REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 10th, 2012 • Visteon Corp • Motor vehicle parts & accessories • New York
This REGISTRATION RIGHTS AGREEMENT, dated as of January 9, 2012 (this “Agreement”), is entered into by and between VISTEON CORPORATION, a Delaware corporation (the “Company”), and EVERCORE TRUST COMPANY, N.A., solely in its capacity as duly appointed and acting investment manager (the “Manager”) of a segregated account held under the Visteon Defined Benefit Master Trust (the “Trust”), with respect to the Visteon Corporation Pension Plan and the Pension Plans of Visteon Systems, LLC Connersville and Bedford Plants (as from time to time amended, the “Plans”).
VISTEON CORPORATION 1,453,489 Shares of Common Stock of $0.01 par value Contribution Agreement January 9, 2012Visteon Corp • January 10th, 2012 • Motor vehicle parts & accessories • New York
Visteon Corporation (the “Company”) has agreed to make a contribution to satisfy current and future funding obligations to the Visteon Defined Benefit Master Trust (the “Trust”) with respect to the Visteon Corporation Pension Plan and the Pension Plan of Visteon Systems, LLC Connersville and Bedford Plants, by contributing to the Trust 1,453,489 shares of the Company’s Common Stock of $0.01 par value (the “Shares”). In order to accomplish such contribution, the Company hereby issues and sells the Shares to the Trust in consideration of the satisfaction of such funding obligation. By executing this Contribution Agreement (this “Agreement”), Evercore Trust Company, N.A. as Investment Manager (the “Manager”) of a segregated account in the Trust, accepts the Shares on behalf of the Trust.
