-----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, CsRq5+p3NCfUb0AxoLJqtMUWvdkTVvUjaXb4MU8qZyUMvPrxrhz6g19Fkkj5ZeqL tUqylTISOOstvFVsP38nDQ== 0000950124-08-000590.txt : 20080213 0000950124-08-000590.hdr.sgml : 20080213 20080213090048 ACCESSION NUMBER: 0000950124-08-000590 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 20080211 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080213 DATE AS OF CHANGE: 20080213 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QUIKSILVER INC CENTRAL INDEX KEY: 0000805305 STANDARD INDUSTRIAL CLASSIFICATION: MEN'S & BOYS' FURNISHINGS, WORK CLOTHING, AND ALLIED GARMENTS [2320] IRS NUMBER: 330199426 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14229 FILM NUMBER: 08601045 BUSINESS ADDRESS: STREET 1: 15202 GRAHAM STREET CITY: HUNTINGTON BEACH STATE: CA ZIP: 92649 BUSINESS PHONE: 714-889-2200 MAIL ADDRESS: STREET 1: 15202 GRAHAM STREET CITY: HUNTINGTON BEACH STATE: CA ZIP: 92649 8-K 1 a38019e8vk.htm FORM 8-K Quiksilver, Inc.
Table of Contents

 
 
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):
February 11, 2008
Quiksilver, Inc.
(Exact name of registrant as specified in its charter)
         
Delaware
(State or other jurisdiction of incorporation)
  001-14229
(Commission File Number)
  33-0199426
(IRS Employer Identification Number)
     
15202 Graham Street, Huntington Beach, CA
(Address of principal executive offices)
  92649
(Zip Code)
Registrant’s telephone number, including area code:
(714) 889-2200
 
(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 (see General Instruction A.2. below):
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))
 
 

 


TABLE OF CONTENTS

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 8.01 Other Events
Item 9.01 Financial Statements and Exhibits
SIGNATURES
INDEX TO EXHIBITS
EXHIBIT 10.1
EXHIBIT 99.1


Table of Contents

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
     Effective February 11, 2008, Bernard Mariette resigned as President of Quiksilver, Inc. (the “Company”) and Robert B. McKnight, Jr., 54, was appointed to the position of President to replace Mr. Mariette. Mr. McKnight was a co-founder of the Company in 1976, served as President from 1979 through July 1991 and has served as Chairman of the Board and Chief Executive Officer since August 1991. Mr. Mariette also resigned from the Company’s Board of Directors effective February 11, 2008.
     In connection with Mr. Mariette’s resignation, the Company entered into an agreement with Mr. Mariette relating to his separation and transition from the Company. A copy of such separation and transition agreement is filed with this report as Exhibit 10.1. This separation and transition agreement supersedes the employment agreement the Company entered into with Mr. Mariette in May 2005, as amended in December 2006. The material terms and conditions of the separation and transition agreement are summarized below.
     Pursuant to the separation and transition agreement, Mr. Mariette’s resignation was effective February 11, 2008 (the “Separation Date”), however, he will continue to provide strategic advisory services to the Company’s Chief Executive Officer and General Counsel for a 12 month period following the Separation Date on an as-requested-basis in connection with the Company’s “Quiksilver”, “Roxy” and “DC” brands and operations. The Company will pay him a monthly retainer of $60,000 per month for the first six months of the consulting period, and $106,666 for the final six months of the consulting period, to compensate him for such strategic advisory services.
     The separation and transition agreement provides that Mr. Mariette will receive (i) severance pay totaling $2,850,000 consisting of (A) a lump sum payment of $1,425,000 in August 2008 and (B) $237,500 per month beginning September 2008 and continuing through February 2009, and (ii) payment of COBRA premiums for a period following his resignation. In addition, when Mr. Mariette ceases to provide strategic advisory services to the Company, all of his stock options will accelerate and vest and he will have up to one year (90 days with respect to certain options) to exercise such stock options after which they will expire. All of Mr. Mariette’s unvested restricted stock expired and was surrendered to the Company as of February 11, 2008. The separation and transition agreement also includes a waiver and release of claims by Mr. Mariette.
     A copy of the February 12, 2008 press release relating to the above events is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 8.01 Other Events
     In connection with the Company’s previously announced desire to reduce its selling, general and administrative expenses, the Board of Directors also approved a 10% reduction in the cash compensation to be paid to non-employee directors of the Company for their service as directors.

2


Table of Contents

Item 9.01 Financial Statements and Exhibits
     (d) Exhibits
The following exhibits are being furnished herewith:
     
Exhibit No.   Exhibit Title or Description
 
   
10.1
  Separation and Transition Agreement between Bernard Mariette and Quiksilver, Inc. dated February 11, 2008
 
   
99.1
  Press Release of Quiksilver, Inc. dated February 12, 2008
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.
         
Dated: February 12, 2008  Quiksilver, Inc.
(Registrant)
 
 
  By:   /s/ Charles S. Exon    
    Charles S. Exon   
    Chief Administrative Officer, Secretary and General Counsel   

3


Table of Contents

         
INDEX TO EXHIBITS
     
Exhibit No.   Exhibit Title or Description
 
   
10.1
  Separation and Transition Agreement between Bernard Mariette and Quiksilver, Inc. dated February 11, 2008
 
   
99.1
  Press Release of Quiksilver, Inc. dated February 12, 2008

4

EX-10.1 2 a38019exv10w1.htm EXHIBIT 10.1 Exhibit 10.1
 

Exhibit 10.1
(QUIKSILVER LOGO)
February 11, 2008
PERSONAL AND CONFIDENTIAL
VIA HAND DELIVERY
Mr. Bernard Mariette
c/o Quiksilver, Inc.
15202 Graham Street
Huntington Beach, California 92649
  Re:   Separation and Transition Agreement
Dear Bernard:
This letter (“Agreement”) will confirm the agreement and understanding we have reached regarding your transition and departure from, and consulting relationship with, Quiksilver, Inc. (“Quiksilver” or the “Company”). In that regard, we have agreed as follows:
1.   End of Employment Relationship/Severance Pay Period.
  A.   Your employment with the Company will end for all purposes on February 11, 2008 (the “Separation Date”). Effective as of the Separation Date, you are resigning as President of the Company and as a member of the Company’s Board of Directors. You are also resigning as a director and officer from any of the Company’s subsidiaries where you serve in any such capacity.
 
  B.   The Company will pay you severance pay in the total amount of $2,850,000, less required tax deductions and withholdings (“Severance Pay”), payable as follows:
  (i)   A lump sum payment of $1,425,000, less required tax deductions and withholdings, payable on August 29, 2008;
 
  (ii)   Beginning September 1, 2008, and continuing through February 28, 2009 (the “Severance Pay Period”), the Company shall compensate you on its regular payroll dates in the monthly amount of $237,500, less legally required withholdings and deductions. Checks will be sent to your home address.

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  C.   Except for the strategic advisory services provided by you as a consultant after the Separation Date pursuant to Paragraph 3, which the Company is separately paying for, you will not be required to perform any duties during the Severance Pay Period. Through the end of the Severance Pay Period and afterwards, you are expected to conduct yourself in a positive and professional manner as it pertains to Quiksilver.
 
  D.   Your health insurance coverage will cease after the Separation Date, unless you timely elect and pay for continued coverage under the Consolidated Omnibus Budget Reconciliation Act of 1985 (“COBRA”). If you desire such continued health coverage under COBRA, the Company will be responsible for the premiums for such coverage in the same amounts as if you had remained actively employed, up to a maximum of $1,300 per month, through the earlier of (i) March 1, 2009, or (iii) the date you become eligible for health insurance coverage under another employer’s plan. You will be responsible for all other premiums.
 
  E.   Nothing in this Agreement shall constitute a waiver of any benefits which are already vested as of the Separation Date, under any Company 401(k) or employee welfare benefit plan, and you shall remain fully entitled to all such benefits, if any, in accordance with the terms of the applicable plan.
 
  F.   Except for any continuing and surviving obligations of yours thereunder (e.g., protection of Quiksilver’s trade secrets and proprietary and confidential information), any and all employment agreements you may have with Quiksilver (including, without limitation, that certain agreement dated May 25, 2005, and amended December 21, 2006) are deemed fully terminated and of no further force or effect. You have no right to any additional compensation, equity or benefits under any such employment agreement. In addition to your continuing duties to protect the Company’s trade secrets and proprietary and confidential information, you will also agree to execute a confidentiality agreement with the Company in connection with your due diligence efforts regarding a potential purchase by you, or a group with which you are (or become) affiliated, of Skis Rossignol S.A.S. or any of its affiliates or subsidiaries.
 
  G.   After the Separation Date, you are not eligible for, and will not receive, any other compensation or benefit except as specifically provided herein (including, but not limited to, any additional bonuses, incentives, stock option grants, stock grants, payments with respect to any outstanding awards under the Company’s Long Term Incentive Plan or the Annual Incentive Plan, expense reimbursement or employee benefits).
 
  H.   The Company will issue a press release announcing your resignation, the material text of which is attached as Attachment “B”. In addition, the parties agree that they will not knowingly or intentionally disparage the other during the Severance Pay Period.

-2-


 

2.   Stock Options and Restricted Stock.
  A.   Attached hereto as Attachment “A” is a schedule of your vested and unvested stock options and restricted stock as of the date of this Agreement. It is anticipated that following the Separation Date, you will continue to provide Services (as defined in your stock option agreements) to the Company for some limited period of time as provided in Paragraph 3 below. The date upon which you cease to provide Services to the Company pursuant to Paragraph 3 below is referred to as the “Services Cessation Date.” All of your unvested stock options which have not previously expired will accelerate and vest on the Services Cessation Date. Any unexercised stock options on the Services Cessation Date which have not previously expired will remain exercisable for a period of (i) ninety (90) days with respect to stock options granted to you prior to May 25, 2005 and (ii) twelve (12) months with respect to stock options granted to you on or after May 25, 2005, (commencing with the Services Cessation Date) after which they will expire and cease to be exercisable; provided, however, that in no event may such stock options be exercised after their expiration date and they may terminate and cease to be exercisable earlier in the event of a corporate transaction as provided in your individual stock option agreements. All other terms of your stock options shall continue to be governed by the applicable plan pursuant to which they were issued and the applicable stock option agreements.
 
  B.   On February 11, 2008, all 245,000 shares of restricted stock of the Company held by you (copies of which you have reviewed incident to the execution of this Agreement) shall expire and be surrendered to the Company.
 
  C.   Please note that all “blackout” periods under the Company’s Policy Prohibiting Insider Trading (a copy of which you have reviewed incident to the execution of this Agreement) will continue to apply to you through the Services Cessation Date, and you will continue to be subject to federal and state securities laws which prohibit the purchase or sale of shares while in possession of material, non-public information.
3.   Strategic Advisory Services.
  You agree that for a 12 month period following the Separation Date, you shall make yourself available on an as-requested basis to the Company’s Chief Executive Officer and General Counsel, to provide exclusive strategic advisory services in connection with the Company’s “Quiksilver”, “Roxy” and “DC” brands and operations. During the first month following the Separation Date, the Company will continue to provide you with secretarial assistance. After such time and during the remainder of the Severance Pay Period, the Company will provide you with the opportunity to access career transition services (e.g., an office, answering service, etc.) through a management services company such as Lee Hecht Harrison or Right Management at a total cost to the Company not to exceed $15,000. Specifically, however, you will not provide any strategic advisory services with respect to the Company’s Rossignol subsidiaries, and you will not have access to any confidential or proprietary information or materials related to

-3-


 

  such subsidiaries; any access to such information and / or materials shall be in connection with a formal process dictated by the Company and its professional advisors. It is anticipated that you will provide most of such strategic advisory services telephonically or electronically. Your primary contact with respect to such services shall be Bob McKnight or Charlie Exon. For such services, you shall receive a fee of $60,000 per month for the first six months of the consulting period, and $106,666 per month for the final six months of the consulting period, payable within 30 days following the end of each month during the term of such strategic advisory services. You acknowledge and agree that your services pursuant to this Paragraph 3 shall be provided as an independent contractor and such services shall not be construed to create the relationship of employer and employee or principal and agent between you and the Company. During the period you are providing strategic advisory services pursuant to this Paragraph 3, you shall not be entitled to participate in any of the medical, dental, insurance or any other benefits provided by the Company for the benefit of its employees. You will maintain and pay all federal, state and local disability, worker’s compensation, payroll taxes, self-employment insurance, and income and other taxes, and the Company will not withhold or pay any such taxes or insurance on your behalf with respect to compensation for such services. Also, during the period you are providing strategic advisory services pursuant to this Paragraph 3, you shall be entitled to a clothing allowance of $350 per month and you shall be permitted to purchase products from the Company at its wholesale price, not to exceed $500 in the aggregate per month. Provided that such expenses are authorized in advance by an executive officer of the Company, the Company will reimburse you for any reasonable travel expenses (at business class or comparable rates) or other expenses incurred by you in connection with providing such strategic advisory services. You acknowledge that it would be a conflict of interest for you to provide services to a competitor of the Company while you are engaged to provide the strategic advisory services described herein. Therefore, the agreement to engage you for strategic advisory services as set forth in this Paragraph 3 may be immediately terminated by the Company, in its sole and absolute discretion, if you accept employment with, provide consulting or other advisory services to, or invest in, any entity that is competitive with the Company; provided however, that you may invest in, work for or provide consulting services to Rossignol and its subsidiaries.
4.   Full Understanding and Voluntary Acceptance.
  Quiksilver advises you to consult an attorney prior to executing this Agreement. In entering into this Agreement, you agree that you have had the opportunity to seek the advice of an independent attorney of your own choice and that you understand all the terms of this Agreement. You are executing this Agreement voluntarily with full knowledge of its significance.
5.   Return of Property/Non-Solicitation.
  A.   Except as otherwise provided below, all Company Property must be returned within a reasonable period of time after the Separation Date. By signing this Agreement, you confirm that you will return all keys, magnetic access cards and all other means of access to the property or offices of the Company, and all other

-4-


 

      Company property, equipment and documents in your possession or under your control, including, but not limited to, credit cards, cell phones, PDA’s, BlackBerries, fax machines, pagers, files, personnel forms, accounting information and spreadsheets, budgets, compensation data, business plans, documents and any other property of the Company (“Company Property”) and that you will not copy, download or retain any such materials.
 
      Notwithstanding the foregoing, you may retain your laptop computer and printer, provided that you deliver these items to the Company within a reasonable period of time after the Separation Date to have the memory erased and software removed by the Company. (Your personal information, such as photographs, will be copied to a disc.) You also agree (i) to preserve in confidence and not disclose any confidential, proprietary, or trade secret information relating to Quiksilver, or its products, personnel, or financial data, and (ii) not to download, copy or transfer any documents or software from the Company’s computers.
 
  B.   You agree that, for a period of one (1) year after the Separation Date, you shall not, without the prior written consent of the Company, directly or indirectly through the actions of any other individual or entity, whether for your own benefit or for that of another individual or entity, (i) solicit, divert or induce, or attempt to solicit, divert or induce, any individual who is an employee of any of the Company or any of the Released Parties (as defined below) to terminate his or her employment; or (ii) solicit, divert or induce, or attempt to solicit, divert or induce, any individual or entity who is a supplier, distributor, customer or client of the Company or any of the Released Parties not to continue as a supplier, distributor, customer or client.
6.   Release of Claims.
  A.   In exchange for the consideration provided herein, you agree to, and by signing this Agreement do, forever waive and release Quiksilver and each of its affiliated or related entities, divisions, subsidiaries, foundations, licensees, shareholders, officers, directors, employees, agents, successors and assigns (collectively, “Released Parties”), from all known and unknown claims, rights, actions, complaints, charges, liabilities, obligations, promises, agreements, causes of action, suits, demands, damages, costs, losses, debts, and expenses of any nature whatsoever which you ever had, now have, or may claim to have against any of the Released Parties, including, without limitation, any claim arising out of (i) any aspect of your employment or the termination of your employment with the Company; (ii) any restrictions on the right of Quiksilver to terminate your employment or any employment agreement with you; (iii) any agreement, understanding or inducement, oral or written, express or implied, between you and any of the Released Parties, including any employment agreement (including, without limitation, that certain agreement dated May 25, 2005, and amended December 21, 2006); (iv) any stock options or restricted stock (other than as provided in Paragraph 2 of this Agreement); (v) any outstanding awards pursuant to the Company’s Long Term Incentive Plan or Annual Incentive Plan; and/or

-5-


 

      (vi) any federal, state or governmental constitution, statute, regulation or ordinance, including, without limitation, Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, and the California Fair Employment and Housing Act; provided, however, that this release does not (a) affect rights or claims that may arise after the date it is executed, (b) waive rights or claims arising out of this Agreement, or (c) waive any rights you may have to indemnity under the Company’s By-Laws, any individual indemnification agreement between you and the Company, California Labor Code § 2802 or as otherwise required by law. In addition, except for acts or omissions that are grossly negligent or amount to willful misconduct, the Company hereby agrees to forever waive and release you from all known and unknown claims, rights, actions, complaints, charges, liabilities, obligations, promises, agreements, causes of action, suits, demands, damages, costs, losses, debts, and expenses of any nature whatsoever which it ever had, now has, or may claim to have against you. As of the date of its execution of this Agreement, the Company represents that it is not aware of any such gross negligence or willful misconduct.
 
  B.   Further, each party waives and relinquishes all rights and benefits they may have under Section 1542 of the California Civil Code. Section 1542 reads as follows:
      “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
7.   Non-Admission.
  Nothing contained in this Agreement shall be considered an admission of any liability whatsoever. If you elect not to sign this Agreement, this Agreement is inadmissible in evidence to prove any liability or damage.
8.   Severability.
  Should any portion, word, clause, phrase, sentence or paragraph of this Agreement be declared void or unenforceable, such portion shall be considered independent and severable from the remainder, the validity of which shall remain unaffected.

-6-


 

9.   Entire Agreement and Arbitration.
  This Agreement constitutes the entire agreement between you and Quiksilver pertaining to the subject matter hereof and supersedes any and all prior agreements, understandings, negotiations and discussions, whether oral or written, pertaining to the subject matter hereof. After the execution of this Agreement, to the fullest extent allowed by law, any controversy, claim or dispute between you and the Company (and/or any of the Released Parties) relating to or arising out of this Agreement or your employment or the cessation of that employment will be submitted to final and binding arbitration in Orange County, California, for determination in accordance with the applicable rules of the American Arbitration Association.
10.   Signature and Revocation Periods.
  So that you can review this Agreement as you deem appropriate, the Company advises you as follows: (i) this Agreement does not waive any rights or claims that may arise after it is executed by you; (ii) you will have twenty-one (21) days to consider this Agreement, although you may sign it sooner than that if you so desire; (iii) you should consult with an attorney if you desire before executing this Agreement; and (iv) you also retain the right to revoke this Agreement at any time during the seven (7)-day period following execution of the Agreement. This Agreement shall not become effective or enforceable until such seven (7)-day period has expired.
By signing below, you voluntarily accept the terms contained in this Agreement.
         
Sincerely,

QUIKSILVER, INC.
 
   
By:        
  Charles S. Exon   
  Executive Vice President, Business & Legal Affairs, Secretary and General Counsel     
 
             
I HAVE READ, UNDERSTAND AND VOLUNTARILY AGREE TO THE ABOVE.
           
 
           
 
           
 
Bernard Mariette
     
 
Date
   

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ATTACHMENT “A”
STOCK OPTIONS — BERNARD MARIETTE
Stock Options
                                         
                            Currently   Currently
Grant Date   Expiration Date   Granted   Grant Price   Outstanding   Exercisable
12/15/98
    12/16/08       60,000     $ 3.9271       60,000       60,000  
12/11/00
    02/12/10       200,000     $ 2.9844       200,000       200,000  
12/22/00
    12/23/10       120,000     $ 4.6094       120,000       120,000  
12/03/01
    12/04/11       320,000     $ 3.5250       320,000       320,000  
12/19/02
    12/20/12       240,000     $ 6.6575       240,000       240,000  
11/12/03
    11/13/13       240,000     $ 8.7250       240,000       240,000  
01/25/05
    01/26/15       300,000     $ 14.3050       300,000       300,000  
12/27/05
    12/28/15       150,000     $ 13.7700       150,000       100,000  
12/20/06
    12/20/16       50,000     $ 15.5500       50,000       16,666  
12/26/07
    12/27/17       80,000     $ 9.0000       80,000       0  
 
                                       
Option Totals                     1,760,000       1,596,666  
 
                                       
Restricted Stock
                                         
Grant Date   Expiration Date   Granted   Grant Price   Outstanding   Exercisable
09/29/06
    N/A       190,000     $ 0.0000       190,000       N/A  
10/17/07
    N/A       20,000     $ 0.0000       20,000       N/A  
12/26/2007
    N/A       35,000     $ 0.0000       35,000       N/A  
 
                                       
Restricted Stock Totals                     245,000       N/A  
 
                                       

EX-99.1 3 a38019exv99w1.htm EXHIBIT 99.1 Exhibit 99.1
 

Exhibit 99.1
(QUIKSILVER LOGO)
         
 
  Company Contact:   Joe Scirocco
 
      Chief Financial Officer
 
      Quiksilver, Inc.
 
      (714) 889-2200
 
 
  Investor Relations:   Chad A. Jacobs, James Palczynski
 
      Integrated Corporate Relations
 
      (203) 682-8200
— Chairman and CEO Robert B. McKnight to Resume Role as President —
— Bernard Mariette to resign to pursue other interests —
Huntington Beach, California, February 12, 2008—Quiksilver, Inc. (NYSE: ZQK) today announced that Robert McKnight has, effective immediately, resumed his role as President of Quiksilver, Inc. and remains both Chairman of the Board and Chief Executive Officer. Mr. McKnight will again direct the Company’s strategic and operational initiatives as it focuses on its Quiksilver, Roxy and DC core apparel and footwear brands, seeks to improve its operating results and implements strategic initiatives for the Rossignol group.
The Company also announced that Bernard Mariette has resigned from his position as President and as a Director of the Company in order to pursue other interests, which may include attempting to acquire the Rossignol group. As previously announced, J.P. Morgan is conducting a process on behalf of the Company to reduce its exposure to the winter sports equipment business, including a possible sale.
Robert B. McKnight, Jr., Chairman of the Board, President, and Chief Executive Officer of Quiksilver, Inc., commented, “Bernard Mariette has, for fifteen years, been invaluable to the growth and success of this company. He took Quiksilver Europe from its development stage in 1994 and grew it to a 250 million business by 2001 when he became President of the entire company. Since 2001 Quiksilver has almost quadrupled in size and, under Bernard’s leadership, has established an infrastructure to globalize Quiksilver’s historically regional businesses and cemented its position as a leading global lifestyle company. Bernard will be truly missed and we wish him the best in the many accomplishments that lie ahead for him.”
Mr. McKnight continued, “Our business objectives today are clear. We will focus our attention on our Quiksilver, Roxy and DC businesses, both to continue their healthy growth and to improve their operating results. At the same time, we will seek to further reduce our exposure to the winter sports equipment businesses we acquired in 2005, including pursuing a sale of the businesses and we will work to improve our balance sheet. As we move forward, our entire organization is deeply committed to executing this plan.”
Mr. McKnight further commented, “We have many strengths, including tremendous untapped growth opportunities in our core apparel and footwear brands. Our great brands, our global operating platform and our leadership position in this fragmented market are all among them. The two most important sources of strength, however, are a deeply ingrained and powerful corporate culture and a tremendous management team. I am confident that each of these will serve us, as they always have, as a deciding factor in our success.”
The Company noted that Mr. McKnight will have three corporate officers and three regional Presidents reporting directly to him under the company’s new management structure. Charlie Exon,

 


 

(QUIKSILVER LOGO)
Quiksilver, Inc. Chairman and CEO Robert B. McKnight to Resume Role as President
February 12, 2008
Page 2 of 3
who serves as a director and the Company’s General Counsel will also assume the title of Chief Administrative Officer, recognizing his broader role in the areas of global communications and human resources. David Morgan, Chief Operating Officer, will continue in his role, including overseeing the Company’s global sourcing initiative and also serving as President of the Company’s Rossignol subsidiary through a transition period. Joe Scirocco, the Company’s Chief Financial Officer, will continue to oversee global finance initiatives and also report directly to Mr. McKnight.
Mr. McKnight’s three remaining direct reports will be responsible for overseeing the Company’s regional businesses, which primarily operate the core brands of Quiksilver, Roxy and DC. Marty Samuels will continue to lead Quiksilver Americas as its President from headquarters in Huntington Beach, California. Pierre Agnes will continue to serve as President of Quiksilver Europe, based in St. Jean de Luz, France. Craig Stevenson, who currently serves as global brand leader for the Quiksilver brand, will assume additional responsibilities as President of Quiksilver South Asia/Pacific, based in Torquay, Australia. All three executives are long term employees of the Company.
Under the terms of his separation agreement, Mr. Mariette will remain available for a period of one year to advise on transitional issues involving all aspects of the Company’s brands and operations other than those of the Rossignol Group.
Bernard Mariette commented, “Over the last 15 years at Quiksilver, it has been my pleasure and honor to work with great people and see amazing athletes showcase their natural talents. Under Bob McKnight’s leadership, we’ve been able to develop the best outdoor brands in the world. I’m confident that Quiksilver is well positioned for future success with its leadership, its lifestyle focus, and its brands. While I will miss Bob and my colleagues, I know that they will enjoy fantastic success in the future.”
Mr. McKnight concluded, “I have great confidence in our team, in our plan, and in our ability to fully capitalize on the many opportunities that exist for us. I am proud and excited to lead this effort on behalf of our many partners, most particularly our shareholders, who I thank for their loyalty, input, patience and understanding.”
About Quiksilver:
Quiksilver, Inc. (NYSE:ZQK) is the world’s leading outdoor sports lifestyle company, which designs, produces and distributes a diversified mix of branded apparel, wintersports equipment, footwear, accessories and related products. The Company’s apparel and footwear brands represent a casual lifestyle for young-minded people that connect with its boardriding culture and heritage, while its wintersports brands symbolize a long standing commitment to technical expertise and competitive success on the mountains.
The reputation of Quiksilver Inc.’s brands is based on different outdoor sports. The Company’s Quiksilver, Roxy, DC and Hawk brands are synonymous with the heritage and culture of surfing, skateboarding and snowboarding, and its beach and water oriented swimwear brands include Raisins, Radio Fiji and Leilani. The Rossignol, Dynastar, Lange, and Look brands are leaders in the alpine ski market, and the Company makes snowboarding equipment under its Rossignol, Dynastar, DC, Roxy, Lib Technologies, Gnu and Bent Metal labels.
The Company’s products are sold in over 90 countries in a wide range of distribution, including surf shops, ski shops, skateboard shops, snowboard shops, its proprietary Boardriders Club shops, other specialty stores and select department stores. Quiksilver’s corporate and Americas’

 


 

(QUIKSILVER LOGO)
Quiksilver, Inc. Chairman and CEO Robert B. McKnight to Resume Role as President
February 12, 2008
Page 3 of 3
headquarters are in Huntington Beach, California, while its European headquarters are in St. Jean de Luz and St. Jean de Moirans, France, and its Asia/Pacific headquarters are in Torquay, Australia.
Forward looking statements:
This press release contains forward-looking statements including but not limited to statements regarding the Company’s financial forecast and other future activities. These forward-looking statements are subject to risks and uncertainties, and actual results may differ materially. Please refer to Quiksilver’s SEC filings for more information on the risk factors that could cause actual results to differ materially from expectations, specifically the sections titled “Risk Factors” and “Forward-Looking Statements” in Quiksilver’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.
* * * * *
NOTE: For further information about Quiksilver, Inc., you are invited to take a look at our world
at www.quiksilver.com, www.roxy.com, www.dcshoecousa.com, www.quiksilveredition.com,
www.hawkclothing.com,
www.rossignol.com and www.dynastar.com.

 

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