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| EBF > SEC Filings for EBF > Form 8-K on 20-Jan-2009 | All Recent SEC Filings |
20-Jan-2009
Entry into a Material Definitive Agreement
§ Each New Agreement was updated to reflect the executives' current rate of pay. In addition, if "base salary" is increased at any time, it shall not thereafter be decreased during its initial or successive terms.
Name Title Base Salary
Keith S. Walters Chairman, CEO and President $ 838,000
Michael Magill Executive Vice President $ 460,000
Richard Travis Vice President Finance, CFO and Secretary $ 355,000
Irshad Ahmad Vice President Apparel and CTO $ 300,000
Ronald Graham Vice President - Administration $ 268,000
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§ The Executives will be eligible to participate in all short-term and long-term incentive and deferred compensation programs of the Company as has and may hereinafter be adopted by the Board of Directors of the Company.
§ The New Agreements provide that the Company may terminate the Executives for "cause" or "without cause." If the Executives are terminated "without cause," they will be entitled to be paid a Severance Payment equal to the greater of the amount of "base salary"through the end of the Term or a certain factor of their annual base salary ("Salary") plus a Severance Bonus equivalent to a certain factor times the bonus earned or paid them for the previous fiscal year ("Bonus"). For a termination with "cause," the Executives will no longer be eligible for a payment, other than their respective "accrued compensation" that may be due and payable, if any.
New Agreements Old Agreements
Without Cause Without Cause
Name Salary Bonus With Cause Salary Bonus With Cause
Keith Walters 1X 1X -0- 2X 2X 1X
Michael Magill 1X 1X -0- 1X 1X .5X
Richard Travis 1X 1X -0- 1X 1X .5X
Irshad Ahmad 1X 1X -0- 1X 1X .5X
Ronald Graham 1X 1X -0- 1X 1X .5X
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§ The Agreements provide that Executives may terminate their employment in the (i) event of a "Change in Control," as defined, and (ii) for "Good Reason," as defined. In the event the Executives terminate their employment with the Company for "Good Reason", the Company would be required to pay the Executive a benefit equivalent to their "without cause" termination benefit. In the event the Executives employment is terminated with the Company in connection with a "Change in Control, the following benefits will be payable:
New Agreements Old Agreements
Change in Control Change in Control
Name Salary Bonus Salary Bonus
Keith Walters 2.99X 2.99X 2.99X 2.99X
Michael Magill 2.50X 2.50X 1.00X 1.00X
Richard Travis 2.50X 2.50X 1.00X 1.00X
Irshad Ahmad 2.50X 2.50X 1.00X 1.00X
Ronald Graham 2.50X 2.50X 1.00X 1.00X
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§ In addition to the above, the Agreements contain certain benefit continuation provisions, executive out-placement assistance and tax gross up provisions. Disability payments will now be limited to the Executives' "accrued compensation."
§ The Executives have agreed not to disclose any confidential information pertaining to the Company's business, and have agreed to various non-solicitation and non-competition provisions.
Reference is made to the Agreements attached hereto as Exhibits 10.1, 10.2,
10.3, 10.4 and 10.5 for definition of "without cause," with "cause," "change in
control," "good reason," "base salary," and "accrued compensation."
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits.
Exhibit No. Description
10.1 Employment Agreement between the Company and Keith S. Walters, Chairman
and CEO, effective December 19, 2008, replacing a certain Employment
Agreement dated April 21, 2006, and filed as Exhibit 10.1 to our Current
Report on Form 8-K filed
April 25, 2006.
10.2 Employment Agreement between the Company and Michael Magill, Executive
Vice President and Treasurer, effective December 19, 2008, replacing a
certain Employment Agreement dated April 21, 2006, and filed as
Exhibit 10.2 to our Current Report on Form 8-K filed April 25, 2006.
10.3 Employment Agreement between the Company and Ronald Graham, Vice President
- Administration, effective December 19, 2008, replacing a certain
Employment Agreement dated April 21, 2006, and filed as Exhibit 10.3 to
our Current Report on
Form 8-K filed April 25, 2006.
10.4 Employment Agreement between the Company and Richard Travis, Vice
President - Finance and CFO, effective December 19, 2008, replacing a
certain Employment Agreement dated April 21, 2006, and filed as
Exhibit 10.4 to our Current Report on
Form 8-K filed April 25, 2006.
10.5 Employment Agreement between the Company and Irshad Ahmad, Vice President
- Apparel Group and CTO, effective December 19, 2008.
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