EX-10.7 52 y99327exv10w7.txt EMPLOYMENT AGREEMENT Exhibit 10.7 [MAAX LOGO] CONFIDENTIAL CORPORATE LETTER OF EMPLOYMENT (EFFECTIVELY AT CLOSING, JUNE 4, 2004) DATE: APRIL 23, 2004 NAME: GUY BERARD POSITION: VP/GM CABINETRY SECTOR OF MAAX PLACE OF EMPLOYMENT: LAVAL, QUEBEC (MAAX LAVAL) JOB RESPONSIBILITIES - Responsible for general management of MAAX Cabinetry Sector: - 2 plants - 68M$ Sales revenue per year (FY2005) - 3.7M$ Net Income per year (FY2005) - 515 Employees - Preparation and execution of Sector Business Plan accompanied by financial budgets to meet MAAX Cabinetry Sector goals and objectives; - Sector leadership and management of Human Resources throughout bath cabinetry plants; - Financial performance for his sector - EBITDA - Working Capital - Sales and Marketing strategies for his sector; - Manufacturing, Logistics and Distribution strategies for his sector; - Product development implementation within MAAX strategic direction; - Business relationships with customers; HEAD OFFICE 640, Route Cameron Sainte-Marie, Quebec G6E 1B2 Canada Tel.: (418) 387-4155 Fax: (418) 386-4520 [MAAX LOGO] CORPORATE - Member of MAAX Executive Committee; - Reports to President and CEO. REMUNERATION - Annual salary of one hundred eighty-five thousand (185,000$) CDN dollars; - Potential to receive an annual cash bonus of up to 50% of his annual base salary (the maximum bonus amount). MAAX bonus program is based on three components: - Sector EBITDA for 40% of maximum bonus amount; - Sector Working Capital for 40% of maximum bonus amount; - Company objectives for 20% of maximum bonus amount. - Annual review based on your performance and the Company's performance. CAR POLICY - You are entitled to a company vehicle of forty-five thousand (45,000$) dollars value. The Company will reimburse all expenses related to this vehicle. SHARE OPTIONS - Executive will be allocated 2% of the total options available under the Company's Share Options Plan (8% of the initial capitalization of the Company) based on a recommendation by CEO and approved by the Board of Directors. Such options will have an exercise price equal to the purchase price per share paid by Childs, Borealis and OMERS for their shares at the closing. 30% of the options granted under the plan will vest ratably over five (5) years (20% per year). 70% of the options granted under the plan are performance-vesting options. See Company Share Option Program. OTHER BENEFITS - Entitled to participate in all health life, disability, sick leave and other benefits made available by the Company; HEAD OFFICE 640, Route Cameron Sainte-Marie, Quebec G6E 1B2 Canada Tel.: (418) 387-4155 Fax: (418) 386-4520 2 [MAAX LOGO] CORPORATE - Contribution to the MAAX retirement plan, which is 3% of annual salary; - Entitled to four (4) weeks paid vacation per year. TERMINATION WITHOUT CAUSE - If the Company terminates your employment without cause, you will receive one-year base salary severance package. INVESTMENT - EQUITY PARTICIPATION IN NEWCO - You are entitled to invest in Newco by acquiring the same class of shares of the Company at the same purchase price as all shareholders; - You are authorized to rollover your proceeds from the current MAAX Stock Option Plan which represents ten thousand (10,000) options at a value of forty thousand (40,000$) dollars; - You will receive a separate letter regarding the instructions to roll over or exercise your options. Please confirm by May 7, 2004. - You are welcome to add a further investment if you choose so. Please advise by May 7, 2004. STE-MARIE, _____________________ 2004 /s/ Andre Heroux /s/ Guy Berard -------------------------------------- ---------------------------------------- Andre Heroux Guy Berard President and CEO VP/GM Cabinetry Sector HEAD OFFICE 640, Route Cameron Sainte-Marie, Quebec G6E 1B2 Canada Tel.: (418) 387-4155 Fax: (418) 386-4520 3