Visteon Announces Termination of Restricted Period under the NOL Protective Measures of its Charter
VAN BUREN TOWNSHIP, Mich., Sept. 12, 2012 /PRNewswire/ -- Visteon Corporation (NYSE: VC) today announced that the "restricted period" relating to the net operating loss protective provisions (the "NOL Protective Measures") contained in the company's second amended and restated certificate of incorporation has terminated. As a result, persons are no longer restricted from becoming five-percent shareholders, and existing five-percent shareholders are no longer restricted from making additional purchases of Visteon's stock.
The restricted period ended when the company's market capitalization remained above the $1.5 billion threshold for 30 consecutive calendar days. The charter provision is designed to protect significant tax assets in the form of NOLs of the company, which could be impaired if a "change of ownership" occurs under Internal Revenue Code Section 382 rules. A change in ownership can occur whenever there is a shift in ownership by more than 50 percentage points by one or more "five-percent shareholders" within a three-year period.
Visteon is a leading global automotive supplier that designs, engineers and manufactures innovative climate, electronics and interior products for vehicle manufacturers. With corporate offices in Van Buren Township, Mich. (U.S.); Shanghai, China; and Chelmsford, UK; the company has facilities in 28 countries and employs approximately 22,000 people. Learn more at www.visteon.com.
SOURCE Visteon Corporation