trade and other receivables
|
A
|
|
-
|
|
7,073
|
|
|
7,073
|
Cash and cash equivalents
|
A,C
|
|
7,015
|
|
(323)
|
|
|
6,692
|
Restricted cash
|
A
|
|
-
|
|
323
|
|
|
323
|
|
|
|
14,910
|
|
158
|
|
|
15,068
|
Total assets
|
|
|
19,557
|
|
158
|
|
|
19,715
|
|
|
|
|
|
|
|
|
|
Equity
|
|
|
|
|
|
|
|
|
Issued capital
|
|
|
1,079
|
|
-
|
|
|
1,079
|
Surplus and other reserves
|
A
|
|
343
|
|
266
|
|
|
609
|
Retained earnings
|
A
|
|
3,389
|
|
(266)
|
|
|
3,123
|
Equity attributable to equity holders of the parent
|
|
|
4,811
|
|
-
|
|
|
4,811
|
Non-controlling interests
|
|
|
2,468
|
|
-
|
|
|
2,468
|
|
|
|
7,279
|
|
-
|
|
|
7,279
|
Non-current liabilities
|
|
|
|
|
|
|
|
|
Provisions
|
|
|
20
|
|
-
|
|
|
20
|
Government grants
|
|
|
13
|
|
-
|
|
|
13
|
Deferred tax liabilities
|
|
|
85
|
|
-
|
|
|
85
|
|
|
|
118
|
|
-
|
|
|
118
|
Current liabilities
|
|
|
|
|
|
|
|
|
Notes payable
|
A
|
|
1,385
|
|
(1,385)
|
|
|
-
|
Accounts payable
|
A
|
|
7,220
|
|
(7,220)
|
|
|
-
|
Advance from customers
|
A
|
|
530
|
|
(530)
|
|
|
-
|
Tax payable
|
A
|
|
176
|
|
(176)
|
|
|
-
|
Payroll payable
|
A
|
|
845
|
|
(845)
|
|
|
-
|
Other payables
|
A
|
|
1,577
|
|
(1,577)
|
|
|
-
|
Trade and other payable
|
A
|
|
-
|
|
11,683
|
|
|
11,683
|
Interest-bearing borrowings
|
|
|
427
|
|
-
|
|
|
427
|
Income tax payable
|
A
|
|
-
|
|
208
|
|
|
208
|
|
|
|
12,160
|
|
158
|
|
|
12,318
|
Total equity and liabilities
|
|
|
19,557
|
|
158
|
|
|
19,715
|
|
|
|
Year Ended December 31, 2011
|
||||
|
Note
|
|
PRC GAAP
|
|
Re-measurement
|
|
IFRS
|
|
|
|
|
||||
Revenue
|
|
|
35,324
|
|
-
|
|
35,324
|
Cost of sales
|
A
|
|
(29,755)
|
|
(247)
|
|
(30,002)
|
Taxes and surcharges
|
A
|
|
(78)
|
|
78
|
|
-
|
Gross profit
|
|
|
5,491
|
|
(169)
|
|
5,322
|
|
|
|
|
|
|
|
|
Selling and distribution expense
|
|
|
(408)
|
|
-
|
|
(408)
|
Administrative expense
|
A, B
|
|
(2,378)
|
|
271
|
|
(2,107)
|
Research and development expense
|
A
|
|
-
|
|
(359)
|
|
(359)
|
Other operating income
|
A
|
|
60
|
|
155
|
|
215
|
Other operating expenses
|
A
|
|
(15)
|
|
(31)
|
|
(46)
|
Operating profit
|
|
|
2,750
|
|
(133)
|
|
2,617
|
|
|
|
|
|
|
|
|
Finance income - net
|
A
|
|
22
|
|
(22)
|
|
-
|
Finance income
|
A
|
|
-
|
|
81
|
|
81
|
Finance costs
|
A
|
|
-
|
|
(23)
|
|
(23)
|
Asset impairment loss
|
A
|
|
(15)
|
|
15
|
|
-
|
Investment income
|
A
|
|
448
|
|
(448)
|
|
-
|
Share of profit of associates and joint ventures
|
A
|
|
-
|
|
298
|
|
298
|
Profit before tax
|
|
|
3,205
|
|
(232)
|
|
2,973
|
Income tax expense
|
|
|
(411)
|
|
-
|
|
(411)
|
Net profit for the year
|
|
|
2,794
|
|
(232)
|
|
2,562
|
|
|
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
Net profit for the year
|
|
|
2,794
|
|
(232)
|
|
2,562
|
Exchange differences on translation of foreign operations
|
|
|
(5)
|
|
-
|
|
(5)
|
Total comprehensive income for the year, net of tax
|
|
|
2,789
|
|
(232)
|
|
2,557
|
A.
|
The Group made certain reclassifications on the statements of financial position and statements of income and comprehensive income under PRC GAAP to conform to the corresponding classification under IFRS.
|
B.
|
Under PRC GAAP, the Group accounted for staff welfare accrual as profit appropriation and credited into retained earnings (intra-equity). Under IFRS, staff welfare accrual is recorded as an expense and the resulting adjustment of RMB 232 million was recorded in administrative expenses in 2011.
|
C.
|
The transition from PRC GAAP to IFRS did not have a material impact on the statement of cash flows.
|
Standard/Interpretation
|
Issued by IASB
|
Effective date
|
Expected effects
|
|
IFRS 1
|
First-time Adoption - Severe Hyperinflation and Removal of Fixed Dates for First-time Adopters
|
Dec. 20, 2010
|
Jan.1, 2013
|
No material effects
|
IFRS 1
|
Government Loans
|
Mar. 13, 2012
|
Jan.1, 2013
|
No material effects
|
IFRS 7
|
Financial Instruments: Disclosures - Offsetting Financial Assets and Financial Liabilities
|
Dec. 16, 2011
|
Jan.1, 2013
|
Enhanced disclosures on offsetting of financial instruments
|
IFRS 9
|
Financial Instruments: Classification and Measurement
|
Nov. 12, 2009 /Oct. 28, 2010
|
Jan.1, 2015
|
Changes accounting for fair value changes in financial instruments previously classified as available for sale
|
IFRS 10
|
Consolidated Financial Statements
|
May 12, 2011
|
Jan.1, 2013
|
No material changes
|
IFRS 11
|
Joint Arrangements
|
May 12, 2011
|
Jan.1, 2013
|
No material effects
|
IFRS 12
|
Disclosures of Interests in Other Entities
|
May 12, 2011
|
Jan.1, 2013
|
Enhanced disclosures on interests in other entities
|
|
Transition Guidance on IFRS 10, IFRS 11, IFRS 12
|
June 28, 2012
|
Jan.1, 2013
|
No material changes
|
|
Investment Entities (Amendments to IFRS 10, IFRS 12, IAS 27)
|
Oct. 31, 2012
|
Jan.1, 2014
|
No material effects
|
IFRS 13
|
Fair Value Measurement
|
May 12, 2011
|
Jan.1, 2013
|
Modification/enhanced disclosures on fair value measurement
|
IAS 1
|
Presentation of Financial Statements - Presentation of Other Comprehensive Income
|
June 16, 2011
|
Jul.1, 2012
|
Change in the presentation of other comprehensive income
|
IAS 12
|
Deferred Taxes - Recovery of Underlying Assets
|
Dec. 20, 2010
|
Jan.1, 2013
|
No material changes
|
IAS 19
|
Employee Benefits
|
June 16, 2011
|
Jan.1, 2013
|
Change in accounting and enhanced disclosures on employee benefits
|
IAS 27
|
Separate Financial Statements
|
May 12, 2011
|
Jan.1, 2013
|
No material effects
|
IAS 28
|
Investments in Associates and Joint Ventures
|
May 12, 2011
|
Jan.1, 2013
|
No material effects
|
IAS 32
|
Financial Instruments: Presentation - Offsetting Financial Assets and Liabilities
|
Dec. 16, 2011
|
Jan.1, 2014
|
No material changes
|
|
Improvements to IFRS 2011
|
May 17, 2012
|
Jan.1, 2013
|
No material changes
|
IFRIC 20
|
Stripping Costs in the Production Phase of a Surface Mine
|
Oct. 19, 2011
|
Jan.1, 2013
|
No material effects
|
|
Fair value recognized on the date of acquisition
|
Property, plant and equipment
|
152
|
Land use rights
|
176
|
Trade and other receivables
|
15
|
Cash and cash equivalents
|
7
|
|
350
|
Trade and other payables
|
(1)
|
Total identifiable net assets at fair value
|
349
|
|
|
|
Consideration settled in cash
|
(191
|
)
|
Cash and cash equivalents acquired with the subsidiary
|
7
|
|
Net cash outflow on acquisition
|
(184
|
)
|
•
|
Property, plant and equipment are evaluated by the replacement cost method.
|
•
|
Land use rights are evaluated by the incremental cost approach.
|
•
|
The fair value of trade and other receivables is RMB 15 million. The gross amount of trade and other receivables is RMB 15 million. However, none of the trade and other receivables has been impaired and it is expected that the contractual amount can be collected.
|
•
|
The use of existing assets remains unchanged as the entity runs as a going-concern.
|
|
Acquisition date to December 31, 2012
|
|
January 1, 2012 to December 31, 2012
|
|
|
|
|
Revenue
|
8
|
|
16
|
Net loss after tax
|
(2)
|
|
(1)
|
Fair value of the previously held 45.08% equity interests
|
157
|
Less: carrying amount of the previously held 45.08% equity interest
|
(157)
|
Investment income
|
-
|
|
Fair value recognized on the date of acquisition
|
Property, plant and equipment
|
90
|
Intangible assets
|
535
|
Inventories
|
62
|
Trade and other receivables
|
397
|
Cash and cash equivalents
|
175
|
Deferred tax assets
|
13
|
|
1,272
|
|
|
Trade and other payables
|
(618)
|
Deferred tax liabilities
|
(74)
|
Borrowings and others
|
(12)
|
|
(704)
|
|
|
Total identifiable net assets at fair value
|
568
|
Less: Non-controlling interests measured at fair value
|
(284)
|
Net assets acquired
|
284
|
Goodwill arising on acquisition
|
71
|
Fair value of previously held 30% equity interest
|
(186)
|
Purchase price
|
169
|
Consideration settled in cash in 2011
|
(92)
|
Less: cash and cash equivalents acquired with the subsidiary
|
175
|
Net cash inflow in 2011
|
83
|
|
|
Consideration settled in cash in 2012
|
(77)
|
•
|
Property, plant and equipment are evaluated by the replacement cost method.
|
•
|
Intangible assets are evaluated by the multi-period discounted cash flow approach.
|
•
|
The fair value of inventories and deferred tax assets and liabilities are the same as their carry amounts.
|
•
|
The fair value of trade and other receivables is RMB 397 million. None of the trade and other receivables have been impaired and it is expected that the contractual amount can be collected.
|
•
|
The goodwill of RMB 71 million is measured as the excess of the aggregated consideration transferred and fair value of previously held equity interests over the fair value of net identifiable assets acquired and liabilities assumed. Goodwill is allocated entirely to the seating segment.
|
•
|
The use of existing use of assets remains unchanged as the entity runs as a going-concern.
|
|
Acquisition date to December 31, 2011
|
|
January 1, 2011 to December 31, 2011
|
|
|
|
|
Revenue
|
651
|
|
1,501
|
Net (loss)/profit
|
(13)
|
|
239
|
Fair value of previously held 30% equity interest
|
186
|
Less: carrying amount of previously held 30% equity interest
|
(31)
|
Investment income
|
155
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|
|
|
|
|
|
Current assets
|
2,403
|
|
2,222
|
|
1,569
|
Non-current assets
|
1,027
|
|
978
|
|
635
|
Current liabilities
|
(2,072)
|
|
(1,636)
|
|
(1,213)
|
Non-current liabilities
|
(10)
|
|
(5)
|
|
(7)
|
Equity
|
1,348
|
|
1,559
|
|
984
|
|
2012
|
|
2011
|
|
|
|
|
Revenue
|
4,821
|
|
4,428
|
Cost of sales
|
(3,727)
|
|
(3,439)
|
Selling, General and Administrative expense
|
(602)
|
|
(510)
|
Income tax expense
|
(71)
|
|
(60)
|
Profit attributable to the owners for the year
|
421
|
|
419
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|
|
|
|
|
|
Current assets
|
971
|
|
749
|
|
1,125
|
Non-current assets
|
481
|
|
407
|
|
403
|
Current liabilities
|
(850)
|
|
(720)
|
|
(1,039)
|
Non-current liabilities
|
(20)
|
|
(6)
|
|
(10)
|
Equity
|
582
|
|
430
|
|
479
|
|
2012
|
|
2011
|
|
|
|
|
Revenue
|
1,410
|
|
1,400
|
Profit attributable to the owners for the year
|
89
|
|
125
|
|
2012
|
|
2011
|
Other operating expenses:
|
|
|
|
Foreign currency
|
53
|
|
26
|
Claims
|
14
|
|
-
|
Loss on disposal of assets
|
9
|
|
14
|
Other
|
9
|
|
6
|
|
85
|
|
46
|
|
2012
|
|
2011
|
Included in cost of sales
:
|
|
|
|
Depreciation of property, plant and equipment
|
403
|
|
389
|
Amortization of intangible assets
|
22
|
|
12
|
Amortization of land use rights
|
3
|
|
3
|
Warranty provision
|
52
|
|
10
|
Cost of inventories
|
29,943
|
|
26,890
|
Operating lease expense
|
38
|
|
27
|
|
|
|
|
Included in administrative expenses
:
|
|
|
|
Depreciation of property, plant and equipment
|
75
|
|
85
|
Amortization of intangible assets
|
185
|
|
117
|
Amortization of land use rights
|
6
|
|
1
|
Operating lease expense
|
46
|
|
29
|
|
|
|
|
Included in selling and distribution expenses:
|
|
|
|
Depreciation of property, plant and equipment
|
4
|
|
2
|
|
2012
|
|
2011
|
|
|
|
|
Wages and salaries
|
1,661
|
|
1,155
|
Social security costs
|
503
|
|
379
|
Staff welfare and incentive funds
|
254
|
|
232
|
Others
|
172
|
|
131
|
|
2,590
|
|
1,897
|
|
2012
|
|
2011
|
Current income tax:
|
|
|
|
Mainland China
|
543
|
|
476
|
United States of America
|
22
|
|
32
|
Deferred income tax
|
(95)
|
|
(97)
|
Total tax for the year
|
470
|
|
411
|
|
2012
|
|
2011
|
||
Profit before tax
|
3,072
|
|
|
2,973
|
|
Income tax expense at the statutory tax rate of 25%
|
768
|
|
|
743
|
|
Reconciling items:
|
|
|
|
||
Profits and losses attributable to associates and joint ventures
|
(36
|
)
|
|
(45
|
)
|
Tax concessions and preferential tax rates under specific tax programs
|
(287
|
)
|
|
(294
|
)
|
Expenses not deductible for tax purposes
|
25
|
|
|
7
|
|
Income tax expense at the Group's effective income tax rate
|
470
|
|
|
411
|
|
|
Consolidated Statement of Financial Position
|
|
Consolidated Statement of Income
|
||||||
|
December 31
|
|
January 1
|
|
|
|
|
||
|
2012
|
|
2011
|
|
2011
|
|
2012
|
|
2011
|
|
|
|
|
|
|
|
|
|
|
Accrued expenses
|
266
|
|
221
|
|
130
|
|
(45)
|
|
(79)
|
Property, plant and equipment depreciation
|
18
|
|
17
|
|
21
|
|
(1)
|
|
2
|
Losses available to offset against future taxable income
|
17
|
|
4
|
|
1
|
|
(13)
|
|
(3)
|
Unrealized profits
|
20
|
|
15
|
|
14
|
|
(5)
|
|
(1)
|
Revaluation surplus upon acquisition of subsidiaries
|
(42)
|
|
(70)
|
|
(12)
|
|
(28)
|
|
(13)
|
Other
|
15
|
|
12
|
|
9
|
|
(3)
|
|
(3)
|
Deferred tax income
|
|
|
|
|
|
|
(95)
|
|
(97)
|
Net deferred tax assets
|
294
|
|
199
|
|
163
|
|
|
|
|
|
December 31
|
|
January 1
|
|||
|
2012
|
|
2011
|
|
2011
|
|
|
|
|
|
|
|
|
Deferred tax assets
|
351
|
|
284
|
|
183
|
|
Deferred tax liabilities
|
(57)
|
|
(85)
|
|
(20)
|
|
Deferred tax assets, net
|
294
|
|
199
|
|
163
|
|
|
2012
|
|
2011
|
|
|
|
|
January 1
|
199
|
|
163
|
Income tax benefit
|
95
|
|
97
|
Deferred taxes acquired in business combinations
|
-
|
|
(61)
|
December 31
|
294
|
|
199
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|
|
|
|
|
|
Tax losses
|
138
|
|
118
|
|
107
|
|
Building
|
Machinery, tooling and equipment
|
Motor vehicle
|
Electronic and office equipment
|
Leasehold improvement
|
Others
|
Construction in progress
|
Total
|
|
Cost or valuation:
|
|
|
|
|
|
|
|
|
|
January 1, 2011
|
966
|
|
2,381
|
35
|
295
|
121
|
174
|
277
|
4,249
|
Additions
|
1
|
|
136
|
1
|
20
|
13
|
6
|
644
|
821
|
Acquisition of a subsidiary
|
-
|
|
46
|
-
|
4
|
-
|
-
|
40
|
90
|
Transfers from construction in progress
|
38
|
|
456
|
6
|
48
|
58
|
3
|
(609)
|
-
|
Disposals
|
-
|
|
(98)
|
(3)
|
(52)
|
(28)
|
(5)
|
(7)
|
(193)
|
December 31, 2011
|
1,005
|
|
2,921
|
39
|
315
|
164
|
178
|
345
|
4,967
|
Additions
|
1
|
|
62
|
-
|
4
|
49
|
4
|
1,502
|
1,622
|
Acquisition of a subsidiary
|
152
|
|
-
|
-
|
-
|
-
|
-
|
-
|
152
|
Transfers from construction in progress
|
391
|
|
607
|
8
|
70
|
33
|
15
|
(1,124)
|
-
|
Disposals
|
(12)
|
|
(222)
|
(5)
|
(31)
|
(16)
|
(10)
|
-
|
(296)
|
December 31, 2012
|
1,537
|
|
3,368
|
42
|
358
|
230
|
187
|
723
|
6,445
|
|
Building
|
Machinery, tooling and equipment
|
Motor vehicle
|
Electronic and office equipment
|
Leasehold improvement
|
Others
|
Construction in progress
|
Total
|
Accumulated depreciation:
|
|
|
|
|
|
|
|
|
January 1, 2011
|
(316)
|
(1,333)
|
(19)
|
(209)
|
(46)
|
(113)
|
-
|
(2,036)
|
Depreciation charge for the year
|
(47)
|
(333)
|
(6)
|
(52)
|
(22)
|
(16)
|
-
|
(476)
|
Disposals
|
-
|
62
|
2
|
47
|
5
|
1
|
-
|
117
|
December 31, 2011
|
(363)
|
(1,604)
|
(23)
|
(214)
|
(63)
|
(128)
|
-
|
(2,395)
|
Depreciation charge for the year
|
(59)
|
(315)
|
(6)
|
(41)
|
(33)
|
(28)
|
-
|
(482)
|
Disposals
|
1
|
123
|
3
|
18
|
6
|
3
|
-
|
154
|
December 31, 2012
|
(421)
|
(1,796)
|
(26)
|
(237)
|
(90)
|
(153)
|
-
|
(2,723)
|
|
Building
|
Machinery, tooling and equipment
|
Motor vehicle
|
Electronic and office equipment
|
Leasehold improvement
|
Others
|
Construction in progress
|
Total
|
Net book value:
|
|
|
|
|
|
|
|
|
December 31, 2012
|
1,116
|
1,572
|
16
|
121
|
140
|
34
|
723
|
3,722
|
December 31, 2011
|
642
|
1,317
|
16
|
101
|
101
|
50
|
345
|
2,572
|
January 1, 2011
|
650
|
1,048
|
16
|
86
|
75
|
61
|
277
|
2,213
|
|
Software
|
|
Patents
|
|
Customer relationships
|
|
Technology
|
|
Total
|
|
|
|
|
|
|
|
|
|
|
Cost:
|
|
|
|
|
|
|
|
|
|
January 1, 2011
|
48
|
|
25
|
|
137
|
|
5
|
|
215
|
Additions
|
11
|
|
2
|
|
-
|
|
-
|
|
13
|
Acquisition of a subsidiary
|
1
|
|
-
|
|
534
|
|
-
|
|
535
|
Disposals
|
-
|
|
(3)
|
|
(31)
|
|
-
|
|
(34)
|
December 31, 2011
|
60
|
|
24
|
|
640
|
|
5
|
|
729
|
Additions
|
28
|
|
-
|
|
-
|
|
-
|
|
28
|
December 31, 2012
|
88
|
|
24
|
|
640
|
|
5
|
|
757
|
|
|
|
|
|
|
|
|
|
|
Accumulated amortization:
|
|
|
|
|
|
|
|
|
|
January 1, 2011
|
(42)
|
|
(15)
|
|
(66)
|
|
(2)
|
|
(125)
|
Amortization
|
(6)
|
|
(2)
|
|
(120)
|
|
(1)
|
|
(129)
|
Disposals
|
-
|
|
2
|
|
20
|
|
-
|
|
22
|
December 31, 2011
|
(48)
|
|
(15)
|
|
(166)
|
|
(3)
|
|
(232)
|
Amortization
|
(8)
|
|
(1)
|
|
(196)
|
|
(2)
|
|
(207)
|
December 31, 2012
|
(56)
|
|
(16)
|
|
(362)
|
|
(5)
|
|
(439)
|
|
|
|
|
|
|
|
|
|
|
Net book value:
|
|
|
|
|
|
|
|
|
|
December 31, 2012
|
32
|
|
8
|
|
278
|
|
-
|
|
318
|
December 31, 2011
|
12
|
|
9
|
|
474
|
|
2
|
|
497
|
January 1, 2011
|
6
|
|
10
|
|
71
|
|
3
|
|
90
|
Type
|
|
Currency
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|
|
|
|
|
|
|
|
|
Secured
|
|
USD
|
|
67
|
|
58
|
|
62
|
|
|
RMB
|
|
65
|
|
58
|
|
-
|
|
|
|
|
|
|
|
|
|
Unsecured
|
|
USD
|
|
50
|
|
56
|
|
56
|
|
|
RMB
|
|
337
|
|
250
|
|
175
|
|
|
JPY
|
|
-
|
|
5
|
|
20
|
|
|
|
|
519
|
|
427
|
|
313
|
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
||
|
|
|
|
|
|
|
||
Bank deposit
|
|
67
|
|
|
58
|
|
|
-
|
Trade receivables
|
|
78
|
|
|
64
|
|
|
71
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
Interior trim business
|
1
|
|
1
|
|
1
|
Seating business
|
71
|
|
71
|
|
-
|
|
72
|
|
72
|
|
1
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
Trade receivables
|
3,237
|
|
2,816
|
|
2,556
|
Notes receivable
|
1,453
|
|
1,326
|
|
1,298
|
Advances to suppliers
|
195
|
|
147
|
|
179
|
Receivables from related parties
|
3,428
|
|
2,391
|
|
2,134
|
Other receivables
|
527
|
|
393
|
|
296
|
|
8,840
|
|
7,073
|
|
6,463
|
|
2012
|
|
2011
|
|
|
|
|
January 1
|
33
|
|
32
|
Amounts expensed
|
1
|
|
2
|
Amounts reversed
|
(1)
|
|
(1)
|
December 31
|
33
|
|
33
|
|
Total
|
|
< 1 year
|
|
1 year to 2 years
|
|
2 years to 3 years
|
|
> 3 years
|
|
|
|
|
|
|
|
|
|
|
December 31, 2012
|
3,237
|
|
3,183
|
|
47
|
|
3
|
|
4
|
December 31, 2011
|
2,816
|
|
2,797
|
|
14
|
|
3
|
|
2
|
January 1, 2011
|
2,556
|
|
2,546
|
|
5
|
|
5
|
|
-
|
|
December 31
|
|
January 1
|
|||
|
2012
|
|
2011
|
|
2011
|
|
|
|
|
|
|
|
|
Cash at banks and on hand
|
5,134
|
|
5,384
|
|
2,506
|
|
Time deposits
|
1,804
|
|
1,631
|
|
2,489
|
|
Less: restricted cash
|
(381)
|
|
(323)
|
|
(164)
|
|
|
6,557
|
|
6,692
|
|
4,831
|
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|
|
|
|
|
|
Pledged for notes payable
|
302
|
|
240
|
|
164
|
Pledged for bank borrowing
|
67
|
|
58
|
|
-
|
Pledged for letters of credit
|
12
|
|
25
|
|
-
|
|
381
|
|
323
|
|
164
|
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|
|
|
|
|
|
Accounts payable
|
7,594
|
|
6,720
|
|
6,253
|
Notes payable
|
1,339
|
|
1,385
|
|
1,258
|
Payables to related parties
|
1,225
|
|
657
|
|
515
|
Other payables
|
3,592
|
|
2,921
|
|
2,086
|
|
13,750
|
|
11,683
|
|
10,112
|
|
December 31 2011
|
|
Increase
|
|
Decrease
|
|
December 31 2012
|
|
|
|
|
|
|
|
|
Statutory reserve fund
|
531
|
|
116
|
|
(38)
|
|
609
|
Contributed surplus
|
5
|
|
-
|
|
-
|
|
5
|
Capital reserve
|
79
|
|
-
|
|
-
|
|
79
|
Foreign exchange reserve
|
(6)
|
|
-
|
|
-
|
|
(6)
|
|
609
|
|
116
|
|
(38)
|
|
687
|
|
January 1 2011
|
|
Increase
|
|
Decrease
|
|
December 31 2011
|
|
|
|
|
|
|
|
|
Statutory reserve fund
|
403
|
|
128
|
|
-
|
|
531
|
Contributed surplus
|
5
|
|
-
|
|
-
|
|
5
|
Capital reserve
|
79
|
|
-
|
|
-
|
|
79
|
Foreign exchange reserve
|
(2)
|
|
(4)
|
|
-
|
|
(6)
|
|
485
|
|
124
|
|
-
|
|
609
|
|
|
Percentage equity interest
|
|||||
Name
|
Place of registration
|
December 31
|
January 1
|
||||
2012
|
2011
|
2011
|
|||||
Subsidiaries:
|
|
|
|
|
|||
Shanghai Yanfeng Johnson Controls Seating Co., Ltd.#
|
Shanghai
|
50.01
|
%
|
50.01
|
%
|
50.01
|
%
|
Yanfeng Visteon Automotive Electronics (Shanghai) Co., Ltd.#
|
Shanghai
|
60.00
|
%
|
60.00
|
%
|
60.00
|
%
|
Yanfeng Visteon (Beijing) Automotive Trim Systems Co., Ltd.#
|
Beijing
|
75.00
|
%
|
75.00
|
%
|
75.00
|
%
|
Yanfeng Visteon (Chongqing) Automotive Trim Systems Co., Ltd.#
|
Chongqing
|
99.00
|
%
|
99.00
|
%
|
99.00
|
%
|
Shanghai Jixiang Automobile Roof Trimming Co., Ltd.
|
Shanghai
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Nantong Yanfeng Johnson Control Seating Trim Co., Ltd.
|
Nantong
|
75.00
|
%
|
75.00
|
%
|
75.00
|
%
|
Guangzhou Dongfeng Johnson Controls Automotive Seating Co., Ltd.*
|
Guangzhou
|
50.00
|
%
|
50.00
|
%
|
50.00
|
%
|
Jiangsu Toppower Automotive Electronics Co., Ltd.
|
Xuzhou
|
58.44
|
%
|
58.44
|
%
|
58.44
|
%
|
Changchun FAW Xugang Electronics Co., Ltd.
|
Changchun
|
65.00
|
%
|
65.00
|
%
|
65.00
|
%
|
Yanfeng Visteon Automotive Tooling Co., Ltd.*#
|
Shanghai
|
50.00
|
%
|
50.00
|
%
|
50.00
|
%
|
Yanfeng Visteon Betung Automotive Instrumentation Co., Ltd.
|
Shaoxing
|
81.85
|
%
|
81.85
|
%
|
81.85
|
%
|
Zhejiang Shaohong Instrument Co., Ltd.
|
Shaoxing
|
81.85
|
%
|
81.85
|
%
|
81.85
|
%
|
|
|
Percentage equity interest
|
|||||
Name
|
Place of registration
|
December 31
|
January 1
|
||||
2012
|
2011
|
2011
|
|||||
Subsidiaries:
|
|
|
|
|
|||
Yanfeng Visteon Jinqiao Automotive Trim Systems Co., Ltd.#
|
Shanghai
|
75.00
|
%
|
75.00
|
%
|
75.00
|
%
|
Wuhan Johnson Controls Yunhe Automotive Seating Co., Ltd.
|
Wuhan
|
60.00
|
%
|
60.00
|
%
|
60.00
|
%
|
Wuhu Johnson Controls Yunhe Automotive Seating Co., Ltd.*
|
Wuhu
|
45.00
|
%
|
75.00
|
%
|
75.00
|
%
|
Hefei Johnson Controls Yunhe Automotive Seating Co., Ltd.*
|
Hefei
|
33.00
|
%
|
55.00
|
%
|
55.00
|
%
|
Yanfeng Visteon (Hefei) Automotive Trim Systems Co., Ltd.#
|
Hefei
|
80.00
|
%
|
80.00
|
%
|
80.00
|
%
|
Shenyang Yanfeng Johnson Controls Seating Co., Ltd.
|
Shenyang
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Yantai Yanfeng Johnson Controls Seating Co., Ltd.
|
Yantai
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Zhejiang Johnson Controls Heda Automotive Seating Co., Ltd.*
|
Taizhou
|
42.00
|
%
|
70.00
|
%
|
70.00
|
%
|
Shanghai Jiqiang Automotive Parts Systems Co., Ltd.#
|
Shanghai
|
51.00
|
%
|
51.00
|
%
|
51.00
|
%
|
Shanghai Johnson Automotive Parts Systems Co., Ltd.
|
Shanghai
|
55.00
|
%
|
55.00
|
%
|
55.00
|
%
|
Yanfeng Visteon (Yantai) Automotive Trim Systems Co., Ltd.
|
Yantai
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Nanjing Yanfeng Johnson Controls Seating Co., Ltd.
|
Nanjing
|
60.00
|
%
|
60.00
|
%
|
60.00
|
%
|
Shanghai Yanfeng Johnson Controls Anting Seating Co., Ltd.
|
Shanghai
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Nanjing Yanfeng Johnson Controls Seating Parts Co., Ltd.
|
Nanjing
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Baoding Yanfeng Johnson Controls Seating Co., Ltd.*
|
Baoding
|
50.00
|
%
|
50.00
|
%
|
50.00
|
%
|
Yanfeng Visteon (Shanghai) Automotive Cockpit System Co., Ltd.#
|
Shanghai
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Yanfeng Visteon (Nanjing) Automotive Trim Systems Co., Ltd.#
|
Nanjing
|
80.00
|
%
|
80.00
|
%
|
80.00
|
%
|
Nanjing Donghua Yanfeng Visteon Automotive Parts Systems Co., Ltd.#
|
Nanjing
|
51.00
|
%
|
51.00
|
%
|
51.00
|
%
|
Yanfeng USA Automotive Trim Systems, Inc.
|
Michigan
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Yanfeng Visteon Zhejiang Automotive Interior Trim Systems Co., Ltd.#
|
Ningbo
|
60.00
|
%
|
60.00
|
%
|
-
|
|
Zhejiang Yanjiang Sanjing Automotive Parts Systems Co., Ltd.
|
Ningbo
|
55.00
|
%
|
55.00
|
%
|
-
|
|
Dalian Yanfeng Johnson Controls Seating Parts Co., Ltd.*
|
Dalian
|
50.00
|
%
|
50.00
|
%
|
-
|
|
Yanfeng Visteon Liuzhou Automotive Trim Systems Co., Ltd.
|
Liuzhou
|
100.00
|
%
|
100.00
|
%
|
-
|
|
Liuzhou Yanfeng Johnson Controls Seating Co., Ltd.
|
Liuzhou
|
100.00
|
%
|
100.00
|
%
|
-
|
|
Yanfeng Visteon Yizheng Automotive Trim Systems Co., Ltd.#
|
Yangzhou
|
100.00
|
%
|
100.00
|
%
|
-
|
|
Yizheng Yanfeng Johnson Controls Seating Co., Ltd.
|
Yangzhou
|
100.00
|
%
|
100.00
|
%
|
-
|
|
Yanfeng Visteon Electronic Technology (Shanghai) Co., Ltd.
|
Shanghai
|
100.00
|
%
|
100.00
|
%
|
-
|
|
Chongqing Yanfeng Johnson Controls Automotive Components Co. Ltd.*
|
Chongqing
|
50.00
|
%
|
50.00
|
%
|
-
|
|
Shanghai Yanfeng Johnson Industrial Co., Ltd.
|
Shanghai
|
100.00
|
%
|
-
|
|
-
|
|
Yanfeng Visteon (Shenyang) Automotive Trim Systems Co., Ltd.#
|
Shenyang
|
100.00
|
%
|
-
|
|
-
|
|
Yanfeng Visteon (Ningbo) Automotive Trim Systems Co., Ltd.#
|
Ningbo
|
100.00
|
%
|
-
|
|
-
|
|
Guangzhou Yanfeng Johnson Controls Seating Parts Co., Ltd
|
Guangzhou
|
100.00
|
%
|
-
|
|
-
|
|
Chongqing Yanfeng Boao Auto Parts Co., Ltd.
|
Chongqing
|
-
|
|
-
|
|
60.00
|
%
|
|
Sales to related parties
|
|
Purchase from related parties
|
|
Amounts owed by related parties
|
|
Amounts owed to related parties
|
||||
Joint ventures:
|
|||||||||||
For the year of 2012
|
140
|
|
|
257
|
|
|
53
|
|
|
45
|
|
For the year of 2011
|
165
|
|
|
251
|
|
|
57
|
|
|
66
|
|
As of January 1, 2011
|
|
|
|
|
21
|
|
|
55
|
|
|
Sales to related parties
|
|
Purchase from related parties
|
|
Amounts owed by related parties
|
|
Amounts owed to related parties
|
|
Associates:
|
||||||||
For the year of 2012
|
13
|
|
-
|
|
1
|
|
3
|
|
For the year of 2011
|
41
|
|
-
|
|
4
|
|
-
|
|
As of January 1, 2011
|
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
HUAYU:
|
||||||||
For the year of 2012
|
-
|
|
-
|
|
-
|
|
120
|
|
For the year of 2011
|
-
|
|
-
|
|
-
|
|
-
|
|
As of January 1, 2011
|
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Subsidiaries of HUAYU:
|
||||||||
For the year of 2012
|
-
|
|
11
|
|
-
|
|
3
|
|
For the year of 2011
|
-
|
|
12
|
|
-
|
|
6
|
|
As of January 1, 2011
|
|
|
|
|
-
|
|
51
|
|
|
|
|
|
|
|
|
|
|
Joint ventures of HUAYU:
|
||||||||
For the year of 2012
|
-
|
|
588
|
|
-
|
|
158
|
|
For the year of 2011
|
-
|
|
526
|
|
-
|
|
109
|
|
As of January 1, 2011
|
|
|
|
|
-
|
|
46
|
|
|
|
|
|
|
|
|
|
|
Associates of HUAYU:
|
||||||||
For the year of 2012
|
-
|
|
537
|
|
-
|
|
118
|
|
For the year of 2011
|
-
|
|
284
|
|
-
|
|
141
|
|
As of January 1, 2011
|
|
|
|
|
-
|
|
4
|
|
|
|
|
|
|
|
|
|
|
SAIC:
|
||||||||
For the year of 2012
|
856
|
|
114
|
|
189
|
|
-
|
|
For the year of 2011
|
731
|
|
-
|
|
203
|
|
-
|
|
As of January 1, 2011
|
|
|
|
|
206
|
|
35
|
|
|
|
|
|
|
|
|
|
|
Subsidiaries of SAIC:
|
||||||||
For the year of 2012
|
1,225
|
|
125
|
|
196
|
|
53
|
|
For the year of 2011
|
624
|
|
134
|
|
190
|
|
15
|
|
As of January 1, 2011
|
|
|
|
|
41
|
|
58
|
|
|
|
|
|
|
|
|
|
|
Joint ventures of SAIC:
|
||||||||
For the year of 2012
|
23,533
|
|
4,014
|
|
2,669
|
|
718
|
|
For the year of 2011
|
22,170
|
|
2,461
|
|
1,743
|
|
320
|
|
As of January 1, 2011
|
|
|
|
|
1,716
|
|
252
|
|
|
|
|
|
|
|
|
|
|
Associates of SAIC:
|
||||||||
For the year of 2012
|
-
|
|
30
|
|
-
|
|
2
|
|
For the year of 2011
|
-
|
|
-
|
|
-
|
|
-
|
|
As of January 1, 2011
|
|
|
|
|
-
|
|
-
|
|
|
|
|
|
|
|
|
|
|
Subsidiaries of VIHI:
|
||||||||
For the year of 2012
|
1,109
|
|
-
|
|
318
|
|
5
|
|
For the year of 2011
|
462
|
|
19
|
|
194
|
|
-
|
|
As of January 1, 2011
|
|
|
|
|
150
|
|
14
|
|
|
As of and for the year ended
|
|
As of
|
|||||
|
December 31 2012
|
|
December 31 2011
|
|
January 1 2011
|
|||
Loan to joint ventures:
|
||||||||
Interest received
|
-
|
|
|
-
|
|
|
|
|
Amount owed by related party
|
2
|
|
|
-
|
|
|
-
|
|
|
|
|
|
|
|
|||
Loan from subsidiary of SAIC:
|
||||||||
Interest paid
|
6
|
|
|
5
|
|
|
|
|
Amount owed to related party
|
120
|
|
|
95
|
|
|
95
|
|
|
Purchase of goods
|
|
Sale of goods
|
|
Rental Expense
|
|
Rental
Income
|
||||
December 31, 2012
|
-
|
|
|
-
|
|
|
40
|
|
|
17
|
|
December 31, 2011
|
-
|
|
|
-
|
|
|
29
|
|
|
16
|
|
January 1, 2011
|
151
|
|
|
225
|
|
|
6
|
|
|
14
|
|
|
December 31
|
|
January 1
|
||
|
2012
|
|
2011
|
|
2011
|
|
|
|
|
|
|
Within one year
|
85
|
|
111
|
|
139
|
After one year but not more than three years
|
112
|
|
179
|
|
211
|
More than three years
|
314
|
|
340
|
|
265
|
|
511
|
|
630
|
|
615
|
|
December 31
|
|
January 1
|
|||||
|
2012
|
|
2011
|
|
2011
|
|||
|
|
|
|
|
|
|||
Buildings, machinery and equipment
|
308
|
|
|
135
|
|
|
88
|
|
•
|
Level 1: fair values measured based on quoted prices (unadjusted) in active markets for identical assets or liabilities .
|
•
|
Level 2: fair values measured based on valuation techniques for which all inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly.
|
•
|
Level 3: fair values measured based on valuation techniques for which any inputs which have a significant effect on the recorded fair value are not based on observable market data (unobservable inputs).
|
|
Change in US$ rate
|
|
Effect on profit before tax
|
|
Effect on equity
|
||||
|
|
|
|
|
|
||||
2012
|
+/- 10%
|
|
-/+ RMB 95
|
|
+/- RMB 12
|
||||
2011
|
+/- 10%
|
|
-/+ RMB 72
|
|
+/- RMB 7
|
|
Within 1 year
|
|
1 to 5 years
|
|
>5 years
|
|
Total
|
||
December 31, 2012
|
|
|
|
|
|
|
|
||
Interest-bearing loans and borrowings
|
519
|
|
-
|
|
-
|
|
519
|
||
Trade and other payables
|
13,750
|
|
-
|
|
-
|
|
13,750
|
||
Other liabilities
|
186
|
|
-
|
|
-
|
|
186
|
||
|
14,455
|
|
-
|
|
-
|
|
14,455
|
||
December 31, 2011
|
|
|
|
|
|
|
|
||
Interest-bearing loans and borrowings
|
427
|
|
-
|
|
-
|
|
427
|
||
Trade and other payables
|
11,683
|
|
-
|
|
-
|
|
11,683
|
||
Other liabilities
|
208
|
|
-
|
|
-
|
|
208
|
||
|
12,318
|
|
-
|
|
-
|
|
12,318
|
||
January 1, 2011
|
|
|
|
|
|
|
|
||
Interest-bearing loans and borrowings
|
313
|
|
-
|
|
-
|
|
313
|
||
Trade and other payables
|
10,112
|
|
-
|
|
-
|
|
10,112
|
||
Other liabilities
|
151
|
|
-
|
|
-
|
|
151
|
||
|
10,576
|
|
-
|
|
-
|
|
10,576
|
|
VISTEON CORPORATION
|
|
|
|
|
|
By:
|
/s/ Michael J. Widgren
|
|
|
Michael J. Widgren
|
|
|
Vice President, Corporate Controller and Chief Accounting Officer
|
Exhibit No.
|
|
Description
|
2.1
|
|
Fifth Amended Joint Plan of Reorganization, filed August 31, 2010 (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of Visteon Corporation filed on September 7, 2010 (File No. 001-15827)).
|
2.2
|
|
Fourth Amended Disclosure Statement, filed June 30, 2010 (incorporated by reference to Exhibit 2.2 to the Current Report on Form 8-K of Visteon Corporation filed on September 7, 2010 (File No. 001-15827)).
|
3.1
|
|
Second Amended and Restated Certificate of Incorporation of Visteon Corporation (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form 8-A of Visteon Corporation filed on September 30, 2010 (File No. 000-54138)).
|
3.2
|
|
Third Amended and Restated Bylaws of Visteon Corporation, as amended through February 28, 2012 (incorporated by reference to Exhibit 3.1 to the Current Report on Form 8-K of Visteon Corporation filed on March 1, 2012).
|
4.1
|
|
Warrant Agreement, dated as of October 1, 2010, by and between Visteon Corporation and Mellon Investor Services LLC (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form 8-A of Visteon Corporation filed on September 30, 2010 (File No. 000-54138)).
|
4.2
|
|
Warrant Agreement, dated as of October 1, 2010, by and between Visteon Corporation and Mellon Investor Services LLC (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form 8-A of Visteon Corporation filed on September 30, 2010 (File No. 000-54138)).
|
4.3
|
|
Form of Common Stock Certificate of Visteon Corporation (incorporated by reference to Exhibit 4.4 to the Current Report on Form 8-K of Visteon Corporation filed on October 1, 2010 (File No. 001-15827)).
|
4.4
|
|
Indenture, dated as of April 6, 2011, among Visteon Corporation, the guarantors party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee, including the Form of 6.75% Senior Note due 2019 (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K of Visteon Corporation filed on April 7, 2011 (File No. 001-15827)).
|
4.5
|
|
Indenture, dated as of December 20, 2011, by and between Visteon Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the Registration Statement on Form S-3 of Visteon Corporation filed on December 20, 2011 (File No. 333-178639)).
|
10.1
|
|
Registration Rights Agreement, dated as of October 1, 2010, by and among Visteon Corporation and certain investors listed therein (incorporated by reference to Exhibit 4.3 to the Current Report on Form 8-K of Visteon Corporation filed on October 1, 2010 (File No. 001-15827)).
|
10.2
|
|
Equity Commitment Agreement, dated as of May 6, 2010, by and among Visteon Corporation, Alden Global Distressed Opportunities Fund, L.P., Allen Arbitrage, L.P., Allen Arbitrage Offshore, Armory Master Fund Ltd., Capital Ventures International, Caspian Capital Partners, L.P., Caspian Select Credit Master Fund, Ltd., Citadel Securities LLC, CQS Convertible and Quantitative Strategies Master Fund Limited, CQS Directional Opportunities Master Fund Limited, Crescent 1 L.P., CRS Fund Ltd., CSS, LLC, Cumber International S.A., Cumberland Benchmarked Partners, L.P., Cumberland Partners, Cyrus Europe Master Fund Ltd., Cyrus Opportunities Master Fund II, Ltd., Cyrus Select Opportunities Master Fund, Ltd., Deutsche Bank Securities Inc. (solely with respect to the Distressed Products Group), Elliott International, L.P., Goldman, Sachs & Co. (solely with respect to the High Yield Distressed Investing Group), Halbis Distressed Opportunities Master Fund Ltd., Kivu Investment Fund Limited, LongView Partners B, L.P., Mariner LDC (Caspian), Mariner LDC (Riva Ridge), Merced Partners II, L.P., Merced Partners Limited Partnership, Monarch Master Funding Ltd., NewFinance Alden SPV, Oak Hill Advisors, L.P., Quintessence Fund L.P., QVT Fund LP, Riva Ridge Master Fund, Ltd., Seneca Capital LP, Silver Point Capital, L.P., SIPI Master Ltd., Solus Alternative Asset Management LP, Spectrum Investment Partners, L.P., Stark Criterion Master Fund Ltd., Stark Master Fund Ltd., The Liverpool Limited Partnership, The Seaport Group LLC Profit Sharing Plan, UBS Securities LLC, Venor Capital Management, Whitebox Combined Partners, L.P., and Whitebox Hedged High Yield Partners, L.P. (incorporated by reference to Exhibit 2.1 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on August 9, 2010 (File No. 001-15827)).
|
Exhibit No.
|
|
Description
|
10.3
|
|
First Amendment, dated as of June 13, 2010, to the Equity Commitment Agreement, by and among Visteon Corporation, Alden Global Distressed Opportunities Fund, L.P., Allen Arbitrage, L.P., Allen Arbitrage Offshore, Armory Master Fund Ltd., Capital Ventures International, Caspian Capital Partners, L.P., Caspian Select Credit Master Fund, Ltd., Citadel Securities LLC, CQS Convertible and Quantitative Strategies Master Fund Limited, CQS Directional Opportunities Master Fund Limited, Crescent 1 L.P., CRS Fund Ltd., CSS, LLC, Cumber International S.A., Cumberland Benchmarked Partners, L.P., Cumberland Partners, Cyrus Europe Master Fund Ltd., Cyrus Opportunities Master Fund II, Ltd., Cyrus Select Opportunities Master Fund, Ltd., Deutsche Bank Securities Inc. (solely with respect to the Distressed Products Group), Elliott International, L.P., Goldman, Sachs & Co. (solely with respect to the High Yield Distressed Investing Group), Halbis Distressed Opportunities Master Fund Ltd., Kivu Investment Fund Limited, LongView Partners B, L.P., Mariner LDC (Caspian), Mariner LDC (Riva Ridge), Merced Partners II, L.P., Merced Partners Limited Partnership, Monarch Master Funding Ltd., NewFinance Alden SPV, Oak Hill Advisors, L.P., Quintessence Fund L.P., QVT Fund LP, Riva Ridge Master Fund, Ltd., Seneca Capital LP, Silver Point Capital, L.P., SIPI Master Ltd., Solus Alternative Asset Management LP, Spectrum Investment Partners, L.P., Stark Criterion Master Fund Ltd., Stark Master Fund Ltd., The Liverpool Limited Partnership, The Seaport Group LLC Profit Sharing Plan, UBS Securities LLC, Venor Capital Management, Whitebox Combined Partners, L.P., and Whitebox Hedged High Yield Partners, L.P. (incorporated by reference to Exhibit 2.2 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on August 9, 2010 (File No. 001-15827)).
|
10.4
|
|
Registration Rights Agreement, dated as of April 6, 2011, among Visteon Corporation and the guarantors and initial purchasers party thereto (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on April 7, 2011 (File No. 001-15827)).
|
10.5
|
|
Global Settlement and Release Agreement, dated September 29, 2010, by and among Visteon Corporation, Ford Motor Company and Automotive Components Holdings, LLC (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K of Visteon Corporation filed on October 1, 2010 (File No. 001-15827)).
|
10.6
|
|
Form of Revolving Loan Credit Agreement, dated October 1, 2010, as amended and restated as of April 6, 2011, by and among Visteon Corporation, certain of its domestic subsidiaries signatory thereto, Morgan Stanley Senior Funding, Inc., as administrative agent and co-collateral agent, Bank of America, N.A., as co-collateral agent, and the lenders and L/C issuers party thereto (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Visteon Corporation filed on April 7, 2011 (File No. 001-15827)).
|
10.6.1
|
|
Fourth Amendment to Revolving Loan Credit Agreement, dated as of April 3, 2012, by and among Visteon Corporation, certain of its domestic subsidiaries signatory thereto, Morgan Stanley Senior Funding, Inc., as administrative agent and co-collateral agent, Bank of America, N.A., as co-collateral agent, and the lenders and L/C issuers party thereto (incorporated by reference to Exhibit 10.5 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on May 2, 2012).
|
10.6.2
|
|
Fifth Amendment to Revolving Loan Credit Agreement and Consent, dated as of July 3, 2012, by and among Visteon Corporation, certain of its domestic subsidiaries signatory thereto, Morgan Stanley Senior Funding, Inc., as administrative agent and co-collateral agent, Bank of America, N.A., as co-collateral agent, and the lenders and L/C issuers party thereto (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on August 2, 2012).
|
10.6.3
|
|
Sixth Amendment to Revolving Loan Credit Agreement, dated as of January 28, 2013, by and among Visteon Corporation, certain of its domestic subsidiaries signatory thereto, Morgan Stanley Senior Funding, Inc., as administrative agent and co-collateral agent, Bank of America, N.A., as co-collateral agent, and the lenders and L/C issuers party thereto (incorporated by reference to Exhibit 10.6.3 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).
|
10.7
|
|
Asset Purchase Agreement, dated as of March 9, 2012, by and among Visteon Corporation, certain of Visteon's subsidiaries, VARROCCORP Holding BV and Varroc Engineering Pvt. Ltd. (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on May 2, 2012).
|
10.8
|
|
Letter Agreement between Visteon Corporation and Alden Global Distressed Opportunities Master Fund, L.P., dated as of May 11, 2011 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on May 12, 2011 (File No. 001-15827)).
|
10.9
|
|
Registration Rights Agreement between Visteon Corporation and Evercore Trust Company, N.A., independent fiduciary of the Visteon Defined Benefit Master Trust, dated as of January 9, 2012 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on January 10, 2012 (File No. 001-15827)).
|
10.10
|
|
KRW 1 Trillion Bridge Loan Agreement, dated as of July 4, 2012, by and among Visteon Korea Holdings Company and Kookmin Bank (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on August 2, 2012).
|
10.10.1
|
|
Amendment and Restatement Relating Bridge Facility Agreement, dated as of July 30, 2012, by and among Visteon Korea Holdings Corporation and Kookmin Bank (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on August 2, 2012).
|
Exhibit No.
|
|
Description
|
10.11
|
|
Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.1 to the Registration Statement on Form S-8 of Visteon Corporation filed on September 30, 2010 (File No. 333-169695)).*
|
10.11.1
|
|
Form of Terms and Conditions of Initial Restricted Stock Grants under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.2 to the Registration Statement on Form S-8 of Visteon Corporation filed on September 30, 2010 (File No. 333-169695)).*
|
10.11.2
|
|
Form of Terms and Conditions of Initial Restricted Stock Unit Grants under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.3 to the Registration Statement on Form S-8 of Visteon Corporation filed on September 30, 2010 (File No. 333-169695)).*
|
10.11.3
|
|
Form of Terms and Conditions of Nonqualified Stock Options under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.10.3 to the Annual Report on Form 10-K of Visteon for the period ended December 31, 2010).*
|
10.11.4
|
|
Form of Terms and Conditions of Stock Appreciation Rights under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.10.4 to the Annual Report on Form 10-K of Visteon for the period ended December 31, 2010).*
|
10.11.5
|
|
Form of Terms and Conditions of Restricted Stock Grants under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.10.5 to the Annual Report on Form 10-K of Visteon for the period ended December 31, 2010).*
|
10.11.6
|
|
Form of Terms and Conditions of Restricted Stock Unit Grants under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.10.6 to the Annual Report on Form 10-K of Visteon for the period ended December 31, 2010).*
|
10.11.7
|
|
Form of Terms and Conditions of Performance Unit Grants under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.10.7 to the Annual Report on Form 10-K of Visteon for the period ended December 31, 2010).*
|
10.11.8
|
|
Form of Terms and Conditions of Performance Unit Grants under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on March 5, 2012).*
|
10.11.9
|
|
Restricted Stock Unit Grant Agreement for Timothy D. Leuliette under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K of Visteon Corporation filed on October 2, 2012).*
|
10.11.10
|
|
Performance Stock Unit Grant Agreement for Timothy D. Leuliette under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K of Visteon Corporation filed on October 2, 2012).*
|
10.11.11
|
|
Amendment, dated as of September 13, 2012, to the Terms and Conditions of Restricted Stock Grants under the Visteon Corporation 2010 Incentive Plan and the Terms and Conditions of Restricted Stock Unit Grants under the Visteon Corporation 2010 Incentive Plan (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K of Visteon Corporation filed on September 18, 2012).*
|
10.11.12
|
|
Form of executive Performance Stock Unit Grant Agreement (incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K of Visteon Corporation filed on October 31, 2012).*
|
10.11.13
|
|
Form of executive Restricted Stock Unit Grant Agreement (incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K of Visteon Corporation filed on October 31, 2012).*
|
10.11.14
|
|
Restricted Stock Unit Grant Agreement, dated October 18, 2012, between Visteon Corporation and Francis M. Scricco, Chairman (incorporated by reference to Exhibit 10.18 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on November 1, 2012).*
|
10.12
|
|
Visteon Corporation Amended and Restated Deferred Compensation Plan for Non-Employee Directors (incorporated by reference to Exhibit 10.11 to the Registration Statement on Form S-1 of Visteon Corporation filed on October 22, 2010 (File No. 333-107104)).*
|
10.13
|
|
Visteon Corporation 2010 Supplemental Executive Retirement Plan, as amended and restated (incorporated by reference to Exhibit 10.1 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on November 3, 2011 (File No. 001-15827)).*
|
10.13.1
|
|
Amendment, dated as of September 13, 2012, to the Visteon Corporation 2010 Supplemental Executive Retirement Plan (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on September 18, 2012).*
|
10.14
|
|
Visteon Corporation 2011 Savings Parity Plan (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on November 3, 2011 (File No. 001-15827)).*
|
10.14.1
|
|
Amendment, dated as of September 13, 2012, to the Visteon Corporation 2011 Savings Parity Plan, as amended through September 13, 2012 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Visteon Corporation filed on September 18, 2012).*
|
Exhibit No.
|
|
Description
|
10.15
|
|
2010 Visteon Executive Severance Plan, as amended and restated as of October 18, 2012 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on October 31, 2012).*
|
10.16
|
|
Visteon Corporation Non-Employee Director Stock Unit Plan (incorporated by reference to Exhibit 10.15 to Amendment No. 2 to the Registration Statement on Form S-1 of Visteon Corporation filed on December 22, 2010 (File No. 333-170104)).*
|
10.17
|
|
Form of Executive Retiree Health Care Agreement (incorporated by reference to Exhibit 10.23 to the Annual Report on Form 10-K of Visteon for the period ended December 31, 2009).*
|
10.17.1
|
|
Schedule identifying substantially identical agreements to Executive Retiree Health Care Agreement constituting Exhibit 10.17 hereto entered into by Visteon with Mr. Stebbins (incorporated by reference to Exhibit 10.17.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).*
|
10.18
|
|
Employment Agreement, dated October 1, 2010, by and between Visteon Corporation and Donald J. Stebbins (incorporated by reference to Exhibit 10.5 to the current report on Form 8-K of Visteon Corporation filed on October 1, 2010 (File No. 001-15827)).*
|
10.19
|
|
Employment Agreement, dated as of December 12, 2011, between Visteon Engineering Services Ltd. and Robert C. Pallash (incorporated by reference to Exhibit 10.2 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on May 2, 2012).*
|
10.20
|
|
P.R. China Employment Agreement, dated as of December 12, 2011, between Visteon Asia Pacific, Inc. and Robert C. Pallash (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on May 2, 2012).*
|
10.21
|
|
Letter Agreement, dated August 10, 2012, relating to the appointment of Timothy D. Leuliette as Interim Chairman of the Board, Interim Chief Executive Officer and Interim President (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Visteon Corporation filed on August 13, 2012).*
|
10.22
|
|
Employment Agreement by and between Timothy D. Leuliette and Visteon Corporation, dated as of September 30, 2012 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on October 2, 2012).*
|
10.23
|
|
Separation Agreement by and between Donald J. Stebbins and Visteon Corporation, dated as of August 10, 2012 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on August 13, 2012).*
|
10.24
|
|
Separation Agreement by and between Martin E. Welch III and Visteon Corporation, dated as of October 3, 2012 (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on October 4, 2012).*
|
10.25
|
|
Change in Control Agreement by and between Timothy D. Leuliette and Visteon Corporation, dated as of September 30, 2012 (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Visteon Corporation filed on October 2, 2012).*
|
10.26
|
|
Form of Change in Control Agreement between Visteon Corporation and executive officers of Visteon Corporation (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Visteon Corporation filed on October 31, 2012).*
|
10.26.1
|
|
Schedule identifying substantially identical agreements to Officer Change in Control Agreement constituting Exhibit 10.26 hereto entered into by Visteon Corporation with Messrs. Pallash, Meszaros, Sharnas, Shull, Stafeil and Widgren and Ms. Greenway. (incorporated by reference to Exhibit 10.26.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013)*
|
10.27
|
|
Change in Control Agreement, effective as of October 17, 2011, between Visteon Corporation and Martin E. Welch III (incorporated by reference to Exhibit 10.3 to the Quarterly Report on Form 10-Q of Visteon Corporation filed on November 3, 2011 (File No. 001-15827)).*
|
10.28
|
|
Master Share Purchase Agreement, dated as of January 11, 2013, by and among Visteon Corporation, certain subsidiaries of Visteon Corporation, and Halla Climate Control Corporation (incorporated by reference to Exhibit 10.28 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).
|
12.1
|
|
Statement re: Computation of Ratios (incorporated by reference to Exhibit 12.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).
|
14.1
|
|
Visteon Corporation - Ethics and Integrity Policy (code of business conduct and ethics) (incorporated by reference to Exhibit 14.1 to the Quarterly Report on Form 10-Q of Visteon dated July 30, 2008).
|
21.1
|
|
Subsidiaries of Visteon Corporation (incorporated by reference to Exhibit 21.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm, PricewaterhouseCoopers LLP (incorporated by reference to Exhibit 23.1to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).
|
Exhibit No.
|
|
Description
|
23.2
|
|
Consent of Independent Registered Public Accounting Firm, Ernst & Young LLP (incorporated by reference to Exhibit 23.2 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).
|
23.3
|
|
Consent of Independent Auditors, Ernst & Young Hua Ming LLP.#
|
24.1
|
|
Powers of Attorney relating to execution of this Annual Report on Form 10-K (incorporated by reference to Exhibit 24.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 28, 2013).
|
31.1
|
|
Rule 13a-14(a) Certification of Chief Executive Officer dated June 28, 2013.#
|
31.2
|
|
Rule 13a-14(a) Certification of Chief Financial Officer dated June 28, 2013.#
|
32.1
|
|
Section 1350 Certification of Chief Executive Officer dated June 28, 2013.#
|
32.2
|
|
Section 1350 Certification of Chief Financial Officer dated June 28, 2013.#
|
*
|
Indicates that exhibit is a management contract or compensatory plan or arrangement.
|
#
|
Indicates that exhibit is filed herewith.
|
1 Year Visteon Chart |
1 Month Visteon Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions