SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 13, 2004
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Exact Name of Registrant as
Specified in Its Charter: CALAMP CORP.
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DELAWARE 0-12182 95-3647070
_____________________________ ____________ _____________
State or Other Jurisdiction of Commission I.R.S. Employer
Incorporation or Organization File Number Identification No.
Address of Principal Executive Offices: 1401 N. Rice Avenue
Oxnard, CA 93030
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Registrant's Telephone Number, Including
Area Code: (805) 987-9000
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Former Name or Former Address,
if Changed Since Last Report: Not applicable
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 425 under the Exchange Act
(17 CFR 240.14.a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
Effective December 13, 2004, Steven A. L'Heureux became President of
CalAmp Corp.'s Solutions Division (discussed in Item 5.02 below). Pursuant
to an employment letter agreement between Mr. L'Heureux and the Company, Mr.
L'Heureux will receive a starting annual base salary of $235,000 and he will
be eligible to receive a discretionary bonus for the fiscal year ending
February 28, 2005 and a bonus payment of up to 60% of his base salary for the
fiscal year ending February 28, 2006. Payment of any bonus will be dependent
on meeting specific performance objectives. He also received 100,000 non-
qualified stock options under the Company's 2004 Stock Incentive Plan. He is
also entitled to a relocation allowance of up to $25,000, use of a company
leased apartment for up to nine months and reimbursement of real estate
broker fees of up to $100,000.
Item 5.02 Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers
Effective December 13, 2004, the Company appointed Steven A. L'Heureux
as President of the Company's Solutions Division. See Item 1.01 above
regarding the description of the material terms of the Company's employment
letter agreement with Mr. L'Heureux.
Before joining CalAmp, Mr. L'Heureux, 48, was the President of the
Automation Solutions Group at Encoda Systems, Inc., an enterprise software
solutions provider to the media industry, from 2003 to 2004. From 1999 to
2003, Mr. L'Heureux served as President of Odetics Broadcast, a subsidiary of
Odetics, Inc., a supplier of equipment for the television broadcast, video
security, telecommunications, and transportation safety industries.
The Company's press release issued December 13, 2004 announcing this
appointment is furnished as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1 Press release issued December 13, 2004.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be filed on its
behalf by the undersigned hereunto duly authorized.
CALAMP CORP.
December 17, 2004 By: /s/ Richard K. Vitelle
_________________ _________________________
Date Richard K. Vitelle,
Vice President-Finance
(Principal Financial Officer)