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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 | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 111.17 | 111.45 | 128.57 | 0 | 11:55:00 |
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
|
2014 Proxy Statement
|
Part III (Items 10, 11, 12, 13 and 14)
|
|
|
|
Page
|
Form 10-K/A Explanatory Note
|
|
Item 15
|
|
Yanfeng Visteon Automotive Trim Systems Co., Ltd. Consolidated Financial Statements
|
|
Report of Independent Auditor
|
|
Consolidated Statements of Profit or Loss for the years ended December 31, 2013, 2012 and 2011
|
|
Consolidated Statements of Comprehensive Income for the years ended December 31, 2013, 2012 and 2011
|
|
Consolidated Statements of Financial Position as of December 31, 2013 and 2012
|
|
Consolidated Statements of Changes in Shareholders' Equity for the years ended December 31, 2013, 2012 and 2011
|
|
Consolidated Statements of Cash Flows for the years ended December 31, 2013, 2012 and 2011
|
|
Notes to Consolidated Financial Statements
|
|
Signatures
|
|
Exhibits
|
Item 15.
|
Exhibits and Financial Statement Schedules
|
(a)
|
Financial Statements, Financial Statement Schedules and Exhibits
|
1.
|
Financial Statements
|
2.
|
Financial Statement Schedules
|
|
|
|
Year Ended December 31
|
|||||||
|
Note
|
|
2013
|
|
2012
|
|
2011
|
|||
|
|
|
|
|
|
|
|
|||
Revenue
|
4.5
|
|
49,872
|
|
|
39,772
|
|
|
35,324
|
|
Cost of sales
|
|
|
(42,711
|
)
|
|
(33,530
|
)
|
|
(30,002
|
)
|
Gross profit
|
|
|
7,161
|
|
|
6,242
|
|
|
5,322
|
|
|
|
|
|
|
|
|
|
|||
Administrative expenses
|
|
|
(2,602
|
)
|
|
(2,355
|
)
|
|
(2,107
|
)
|
Research and development expenses
|
|
|
(814
|
)
|
|
(628
|
)
|
|
(359
|
)
|
Selling and distribution expenses
|
|
|
(507
|
)
|
|
(488
|
)
|
|
(408
|
)
|
Share of profit in joint ventures and associates
|
9
|
|
311
|
|
|
237
|
|
|
298
|
|
Other income / (expense), net
|
11
|
|
254
|
|
|
(13
|
)
|
|
169
|
|
Finance income
|
21
|
|
120
|
|
|
110
|
|
|
81
|
|
Finance costs
|
4.10
|
|
(21
|
)
|
|
(33
|
)
|
|
(23
|
)
|
Profits before income tax
|
|
|
3,902
|
|
|
3,072
|
|
|
2,973
|
|
|
|
|
|
|
|
|
|
|||
Income tax expense
|
14
|
|
(655
|
)
|
|
(470
|
)
|
|
(411
|
)
|
Net profit
|
|
|
3,247
|
|
|
2,602
|
|
|
2,562
|
|
|
|
|
|
|
|
|
|
|||
Net profits for the year attributable to:
|
|
|
|
|
|
|
|
|||
Equity holders of the parent
|
|
|
2,048
|
|
|
1,553
|
|
|
1,591
|
|
Non-controlling interests
|
10
|
|
1,199
|
|
|
1,049
|
|
|
971
|
|
Net profit
|
|
|
3,247
|
|
|
2,602
|
|
|
2,562
|
|
|
|
Year Ended December 31
|
|||||||
|
|
2013
|
|
2012
|
|
2011
|
|||
|
|
|
|
|
|
|
|||
Net profit
|
|
3,247
|
|
|
2,602
|
|
|
2,562
|
|
Other comprehensive loss to be reclassified to profit or loss in subsequent periods, net of tax
|
|
|
|
|
|
|
|||
Foreign currency exchange translation, net of tax
|
|
(6
|
)
|
|
—
|
|
|
(5
|
)
|
Total comprehensive income for the year, net of tax
|
|
3,241
|
|
|
2,602
|
|
|
2,557
|
|
|
|
|
|
|
|
|
|||
Comprehensive income, net of tax attributable to:
|
|
|
|
|
|
|
|||
Equity holders of the parent
|
|
2,044
|
|
|
1,553
|
|
|
1,587
|
|
Non-controlling interests
|
|
1,197
|
|
|
1,049
|
|
|
970
|
|
|
|
3,241
|
|
|
2,602
|
|
|
2,557
|
|
|
|
|
|
|
|
|
||
|
|
|
|
December 31
|
||||
|
|
Note
|
|
2013
|
|
2012
|
||
ASSETS
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Property, plant and equipment
|
|
16
|
|
3,947
|
|
|
3,722
|
|
Investment properties
|
|
15
|
|
205
|
|
|
—
|
|
Land use rights
|
|
4.13
|
|
421
|
|
|
438
|
|
Intangible assets
|
|
17
|
|
339
|
|
|
318
|
|
Goodwill
|
|
19
|
|
72
|
|
|
72
|
|
Investments in associates and joint ventures
|
|
9
|
|
1,429
|
|
|
895
|
|
Deferred tax assets
|
|
14
|
|
450
|
|
|
351
|
|
Other non-current assets
|
|
|
|
212
|
|
|
189
|
|
Total non-current assets
|
|
|
|
7,075
|
|
|
5,985
|
|
|
|
|
|
|
|
|
||
Inventories
|
|
4.15
|
|
1,203
|
|
|
1,113
|
|
Trade and other receivables
|
|
20
|
|
10,360
|
|
|
8,840
|
|
Cash and cash equivalents
|
|
21
|
|
7,476
|
|
|
6,557
|
|
Restricted cash
|
|
22
|
|
523
|
|
|
381
|
|
Assets classified as held for sale
|
|
8
|
|
667
|
|
|
—
|
|
Total current assets
|
|
|
|
20,229
|
|
|
16,891
|
|
Total assets
|
|
|
|
27,304
|
|
|
22,876
|
|
|
|
|
|
|
|
|
||
EQUITY AND LIABILITIES
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
||
Issued capital
|
|
|
|
1,079
|
|
|
1,079
|
|
Other reserves
|
|
24
|
|
886
|
|
|
687
|
|
Retained earnings
|
|
|
|
3,731
|
|
|
3,802
|
|
Equity attributable to equity holders of the parent
|
|
|
|
5,696
|
|
|
5,568
|
|
Non-controlling interests
|
|
10
|
|
2,707
|
|
|
2,721
|
|
Total equity
|
|
|
|
8,403
|
|
|
8,289
|
|
|
|
|
|
|
|
|
||
Provisions
|
|
4.19
|
|
56
|
|
|
50
|
|
Government grants
|
|
4.6
|
|
30
|
|
|
25
|
|
Deferred tax liabilities
|
|
14
|
|
160
|
|
|
57
|
|
Other non-current liabilities
|
|
8
|
|
212
|
|
|
—
|
|
Interests-bearing loan and borrowing
|
|
18
|
|
27
|
|
|
—
|
|
Total non-current liabilities
|
|
|
|
485
|
|
|
132
|
|
|
|
|
|
|
|
|
||
Trade and other payables
|
|
23
|
|
16,886
|
|
|
13,750
|
|
Interest-bearing loans and borrowings
|
|
18
|
|
1,202
|
|
|
519
|
|
Income tax payable
|
|
|
|
328
|
|
|
186
|
|
Total current liabilities
|
|
|
|
18,416
|
|
|
14,455
|
|
Total liabilities
|
|
|
|
18,901
|
|
|
14,587
|
|
Total equity and liabilities
|
|
|
|
27,304
|
|
|
22,876
|
|
|
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 interests arising from business combination
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
284
|
|
284
|
|
Capital injection from non-controlling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
54
|
|
54
|
|
Appropriation for reserve funds
|
—
|
|
128
|
|
—
|
|
(128
|
)
|
—
|
|
—
|
|
—
|
|
Dividends
|
—
|
|
—
|
|
—
|
|
(414
|
)
|
(414
|
)
|
(407
|
)
|
(821
|
)
|
Disposal of subsidiaries
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(20
|
)
|
(20
|
)
|
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 interest to non-controlling interests
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
31
|
|
31
|
|
December 31, 2012
|
1,079
|
|
693
|
|
(6
|
)
|
3,802
|
|
5,568
|
|
2,721
|
|
8,289
|
|
Net profit
|
—
|
|
—
|
|
—
|
|
2,048
|
|
2,048
|
|
1,199
|
|
3,247
|
|
Other comprehensive income (loss)
|
—
|
|
1
|
|
(5
|
)
|
—
|
|
(4
|
)
|
(2
|
)
|
(6
|
)
|
Total comprehensive income
|
—
|
|
1
|
|
(5
|
)
|
2,048
|
|
2,044
|
|
1,197
|
|
3,241
|
|
Establishment of subsidiaries
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
17
|
|
17
|
|
Disposal of subsidiaries
|
—
|
|
(36
|
)
|
—
|
|
32
|
|
(4
|
)
|
(229
|
)
|
(233
|
)
|
Acquisition of non-controlling interests
|
—
|
|
52
|
|
—
|
|
—
|
|
52
|
|
(6
|
)
|
46
|
|
Disposal of equity interest to non-controlling interests
|
—
|
|
3
|
|
—
|
|
—
|
|
3
|
|
24
|
|
27
|
|
Appropriation for reserve funds
|
—
|
|
184
|
|
—
|
|
(184
|
)
|
—
|
|
—
|
|
—
|
|
Dividends
|
—
|
|
—
|
|
—
|
|
(1,967
|
)
|
(1,967
|
)
|
(1,017
|
)
|
(2,984
|
)
|
December 31, 2013
|
1,079
|
|
897
|
|
(11
|
)
|
3,731
|
|
5,696
|
|
2,707
|
|
8,403
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
|
|
|
Year Ended December 31
|
|||||||
|
Note
|
|
2013
|
|
2012
|
|
2011
|
|||
|
|
|
|
|
|
|
|
|||
OPERATING ACTIVITIES
|
|
|
|
|
|
|
|
|||
Profit before income tax
|
|
|
3,902
|
|
|
3,072
|
|
|
2,973
|
|
Adjustments to reconcile profit before tax to net cash flows:
|
|
|
|
|
|
|
|
|||
Depreciation and amortization
|
12
|
|
868
|
|
|
698
|
|
|
609
|
|
Share of profit of joint ventures and associates, net of dividends received
|
|
|
(33
|
)
|
|
(80
|
)
|
|
(131
|
)
|
Gain on deconsolidation of subsidiaries
|
8
|
|
(265
|
)
|
|
—
|
|
|
—
|
|
Finance income, net
|
|
|
(99
|
)
|
|
(77
|
)
|
|
(58
|
)
|
Gain on revaluation of investment in associates
|
8
|
|
—
|
|
|
—
|
|
|
(155
|
)
|
Other, net
|
|
|
34
|
|
|
13
|
|
|
26
|
|
Working capital changes:
|
|
|
|
|
|
|
|
|||
Inventories
|
|
|
(236
|
)
|
|
(143
|
)
|
|
150
|
|
Trade and other receivables
|
|
|
(2,225
|
)
|
|
(1,998
|
)
|
|
(454
|
)
|
Trade and other payables
|
|
|
3,361
|
|
|
2,208
|
|
|
1,086
|
|
Interest received
|
|
|
113
|
|
|
108
|
|
|
77
|
|
Interest paid
|
|
|
(21
|
)
|
|
(33
|
)
|
|
(22
|
)
|
Income tax paid
|
|
|
(642
|
)
|
|
(587
|
)
|
|
(451
|
)
|
Net cash flows provided by operating activities
|
|
|
4,757
|
|
|
3,181
|
|
|
3,650
|
|
|
|
|
|
|
|
|
|
|||
INVESTING ACTIVITIES
|
|
|
|
|
|
|
|
|||
Purchases of property, plant and equipment
|
|
|
(1,292
|
)
|
|
(1,771
|
)
|
|
(906
|
)
|
Investment in associates and joint ventures
|
|
|
(567
|
)
|
|
(35
|
)
|
|
(189
|
)
|
Acquisition of subsidiaries, net of cash acquired
|
8
|
|
(413
|
)
|
|
(261
|
)
|
|
83
|
|
Deconsolidation of subsidiaries
|
|
|
(238
|
)
|
|
—
|
|
|
—
|
|
Proceeds from disposal of subsidiaries, property, plant and equipment
|
|
|
29
|
|
|
172
|
|
|
17
|
|
Other investing activities
|
|
|
(8
|
)
|
|
(27
|
)
|
|
—
|
|
Net cash flows used in investing activities
|
|
|
(2,489
|
)
|
|
(1,922
|
)
|
|
(995
|
)
|
|
|
|
|
|
|
|
|
|||
FINANCING ACTIVITIES
|
|
|
|
|
|
|
|
|||
Proceeds from other borrowings
|
|
|
2,003
|
|
|
1,416
|
|
|
723
|
|
Repayments of other borrowings
|
|
|
(1,029
|
)
|
|
(1,324
|
)
|
|
(609
|
)
|
Dividends paid to owners of the parent
|
|
|
(1,494
|
)
|
|
(677
|
)
|
|
(541
|
)
|
Dividends paid to non-controlling interests
|
|
|
(915
|
)
|
|
(895
|
)
|
|
(421
|
)
|
Other financing activities
|
|
|
86
|
|
|
86
|
|
|
54
|
|
Net cash used in financing activities
|
|
|
(1,349
|
)
|
|
(1,394
|
)
|
|
(794
|
)
|
|
|
|
|
|
|
|
|
|||
Net increase/(decrease) in cash and cash equivalents
|
|
|
919
|
|
|
(135
|
)
|
|
1,861
|
|
Cash and cash equivalents at January 1
|
21
|
|
6,557
|
|
|
6,692
|
|
|
4,831
|
|
Cash and cash equivalents at December 31
|
21
|
|
7,476
|
|
|
6,557
|
|
|
6,692
|
|
•
|
Power over the investee (i.e. rights to direct the relevant activities of the investee);
|
•
|
Exposure, or rights, to variable returns from its involvement with the investee, and
|
•
|
The ability to use its power over the investee to affect its returns.
|
•
|
The contractual arrangement with the other shareholders with voting rights of the investee;
|
•
|
Rights arising from other contractual arrangements; or
|
•
|
The Group’s voting rights and potential voting rights.
|
•
|
de-recognize the assets (including goodwill) and liabilities of the subsidiary;
|
•
|
de-recognize the carrying amount of any non-controlling interests;
|
•
|
de-recognize the cumulative translation differences recorded in equity;
|
•
|
recognize the fair value of the consideration received;
|
•
|
recognize the fair value of any investment retained;
|
•
|
recognize any surplus or deficit in profit or loss; and,
|
•
|
reclassify the parent’s share of components previously recognized in OCI to profit or loss or retained earnings, as
|
|
Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
|
|
|
|
|
|
|||
Sale of automotive parts
|
48,902
|
|
|
38,756
|
|
|
34,467
|
|
Product tooling
|
403
|
|
|
461
|
|
|
411
|
|
Raw materials
|
390
|
|
|
375
|
|
|
261
|
|
Other
|
177
|
|
|
180
|
|
|
185
|
|
|
49,872
|
|
|
39,772
|
|
|
35,324
|
|
|
2013
|
|
2012
|
||
|
|
|
|
||
January 1
|
25
|
|
|
13
|
|
Grants received during the year
|
20
|
|
|
59
|
|
Amounts recognized as income during the year
|
(4
|
)
|
|
(47
|
)
|
Disposal of subsidiary
|
(11
|
)
|
|
—
|
|
December 31
|
30
|
|
|
25
|
|
•
|
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%
|
•
|
As lessee -
Finance leases that transfer to the Group substantially all of the risks and benefits incidental to ownership of the leased item, are capitalized at the commencement of the lease at the fair value of the leased property or, if lower, at the present value of the minimum lease payments. Lease payments are apportioned between finance charges and reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability. Finance charges are recognized in finance costs in the statement of profit or loss. A leased asset is depreciated over its estimated useful life. However, if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset or the lease term. Operating lease payments are recognized as an operating expense in the statement of profit or loss on a straight-line basis over the lease term.
|
•
|
As lessor -
The Group classifies leases as operating when substantially all the risks and benefits of ownership of the asset are not transferred to the lessee. Initial direct costs incurred in negotiating an operating lease are added to the carrying amount of the leased asset and recognized over the lease term on the same bases as rental income.
|
•
|
Buildings are depreciated on a straight-line basis over their estimated useful lives, which range from 20 to 30 years. The estimated residual value is 0%.
|
•
|
Land use rights are depreciated on a straight-line basis over their estimated useful lives of 50 years. The estimated residual value is 0%.
|
•
|
Patents
- Patents are amortized on a straight-line basis over the shorter of the patent's estimated useful life or the protection period as stipulated by law. The estimated useful lives range from 3 years to 15 years.
|
•
|
Software
- Software assets are amortized on a straight-line basis over the shorter of the estimated useful lives or as stipulated by law. The estimated useful lives range from 3 years to 10 years.
|
•
|
Customer Relationships
- Customer relationships acquired from business combinations are amortized over their estimated beneficial years on straight-line basis. The estimated useful lives range from 2 years to 3 years.
|
•
|
Research and development costs
- Internal research and development project costs are classified into either expenditures on the research phase, or expenditures on the development phase. This classification is based on the nature of the expenditure and whether there is material uncertainty that the research and development activities can form an intangible asset at end of the project. Expenditures on the research phase are recognized in profit or loss in the period incurred. Expenditures on the development phase are capitalized only if all of the following conditions are satisfied:
|
i.
|
it is technically feasible so that it will be available for use or sale;
|
ii.
|
management intends to complete the intangible asset, and use or sell it;
|
iii.
|
it can be demonstrated how the intangible asset will generate economic benefits;
|
iv.
|
there are adequate technical, financial and other resources to complete the development and the ability to use or sell the intangible asset; and
|
v.
|
the expenditure attributable to the intangible asset during its development phase can be reliably measured;
|
vi.
|
the ability to use the intangible asset generated.
|
|
2013
|
|
2012
|
||
|
|
|
|
||
January 1
|
438
|
|
|
164
|
|
Additions
|
42
|
|
|
107
|
|
Disposals
|
(20
|
)
|
|
—
|
|
Transfer to investment property
|
(10
|
)
|
|
—
|
|
Acquisition of subsidiary
|
—
|
|
|
176
|
|
Disposal of subsidiary
|
(19
|
)
|
|
—
|
|
Amortization for the year
|
(10
|
)
|
|
(9
|
)
|
December 31
|
421
|
|
|
438
|
|
•
|
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; or
|
•
|
A discounted cash flow analysis or other valuation models.
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
||
Raw materials
|
709
|
|
|
608
|
|
Work in progress
|
134
|
|
|
147
|
|
Finished goods
|
409
|
|
|
423
|
|
|
1,252
|
|
|
1,178
|
|
Less: valuation reserve
|
(49
|
)
|
|
(65
|
)
|
|
1,203
|
|
|
1,113
|
|
|
Claims
|
|
Warranty
|
|
Total
|
|||
|
|
|
|
|
|
|||
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
|
|
Arising during the year
|
7
|
|
|
15
|
|
|
22
|
|
Utilized during the year
|
(2
|
)
|
|
(14
|
)
|
|
(16
|
)
|
Balance at December 31, 2013
|
29
|
|
|
27
|
|
|
56
|
|
Standard/Interpretation
|
|
Issued by IASB
|
|
Effective date
|
|
Expected effects
|
|
IFRS 12
|
Investment Entities (Amendments to IFRS 10, IFRS 12, IAS 27)
|
|
Oct 31, 2012
|
|
Jan.1, 2014
|
|
Not applicable
|
IAS 32
|
Financial Instruments: Presentation - Offsetting Financial Assets and Liabilities
|
|
Dec. 16, 2011
|
|
Jan.1, 2014
|
|
No material changes
|
IAS 36
|
Impairment of Assets - Amendments to IAS 36
|
|
Jun. 27, 2013
|
|
Jan 1, 2014
|
|
No material effects
|
IAS 39
|
Novation of Derivatives and Continuation of Hedge Accounting
|
|
Jun. 27, 2013
|
|
Jan. 1, 2014
|
|
No material effects
|
IFRIC 21
|
Levies
|
|
May 20, 2013
|
|
Jan.1, 2014
|
|
No material effects
|
IFRS 8
|
Operating segments
|
|
Dec 12, 2013
|
|
July 1, 2014
|
|
Not applicable
|
IAS 24
|
Related Party Disclosure
|
|
Dec 12, 2013
|
|
July 1, 2014
|
|
Not applicable
|
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
|
Cash consideration
|
429
|
|
Fair value of the identifiable net assets obtained
|
(437
|
)
|
Gain from bargain purchase
|
(8
|
)
|
|
Fair value recognized on the date of acquisition
|
|
Cash
|
16
|
|
Accounts receivable
|
178
|
|
Inventory
|
65
|
|
Prepayment and other current assets
|
182
|
|
Property, plant and equipment
|
38
|
|
Intangible assets
|
293
|
|
Deferred tax assets
|
5
|
|
Total assets
|
777
|
|
Accounts payable
|
(150
|
)
|
Accrued expense and other current liabilities
|
(64
|
)
|
Other liabilities
|
(51
|
)
|
Deferred tax liabilities
|
(74
|
)
|
Total liabilities
|
(339
|
)
|
Total identifiable net assets at fair value
|
438
|
|
Consideration settled in cash
|
429
|
|
Cash and cash equivalents in the subsidiary acquired
|
(16
|
)
|
Net cash outflow on acquisition of the subsidiary
|
413
|
|
•
|
Property, plant and equipment were evaluated by the replacement cost method.
|
•
|
Intangible assets were evaluated by the discounted multi-period excess earnings method.
|
•
|
The value of the working capital, including current assets and liabilities, was determined at fair value of each individual asset or liability.
|
|
Acquisition date to December 31, 2013
|
|
January 1, 2013 to December 31, 2013
|
|
|
|
|
Revenue
|
411
|
|
785
|
Net (loss)/profit after tax
|
(2)
|
|
132
|
Fair value of the 49% retained equity interest in YFVE
|
645
|
|
Carrying value of the 60% equity interest in YFVE
|
(380
|
)
|
Gain from deconsolidation
|
265
|
|
Fair value of the 49% equity interest after capital injection
|
645
|
|
Book value of the 49% equity interest before capital injection
|
(486
|
)
|
Gain from fair value remeasurement
|
159
|
|
Fair value of 65% equity interest after capital injection
|
14
|
|
Book value of 80% equity interest before capital injection
|
(11
|
)
|
Adjustment to capital surplus
|
3
|
|
|
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 were evaluated by the replacement cost method.
|
•
|
Land use rights were evaluated by the incremental cost approach.
|
•
|
The fair value of trade and other receivables was RMB 15 million. The gross amount of trade and other receivables was RMB 15 million. However, none of the trade and other receivables was impaired and it was expected that the contractual amount can be collected.
|
•
|
The use of existing assets remained 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 interest
|
157
|
|
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
|
Total assets
|
1,272
|
Trade and other payables
|
(618)
|
Deferred tax liabilities
|
(74)
|
Borrowings and others
|
(12)
|
Total liabilities
|
(704)
|
Total identifiable net assets at fair value
|
568
|
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)
|
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, deferred tax assets and liabilities equal carrying amounts; trade and other receivables equal RMB 397 million, have not been impaired, and it is expected that the contractual amount can be collected.
|
•
|
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
|
|
December 31
|
||
|
2013
|
|
2012
|
||
|
|
|
|
||
Joint ventures
|
1,366
|
|
|
660
|
|
Associates
|
730
|
|
|
235
|
|
Less: Assets classified as held for sale
|
(667
|
)
|
|
—
|
|
|
1,429
|
|
|
895
|
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
||
Current assets
|
4,956
|
|
|
2,403
|
|
Non-current assets
|
1,940
|
|
|
1,027
|
|
Current liabilities
|
(4,287
|
)
|
|
(2,072
|
)
|
Non-current liabilities
|
(11
|
)
|
|
(10
|
)
|
Equity
|
2,598
|
|
|
1,348
|
|
|
Year Ended December 31
|
||||
|
2013
|
|
2012
|
||
|
|
|
|
||
Revenue
|
7,113
|
|
|
4,821
|
|
Cost of sales
|
(5,547
|
)
|
|
(3,727
|
)
|
Selling, general and administrative expense
|
(924
|
)
|
|
(602
|
)
|
Income tax expense
|
(94
|
)
|
|
(71
|
)
|
Profit attributable to the owners for the year
|
548
|
|
|
421
|
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
||
Current assets
|
2,588
|
|
|
971
|
|
Non-current assets
|
530
|
|
|
481
|
|
Current liabilities
|
(1,955
|
)
|
|
(850
|
)
|
Non-current liabilities
|
(14
|
)
|
|
(20
|
)
|
Equity
|
1,149
|
|
|
582
|
|
|
Year Ended December 31
|
||||
|
2013
|
|
2012
|
||
|
|
|
|
||
Revenue
|
2,923
|
|
|
1,410
|
|
Profit attributable to the owners for the year
|
355
|
|
|
89
|
|
|
December 31 2013
|
|
December 31 2012
|
||
Total assets
|
5,788
|
|
|
4,730
|
|
Total liabilities
|
3,690
|
|
|
2,770
|
|
Loan balance
|
617
|
|
|
-
|
|
Accumulated non-controlling interests
|
1,048
|
|
|
980
|
|
|
Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
Net cash flows provided by operating activities
|
668
|
|
|
819
|
|
|
866
|
|
Net cash flows used in investing activities
|
(192
|
)
|
|
(131
|
)
|
|
(205
|
)
|
Net cash flows used in financing activities*
|
(706
|
)
|
|
(920
|
)
|
|
(511
|
)
|
|
Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
Other income:
|
|
|
|
|
|
|||
Government grants
|
61
|
|
|
47
|
|
|
30
|
|
Investment income
|
269
|
|
|
1
|
|
|
155
|
|
Other
|
21
|
|
|
24
|
|
|
30
|
|
|
351
|
|
|
72
|
|
|
215
|
|
|
Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
Included in cost of sales
:
|
|
|
|
|
|
|||
Depreciation of property, plant and equipment
|
466
|
|
|
403
|
|
|
389
|
|
Depreciation of investment property
|
6
|
|
|
—
|
|
|
—
|
|
Amortization of intangible assets
|
1
|
|
|
22
|
|
|
12
|
|
Amortization of land use rights
|
4
|
|
|
3
|
|
|
3
|
|
Warranty provision
|
15
|
|
|
52
|
|
|
10
|
|
Cost of inventories
|
38,899
|
|
|
29,943
|
|
|
26,890
|
|
Operating lease expense
|
24
|
|
|
38
|
|
|
27
|
|
|
|
|
|
|
|
|||
Included in administrative expenses
:
|
|
|
|
|
|
|||
Depreciation of property, plant and equipment
|
120
|
|
|
75
|
|
|
85
|
|
Amortization of intangible assets
|
264
|
|
|
185
|
|
|
117
|
|
Amortization of land use rights
|
6
|
|
|
6
|
|
|
1
|
|
Operating lease expense
|
31
|
|
|
46
|
|
|
29
|
|
|
|
|
|
|
|
|||
Included in selling and distribution expenses:
|
|
|
|
|
|
|||
Depreciation of property, plant and equipment
|
1
|
|
|
4
|
|
|
2
|
|
|
Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
|
|
|
|
|
|
|||
Wages and salaries
|
1,816
|
|
|
1,661
|
|
|
1,155
|
|
Social security costs
|
609
|
|
|
503
|
|
|
379
|
|
Staff welfare and incentive funds
|
299
|
|
|
254
|
|
|
232
|
|
Others
|
170
|
|
|
172
|
|
|
131
|
|
|
2,894
|
|
|
2,590
|
|
|
1,897
|
|
|
Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
Current income tax:
|
|
|
|
|
|
|||
Mainland China
|
747
|
|
|
543
|
|
|
476
|
|
United States of America
|
23
|
|
|
22
|
|
|
32
|
|
Deferred income tax
|
(115
|
)
|
|
(95
|
)
|
|
(97
|
)
|
Total tax for the year
|
655
|
|
|
470
|
|
|
411
|
|
|
Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
|
|
|
|
|
|
|||
Profit before tax
|
3,902
|
|
|
3,072
|
|
|
2,973
|
|
Income tax expense at the statutory tax rate of 25%
|
976
|
|
|
768
|
|
|
743
|
|
Reconciling items:
|
|
|
|
|
|
|||
Profits and losses attributable to associates and joint ventures
|
(47
|
)
|
|
(36
|
)
|
|
(45
|
)
|
Tax concessions and preferential tax rates under specific tax programs
|
(381
|
)
|
|
(287
|
)
|
|
(294
|
)
|
Expenses not deductible for tax purposes
|
35
|
|
|
25
|
|
|
7
|
|
Difference between investment cost and tax base
|
72
|
|
|
—
|
|
|
—
|
|
Income tax expense at the Group's effective income tax rate
|
655
|
|
|
470
|
|
|
411
|
|
|
Consolidated Statements of Financial Position
|
|
Consolidated Statements of Profit or Loss
|
||||||||
|
December 31
|
|
Year Ended December 31
|
||||||||
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||
|
|
|
|
|
|
|
|
||||
Accrued expenses
|
319
|
|
|
256
|
|
|
(63
|
)
|
|
(45
|
)
|
Depreciation
|
12
|
|
|
18
|
|
|
6
|
|
|
(1
|
)
|
Losses available to offset against future taxable income
|
48
|
|
|
27
|
|
|
(21
|
)
|
|
(13
|
)
|
Unrealized profits
|
36
|
|
|
20
|
|
|
(16
|
)
|
|
(5
|
)
|
Revaluation surplus upon acquisition of subsidiaries
|
(70
|
)
|
|
(42
|
)
|
|
28
|
|
|
(28
|
)
|
Investment cost difference between accounting and tax
|
(72
|
)
|
|
—
|
|
|
72
|
|
|
—
|
|
Other
|
17
|
|
|
15
|
|
|
(2
|
)
|
|
(3
|
)
|
Deferred tax income
|
|
|
|
|
4
|
|
|
(95
|
)
|
||
Net deferred tax assets
|
290
|
|
|
294
|
|
|
|
|
|
|
December 31 2013
|
|
December 31 2012
|
||
Deferred tax assets
|
450
|
|
|
351
|
|
Deferred tax liabilities
|
(160
|
)
|
|
(57
|
)
|
Deferred tax assets, net
|
290
|
|
|
294
|
|
|
Buildings
|
|
Land use rights
|
|
Total
|
|||
Cost:
|
|
|
|
|
|
|||
January 1, 2013
|
—
|
|
|
—
|
|
|
—
|
|
Transfer from land use rights
|
—
|
|
|
10
|
|
|
10
|
|
Transfer from property, plant and equipment
|
220
|
|
|
—
|
|
|
220
|
|
December 31, 2013
|
220
|
|
|
10
|
|
|
230
|
|
|
|
|
|
|
|
|||
Accumulated depreciation:
|
|
|
|
|
|
|||
January 1, 2013
|
—
|
|
|
—
|
|
|
—
|
|
Transfer from land use rights
|
—
|
|
|
—
|
|
|
—
|
|
Transfer from property, plant and equipment
|
(19
|
)
|
|
—
|
|
|
(19
|
)
|
Depreciation during 2013
|
(6
|
)
|
|
—
|
|
|
(6
|
)
|
December 31, 2013
|
(25
|
)
|
|
—
|
|
|
(25
|
)
|
|
|
|
|
|
|
|||
Net book value:
|
|
|
|
|
|
|||
December 31, 2013
|
195
|
|
|
10
|
|
|
205
|
|
|
Building
|
Machinery, tooling and equipment
|
Motor vehicle
|
Electronic and office equipment
|
Leasehold improvement
|
Others
|
Construction in progress
|
Total
|
||||||||
Cost or valuation:
|
|
|
|
|
|
|
|
|
||||||||
January 1, 2012
|
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
|
|
Additions
|
1
|
|
68
|
|
1
|
|
9
|
|
8
|
|
26
|
|
1,283
|
|
1,396
|
|
Acquisition of a subsidiary
|
—
|
|
23
|
|
—
|
|
3
|
|
6
|
|
—
|
|
6
|
|
38
|
|
Transfers from construction in progress
|
562
|
|
563
|
|
9
|
|
109
|
|
31
|
|
26
|
|
(1,300
|
)
|
—
|
|
Transfer to investment property
|
(220
|
)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(220
|
)
|
Disposal of a subsidiary
|
(164
|
)
|
(409
|
)
|
(2
|
)
|
(52
|
)
|
(26
|
)
|
(18
|
)
|
(23
|
)
|
(694
|
)
|
Disposals
|
—
|
|
(158
|
)
|
(4
|
)
|
(16
|
)
|
(3
|
)
|
(50
|
)
|
—
|
|
(231
|
)
|
December 31, 2013
|
1,716
|
|
3,455
|
|
46
|
|
411
|
|
246
|
|
171
|
|
689
|
|
6,734
|
|
Net book value:
|
|
|
|
|
|
|
|
|
December 31, 2013
|
1,263
|
1,642
|
18
|
164
|
138
|
33
|
689
|
3,947
|
December 31, 2012
|
1,116
|
1,572
|
16
|
121
|
140
|
34
|
723
|
3,722
|
|
Software
|
|
Patents
|
|
Customer relationships
|
|
Technology
|
|
Total
|
|||||
|
|
|
|
|
|
|
|
|
|
|||||
Cost:
|
|
|
|
|
|
|
|
|
|
|||||
January 1, 2012
|
60
|
|
|
24
|
|
|
640
|
|
|
5
|
|
|
729
|
|
Additions
|
28
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
28
|
|
December 31, 2012
|
88
|
|
|
24
|
|
|
640
|
|
|
5
|
|
|
757
|
|
Additions
|
24
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
24
|
|
Acquisition of a subsidiary
|
5
|
|
|
—
|
|
|
292
|
|
|
—
|
|
|
297
|
|
Loss from disposal of a subsidiary
|
(40
|
)
|
|
(12
|
)
|
|
—
|
|
|
—
|
|
|
(52
|
)
|
Transfers to investment property
|
11
|
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
Disposals
|
(2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2
|
)
|
December 31, 2013
|
86
|
|
|
1
|
|
|
932
|
|
|
5
|
|
|
1,024
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Accumulated amortization:
|
|
|
|
|
|
|
|
|
|
|||||
January 1, 2012
|
(48
|
)
|
|
(15
|
)
|
|
(166
|
)
|
|
(3
|
)
|
|
(232
|
)
|
Amortization
|
(8
|
)
|
|
(1
|
)
|
|
(196
|
)
|
|
(2
|
)
|
|
(207
|
)
|
December 31, 2012
|
(56
|
)
|
|
(16
|
)
|
|
(362
|
)
|
|
(5
|
)
|
|
(439
|
)
|
Amortization
|
(9
|
)
|
|
(1
|
)
|
|
(255
|
)
|
|
—
|
|
|
(265
|
)
|
Acquisition of a subsidiary
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
Loss from disposal of a subsidiary
|
10
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
22
|
|
Transfers to investment property
|
(4
|
)
|
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Disposals
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
December 31, 2013
|
(62
|
)
|
|
(1
|
)
|
|
(617
|
)
|
|
(5
|
)
|
|
(685
|
)
|
|
|
|
|
|
|
|
|
|
|
|||||
Net book value:
|
|
|
|
|
|
|
|
|
|
|||||
December 31, 2013
|
24
|
|
|
—
|
|
|
315
|
|
|
—
|
|
|
339
|
|
December 31, 2012
|
32
|
|
|
8
|
|
|
278
|
|
|
—
|
|
|
318
|
|
Type
|
|
Currency
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
|
|
|
||
Current:
|
|
|
|
|
|
|
||
Secured
|
|
USD
|
|
—
|
|
|
67
|
|
|
|
RMB
|
|
57
|
|
|
65
|
|
Unsecured
|
|
USD
|
|
35
|
|
|
50
|
|
|
|
RMB
|
|
1,110
|
|
|
337
|
|
|
|
|
|
1,202
|
|
|
519
|
|
Non-current:
|
|
|
|
|
|
|
||
Unsecured
|
|
RMB
|
|
27
|
|
|
—
|
|
|
|
|
|
1,229
|
|
|
519
|
|
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
|
||
Bank deposit
|
|
21
|
|
|
67
|
|
Trade receivables
|
|
74
|
|
|
78
|
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
||
Trade receivables
|
3,892
|
|
|
3,237
|
|
Notes receivable
|
1,396
|
|
|
1,453
|
|
Advances to suppliers
|
213
|
|
|
195
|
|
Receivables from related parties
|
4,190
|
|
|
3,428
|
|
Other receivables
|
669
|
|
|
527
|
|
|
10,360
|
|
|
8,840
|
|
|
2013
|
|
2012
|
||
|
|
|
|
||
January 1
|
33
|
|
|
33
|
|
Amounts expensed
|
12
|
|
|
1
|
|
Amounts reversed
|
—
|
|
|
(1
|
)
|
Disposal of a subsidiary
|
(32
|
)
|
|
—
|
|
December 31
|
13
|
|
|
33
|
|
|
Total
|
|
< 1 year
|
|
1 year to 2 years
|
|
2 years to 3 years
|
|
> 3 years
|
|||||
|
|
|
|
|
|
|
|
|
|
|||||
December 31, 2013
|
3,892
|
|
|
3,877
|
|
|
7
|
|
|
7
|
|
|
1
|
|
December 31, 2012
|
3,237
|
|
|
3,183
|
|
|
47
|
|
|
3
|
|
|
4
|
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
||
Cash at banks and on hand
|
2,177
|
|
|
5,134
|
|
Time deposits
|
5,822
|
|
|
1,804
|
|
Less: restricted cash
|
(523
|
)
|
|
(381
|
)
|
|
7,476
|
|
|
6,557
|
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
||
Pledged for notes payable
|
479
|
|
|
302
|
|
Pledged for bank borrowing
|
21
|
|
|
67
|
|
Pledged for letters of credit
|
23
|
|
|
12
|
|
|
523
|
|
|
381
|
|
|
December 31 2013
|
|
December 31 2012
|
||
|
|
|
|
||
Accounts payable
|
9,899
|
|
|
7,594
|
|
Notes payable
|
1,758
|
|
|
1,339
|
|
Payables to related parties
|
1,117
|
|
|
1,225
|
|
Other payables
|
4,112
|
|
|
3,592
|
|
|
16,886
|
|
|
13,750
|
|
|
December 31 2012
|
|
Increase
|
|
Decrease
|
|
December 31 2013
|
||||
|
|
|
|
|
|
|
|
||||
Statutory reserve fund
|
609
|
|
|
184
|
|
|
(32
|
)
|
|
761
|
|
Contributed surplus
|
5
|
|
|
—
|
|
|
(4
|
)
|
|
1
|
|
Capital reserve
|
79
|
|
|
56
|
|
|
—
|
|
|
135
|
|
Foreign exchange reserve
|
(6
|
)
|
|
—
|
|
|
(5
|
)
|
|
(11
|
)
|
|
687
|
|
|
240
|
|
|
(41
|
)
|
|
886
|
|
|
|
Percentage Equity Interest
|
|||||
Name
|
Place of Registration
|
December 31
|
|||||
2013
|
2012
|
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
|
%
|
|
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
|
38.532
|
%
|
58.44
|
%
|
58.44
|
%
|
Changchun FAW Xugang Electronics Co., Ltd.
|
Changchun
|
—
|
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
|
%
|
|
Zhejiang Shaohong Instrument Co., Ltd.
|
Shaoxing
|
—
|
81.85
|
%
|
81.85
|
%
|
|
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
|
%
|
45.00
|
%
|
75.00
|
%
|
Hefei Johnson Controls Yunhe Automotive Seating Co., Ltd.*
|
Hefei
|
33.00
|
%
|
33.00
|
%
|
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
|
%
|
Shanghai Johnson Automotive Parts Systems Co., Ltd.
|
Shanghai
|
55.00
|
%
|
55.00
|
%
|
55.00
|
%
|
Zhejiang Johnson Controls Heda Automotive Seating Co., Ltd.*
|
Taizhou
|
42.00
|
%
|
42.00
|
%
|
70.00
|
%
|
Shanghai Jiqiang Automotive Parts Systems Co., Ltd.#
|
Shanghai
|
51.00
|
%
|
51.00
|
%
|
51.00
|
%
|
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
|
%
|
Yanfeng Visteon (Yantai) Automotive Trim Systems Co., Ltd.
|
Yantai
|
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
|
%
|
Nanjing Yanfeng Johnson Controls Seating Parts Co., Ltd.
|
Nanjing
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
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
|
%
|
60.00
|
%
|
Zhejiang Yanjiang Sanjing Automotive Parts Systems Co., Ltd.
|
Ningbo
|
55.00
|
%
|
55.00
|
%
|
55.00
|
%
|
Dalian Yanfeng Johnson Controls Seating Parts Co., Ltd.*
|
Dalian
|
50.00
|
%
|
50.00
|
%
|
50.00
|
%
|
|
|
Percentage Equity Interest
|
|||||
Name
|
Place of Registration
|
December 31
|
|||||
2013
|
2012
|
2011
|
|||||
Subsidiaries:
|
|
|
|
|
|||
Yanfeng Visteon Liuzhou Automotive Trim Systems Co., Ltd.
|
Liuzhou
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Chongqing Yanfeng Johnson Controls Automotive Components Co., Ltd. *
|
Chongqing
|
50.00
|
%
|
50.00
|
%
|
50.00
|
%
|
Liuzhou Yanfeng Johnson Controls Seating Co., Ltd.
|
Liuzhou
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Yanfeng Visteon Yizheng Automotive Trim Systems Co., Ltd.#
|
Yangzhou
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Yizheng Yanfeng Johnson Controls Seating Co., Ltd.
|
Yangzhou
|
100.00
|
%
|
100.00
|
%
|
100.00
|
%
|
Shanghai Yanfeng Johnson Industrial Co., Ltd.
|
Shanghai
|
100.00
|
%
|
100.00
|
%
|
—
|
|
Yanfeng Visteon (Shenyang) Automotive Trim Systems Co., Ltd.#
|
Shenyang
|
100.00
|
%
|
100.00
|
%
|
—
|
|
Yanfeng Visteon (Ningbo) Automotive Trim Systems Co., Ltd.#
|
Ningbo
|
100.00
|
%
|
100.00
|
%
|
—
|
|
Guangzhou Yanfeng Johnson Controls Seating Parts Co., Ltd
|
Guangzhou
|
100.00
|
%
|
100.00
|
%
|
—
|
|
Yueda Yanfeng Johnson Controls Seating Parts Co., Ltd.
|
Yancheng
|
65.00
|
%
|
—
|
|
—
|
|
Ningbo Yanfeng Johnson Controls Seating Parts Co., Ltd.
|
Ningbo
|
100.00
|
%
|
—
|
|
—
|
|
Yanfeng Visteon Wuhan Automotive Trim Systems Co., Ltd.
|
Wuhan
|
100.00
|
%
|
—
|
|
—
|
|
Johnson Controls Kunshan Automotive Seating Co., Ltd.
|
Kunshan
|
100.00
|
%
|
—
|
|
—
|
|
Wuhan Yanfeng Johnson Controls Seating Parts Co., Ltd.
|
Wuhan
|
100.00
|
%
|
—
|
|
—
|
|
Yanfeng Johnson Thailand
|
Rayong Thailand
|
100.00
|
%
|
—
|
|
—
|
|
|
Sales to Related Parties
|
|
Purchase from Related Parties
|
|
Amounts Owed by Related Parties
|
|
Amounts Owed to Related Parties
|
||||
Joint ventures:
|
|||||||||||
For the year of 2013
|
107
|
|
|
270
|
|
|
279
|
|
|
287
|
|
For the year of 2012
|
140
|
|
|
257
|
|
|
53
|
|
|
45
|
|
For the year of 2011
|
149
|
|
|
251
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
Associates:
|
|||||||||||
For the year of 2013
|
—
|
|
|
—
|
|
|
7
|
|
|
—
|
|
For the year of 2012
|
13
|
|
|
—
|
|
|
1
|
|
|
3
|
|
For the year of 2011
|
41
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
HUAYU:
|
|||||||||||
For the year of 2013
|
—
|
|
|
—
|
|
|
—
|
|
|
593
|
|
For the year of 2012
|
—
|
|
|
—
|
|
|
—
|
|
|
120
|
|
For the year of 2011
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
Subsidiaries of HUAYU:
|
|||||||||||
For the year of 2013
|
—
|
|
|
12
|
|
|
—
|
|
|
5
|
|
For the year of 2012
|
—
|
|
|
11
|
|
|
—
|
|
|
3
|
|
For the year of 2011
|
—
|
|
|
12
|
|
|
—
|
|
|
—
|
|
|
Sales to Related Parties
|
|
Purchase from Related Parties
|
|
Amounts Owed by Related Parties
|
|
Amounts Owed to Related Parties
|
||||
Joint ventures of HUAYU:
|
|||||||||||
For the year of 2013
|
—
|
|
|
971
|
|
|
160
|
|
|
177
|
|
For the year of 2012
|
—
|
|
|
588
|
|
|
—
|
|
|
158
|
|
For the year of 2011
|
—
|
|
|
526
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
Associates of HUAYU:
|
|||||||||||
For the year of 2013
|
—
|
|
|
226
|
|
|
—
|
|
|
135
|
|
For the year of 2012
|
—
|
|
|
537
|
|
|
—
|
|
|
118
|
|
For the year of 2011
|
—
|
|
|
284
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
SAIC:
|
|||||||||||
For the year of 2013
|
777
|
|
|
—
|
|
|
111
|
|
|
—
|
|
For the year of 2012
|
856
|
|
|
114
|
|
|
189
|
|
|
—
|
|
For the year of 2011
|
731
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
Subsidiaries of SAIC:
|
|||||||||||
For the year of 2013
|
1,735
|
|
|
310
|
|
|
404
|
|
|
20
|
|
For the year of 2012
|
1,225
|
|
|
125
|
|
|
196
|
|
|
53
|
|
For the year of 2011
|
624
|
|
|
134
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
Joint ventures of SAIC:
|
|||||||||||
For the year of 2013
|
27,962
|
|
|
3,777
|
|
|
3,166
|
|
|
112
|
|
For the year of 2012
|
23,533
|
|
|
4,014
|
|
|
2,669
|
|
|
718
|
|
For the year of 2011
|
22,170
|
|
|
2,461
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
Associates of SAIC:
|
|||||||||||
For the year of 2013
|
—
|
|
|
27
|
|
|
—
|
|
|
2
|
|
For the year of 2012
|
—
|
|
|
30
|
|
|
—
|
|
|
2
|
|
For the year of 2011
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
|
|
|
|
||||
Subsidiaries of VIHI:
|
|||||||||||
For the year of 2013
|
853
|
|
|
—
|
|
|
—
|
|
|
—
|
|
For the year of 2012
|
1,109
|
|
|
—
|
|
|
318
|
|
|
5
|
|
For the year of 2011
|
462
|
|
|
19
|
|
|
—
|
|
|
—
|
|
|
As of and for the Year Ended December 31
|
|||||||
|
2013
|
|
2012
|
|
2011
|
|||
|
|
|
|
|
|
|||
Loan to joint venture - Amount owed by a related party
|
—
|
|
|
2
|
|
|
—
|
|
Loan from subsidiary of SAIC:
|
||||||||
Interest paid
|
—
|
|
|
6
|
|
|
5
|
|
Amount owed to a related party
|
880
|
|
|
120
|
|
|
95
|
|
|
Sale of Goods
|
|
Rental Expense
|
|
Rental Income
|
|||
|
|
|
|
|
|
|||
December 31, 2013
|
510
|
|
|
33
|
|
|
295
|
|
December 31, 2012
|
435
|
|
|
40
|
|
|
17
|
|
December 31, 2011
|
—
|
|
|
29
|
|
|
16
|
|
|
December 31
|
||||
|
2013
|
|
2012
|
||
|
|
|
|
||
Within one year
|
129
|
|
|
85
|
|
After one year but not more than three years
|
208
|
|
|
112
|
|
More than three years
|
395
|
|
|
314
|
|
|
732
|
|
|
511
|
|
|
December 31
|
||||
|
2012
|
|
2011
|
||
|
|
|
|
||
Buildings, machinery and equipment
|
183
|
|
|
308
|
|
•
|
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 USD Rate
|
|
Effect on Profit Before Tax
|
|
Effect on Equity
|
||||
|
|
|
|
|
|
||||
2013
|
+/- 10%
|
|
-/+ RMB 53
|
|
+/- RMB 12
|
||||
2012
|
+/- 10%
|
|
-/+ RMB 95
|
|
+/- RMB 12
|
|
Within 1 year
|
|
1 to 5 years
|
|
>5 years
|
|
Total
|
||||||
December 31, 2013
|
|
|
|
|
|
|
|
||||||
Interest-bearing loans and borrowings
|
1,262
|
|
|
28
|
|
|
—
|
|
|
1,290
|
|
||
Trade and other payables
|
16,886
|
|
|
—
|
|
|
—
|
|
|
16,886
|
|
||
Other liabilities
|
328
|
|
|
—
|
|
|
—
|
|
|
328
|
|
||
|
18,476
|
|
|
28
|
|
|
—
|
|
|
18,504
|
|
||
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
|
|
|
VISTEON CORPORATION
|
|
|
|
|
|
By:
|
/s/ Michael J. Widgren
|
|
|
Michael J. Widgren
|
|
|
Senior 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
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|
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)).
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4.3
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|
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)).
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4.4
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|
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)).
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4.5
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|
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 4.4 to the Registration Statement on Form S-3 of Visteon Corporation filed on December 20, 2011 (File No. 333-178639)).
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10.1
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|
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)).
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10.2
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|
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)).
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10.3
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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)).
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10.3.1
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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).
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10.3.2
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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).
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10.3.3
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|
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.
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10.4
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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)).*
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10.4.1
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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)).*
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Exhibit No.
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|
Description
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10.4.2
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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)).*
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10.4.3
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|
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).*
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10.4.4
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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).*
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10.4.5
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|
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).*
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10.4.6
|
|
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).*
|
10.4.7
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|
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).*
|
10.4.8
|
|
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).*
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10.4.9
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|
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).*
|
10.4.10
|
|
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).*
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10.4.11
|
|
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).*
|
10.4.12
|
|
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).*
|
10.4.13
|
|
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).*
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10.4.14
|
|
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).*
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10.5
|
|
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)).*
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10.6
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|
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)).*
|
10.6.1
|
|
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).*
|
10.7
|
|
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)).*
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10.7.1
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|
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).*
|
10.8
|
|
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).*
|
10.9
|
|
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)).*
|
Exhibit No.
|
|
Description
|
10.1
|
|
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).*
|
10.11
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|
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).*
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10.12
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|
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).*
|
10.13
|
|
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).*
|
10.14
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|
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).*
|
10.14.1
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|
Schedule identifying substantially identical agreements to Officer Change in Control Agreement constituting Exhibit 10.14 hereto entered into by Visteon Corporation with Messrs. Sharnas, Stafeil, Thall and Widgren (incorporated by reference to Exhibit 10.14.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 15, 2014).*
|
10.15
|
|
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 for the period ended December 31, 2012).
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10.16
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|
Master Agreement, dated as of August 12, 2013, by and among VIHI, LLC, Huayu Automotive Systems Company Limited, Yanfeng Visteon Automotive Trim Systems Co., Ltd. and Yanfeng Visteon Automotive Electronics Co., Ltd. (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on August 16, 2013).
|
10.17
|
|
Side Agreement, dated as of August 12, 2013, by and among VIHI, LLC, Huayu Automotive Systems Company Limited, Yanfeng Visteon Automotive Trim Systems Co., Ltd. (incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Visteon Corporation filed on August 16, 2013).
|
10.18
|
|
Purchase Agreement, dated as of January 12, 2014, by and between Johnson Controls, Inc. and Visteon Corporation (incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Visteon Corporation filed on January 15, 2014).
|
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 15, 2014).
|
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 15, 2014).
.
|
23.1
|
|
Consent of Independent Registered Public Accounting Firm, PricewaterhouseCoopers LLP (incorporated by reference to Exhibit 23.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 15, 2014).
.
|
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 15, 2014).
.
|
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 12.1 to the Annual Report on Form 10-K of Visteon Corporation filed on February 15, 2014).
|
31.1
|
|
Rule 13a-14(a) Certification of Chief Executive Officer dated June 24, 2014.#
|
31.2
|
|
Rule 13a-14(a) Certification of Chief Financial Officer dated June 24, 2014.#
|
32.1
|
|
Section 1350 Certification of Chief Executive Officer dated June 24, 2014.#
|
32.2
|
|
Section 1350 Certification of Chief Financial Officer dated June 24, 2014.#
|
*
|
Indicates that exhibit is a management contract or compensatory plan or arrangement.
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