Visteon Responds to Unsolicited Proposal for Purchase of Certain Assets

VAN BUREN TOWNSHIP, Mich., May 21, 2010 /PRNewswire-FirstCall/ -- Visteon Corporation (OTC: VSTNQ) today confirmed it received an unsolicited proposal from Johnson Controls, Inc. to purchase certain assets associated with Visteon's interiors and electronics business, and issued the following statement:

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Despite Visteon's request for additional clarification in a May 17 letter to Johnson Controls, the proposal continues to lack important information and remains highly conditional and vaguely defined. It is unclear at this point whether this proposal holds out any real prospect of enhancing value to Visteon's constituents.

This proposal has surfaced very late and at a critical point in our Chapter 11 process. Johnson Controls is a direct competitor that stands to benefit by introducing delay and complexity into the Visteon reorganization process. Visteon has had extensive and difficult experiences with Johnson Controls in prior transactions. We are mindful that exploring a transaction of this size and scope at this time could distract the company from its primary objective of completing the ongoing reorganization process in a manner that enhances value for all of our constituents.

Visteon's customers and global joint venture partners have been extremely supportive throughout the reorganization process and support the company's goal of a near-term emergence.

Although Visteon anticipates further dialogue with Johnson Controls, the company will continue on its path toward emerging from Chapter 11. Visteon's disclosure statement hearing is scheduled for Monday, May 24, in U.S. Bankruptcy Court in Wilmington, Del.

Visteon Corporation is a leading global automotive supplier that designs, engineers and manufactures innovative climate, interior, electronic and lighting products for vehicle manufacturers. With corporate offices in Van Buren Township, Mich. (U.S.); Shanghai, China; and Chelmsford, UK; the company has facilities in 25 countries and employs approximately 28,500 people.

Forward-looking Information

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are not guarantees of future results and conditions but rather are subject to various factors, risks and uncertainties that could cause our actual results to differ materially from those expressed in these forward-looking statements, including, but not limited to,

• our ability to maintain adequate liquidity to fund our operations during the Chapter 11 proceedings and to fund a plan of reorganization and thereafter, including obtaining sufficient "exit" financing; maintaining normal terms with our vendors and service providers during and after the Chapter 11 proceedings and complying with the covenants and other terms of our financing agreements;
• our ability to obtain court approval with respect to motions in the Chapter 11 proceedings prosecuted from time to time and to develop, prosecute, confirm and consummate one or more plans of reorganization with respect to the Chapter 11 proceedings and to consummate all of the transactions contemplated by one or more such plans of reorganization or upon which consummation of such plans may be conditioned;
• conditions within the automotive industry, including (i) the automotive vehicle production volumes and schedules of our customers, and in particular Ford's and Hyundai-Kia's vehicle production volumes, (ii) the financial condition of our customers or suppliers and the effects of any restructuring or reorganization plans that may be undertaken by our customers or suppliers or work stoppages at our customers or suppliers, and (iii) possible disruptions in the supply of commodities to us or our customers due to financial distress or work stoppages;
• general economic conditions, including changes in interest rates and fuel prices; the timing and expenses related to internal restructurings, employee reductions, acquisitions or dispositions and the effect of pension and other post-employment benefit obligations; and
• those factors identified in our filings with the SEC (including our Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2009).

The risks and uncertainties and the terms of any reorganization plan ultimately confirmed can affect the value of our various pre-petition liabilities, common stock and/or other securities. No assurance can be given as to what values, if any, will be ascribed in the Chapter 11 proceedings to each of these constituencies. A plan of reorganization could result in holders of our liabilities and/or securities receiving no value for their interests. Because of such possibilities, the value of these liabilities and/or securities is highly speculative. Accordingly, we urge that caution be exercised with respect to existing and future investments in any of these liabilities and/or securities. Caution should be taken not to place undue reliance on our forward-looking statements, which represent our view only as of the date of this release, and which we assume no obligation to update.

SOURCE Visteon Corporation