e8va12b
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-A
 
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
 

Visteon Corporation
(Exact name of registrant as specified in its charter)
     
Delaware
(State or other jurisdiction of incorporation or organization)
  38-3519512
(I.R.S. Employer Identification No.)
One Village Center Drive
Van Buren Township, Michigan 48111
(Address of principal executive offices and zip code)
 
Securities to be registered pursuant to Section 12(b) of the Act:
     
Title of each class
to be so registered
  Name of each exchange on which
each class is to be registered
     
Common Stock, par value $0.01 per share   The New York Stock Exchange
If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c), check the following box. þ
If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d), check the following box. o
Securities Act registration statement file number to which this form relates: 333-170104
Securities to be registered pursuant to Section 12(g) of the Act: None
 
 

 


 

Item 1. Description of Registrant’s Securities to be Registered
     The description of the common stock, par value $0.01 per share (the “Common Stock”), of Visteon Corporation (the “Company”) as included under the caption “Description of Capital Stock” in the Prospectus forming a part of the Registration Statement on Form S-1, as amended, originally filed with the Securities and Exchange Commission (the “Commission”) on October 22, 2010 (Registration No. 333-170104), including exhibits, and as may be subsequently amended from time to time (the “Registration Statement”), is hereby incorporated by reference. In addition, all of the above-referenced descriptions included in any Prospectus relating to the Registration Statement filed with the Commission pursuant to Rule 424(b) under the Securities Act of 1933, as amended, shall be deemed to be incorporated by reference herein. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to them in the Registration Statement.
Item 2. Exhibits
     
Exhibit No.   Description
2.1
  Fifth Amended Joint Plan of Reorganization, filed August 31, 2010 (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Commission on September 7, 2010).
 
   
3.1
  Form of Second Amended and Restated Certificate of Incorporation of Visteon Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement of Form 8-A/A filed with the Commission on September 30, 2010).
 
   
3.2
  Form of Second Amended and Restated Bylaws of Visteon Corporation (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement of Form 8-A/A filed with the Commission on September 30, 2010).

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SIGNATURE
     Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
         
Date: January 5, 2011  VISTEON CORPORATION
 
 
  By:   /s/ Michael K. Sharnas  
    Name:   Michael K. Sharnas   
    Title:   Vice President and General Counsel   

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Exhibit Table
     
Exhibit No.   Description
2.1
  Fifth Amended Joint Plan of Reorganization, filed August 31, 2010 (incorporated by reference to Exhibit 2.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 7, 2010)
 
   
3.1
  Form of Second Amended and Restated Certificate of Incorporation of Visteon Corporation (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement of Form 8-A/A filed with the Commission on September 30, 2010).
 
   
3.2
  Form of Second Amended and Restated Bylaws of Visteon Corporation (incorporated by reference to Exhibit 3.2 to the Company’s Registration Statement of Form 8-A/A filed with the Commission on September 30, 2010).

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