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) February 20, 2007
(Exact Name of Registrant as Specified in its Charter)
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| Delaware
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1-8712
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62-0721803 |
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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| 55 East Camperdown Way, Greenville, South Carolina
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29602 |
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| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code (864) 271-7733
(Former Name or Former Address, if Changed Since Last Report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c)) |
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| Item 5.02 |
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
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Retention Plan
On February 20, 2007, Bowater Incorporated (the “Company”) adopted the Bowater Incorporated
Retention Bonus Pay Plan (the “Plan”). The Plan, which is effective as of January 29, 2007, was
established for the benefit of eligible employees in connection with the pending merger of equals
between the Company and Abitibi-Consolidated Inc. The purpose of the Plan is to provide eligible
employees with (i) a retention bonus if such employee remains with the Company through the closing
of the merger or its cancellation and (ii) an additional retention bonus if such employee is
requested to remain with the Company for a transition period following closing of the merger. The
amount of the bonus is 25%, 35% or 50% of the employee’s base salary, depending upon employment
level. The employee is also entitled to a pro rata portion of his
target bonus for the year.
The Company’s Chief Financial Officer and other Named Executive Officers will be eligible for
retention bonuses under the plan. The approximate amounts expected to be paid to these executives are as
follows:
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| Executive Officer |
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Title |
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Amount |
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William G. Harvey
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Executive Vice President and Chief
Financial Officer
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177,625 |
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Pierre Monahan
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Executive Vice President
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255,741 |
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C. Randolph Ellington
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Senior Vice President
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157,405 |
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William C. Morris
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Senior Vice President
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167,066 |
The foregoing description of the Retention Plan does not purport to be complete and is
qualified in its entirety by reference to the full Plan, which is filed as Exhibit 10.1
hereto, and is incorporated herein by reference.
As
reported under Item 5.02, in February 20, 2007, the Registrant
adopted the Bowater Incorporated Retention Bonus Pay Plan. Details of
the plan and expected payouts to Named Executive Officers are
described under Item 5.02 of this report.