Business Acquisition

12 Months Ended

Dec. 31, 2025

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Business Acquisition

On May 21, 2025, Visteon acquired all equity shares of a user experience electronics engineering consulting and consumer research company for cash of $55 million ("UX Acquisition") not including contingent consideration of up to $9 million to be paid if certain financial and operational milestones are achieved. The UX Acquisition will enhance the Company's ability to serve customers through product development and customer experiences.

The aggregate purchase price was allocated to the assets acquired and liabilities assumed as follows:


(In millions)
Cash	$	55
Fair value of contingent consideration	4
Total fair value of consideration	$	59

Assets acquired:
Cash	$	5
Accounts receivable	8
Intangible assets	37
Property, plant & equipment	1
Right-of-use assets	1
Total Assets acquired	$	52

Liabilities assumed:
Deferred tax liability	$	11
Non-current lease liability	1
Other liabilities	9
Total Liabilities assumed	$	21

Goodwill	$	28

The UX Acquisition is accounted for as a business combination. The purchase price was recorded on a preliminary basis at estimated fair values, based on management's assessment as of May 21, 2025. These estimates relied on available information, reasonable and supportable assumptions, and when necessary, assistance from a third-party engaged by the Company.

During the measurement period, not to exceed one year from the acquisition date, the Company may adjust estimated or provisional amounts of assets and liabilities if new information is obtained related to facts and circumstances that existed as of the acquisition date. Measurement period adjustments are recorded in the period they are identified. As of December 31, 2025 adjustments were made based on updated information provided by management. These adjustments resulted in a decrease in the fair value of contingent consideration of $1 million, an increase in tradename of $2 million, an increase in customer-related assets of $1 million, an increase in deferred tax liability of $1 million, and a decrease in goodwill of $3 million when compared to the preliminary allocation. As of December 31, 2025 the final purchase price allocation has not been completed as the Company is still evaluating net working capital adjustments which may result in a change in total acquisition consideration.

Fair values for intangible assets were based on the income approach including excess earnings and relief from royalty methods. As of December 31, 2025, the Company recorded intangible assets including a tradename of $5 million and customer-related assets totaling $32 million. These definite-lived intangible assets are being amortized using the straight-line method over their estimated useful lives of 20 years for tradename and 16 years for customer-related assets. The fair value of contingent consideration was measured using a Monte Carlo simulation which is a financial model that utilizes the probabilities of various outcomes.

These fair value measurements are classified within level 3 of the fair value hierarchy.

The Company incurred $2 million in costs related to the UX Acquisition which are classified as Other income (expense), net on the Company's condensed consolidated statements of comprehensive income.

On August 29, 2024, Visteon acquired all equity shares of a German advanced design and R&D services company for cash of $54 million ("German Acquisition") not including contingent consideration of up to $13 million to be paid over a period not to exceed three years if certain financial and operational milestones are achieved. The German Acquisition has expanded and strengthened the Company's electronics offerings.

Certain measurement period adjustments have been made during the first three months of 2025. Such adjustments resulted in lower cash paid of $1 million and an increase in intangible assets of $1 million, resulting in a decrease to Goodwill of $2 million when compared from December 31, 2025 to December 31, 2024. As of March 31, 2025 the Company considered the purchase price allocation complete.

The contingent consideration liability is remeasured at fair value each reporting period, with changes recognized in earnings. During the year ended December 31, 2025, the Company recorded a decrease of less than $1 million in the contingent consideration liability related to the German Acquisition due to updated performance expectations.

The Company acquired an additional business in the fourth quarter of 2024 for cash consideration of $3 million which was allocated to Goodwill as of December 31, 2024. As of March 31, 2025, certain measurement period adjustments were made which resulted in an increase in fair value of intangible assets of $1 million. This measurement period adjustment resulted in a decrease in Goodwill of $1 million when compared to the balance as of December 31, 2024. As of March 31, 2025 the Company considered the purchase price allocation complete.

The pro forma effects of the UX Acquisition and German Acquisition do not materially impact the Company's reported results for any period presented, and as a result, no unaudited pro forma disclosures are included herein.