LOOP INDUSTRIES, INC. (OTCMKTS:LLPP) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 13, 2018, Loop Industries, Inc., a Nevada corporation (the “Company”)entered into an Amended and Restated Employment Agreement (the “Agreement”)with Loop Canada Inc. (“Loop Canada” and together with the Company, “Loop Group”)and Daniel Solomita, the Company’s President and Chief Executive Officer and Loop Canada’s President. The Agreement amends and restates Mr. Solomita’s prior employment agreement dated July 29, 2015 (the “Prior Agreement”). Under the terms of the Agreement, Mr. Solomita’s employment is for an indefinite term.
The Agreement provides that Mr. Solomita will be paid a base salary of CAN$598,905. The base salary was intended to be approximately $455,000 U.S. dollars. Mr. Solomita will be eligible to participate in such formal cash bonus and incentive plans as Loop Group may make available to its similarly-situated employees in its sole discretion. Mr. Solomita’s annual bonus opportunity will be 50% of his base salary in the event that achievement is at target (up to 50% of base salary for maximum achievement). Mr. Solomita’s base salary and bonus opportunity are deemed effective as of March 1, 2018 (the first day of the Company’s fiscal year).
The Agreement makes no change to the equity incentive arrangement described in the Prior Agreement which had not formally issued pending finality of this Agreement. Accordingly, the Agreement provides for a grant of 4,000,000 restricted stock units (“RSUs”)covering 4,000,000 shares of the Company’s common stock, subject to the terms of the Company’s 2017 Equity Incentive Plan (the “Plan”)and the Company’s form of restricted stock agreement thereunder. The Company’s board of directors approved the RSUs, effective and contingent upon approval by the Company’s shareholders at the Company’s 2019 annual meeting of an increase in the number of shares available for grant under the Plan. One-quarter of the RSUs vest upon the achievement of each of four corporate and/or operational milestones. Once vested in accordance with the milestones, one-fifth of the RSUs will be settled annually, generally commencing on the first settlement date following the date of vesting (or grant of the RSUs, as applicable). The first performance milestone has already been achieved.
In addition, Mr. Solomita is entitled to certain severance benefits under the Agreement. Generally, the severance benefits under the Agreement are substantially comparable in the aggregate to those benefits in the Prior Agreement, except that with respect to change in control-related benefits, certain payments payable on solely a change in control have been replaced for benefits that require a qualified termination of employment following a change in control.
If Mr. Solomita’s employment is terminated by Loop Group or a successor entity without cause prior to or more than 24months after a change in control, then, in addition to being paid accrued compensation, Mr. Solomita will be entitled to receive (i)continued payment of his then-current monthly base salary for a period of 24months (the “Salary Severance”); (ii)payments for continued benefits for 24 months generally (the “Benefits Severance”); (iii)a bonus payment for the year of termination, based on actual performance and pro-rated to reflect days employed (the “Pro-Rated Bonus Severance”); (iv)accelerated vesting of 50% of the then-unvested portion of his outstanding equity compensation; and (v)reimbursement for up to $10,000 of expenses incurred in obtaining new employment.
If Mr. Solomita’s employment is terminated by Loop Group or a successor entity without cause or by his resignation for good reason within twenty-four (24)months after a change in control (with “cause” and “good reason” determined under the definitions in the Agreement), then, in addition to being paid accrued compensation, Mr. Solomita will be entitled to receive (i)the Salary Severance, except that payment of the Salary Severance will be made as a lump-sum as soon as practicable following the date Mr. Solomita’s employment is terminated; (ii)the Benefits Severance; (iii)(a)the Pro-Rated Bonus Severance generally; and (b)a lump-sum payment equal to twotimes Mr. Solomita’s target bonus; (iv)accelerated vesting of 50% of all the RSUs; and (v)reimbursement for up to $20,000 of expenses incurred in obtaining new employment.
Payment of any severance to Mr. Solomita is conditioned upon (i)resignation from all positions with the Loop Group, (ii)the effectiveness of a separation agreement release of claims, and (iii)compliance with restrictive covenants set forth in the Agreement.
The foregoing description of the Agreement is qualified in its entirety by reference to the complete text of the Agreement, a copy of which is attached as Exhibit 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits.
Loop Industries, Inc. ExhibitEX-10.1 2 loop_ex101.htm AMENDED AND RESTATED EMPLOYMENT AGREEMENT loop_ex101.htmEXHIBIT 10.1 LOOP INDUSTRIES,…To view the full exhibit click here
About LOOP INDUSTRIES, INC. (OTCMKTS:LLPP)
Loop Industries, Inc., formerly First American Group Inc., is a manufacturer of Purified Terephthalic Acid (PTA) and Mono Ethylene Glycol (MEG), the chemical components used in manufacturing polyethylene terephthalate (PET). The Company is engaged in designing, prototyping and building a closed loop plastics recycling business using a de-polymerization technology. Its technology uses waste PET plastics, such as water bottles, soda bottles, consumer packaging, carpets and industrial waste as feedstock to process. These feedstocks are available through municipal triage centers, industrial recycling and landfill reclamation projects. The Company operates in the United States and Canada. The Company focuses on depolymerizing waste plastics and converts them into valuable chemicals, ready to be reintroduced into the manufacturing of virgin plastics.