-----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, GxIW79K20XKe5R60OFQYav8KB1tcBbHj3K+MNizB+UEHCmJspyHwJowNagNxCZft hQzWEmm4kJ4BDNXWYjeSBw== 0000950123-09-011052.txt : 20090603 0000950123-09-011052.hdr.sgml : 20090603 20090603171337 ACCESSION NUMBER: 0000950123-09-011052 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20090528 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090603 DATE AS OF CHANGE: 20090603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MYLAN INC. CENTRAL INDEX KEY: 0000069499 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 251211621 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09114 FILM NUMBER: 09872031 BUSINESS ADDRESS: STREET 1: 1500 CORPORATE DRIVE STREET 2: SUITE 400 CITY: CANONSBURG STATE: PA ZIP: 15317 BUSINESS PHONE: 724-514-1800 MAIL ADDRESS: STREET 1: 1500 CORPORATE DRIVE STREET 2: SUITE 400 CITY: CANONSBURG STATE: PA ZIP: 15317 FORMER COMPANY: FORMER CONFORMED NAME: MYLAN LABORATORIES INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FRM CORP DATE OF NAME CHANGE: 19711003 8-K 1 l36637ae8vk.htm FORM 8-K FORM 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
Date of Report (Date of earliest event reported): May 28, 2009
MYLAN INC.
(Exact name of registrant as specified in its charter)
         
Pennsylvania   1-9114   25-1211621
(State or other jurisdiction of
Incorporation)
  (Commission File
Number)
  (I.R.S. Employer
Identification No.)
1500 Corporate Drive
Canonsburg, PA 15317
(Address of principal executive offices)
(724) 514-1800
(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 240.13e-4 (c))
 
 

 


 

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
     (c) On May 28, 2009, Mylan Inc. (“Mylan” or the “Company”) announced that Jolene Varney had been named Executive Vice President and Chief Financial Officer of the Company. Varney, age 42, will join Mylan on June 8, 2009 (the “Commencement Date”).
     Prior to joining the Company, Ms. Varney served as senior vice president of corporate finance with Dr. Pepper Snapple Group (“DPSG”). Prior to DPSG, she spent 18 years at Kimberly-Clark Corporation in divisional and corporate finance roles, and, most recently, as the company’s global treasurer.
     A copy of the press release issued by the Company regarding Ms. Varney’s appointment is attached as Exhibit 99.1
     (e) On June 1, 2009, the Company entered into an Executive Employment Agreement (the “Employment Agreement”) and a Transition and Succession Agreement (the “T&S Agreement”) with Ms. Varney, in each case effective as of the Commencement Date.
Employment Agreement
     The Employment Agreement has an initial term of two years (i.e., through June 8, 2011) and may be extended or renewed upon mutual agreement of the parties. Pursuant to the Employment Agreement, Ms. Varney is entitled to an annual base salary of $450,000 and will be eligible for a discretionary annual bonus equal to 100% of base salary. In addition, on the Commencement Date Ms. Varney will be granted stock options to purchase 50,000 shares of the Company’s common stock and 10,000 restricted stock units, both of which awards will vest ratably over three years, in each case provided that Ms. Varney remains employed by the Company on each applicable vesting date.
     In the event of Ms. Varney’s termination of employment without “cause”, for “good reason” (each as defined in the Employment Agreement), or by reason of death or disability, Ms. Varney will be entitled to receive, in addition to her accrued benefits, a lump sum equal to the sum of (a) her then-current annual base salary plus (b) an amount equal to the bonus that she would have been entitled to receive for the year in which termination occurs, pro rated based on the portion of the year she was employed by the Company. Amounts payable upon death or incapacity will be reduced by other disability or death benefits that Ms. Varney or her estate or beneficiaries are entitled to pursuant to plans or arrangements of the Company. Ms, Varney will also be entitled to continuation of employee benefits for a period of 12 months following termination of employment with the Company. In addition, the options referred to above will vest in full upon Ms. Varney’s termination of employment without cause or for good reason. During the term of the Employment Agreement and for a period of one year following termination of employment for any reason, Ms. Varney may not engage in activities that are competitive with the Company’s activities and may not solicit the Company’s customers or employees.
T&S Agreement
     Ms. Varney’s T&S Agreement governs the terms of her employment commencing on the occurrence of a “change of control” (as defined in the T&S Agreement), and continues for the two year period following which a change of control occurs.
     The agreement provides that upon a termination without “cause” or for “good reason” or by reason of Ms. Varney’s death or disability (each as defined in the T&S Agreement), the Company shall pay to Ms. Varney a lump sum in cash equal to three times the sum of: (i) Ms. Varney’s then-current annual base salary, plus (ii) an amount equal to the highest bonus determined under the Employment Agreement or paid to Ms. Vamey under the T&S Agreement (in the case of Ms. Varney’s death or disability, reduced by any disability or death benefits that she or her estate or beneficiaries are entitled to pursuant to plans or arrangements of the Company). Ms. Varney also will be entitled to continuation of employee benefits for a period of three years following termination of employment with the Company.
Item 9.01 Financial Statements and Exhibits.
(c)   Exhibits.
 
99.1   Press Release of the Registrant dated May 28, 2009.

 


 

SIGNATURE
     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.
         
  MYLAN INC.
 
 
Date: June 3, 2009  By:   /s/ Robert J. Coury   
    Robert J. Coury   
    Chairman and CEO  

 


 

         
EXHIBIT INDEX
99.1   Press Release of the Registrant dated May 28, 2009.

 

EX-99.1 2 l36637aexv99w1.htm EX-99.1 EX-99.1
Exhibit 99.1
(MYLAN LOGO)
1500 Corporate Drive
Canonsburg, PA 15317 USA
Phone 724.514.1800
Fax      724.514.1870
Web    www.mylan.com
         
FOR IMMEDIATE RELEASE
  CONTACTS:   Michael Laffin (Media)
 
      724-514-1968
 
      Dan Crookshank (Investors)
 
      724-514-1813
Mylan Names Jolene Varney Chief Financial Officer
PITTSBURGH—May 28, 2009—Mylan Inc. (Nasdaq: MYL) today announced the appointment of Jolene Varney as Executive Vice President and Chief Financial Officer.
Varney has more than 20 years of experience in domestic and international finance, strategy and general management. Most recently, Varney served as senior vice president of corporate finance with Dr Pepper Snapple Group where she led the $4 billion financing and demerger of the beverage business from Cadbury Schweppes. She also was responsible for establishing the corporate finance organization and processes under the controller’s function, treasury, tax, internal audit, Sarbanes-Oxley compliance, risk management and corporate finance and analysis.
Prior to DPSG, Varney spent 18 years at Kimberly-Clark Corporation in divisional and corporate finance roles, and, most recently, as the company’s global treasurer responsible for capital structure, domestic and international treasury operations, currency and commodity exposures, pension plan and risk management teams. Prior to that, she spent three years in Europe as the general manager of Kimberly-Clark’s Central and Eastern European operations and its European adult care division.
Mylan’s Chairman and CEO Robert J. Coury commented: “At this stage in Mylan’s history, it is critical that our new Chief Financial Officer brings both a tested financial background and multinational operational breadth. Jolene has significant global experience having served in roles with increasing responsibility throughout every stage of her career.”
Coury continued: “I have been looking for a CFO who possesses the necessary skills, instincts and qualities to lead the company’s global corporate finance organization, and I am extremely pleased to have Jolene join Mylan’s senior management team in this capacity. In addition to all of her career accomplishments, which speak for themselves, her ability to lead was a quality that impressed me from the start. Her cultural fit and requisite skill set will serve Mylan well now and into the future.”
Varney commented: “I am very excited to join Mylan as CFO. Mylan is a highly regarded global pharmaceutical company, and I have been impressed with its growth and results. I very much look forward to contributing to the company as it continues its journey to become the most efficient global generics and specialty pharmaceutical company in the world. Having spent my career in many areas of finance and in operational roles, this is an exciting opportunity for me to lead Mylan’s global finance organization.”

 


 

As a member of the company’s executive and senior leadership teams, Varney will be responsible for all of Mylan’s global finance functions including accounting and control, financial planning and analysis, treasury, tax and investor relations. She will begin her role with Mylan June 8.
Mylan Inc., which provides products to customers in more than 140 countries and territories, ranks among the leading diversified generics and specialty pharmaceutical companies in the world. The company maintains one of the industry’s broadest — and highest quality — product portfolios, supported by a robust product pipeline; owns a controlling interest in the world’s third largest active pharmaceutical ingredient manufacturer; and operates a specialty business focused on respiratory and allergy therapies. For more information, please visit www.mylan.com.
###

 

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