VISTEON CORPORATION (NYSE:VC) Files An 8-K Entry into a Material Definitive Agreement

VISTEON CORPORATION (NYSE:VC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

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On November14, 2017, Visteon Corporation (the “Company”) entered into Amendment No.3 (the “Amendment”) to its credit agreement, dated as of April9, 2014 (as amended by that certain Waiver and Amendment No.1 to Credit Agreement, dated as of March25, 2015 and Amendment No.2 to Credit Agreement, dated as of March24, 2017, the “Existing Credit Agreement”; and the Existing Credit Agreement, as amended by the Amendment, the “Credit Agreement”) with Citibank, N.A., as administrative agent, the guarantors party thereto and certain lenders party thereto. The Amendment provides for the replacement and repricing of the initial term facility with a new term facility (the “Refinancing Term Facility”; any loans made to the Refinancing Term Facility, “New Term Loans”) in an aggregate principal amount of $350,000,000.

At the Company’s option, loans under the New Term Loans may be maintained from time to time at an interest rate equal to the applicable domestic rate (“Base Rate”) plus an applicable margin of 1.00% per annum or the LIBOR-based rate (“Eurodollar Rate”) plus an applicable margin of 2.00% per annum. The Base Rate shall be a fluctuating rate per annum equal to the highest of (i)the rate equal to the weighted average of the rates on overnight federal funds transactions with members of the Federal Reserve System arranged by federal funds brokers, as published by the Federal Reserve Bank of New York on the following Business Day, plus 0.50%; (ii) the rate established by the Administrative Agent as its “prime rate” at its principal U.S. office and (iii)the Eurodollar Rate (which, for the purposes of establishing the Base Rate, shall not be less than 0.00%) plus 1%. The Eurodollar Rate shall be equal to the quotient obtained by dividing (a)the ICE Benchmark Administration Limited LIBOR Rate by (b)the difference between 1.00 and the reserve percentage under regulations issued from time to time by the Board of Governors of the Federal Reserve System of the United States for determining the maximum reserve requirement with respect to Eurocurrency funding.

Outstanding borrowings of New Term Loans prepaid prior to May14, 2018 are subject to a prepayment premium in the amount of 1.00% of the principal prepaid.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached as Exhibit 10.1 and is incorporated herein by reference.


Item 1.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information provided in Item 1.01 of this Current Report on Form8-K is hereby incorporated into this Item 1.01 by reference.


Item 1.01. Financial Statements and Exhibits.

EX-10.1 2 d493143dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 3,…
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Visteon Corporation is a global automotive supplier that designs, engineers and manufactures products for original equipment vehicle manufacturer (OEM) across the world, including Ford, Nissan, Renault, Mazda, BMW, General Motors and Honda. The Company’s segments include Electronics, which provides vehicle cockpit electronics products to customers, including audio systems, information displays, instrument clusters, head up displays, infotainment systems and telematics solutions, and Other, which includes entities located in Europe. Other also includes entities in South America and South Africa. The Company designs and manufacturers vehicle cockpit electronics components, modules and systems. The Company offers a range of audio products, including audio head units, amplifiers and analog and digital radios. The Company offers a full line of instrument clusters, from standard analog gauge clusters to high-resolution, fully configurable, display-based devices.

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