UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 1, 2011
POLYPORE INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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1-32266
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43-2049334 |
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(Commission File Number)
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(IRS Employer Identification No.) |
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11430 North Community House Road, Suite 350,
Charlotte, North Carolina
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28277 |
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(Address of Principal Executive Offices)
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(Zip Code) |
(704) 587-8409
(Registrants Telephone Number, Including Area Code)
Not Applicable
(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. |
In connection with Polypore International, Inc.s (the Company) plan to take advantage of
continued growth of the Companys lead-acid battery business in the Asia Pacific region, on April
1, 2011 Pierre Hauswald was named President, Daramic-Asia. Consistent with his new role, Mr.
Hauswald will leverage his more than 30 years of experience at the Company to focus his efforts on
critical initiatives intended to fuel the Companys growth in the region.
In addition, on April 1, 2011 Phillip Bryson was named President, Energy StorageTransportation
and Industrial. In his prior roles as General Counsel and Vice President of Strategic Development,
Mr. Bryson worked very closely with the Companys lead-acid battery business for several years,
including playing a key role in numerous growth investments (e.g., the acquisition of plants in
Corydon, Indiana; Piney Flats, Tennessee; Feistritz, Austria and Tianjin, China).
In connection with Mr. Hauswalds new role, on April 1, 2011 the Company entered into an employment
agreement with Mr. Hauswald. The employment agreement consists of a master agreement entered into
between Mr. Hauswald, the Company and certain of its affiliates, in addition to implementing
sub-agreements entered into between Mr. Hauswald and Daramic SAS and Polypore (Shanghai) Membrane
Products Co. Ltd., respectively, both of which are wholly owned subsidiaries of the Company. (The
employment agreement and related sub-agreements are referred to as the Employment Agreement.)
Under the Employment Agreement, through December 31, 2011 Mr. Hauswalds base salary, bonus
structure and benefits will be determined by the Company at its discretion, consistent with prior
years. From January 1, 2012 through May 31, 2015, Mr. Hauswald will receive an annual base salary
of 60,000, as well as customary French benefits for service as the President of Daramic SAS. From
May 1, 2012 through December 31, 2013 (unless extended at the Companys request and with Mr.
Hauswalds consent), Mr. Hauswald will be on assignment in Shanghai, China through Polypore
(Shanghai) Membrane Products Co. Ltd. During his assignment in
Shanghai, Mr. Hauswald will receive customary benefits in connection with his service overseas.
From January 1, 2012 through December 31, 2013, Mr. Hauswald will receive an additional 148,460 as
part of his annual base salary. Unless his assignment in Shanghai is
extended, after December 31, 2013 Mr. Hauswald will continue to serve the
Company, in a consulting capacity, until May 31, 2015.
Mr. Hauswald will receive 213,917 in the
aggregate for these consulting services.
The Employment Agreement may be terminated by either party, without cause, with three months
written notice. In such case, Mr. Hauswald will receive severance consistent with the Companys
severance policy as then in effect. In addition, the Employment Agreement may be terminated for
cause by the Company. Mr. Hauswald is subject to a non-compete and non-solicitation period of 36
months following the termination of the Employment Agreement.
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