SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) [X] Annual report pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No fee required, effective October 7, 1996) For the fiscal year ended December 30, 2002 or [ ] Transition report pursuant to Section 15(d) of the Securities Exchange Act of 1934 (No fee required) For the transition period from to ------------------ ------------------- Commission file number 1-15827 A. Full title of the plan and the address of the plan, if different from that of the issuer named below: Visteon Investment Plan B. Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: Visteon Corporation 17000 Rotunda Drive Dearborn, Michigan 48120 REQUIRED INFORMATION FINANCIAL STATEMENTS AND SCHEDULES. Report of Independent Auditors. Statement of Net Assets Available for Benefits as of December 30, 2002 and 2001. Statement of Changes in Net Assets Available for Benefits for the Years Ended December 30, 2002 and 2001. Schedule of Assets (Held at End of Year) as of December 30, 2002 and 2001. Schedule of Reportable Transactions for the Years Ended December 30, 2002 and 2001. EXHIBITS. 23 Consent of Independent Accountants 99 Certification of Periodic Financial Reports 11K-1
SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized. VISTEON INVESTMENT PLAN Date: June 27, 2003 By /s/ Robert H. Marcin ------------------------------- Robert H. Marcin Chairman, Visteon Investment Plan Administrative Committee 11K-2
VISTEON INVESTMENT PLAN REPORT ON AUDITS OF FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULES FOR THE YEARS ENDED DECEMBER 30, 2002 AND 2001
VISTEON INVESTMENT PLAN CONTENTS DECEMBER 30, 2002 AND 2001 PAGE(S) REPORT OF INDEPENDENT AUDITORS ..................................................................1 FINANCIAL STATEMENTS Statement of Net Assets Available for Benefits as of December 30, 2002 and 2001 .....................................................................2 Statement of Changes in Net Assets Available for Benefits for the Year Ended December 30, 2002 ...................................................................3 Notes to Financial Statements ................................................................4-11 ADDITIONAL INFORMATION Schedule I - Schedule of Assets (Held at End of Year) as of December 30, 2002 ..........................................................................12-13 Schedule II - Schedule of Reportable Transactions for the Year Ended December 30, 2002 .............................................................................14
REPORT OF INDEPENDENT AUDITORS To the Participants and Administrator of the Visteon Investment Plan In our opinion, the accompanying statement of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the Visteon Investment Plan (the "Plan") at December 30, 2002 and 2001, and the changes in net assets available for plan benefits for the year ended December 30, 2002, in conformity with accounting principles generally accepted in the United States of America. These financial statements are the responsibility of the Plan's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental Schedule of Assets (Held at End of Year) and Schedule of Reportable Transactions are presented for the purpose of additional analysis and are not a required part of the basic financial statements but are supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosures under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Plan's management. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. June 24, 2003 1
VISTEON INVESTMENT PLAN STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS AS OF DECEMBER 30, 2002 AND 2001 (IN THOUSANDS) 2002 2001 ASSETS Investments, at fair value $ 241,251 $ 237,768 Loans to participants 6,108 4,158 --------- --------- Net assets available for benefits $ 247,359 $ 241,926 ========= ========= The accompanying notes are an integral part of the financial statements. 2
VISTEON INVESTMENT PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 30, 2002 (IN THOUSANDS) ADDITIONS Additions to net assets attributed to Net appreciation (depreciation) in fair value of investments $ (59,090) Interest and dividend income 5,134 --------- (53,956) Contributions Employee contributions 67,088 Company matching - --------- 67,088 Other additions Loan interest 364 Transfers in and rollovers from other plans 1,972 --------- 2,336 --------- Total additions 15,468 DEDUCTIONS Deductions from net assets attributed to Withdrawal of participants' accounts (9,937) Administrative expense (90) Other (8) --------- Total deductions (10,035) --------- Net increase 5,433 --------- Net assets available for benefits Beginning of year 241,926 --------- End of year $ 247,359 ========= The accompanying notes are an integral part of the financial statements. 3
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 1. DESCRIPTION OF THE PLAN The following description of the Visteon Investment Plan (the "Plan") provides only general information. The Plan was established effective July 1, 2000. The provisions of the Plan are governed in all respects by the detailed terms and conditions contained in the Plan document. Participants should refer to the Plan document for a complete description of the Plan's provisions. Visteon Corporation ("Visteon") was established as a wholly-owned subsidiary of Ford Motor Company in January 2000. On June 28, 2000, Ford spun-off Visteon. Subsequently, all active employees of Visteon who had an account balance in the Ford Savings and Stock Investment Plan ("SSIP") were given the opportunity to elect to transfer their total account balances to the Plan. TYPE AND PURPOSE OF THE PLAN The Plan is a defined contribution plan established to encourage and facilitate systematic savings and investment by eligible salaried employees of Visteon and to provide them with an opportunity to become stockholders of Visteon. The Plan includes provisions for voting shares of Visteon stock. It is subject to certain provisions of the Employee Retirement Income Security Act of 1974, as amended, ("ERISA") applicable to defined contribution pension plans. ELIGIBILITY Regular full-time salaried employees are eligible to participate in the Plan beginning on the first day of the second month following their date of hire, with certain exceptions. Certain other supplemental employees also may be eligible to participate in the Plan. Participation in the Plan is voluntary. CONTRIBUTIONS Under the Plan, and subject to limitations imposed by the Internal Revenue Code of 1986, as amended (the "Code") participants may elect to contribute up to 40 percent of their eligible wages. Participants may also elect to reduce their benefits under the Flexible Compensation Account program ("Flex Dollars"). Effective June 1, 2002, participants who have attained the age of 50 are eligible to make supplemental contributions. Effective January 1, 2002, Visteon suspended company matching contributions. During the 2001 plan year, Visteon made company matching contributions at a rate of $0.60 for each dollar of employee contributions, up to a maximum of 10 percent of participant's base pay. Flex Dollar contributions were not eligible for company matching contributions. Effective January 1, 2002, all employees became 100 percent vested in their company matching contributions. All company matching contributions are made initially in the Visteon Stock Fund. PARTICIPANT ACCOUNTS Each participant's account is credited with the participant's contributions and allocations of (a) company matching contributions, (b) plan earnings and (c) certain fund expenses. Allocations are based on participant earnings or account balances. Under the Plan, certain funds will charge a fee on short term transfers which is paid from the participant's account. The benefit to which a participant is entitled is determined from the participant's vested account. 4
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 VESTING Participants are immediately vested in their contributions and actual earnings thereon, regardless of length of service. Effective January 1, 2002, all employees became 100 percent vested in their company matching contribution. DISTRIBUTIONS Distributions of benefits shall be made upon the occurrence of any one of the following: - Retirement of the participant at age 65; - Deferred retirement of the participant beyond age 65; - In-service withdrawal of participant beyond age 59 1/2; - Total and permanent disability of the participant; - Death of the participant; or - Termination of employment Benefits due upon death are paid in a lump sum and are based on vested amounts in the participants' accounts. Benefits due upon termination, retirement, withdrawal, or disability are paid in a lump sum or through installments payable monthly, quarterly, semi-annually or annually and are based on vested amounts in the participants' accounts. In addition, terminated participants with benefits due in excess of $5,000 may defer such benefits until age 65 or until age 70-1/2 in the event employment termination occurred. INVESTMENT OPTIONS AND PARTICIPATION Participant contributions are invested in accordance with the participant's election in one or more of several investment options available in the Plan. The more significant of these options are as follows: The Visteon Stock Fund is a unitized stock fund investment in Visteon common stock with a portion of the fund's assets invested in short-term investments. The Managed Income Portfolio II is a stable value fund that is a commingled pool of the Fidelity Group Trust for Employee Benefit Plans composed of high quality, fixed-income investments. The Portfolio may also purchase investment contracts issued by the insurance companies or banks. Exposure to any single issuer is capped at 5 percent. The Portfolio purchases money market units to provide daily liquidity. The Fidelity Magellan Fund is a growth mutual fund that seeks capital appreciation. The fund invests in securities of domestic, foreign, and multinational issuers, however not more than 40 percent of the fund's assets may be invested in companies operating exclusively in any one foreign country. The Fidelity Growth Company Fund is a growth mutual fund that seeks capital appreciation. The fund invests in securities of domestic and foreign issuers and seeks to invest in companies that it believes have above-average growth potential. 5
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 Details of investments held as of December 30, 2002 are set forth in the Schedule of Assets (Held at End of Year). TRANSFER OF ASSETS The Plan permits the transfer of assets among investment options, with certain restrictions related to transfers to T. Rowe Funds, Scudder Funds and Visteon Stock Fund. Transfers of matching contributions from the Visteon Stock Fund are allowed once the Participant is vested. Effective January 1, 2002, all employees became 100 percent vested in company matching contributions. PARTICIPANT LOANS (NOT IN THOUSANDS) Participants may borrow from the Plan in amounts beginning with a minimum amount of $1,000, up to a maximum amount not to exceed the lesser of: (a) $50,000, or (b) 50 percent of their vested account balances, at an interest rate equal to the annual prime rate as published by the Wall Street Journal. Repayment of any loan is made through employee payroll deductions not less frequently than once per calendar quarter. FORFEITURES AND PLAN ADMINISTRATION EXPENSES The Plan permits Visteon to use assets forfeited by participants to pay plan administrative expenses. To the extent that forfeited assets are not available to pay certain administrative expenses, Visteon pays such expenses. At December 30, 2002 and 2001, forfeited nonvested accounts totaled approximately $17 and $79, respectively. ADMINISTRATION The Plan administrator is responsible for general administration of the Plan for the exclusive benefit of the Plan participants and their beneficiaries, subject to the specific terms of the Plan. Assets of the Plan and related investments are administered by Fidelity Management Trust Company (the "Trustee"). It is the trustee's responsibility to invest Plan assets and distribute benefits to participants. The Trustee is also responsible for daily administration of Plan activity. EMPLOYEE STOCK OWNERSHIP PLAN The Plan operates, in part, as an employee stock ownership plan ("ESOP") and is designed to comply with Code Section 4975(e)(7) and the regulations thereunder, and is subject to the applicable provisions of ERISA. Visteon contributes its company matching contributions in Visteon stock to the ESOP. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES BASIS OF ACCOUNTING The financial statements of the Plan are prepared under the accrual method of accounting. INVESTMENT VALUATION AND INCOME RECOGNITION The Plan investments are stated at fair value as determined by the Trustee. Purchases and sales are recorded on the trade-date basis. Dividend income is recorded on the ex-dividend date. Income from other investments is recorded as earned on an accrual basis. 6
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 CONTRIBUTIONS Contributions to the Plan from employees and from Visteon and participating subsidiaries, as defined in the Plan, are recorded in the period that payroll deductions are made from Plan participants. PAYMENT OF BENEFITS Benefits are recorded when paid. USE OF ESTIMATES IN THE PREPARATION OF FINANCIAL STATEMENTS The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets at the date of the financial statements and the reported amounts of additions and deductions during the reporting period. Actual results could differ from those estimates. RISKS AND UNCERTAINTIES The Plan's invested assets ultimately consist of stocks, bonds, fixed income securities and other investment securities. Investment securities are exposed to various risks, such as interest rate, market and credit. Due to the level of risk associated with certain investment securities and the level of uncertainty related to changes in the value of investment securities, it is at least reasonably possible that changes in risks in the near term would materially affect participants' account balances and the amounts reported in the statement of net assets available for benefits and the statement of changes in net assets available for benefits. 3. MASTER TRUST All assets of the Plan are held by the Visteon Corporation Master Trust (the "Master Trust"). The Visteon Investment Savings Plan for Hourly Employees also has all of its investments in the Master Trust. A summary of the Master Trust as of December 30, 2002 and 2001 is as follows: 2002 2001 Investments, at fair value Common stock fund $ 32,924 $ 57,384 Common and commingled trust funds 80,009 63,371 Mutual funds 128,858 117,155 ---------- ----------- Total investments 241,791 237,910 Loans 6,124 4,158 ---------- ----------- Total assets $ 247,915 $ 242,068 ========== =========== Interest and dividend income of the Master Trust for the year ended December 30, 2002 was $5,144. 7
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 The net appreciation (depreciation) in fair value of Master Trust investments consists of realized gains or losses and the unrealized appreciation (depreciation) on those investments. During the year ended December 30, 2002 investments depreciated as follows: 2002 Mutual funds $ (25,631) Common stock fund (31,621) Common and commingled trust funds (1,910) ---------- $ (59,162) ========== The Plan investments and, in turn, the investments held by the Master Trust are generally directed by participants based on their elections. Allocation of the Master Trust to the participating plans as of December 30, 2002 and 2001 was as follows: 2002 2001 EIN 38-3519512, Plan 005 - Visteon Investment Savings Plan for Hourly Employees $ 556 $ 142 EIN 38-3519512, Plan 002 - Visteon Investment Plan 247,359 241,926 -------- -------- $247,915 $242,068 ======== ======== 4. INVESTMENTS The following investments represent 5 percent or more of the Plan's net assets available for benefits. DECEMBER 30, ------------------- 2002 2001 Visteon Stock Fund, 7,971,048 and 6,452,155 units, respectively $ 32,841 $ 57,360 Fidelity Magellan Fund, 163,765 and 120,641 units, respectively 12,931 12,573 Fidelity Growth Company Fund, 262,548 units * 13,973 Fidelity Managed Income Portfolio II, 64,387,157 and 50,633,185 units, respectively 64,387 50,633 ======== ======== $110,159 $134,539 ======== ======== * Investment represents less than 5% of the Plan's net assets available for benefits. 8
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 The Plan presents in the statement of changes in net assets available for benefits the net appreciation (depreciation) in the fair value of its investments which consist of the Plan's realized gains or losses and the unrealized appreciation (depreciation) on those investments. During 2002, the Plan's investments depreciated in value by $59,090 as follows: 2002 Mutual funds $(25,603) Common stock fund (31,577) Common and commingled trust funds (1,910) -------- $(59,090) ======== 5. RELATED PARTY TRANSACTIONS Participants have the option to invest in the Visteon Stock Fund, which consists of investments in Visteon common stock. These transactions are exempt transactions with a party-in-interest. 6. TAX STATUS The Plan obtained its latest determination letter on January 28, 2003, in which the Internal Revenue Service stated that the plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code. The Plan has been amended since receiving the determination letter. However, the plan administrator and the plan's tax counsel believe that the plan is currently designed and being operated in compliance with the applicable requirements of the Internal Revenue Code. Therefore, no provision for income taxes has been included in the plan's financial statements. 9
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 7. NONPARTICIPANT-DIRECTED INVESTMENTS The Visteon Stock Fund included both participant and nonparticipant directed investments, which were commingled. Company matching contributions were made to the Visteon Stock Fund, these contributions and associated appreciation (depreciation), income and dividends are nonparticipant directed until amounts are vested according to the Plan's vesting provisions. Effective January 1, 2002, Visteon suspended all company matching contributions and all participants became 100 percent vested in their company matching contributions. As a result of the immediate 100 percent vesting, there were no nonparticipant directed investments at December 30, 2002. Information about the net assets available for benefits and the significant components of the changes in net assets available for benefits are as follows: SUMMARY OF NET ASSETS AVAILABLE FOR BENEFITS DECEMBER 30, 2001 Visteon Stock Fund $ 57,360 SUMMARY OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS FOR THE YEAR ENDED DECEMBER 30, 2001 Net appreciation (depreciation) in fair value of investment $ 4,424 Interest and dividend income 406 Employee contributions 7,930 Company matching contributions 32,245 Loan interest 45 Net transfers and rollovers (3,811) Withdrawals (1,444) ------------ Net increase 39,795 Net assets available for benefits Beginning of year 17,565 ------------ End of year $ 57,360 ============ 8. PLAN TERMINATION Visteon, by action of the Board of Directors, may terminate the Plan at any time. Termination of the Plan would not affect the rights of a participant as to: (a) the continuance of investment, distribution or withdrawal of the securities, cash and cash value of the Visteon Stock Fund units in the account of the participant as of the effective date of such termination, or (b) continuance of vesting of such securities and cash attributable to company matching contributions or earnings thereon. There are currently no plans to terminate the Plan. 10
VISTEON INVESTMENT PLAN NOTES TO FINANCIAL STATEMENTS (IN THOUSANDS) DECEMBER 30, 2002 AND 2001 9. SUBSEQUENT EVENT Effective April 1, 2003, Visteon transferred the payroll administration from Ford Motor Company to Fidelity for salaried employees. Ford Motor Company will remain as the payroll administrator for the hourly Visteon employees. Additionally, effective April 1, 2003, Visteon has decreased the waiting period for employee eligibility to the Plan. Full time employee's are eligible to participate in the plan immediately. Supplemental employees can participate after satisfying a 1,000 hour requirement in a 12-month period. Beginning on May 1, 2003, Visteon modified the investment options available under the Plan. According to the new investment options, the following funds will replace the funds available at December 30, 2002: Fidelity Freedom Funds Janus Advisor Capital Appreciation Fund Domini Social Equity Fund Vanguard Explorer Fund Vanguard 500 Index Fund Fidelity Diversified International Fund American Century Equity Income Fund T. Rowe Price International Discovery Fund Baron Assets Fund Templeton Developing Markets Trust Clipper Fund Templeton Foreign Fund Fidelity Contrafund Templeton Foreign Smaller Companies Fund Fidelity Dividend Growth Fund BGI Bond Index Fund Fidelity Growth & Income Portfolio Fidelity Government Income Fund Fidelity Growth Company Fund PIMCO Global Bond Fund - Admin Class Fidelity Low Priced Stock Fund PIMCO Real Return Bond Fund PIMCO Total Return III Fund T. Rowe Price High Yield Fund The Visteon Stock Fund, Common Stock Fund and Managed Income Portfolio II Fund will remain as an investment option of the Plan. 11
VISTEON INVESTMENT PLAN SCHEDULE I SCHEDULE OF ASSETS (HELD AT END OF YEAR) AS OF DECEMBER 30, 2002 (a) (b) (c) (d) (e) DESCRIPTION OF INVESTMENT IDENTITY OF ISSUER INCLUDING MATURITY DATE, LESSOR, BORROWER OR RATE OF INTEREST, COLLATERAL, CURRENT SIMILAR PARTY PAR OR MATURITY VALUE COST** VALUE * Fidelity Investments T. Rowe Price Spectrum Growth Fund, 29,405 units $ 327,280 * Fidelity Investments Scudder International Fund, 27,143 units 824,069 * Fidelity Investments Domini Social Equity Fund, 8,694 units 187,785 * Fidelity Investments T. Rowe Price Spectrum Income Fund, 57,783 units 621,741 * Fidelity Investments T. Rowe Price New Horizons Funds, 156,879 units 2,605,760 * Fidelity Investments Scudder Global Fund, 10,860 units 193,516 * Fidelity Investments T. Rowe Price International Stock Fund, 105,032 units 932,686 * Fidelity Investments Scudder Global Discovery Fund, 70,673 units 1,323,701 * Fidelity Investments T. Rowe Price International Discovery Fund, 75,872 units 1,218,501 * Fidelity Investments Scudder Income Fund, 29,956 units 383,431 * Fidelity Investments T. Rowe Price New Asia Fund, 125,001 units 698,757 * Fidelity Investments Scudder Growth and Income Fund, 27,068 units 432,542 * Fidelity Investments T. Rowe Price High Yield Fund, 141,064 units 884,469 * Fidelity Investments Scudder Greater Europe Growth Fund, 94,951 units 1,711,017 * Fidelity Investments T. Rowe Price New Era Fund, 21,930 units 452,408 * Fidelity Investments Scudder Japan Fund, 88,630 units 537,982 * Fidelity Investments T. Rowe Price Latin America Fund, 38,393 units 288,334 * Fidelity Investments Vanguard LifeStrategy Conservative Growth Fund, 12,742 units 163,355 * Fidelity Investments Vanguard LifeStrategy Moderate Growth Fund, 18,442 units 255,785 * Fidelity Investments Vanguard LifeStrategy Growth Fund, 35,660 units 512,085 * Fidelity Investments Vanguard 500 Index Fund, 140,983 units 11,440,800 * Fidelity Investments Vanguard Value Index Fund, 95,590 units 1,400,391 * Fidelity Investments Vanguard Growth Index Investment Fund, 274,754 units 5,481,332 * Fidelity Investments Vanguard Explorer Fund, 64,418 units 2,930,394 * Fidelity Investments Vanguard International Value Fund, 13,396 units 252,246 Comerica Bank, N.A. Common Stock Fund, 1,804,639 units 10,936,112 Barclays Global Investors Bond Fund, 350,552 units 4,497,577 * Visteon Corporation Visteon Stock Fund 7,971,048 units 32,840,717 * Fidelity Investments Fidelity Fund, 84,132 units 1,872,781 * Fidelity Investments Fidelity Puritan Fund, 64,717 units 1,021,886 * Fidelity Investments Fidelity Trend Fund, 5,962 units 230,362 * Fidelity Investments Fidelity Magellan Fund, 163,765 units 12,930,854 * Fidelity Investments Fidelity Contrafund, 273,243 units 10,547,178 * Fidelity Investments Fidelity Equity-Income Fund, 60,821 units 2,412,777 * Fidelity Investments Fidelity Growth Company Fund, 328,807 units 11,646,356 * Fidelity Investments Fidelity Investment Grade Bond Fund, 306,923 units 2,323,410 * Fidelity Investments Fidelity Growth and Income Portfolio, 193,209 units 5,856,177 * Fidelity Investments Fidelity Value Fund, 136,332 units 6,324,444 * Fidelity Investments Fidelity Government Income Fund, 349,310 units 3,660,767 * Fidelity Investments Fidelity Independence Fund, 248,668 units 3,250,086 * Fidelity Investments Fidelity Overseas Fund, 47,558 units 1,046,272 * Fidelity Investments Fidelity Europe Fund, 28,181 units 516,273 * Fidelity Investments Fidelity Pacific Basin Fund, 29,157 units 372,044 12
VISTEON INVESTMENT PLAN SCHEDULE I SCHEDULE OF ASSETS (HELD AT END OF YEAR) AS OF DECEMBER 30, 2002 (a) (b) (c) (d) (e) DESCRIPTION OF INVESTMENT IDENTITY OF ISSUER INCLUDING MATURITY DATE, LESSOR, BORROWER OR RATE OF INTEREST, COLLATERAL, CURRENT SIMILAR PARTY PAR OR MATURITY VALUE COST** VALUE * Fidelity Investments Fidelity Real Estate Investment Portfolio Fund, 166,321 units $ 3,058,646 * Fidelity Investments Fidelity Balanced Fund, 107,246 units 1,425,299 * Fidelity Investments Fidelity International Growth and Income Fund, 39,448 units 663,519 * Fidelity Investments Fidelity Capital Appreciation Fund, 90,227 units 1,459,869 * Fidelity Investments Fidelity Canada Fund, 20,014 units 362,652 * Fidelity Investments Fidelity Utilities Fund, 111,621 units 1,082,726 * Fidelity Investments Fidelity Asset Manager, 74,118 units 1,022,830 * Fidelity Investments Fidelity Worldwide Fund, 56,636 units 672,835 * Fidelity Investments Fidelity Stock Selector, 71,613 units 1,187,346 * Fidelity Investments Fidelity Asset Manager Growth, 126,344 units 1,512,339 * Fidelity Investments Fidelity Asset Manager Income, 105,806 units 1,149,051 * Fidelity Investments Fidelity Dividend Growth Fund, 438,200 units 9,780,616 * Fidelity Investments Fidelity New Markets Income Fund, 211,612 units 2,397,567 * Fidelity Investments Fidelity Global Balanced Fund, 6,502 units 96,099 * Fidelity Investments Fidelity Small Capital Selector Fund, 189,515 units 2,520,546 * Fidelity Investments Fidelity International Bond Fund, 13,344 units 125,429 * Fidelity Investments Fidelity Managed Income Portfolio II, 64,387,157 64,387,157 units Participant loans Outstanding participant loan balance 6,107,599 -------------- $ 247,358,565 ============== * Denotes party-in-interest. ** Not required per Department of Labor reporting requirements. 13
VISTEON INVESTMENT PLAN SCHEDULE II SCHEDULE OF REPORTABLE TRANSACTIONS FOR THE YEAR ENDED DECEMBER 30, 2002 IDENTITY OF PURCHASE SELLING LEASE EXPENSES COST OF CURRENT VALUE NET GAIN PARTY INVOLVED DESCRIPTION OF ASSET PRICE PRICE RENTAL INCURRED ASSET OF ASSET OR (LOSS) REPORTING CRITERION I Single transaction in excess of five percent of current value of plan assets. FID MGD Inc. Port II 12,301,228 - - - - 64,387,157 - FID MGD Inc. Port II - 12,152,059 - - 12,152,059 64,387,157 - REPORTING CRITERION II Series of transactions in other than securities in excess of five percent of current value of plan assets. None. REPORTING CRITERION III Series of transactions in securities in excess of five percent of current value of plan assets. None. REPORTING CRITERION IV Single transactions with a nonregulated entity in excess of five percent of current value of plan assets. None. 14
EXHIBIT INDEX Exhibit Number Exhibit Name 23 Consent of PricewaterhouseCoopers LLP 99 Certification of Periodic Financial Reports
EXHIBIT 23 CONSENT OF INDEPENDENT ACCOUNTANTS We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (No. 333-39756) of Visteon Corporation of our report dated June 24, 2003 relating to the financial statements of Visteon Investment Plan, which appears in this Form 11-K. PricewaterhouseCoopers LLP Detroit, Michigan June 24, 2003
EXHIBIT 99 Certification of Periodic Financial Reports Solely for the purposes of complying with 18 U.S.C. ss. 1350, I, the undersigned officer of Visteon Corporation (the "Company") and fiduciary of the Visteon Investment Plan (the "Plan"), hereby certify, based on my knowledge, that the Annual Report on Form 11-K of the Plan for the year ended December 30, 2002 (the "Report") fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Plan. /s/ Robert H. Marcin --------------------------------------------- Robert H. Marcin Senior Vice President, Corporate Relations Chair, Visteon Investment Plan Administrative Committee A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.