Multi-Color Corporation (NASDAQ:LABL) 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
Effective January1, 2018, Multi-Color Corporation’s (“Multi-Color”) subsidiary Multi-Color Germany Holding GmbH (the “Company”) entered into a Service Agreement (the “Service Agreement”) with Dr.Oliver Apel, age 46, whereby he will serve as managing director of the Company and as “Chief Operating Officer – Food and Beverage” of Multi-Color. Dr.Apel previously served as “Finance Director – Labels” of Constantia Flexibles Germany GmbH for the past three years and prior to that, as “Finance Director – Labels” of Constantia Labels GmbH for five years.
The terms of Dr.Apel’s Service Agreement include the following:
| • | An annual base salary of €325,000; |
| • | Eligibility to participate in Multi-Color’s annual management incentive compensation program, with a bonus target of 50% of annual base salary and a bonus range between 25% and 75% of annual base salary; |
| • | Effective April1, 2018, Multi-Color shall grant Dr.Apel such number of restricted share units of Multi-Color’s stock having a total value equal to $285,000 and such number of common stock (restricted shares) of Multi-Color having a total value equal to $95,000, and such future restricted stock or restricted stock unit grants as may be determined by the Board or its committees from time to time; |
| • | An allowance, up to the statutory employer maximum, for participation in a private health care policy; and |
| • | A monthly automobile allowance. |
The Service Agreement continues until terminated in accordance with its terms and may be terminated, at any time, for any reason, by the Company or Dr.Apel, upon six months’ notice. If the employment is terminated by the Company for any reason other than for Cause, as a result of the death, disability or retirement of Dr.Apel, or by Dr.Apel for Good Reason:
| • | The Company will pay Dr.Apel’s annual base salary through the date of termination; |
| • | The Company will pay Dr.Apel any previously deferred compensation and any other non-qualified benefit plan balances in accordance with the terms of deferral or the other non-qualified plan; |
| • | Except as prohibited in the applicable option/incentive plans, all outstanding stock option and restricted stock awards held by Dr.Apel will become immediately exercisable and/or vested, each non-qualified stock option shall remain exercisable through the latest date upon which it could have expired by its original terms, and each incentive stock option shall remain exercisable for 90 days; and |
| • | The Company will pay Dr.Apel, as consideration for certain restrictive covenants, an amount equal to 50% of his total compensation at the time of his termination for a period of eighteen (18)months following such termination. |
The foregoing description of the Service Agreement does not purport to be complete and is qualified in its entirety by reference to such Service Agreement, which shall be filed as an exhibit to Multi-Color’s next periodic report and is incorporated into this Item 5.02 by reference. Capitalized terms not defined above have the meaning ascribed to them in the Service Agreement.
About Multi-Color Corporation (NASDAQ:LABL)
Multi-Color Corporation (Multi-Color) is engaged in label solutions business, supporting brands, including producers of home and personal care, wine and spirit, food and beverage, healthcare and specialty consumer products. The Company serves international brand owners in North, Central and South America, Europe, Australia, New Zealand, South Africa and China and Southeast Asia with a range of label technologies in Pressure Sensitive, Glue-Applied (Cut and Stack), In-Mold, Shrink Sleeve and Heat Transfer. The Company also provides a range of print methods, including flexographic, lithographic, rotogravure, letterpress and digital, and in-house prepress services. The Company provides graphics and pre-press services for its customers at all of its manufacturing locations. These services include the conversion of customer digital files and artwork into proofs, production of print layouts and printing plates, and product mock ups and samples for market research.
