REGISTRATION RIGHTS AGREEMENT by and among Visteon Corporation the Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated Morgan Stanley & Co. Incorporated Citigroup Global Markets Inc. Scotia Capital (USA) Inc. Barclays...Registration Rights Agreement • April 7th, 2011 • Visteon Corp • Motor vehicle parts & accessories • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of April 6, 2011, by and among Visteon Corporation, a Delaware corporation (the “Company”), each of the guarantors listed on Schedule A hereto (collectively, the “Guarantors”), and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. Incorporated, Citigroup Global Markets Inc. Scotia Capital (USA) Inc., Barclays Capital Inc., Comerica Securities Inc. and SMBC Nikko Capital Markets Limited (collectively, the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 6.75% Senior Notes due 2019 (the “Initial Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the Purchase Agreement (as defined below). The Initial Notes and the Guarantees attached thereto are herein collectively referred to as the “Initial Securities.”
VISTEON CORPORATION, the Company the SUBSIDIARY GUARANTORS named herein, as Subsidiary Guarantors and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE 6.75% Senior Notes Due 2019 Dated as of April 6, 2011Indenture • April 7th, 2011 • Visteon Corp • Motor vehicle parts & accessories • New York
INDENTURE (this “Indenture”) dated as of April 6, 2011, by and among Visteon Corporation, a Delaware corporation (the “Company”), each of the Subsidiary Guarantors named herein and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).
REVOLVING LOAN CREDIT AGREEMENT by and among VISTEON CORPORATION AND CERTAIN SUBSIDIARIES OF VISTEON CORPORATION NAMED HEREIN, as Borrowers, THE OTHER CREDIT PARTIES SIGNATORY HERETO, as Credit Parties, THE LENDERS SIGNATORY HERETO FROM TIME TO TIME,...Revolving Loan Credit Agreement • April 7th, 2011 • Visteon Corp • Motor vehicle parts & accessories • New York
