-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Lo2lJDztjub9U5VeeLGRXLb31lUeVEUsR2cQTfn5aUplb6kdiJqUTkqqBvVEdrEc ZeTPZWUft5E+fBOL/S3Stg== 0001104659-08-052604.txt : 20080813 0001104659-08-052604.hdr.sgml : 20080813 20080813163415 ACCESSION NUMBER: 0001104659-08-052604 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080811 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080813 DATE AS OF CHANGE: 20080813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SCHWEITZER MAUDUIT INTERNATIONAL INC CENTRAL INDEX KEY: 0001000623 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 621612879 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13948 FILM NUMBER: 081013438 BUSINESS ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 600 CITY: ALPHARETTA STATE: GA ZIP: 30022-8246 BUSINESS PHONE: 8005140186 MAIL ADDRESS: STREET 1: 100 NORTH POINT CENTER EAST STREET 2: SUITE 600 CITY: ALPHARETTA STATE: GA ZIP: 30022-8246 8-K 1 a08-21575_18k.htm 8-K

 

 

UNITED STATES

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

 

August 11, 2008

Date of Report (Date of earliest event reported)

 


 

SCHWEITZER-MAUDUIT INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-13948

 

62-1612879

(State or other jurisdiction of

 

(Commission file number)

 

(I.R.S. Employer

incorporation or organization)

 

 

 

Identification No.)

 

 

 

 

 

100 North Point Center East, Suite 600

 

 

Alpharetta, Georgia

 

30022

(Address of principal executive offices)

 

(Zip code)

 

1-800-514-0186

(Registrant’s telephone number, including area code)

 


 

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:

o  Written communications pursuant to Rule 425 under the Securities Act.  (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act. (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.  (17 CFR 240.13c-4©)

 

 

 



 

Item 5.02        Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

 

Appointment of Principal Officers

 

On August 11, 2008, Schweitzer-Mauduit International, Inc. (“the Company”) issued a press release announcing that effective August 11, 2008, Peter J. Thompson, age 46, current Chief Financial Officer and Treasurer (CFO), will be assuming the newly created position of Vice President – Strategic Planning, reporting to Wayne H. Deitrich, Chairman and Chief Executive Officer.  The press release is attached hereto as Exhibit 99.1.  Mr. Thompson has served as CFO since August 2006 and has over 11 years of service with the Company.  Previously he was President-U.S. Operations from November 1998 to August 2006.  In this new role, Mr. Thompson will be responsible for corporate projects including potential investment opportunities, restructuring and strategic initiatives.

 

Succeeding Mr. Thompson as CFO will be Torben Wetche.  Mr. Wetche, age 51, has more than 25 years of expertise in international business, mergers and acquisitions, company restructuring, raising capital and general management.   Mr. Wetche served as Chief Financial Officer for Performance Fibers Inc. from 2007 to 2008, a leading global manufacturer of high-tenacity polyester fiber, fabrics and other advanced materials. Prior to joining Performance Fibers Inc., he served as Chief Financial Officer for CP Kelco U.S., Inc., a leading global producer of specialty hydrocolloids from 2005 to 2006, and as Chief Financial Officer for Carmeuse North America, a leading lime manufacturer and aggregate distributor, in 2005.  He additionally served as Chief Financial Officer for Heidelberg USA Inc. and Heidelberg Americas, Inc. from 1998 to 2002 and 2003 to 2004, respectively.   He does not have an employment contract with the Company, and he is not a party to any related transactions.  Mr. Wetche’s compensation will consist of a base salary of $325,000 per year plus a target annual incentive bonus of 45 percent of base salary and a long-term incentive bonus targeted at 90 percent of base salary, which is payable in the Company’s restricted stock.  Mr. Wetche was awarded 5,000 shares of restricted stock on August 11, 2008 with a 4-year vesting period and will receive health and welfare and other benefits on the same terms made available to all salaried employees.

 

Item 9.01        Financial Statements and Exhibits.

 

(d)  Exhibits

 

99.1         Press Release, dated August 11, 2008, of Schweitzer-Mauduit International, Inc., announcing senior management changes.

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

Schweitzer-Mauduit International, Inc.

 

 

 

 

 

 

 

 

By:

/s/ TORBEN WETCHE

 

 

 

Torben Wetche

 

 

 

Chief Financial Officer and Treasurer

 

 

 

 

Dated: August 13, 2008

 

 

 

3



 

SCHWEITZER-MAUDUIT INTERNATIONAL, INC.

Current Report on Form 8-K

Dated August 13, 2008

 

INDEX TO EXHIBITS

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release, dated August 11, 2008, of Schweitzer-Mauduit International, Inc., announcing senior management changes.

 

4


EX-99.1 2 a08-21575_1ex99d1.htm PRESS RELEASE, DATED AUGUST 11, 2008

EXHIBIT 99.1

 

PRESS RELEASE

 

Contact: Bill Foust

770-569-4203

 

SCHWEITZER-MAUDUIT ANNOUNCES SENIOR MANAGEMENT CHANGES

 

Alpharetta, GA, August 11, 2008.  Schweitzer-Mauduit International, Inc. (NYSE:SWM) today announced the following management changes effective August 11, 2008:

 

At his wholly voluntary request, Peter J. Thompson, current Chief Financial Officer and Treasurer (CFO), will be assuming the position of Vice President – Strategic Planning, reporting to Wayne H. Deitrich, Chairman of the Board and Chief Executive Officer.  Mr. Thompson has served as CFO since August 2006 and has over 11 years of service with Schweitzer-Mauduit.  Previously he was President-U.S. Operations from November, 1998 to August, 2006.  In this new role, Mr. Thompson will be responsible for corporate projects including potential investment opportunities, restructuring and strategic initiatives.

 

In announcing this change, Mr. Deitrich stated, “Pete has done a fine job as our CFO and has been instrumental in all of our restructuring initiatives, planning and controls, and maintaining investor and banking relations and corporate information systems.  I have valued his significant contributions and tireless efforts to move the Company toward success.  Because of this, we have been working with Pete to achieve his career objectives as we transition to our new CFO.”

 

In turn, Mr. Thompson commented, “With the management change announced today, I will be able to focus on additional implementation of the strategic vision Wayne Deitrich, Frederic Villoutreix and I share for the Company.  I have enjoyed the challenges of being Chief Financial Officer and now look forward to having the additional time to address our key strategic initiatives.”

 

Succeeding Mr. Thompson as CFO will be Torben Wetche.  Mr. Wetche, age 51, has more than 25 years of expertise in international business, mergers and acquisitions, company restructuring, raising capital and general management.

 

Mr. Wetche previously served as Chief Financial Officer for:

 

Performance Fibers, a leading global manufacturer of high-tenacity polyester fiber, fabrics, and other advanced materials used in manufacturing tires and in other consumer and industrial applications, with sales estimated at $1 billion and approximately 4,000 employees worldwide based in Richmond, VA.

 

CP Kelco, a leading global producer of specialty hydrocolloids for food, pharmaceutical, oil field drilling and other industrial uses, based in Atlanta, GA.

 

Carmeuse North America, a North American leading lime manufacturer and aggregate distributor based in Pittsburgh, PA.

 

Heidelberg USA and Heidelberg Americas, which are part of The Heidelberg Group, the world’s leading solutions provider to the print media industry with over 23,000 employees in 170 countries. Headquartered in Heidelberg, Germany, the company manufactures sheetfed, digital and web and pre-press equipment, software and consumables for all printing applications. Heidelberg USA and Heidelberg Americas are based in Kennesaw, GA, and is one of Georgia’s largest technology companies.

 

Mr. Wetche has previously worked in Brazil, Bolivia, Venezuela and the United Kingdom in several senior

 



 

management positions in manufacturing subsidiaries of The East Asiatic Company, listed on the Copenhagen, Denmark stock exchange.

 

Mr. Wetche is a native of Denmark and has been in the U.S. since 1989.  He holds an MBA from Georgia State University (1996) and received his undergraduate degree in Denmark (1979).  Mr. Wetche is fluent in English, Spanish, Portuguese and Danish.

 

Although the management changes are effective August 11, 2008, Messrs. Thompson and Wetche will be working through an orderly transition process over the coming months.

 

Schweitzer-Mauduit International, Inc. is a diversified producer of premium specialty papers and the world’s largest supplier of fine papers to the tobacco industry.  It also manufactures specialty papers for other applications.  Schweitzer-Mauduit and its subsidiaries conduct business in over 90 countries and employ 3,300 people worldwide, with operations in the United States, France, Brazil, the Philippines, Indonesia, Canada and a joint venture in China.  For further information, please visit the Company’s Web site at www.schweitzer-mauduit.com.

 

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