Visteon Corporation Reports Second Quarter Earnings of $162 Million
18 July 2000
Visteon Corporation Reports Second Quarter Earnings of $162 MillionDEARBORN, Mich. - Visteon Corporation , the world's second largest automotive supplier, announced today that it earned $162 million during the second quarter of 2000, compared with record second quarter earnings of $280 million a year ago. The reduction in earnings was accounted for by a one-time price realignment of 5 percent that resulted from a joint Ford-Visteon competitive pricing study. Adjusting 1999 for the effects of the price realignment and other independence-related costs, Second Quarter 2000 earnings would have been down $8 million versus 1999 on a pro forma basis. This year's results included a one-time charge of $8 million connected with employee separation programs. Second quarter revenue was $5.3 billion in 2000, up 5 percent compared with 1999, and the after-tax return on sales was 3.2 percent. Combined with strong First Quarter 2000 results, net income for the first half 2000 totaled $309 million. Revenue for the first six months was $10.5 billion and after-tax return on sales was 3.0 percent. "We are encouraged by these results -- our second quarter builds on a strong first quarter adding up to more than $500 million in profit before taxes," said Visteon Corporation Chairman, CEO and President Peter J. Pestillo. "Our operating improvements in the second quarter show that we are positioned well to meet our objectives for the year and deliver good shareholder value." In addition to Visteon's independence, there have been several highlights during the second quarter 2000: * Visteon signed a letter of intent with Pilkington plc, one of the world's leading glass manufacturers to form a new glass company. Pilkington will assume management responsibility and provide technology leadership for the new company. Visteon is working with Pilkington to finalize the transaction, with completion targeted by the end of the year. * Visteon continues to deliver on its commitment to secure new business in 2000. Through the first half of 2000, Visteon has booked $1.6 billion in new business. More than 33 percent of the new business contracts won in the first half of 2000 were with non-Ford customers and 28 percent were with customers outside of North America. Of that new business, more than $500 million is in multimedia and telematics, an area that offers Visteon significant opportunities for future growth. * Visteon has formed an affiliation with Samsung Electronics, Co., Ltd., to develop fully integrated high-quality telematics products. The association between the two companies will allow Visteon to incorporate Samsung's CDMA Voice and Data Module into a variety of Visteon telematics products for the 2002 automotive model year and beyond. * Visteon has joined forces with Sirius Satellite Radio to develop innovative products that would combine Visteon's multimedia expertise with Sirius' 100-channel audio entertainment service. * Visteon will work with PSA Peugeot-Citroen to develop a next generation climate control system. The two-year program will enable the two companies to develop a system aimed at improving passenger comfort and optimizing in-vehicle global thermal systems management. * Visteon has announced a $62 million investment in its Alba Plant in Hungary to provide state-of-the-art technology for the production of compressors, which will be supplied to the corporation's growing European customer base. * Visteon was recognized recently by industry leaders for its excellence in design and technology at the Fifth Annual Design and Technology awards, sponsored by Auto Interiors magazine. In all, Visteon received five awards for such technologies as ICES, Superintegration(TM), RPID(TM), Visteon Voice Technology(TM), and Visteon Laminate Insert Molding (VLIM(TM)). Visteon Corporation is a leading full-service supplier that delivers consumer-driven technology solutions to automotive manufacturers worldwide and through multiple channels within the global automotive aftermarket. Visteon has a global delivery system of more than 130 technical, manufacturing, sales, and service facilities located in 23 countries. It has 81,000 employees working in three business segments: Dynamics and Energy Conversion; Comfort, Communication and Safety; and Glass. Visteon Corporation and Subsidiaries CONSOLIDATED STATEMENT OF INCOME For the Periods Ended June 30, 2000 and 1999 (in millions, except per share amounts) Second Quarter First Half 2000 1999 2000 1999 (unaudited) (unaudited) Sales Ford and affiliates $4,571 $4,614 $ 9,047 $ 8,969 Other customers 738 449 1,487 866 Total sales 5,309 5,063 10,534 9,835 Costs and expenses (Note 2) Costs of sales 4,849 4,430 9,644 8,771 Selling, administrative and other expenses 192 172 369 305 Total costs and expenses 5,041 4,602 10,013 9,076 Operating income 268 461 521 759 Interest income 18 2 52 24 Interest expense 30 26 87 49 Net interest expense (12) (24) (35) (25) Equity in net income of affiliated companies 10 12 17 28 Income before income taxes 266 449 503 762 Provision for income taxes 96 164 182 276 Income before minority interests 170 285 321 486 Minority interests in net income of subsidiaries 8 5 12 1 Net income $162 $280 $309 $485 Average number of shares of Common Stock outstanding (Note 5) 130 130 130 130 Earnings per share (Note 5) Basic and diluted $1.25 $2.15 $2.38 $3.73 The accompanying notes are part of the financial statements. Visteon Corporation and Subsidiaries CONSOLIDATED BALANCE SHEET (in millions) June 30, December 31, 2000 1999 (unaudited) ASSETS Cash and cash equivalents $965 $1,849 Accounts and notes receivable -- Ford and affiliates 2,367 1,578 Accounts receivable -- other customers 1,002 613 Total receivables 3,369 2,191 Inventories (Note 6) 781 751 Deferred income taxes 72 110 Prepaid expenses and other current assets 41 295 Total current assets 5,228 5,196 Equity in net assets of affiliated companies 216 205 Net property 5,796 5,789 Deferred income taxes - 362 Other assets 455 897 Total assets $11,695 $12,449 LIABILITIES AND STOCKHOLDERS' EQUITY Trade payables $2,270 $3,150 Accrued liabilities 1,221 1,211 Income taxes payable 43 153 Debt payable within one year 906 961 Total current liabilities 4,440 5,475 Long-term debt 1,174 1,358 Other liabilities 2,438 3,964 Deferred income taxes 29 153 Total liabilities 8,081 10,950 Stockholders' equity Capital stock Preferred Stock, par value $1.00, 50 million shares authorized, none outstanding - - Common Stock, par value $1.00, 500 million shares authorized, 131 million shares issued and outstanding 131 - Capital in excess of par value of stock 3,309 - Prior owner's net investment - 1,566 Accumulated other comprehensive income (125) (67) Other (10) - Earnings retained for use in business 309 - Total stockholders' equity 3,614 1,499 Total liabilities and stockholders' equity $11,695 $12,449 The accompanying notes are part of the financial statements. Visteon Corporation and Subsidiaries CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS For the Periods Ended June 30, 2000 and 1999 (in millions) First Half 2000 First Half 1999 (Unaudited) Cash and cash equivalents at January 1 $1,849 $542 Cash flows provided by/(used in) operating activities (1,619) 1,234 Cash flows from investing activities Capital expenditures (284) (384) Acquisitions and investments in joint ventures, net (3) (508) Other (10) (35) Net cash used in investing activities (297) (927) Cash flows from financing activities Cash distributions from/(to) prior owner 85 (232) Commercial paper issuances, net 410 - Payments of short-term debt, net (509) (18) Proceeds from issuance of short-term debt 1,200 - Proceeds from issuance of other debt 14 1,054 Principal payments on other debt (200) (84) Other 21 5 Net cash provided by financing activities 1,021 725 Effect of exchange rate changes on cash 11 (10) Net increase/(decrease) in cash and cash equivalents (884) 1,022 Cash and cash equivalents at June 30 $965 $1,564 The accompanying notes are part of the financial statements. Visteon Corporation and Subsidiaries NOTES TO FINANCIAL STATEMENTS (unaudited) 1. Financial Statements - The financial data presented herein are unaudited, but in the opinion of management reflect those adjustments necessary for a fair presentation of such information. Results for interim periods should not be considered indicative of results for a full year. Reference should be made to the financial statements contained in the registrant's prospectus dated June 13, 2000 as filed with the Securities and Exchange Commission on June 14, 2000. For purposes of Notes to Financial Statements, "Visteon" or the "Company" means Visteon Corporation and its majority owned subsidiaries unless the context requires otherwise. Visteon is the world's second largest supplier of automotive systems, modules and components to global vehicle manufacturers. Ford Motor Company ("Ford") established Visteon as a wholly-owned subsidiary in January 2000, and subsequently contributed or otherwise transferred to Visteon the assets and liabilities comprising Ford's automotive components and systems business. Visteon became an independent company when Ford distributed all of the shares (130 million) of Visteon common stock to the holders of record on June 12, 2000 of Ford common and Class B stock (the "spin-off"). 2. Selected costs and expenses are summarized as follows (in millions): Second Quarter First Half 2000 1999 2000 1999 Depreciation $155 $132 $299 $263 Amortization 21 19 43 37 Visteon recorded a pre-tax charge of approximately $13 million ($8 million after-tax) in the second quarter of 2000 for Visteon-designated employees that are part of special voluntary retirement and separation programs announced previously by Visteon. 3. Debt - During the second quarter of 2000, Visteon established a commercial paper program under which, at June 30, 2000, about $410 million was outstanding with maturities ranging up to 35 days and a weighted average interest rate of 6.9%. In addition, Visteon entered into financing arrangements with third-party lenders to provide up to $2.0 billion of contractually committed, unsecured revolving credit. The revolving credit facilities are divided evenly between 364-day and 5-year commitments, maturing in June 2001 and June 2005, respectively. Borrowings under the revolving credit facilities bear interest based on a variable interest rate option selected at the time of borrowing. No amounts were outstanding under the revolving credit facilities at June 30, 2000. In June 2000, Visteon borrowed $1.2 billion under a short-term, unsecured financing arrangement with a third-party lender. Obligations under this arrangement mature in December 2000. Interest is paid based on a variable interest rate option selected at the time of borrowing (approximately 7% at June 30, 2000). Based on management's intent and capability to refinance this obligation through a long-term financing arrangement, $1.0 billion of this obligation has been classified as long-term debt on the accompanying June 30, 2000 balance sheet. 4. Pension and Other Postretirement Benefits - Under the terms of Visteon's separation from Ford, Ford has retained the pension, postretirement health care and postretirement retiree life insurance obligations for most Visteon-designated employees of Ford who retired prior to the spin-off. Ford also retained the related Voluntary Employees' Beneficiary Association assets. The asset and liability transfers between Ford and Visteon postretirement benefit plans reduced Visteon's net postretirement related liabilities by about $1.5 billion to about $2 billion at June 30, 2000. Demographic and actuarial assumptions were used in estimating liability transfers at separation. Visteon Corporation and Subsidiaries NOTES TO FINANCIAL STATEMENTS - Continued (unaudited) 5. Income Per Share of Common Stock - Basic income per share of Common Stock is calculated by dividing the income attributable to Common Stock by the average number of shares of Common Stock outstanding during the applicable period, adjusted for restricted stock. For purposes of the earnings per share calculations, 130 million shares of common stock are treated as outstanding for periods prior to our spin-off from Ford. The calculation of diluted income per share of Common Stock takes into account the effect of dilutive potential common stock, such as stock options and other stock-based awards. Income per share of Common Stock was as follows (in millions, except per share amounts): Second Quarter 2000 Second Quarter 1999 Income Shares Income Shares Net income $162 130 $280 130 Basic income per share $1.25 $2.15 Basic income and shares $162 130 $280 130 Net dilutive effect of options - - - - Diluted income and shares $162 130 $280 130 Diluted income per share $1.25 $2.15 First Half 2000 First Half 1999 Income Shares Income Shares Net income $309 130 $485 130 Basic income per share $2.38 $3.73 Basic income and shares $309 130 $485 130 Net dilutive effect of options - - - - Diluted income and shares $309 130 $485 130 Diluted income per share $2.38 $3.73 Visteon sponsors a stock-based incentive plan ("Long-Term Incentive Compensation Plan" or "LTIP"). Effective at the date of the spin-off, Visteon granted to employees about 800,000 shares of restricted stock and about 2 million stock options with an exercise price equal to the average of the highest and lowest prices at which Visteon common stock was traded on the New York Stock Exchange on that date. The restricted stock will vest on the fifth anniversary of the date of grant. Such stock is considered compensation for services to be provided by employees and the related expense will be recognized over the term of the services provided. Stock options will become exercisable 33% after one year from the date of grant, an additional 33% after two years and in full after three years, and expire after 10 years from the date of grant. 6. Inventories are summarized as follows (in millions): June 30, December 31, 2000 1999 Raw materials, work in process and supplies $687 $653 Finished products 94 98 Total inventories $781 $751 U.S. inventories $486 $434 Visteon Corporation and Subsidiaries NOTES TO FINANCIAL STATEMENTS - Continued (unaudited) 7. Comprehensive Income - Other comprehensive income includes foreign currency translation adjustments. Total comprehensive income is summarized as follows (in millions): Second Quarter First Half 2000 1999 2000 1999 Net income $162 $280 $309 $485 Other comprehensive income (21) (18) (58) (60) Total comprehensive income $141 $262 $251 $425 8. Stockholders' Equity - Changes in stockholders' equity for the first half of 2000 are summarized as follows (in millions): Earnings Capital in Retained Common Stock Excess of for Use in Balances at Shares Amount Par Value Business Other January 1, 2000 --- --- --- --- --- Net transfers and settlements of balances with prior owner --- --- --- --- --- Capitalization/ reclassification of prior owner's net investment 130 $130 $3,300 --- --- Net income --- --- --- $309 --- Issuance of restricted stock 1 1 9 --- $(10) Foreign currency translation adjustments --- --- --- --- --- Balances at June 30, 2000 131 $131 $3,309 $309 $(10) Accumulated Prior Other Owner's Comprehensive Net Income Investment Total Balances at January 1, 2000 $(67) $1,566 $1,499 Net transfers and settlements of balances with prior owner --- 1,864 1,864 Capitalization/ reclassification of prior owner's net investment --- (3,430) --- Net income --- --- 309 Issuance of restricted stock --- --- --- Foreign currency translation adjustments (58) --- (58) Balances at June 30, 2000 $(125) --- $3,614 Net transfers and settlements of balances are primarily related to Ford converting $1,120 million of debt owed to it by Visteon under an intracompany revolving loan arrangement into an equity investment in Visteon, Ford retaining about $573 million of prepaid health care amounts related to active employees, and asset and liability transfers between Ford and Visteon postretirement benefit plans, net of related deferred taxes. Visteon Corporation and Subsidiaries NOTES TO FINANCIAL STATEMENTS - Continued (unaudited) 9. Segment Information - Visteon's reportable operating segments are Dynamics & Energy Conversion; Comfort, Communication & Safety; and Glass. Financial information for the reportable operating segments is summarized as follows (in millions): Dynamics & Comfort, Energy Communication Total Conversion & Safety Glass Visteon Second Quarter 2000 Sales $2,455 $2,650 $204 $5,309 Income/(loss) before taxes 66 234 (25) 266 Net income/(loss) 42 141 (15) 162 Average assets 5,222 5,912 609 11,743 1999 Sales $2,456 $2,405 $202 $5,063 Income before taxes 169 294 10 449 Net income 106 182 8 280 Average assets 4,868 5,113 629 10,610 Dynamics & Comfort, Energy Communication Total Conversion & Safety Glass Visteon First Half 2000 Sales $4,880 $5,253 $401 $10,534 Income/(loss) before taxes 145 418 (31) 503 Net income/(loss) 92 255 (19) 309 Average assets 5,308 6,087 677 12,072 1999 Sales $4,825 $4,608 $402 $9,835 Income before taxes 294 476 17 762 Net income 185 303 13 485 Average assets 4,808 4,826 662 10,296 Total income before taxes in the table above includes $9 million, $29 million, $24 million and $25 million of net interest expense not allocated to the reportable operating segments for the second quarter 2000, first half 2000, second quarter 1999 and first half 1999, respectively. Total net income in the table above includes $6 million, $19 million, $16 million and $16 million of expense related to net interest expense not allocated to the reportable operating segments for the second quarter 2000, first half 2000, second quarter 1999 and first half 1999, respectively. 10. Other - On July 13, 2000, the Board of Directors of Visteon declared a quarterly dividend of $0.06 per share on the Company's common stock. The dividend is payable on September 1, 2000 to shareholders of record as of August 2, 2000. On June 2, 2000, Visteon and Ford signed a non-binding letter of intent with Pilkington plc, relating to Visteon's Glass business. The parties have agreed to negotiate the terms of a joint venture, pursuant to which Pilkington would acquire about 81% of Visteon's Glass business for cash consideration and would assume operational management of that business. For the year ended December 31, 1999, the Glass segment represented 6% of Visteon's average assets, 4% of Visteon's total sales and less than one half of one percent of Visteon's net income. Visteon's Carlite(R) aftermarket operations would be included in the business to be transferred to the joint venture. In connection with the transaction, Ford would enter into a separate supply agreement with the joint venture, which would supersede Ford's supply agreement with Visteon. If a definitive agreement is reached, we expect to complete this transaction during 2000. If completed, and dependent upon the terms ultimately agreed to, this transaction would likely result in Visteon incurring a significant charge to earnings. However, the letter of intent is non-binding, and we cannot assure you that a definitive agreement will be reached, or that it will not differ materially from the description above.