Attached files
| file | filename |
|---|---|
| EX-99.1 - Colfax CORP | v181373_ex99-1.htm |
| EX-10.1 - Colfax CORP | v181373_ex10-1.htm |
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):April 12, 2010
Colfax
Corporation
(Exact
name of registrant as specified in its charter)
|
Delaware
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001-34045
|
54-1887631
|
|
(State
or other jurisdiction
|
(Commission
|
(I.R.S.
Employer
|
|
of
incorporation)
|
File
Number)
|
Identification
No.)
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8730
Stony Point Parkway, Suite 150
Richmond,
VA 23235
(Address
of Principal Executive Offices) (Zip Code)
(804) 560-4070
(Registrant’s
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:
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 Certain Officers; Election of Directors;
Appointment of Certain Officers;
Compensatory
Arrangements of Certain Officers.
Colfax
Corporation (the “Company”), has accepted the resignation of Dr. Michael Matros
as the Company’s Senior Vice President, General Manager—Allweiler,
effective April 12, 2010. The full text of the Company’s press
release issued on April 13, 2010 is attached hereto as Exhibit 99.1 and is
incorporated in this report by reference.
In
connection with Dr. Matros’ resignation, the Company’s Allweiler subsidiary and
Dr. Matros entered into a Termination Agreement (the “Termination Agreement”) on
April 12, 2010, which modifies the terms of the Service Contract for Board
Member between Dr. Matros and the Company dated November 14, 2006 (the “Service
Contract”). The following summary of the terms and conditions of the
Termination Agreement that modify the terms of the Service Contract is qualified
in its entirety by reference to the full text of the Termination Agreement,
which is attached hereto as Exhibit 10.1.
The
Termination Agreement ends the formal service relationship between Dr. Matros
and Allweiler effective as of December 31, 2010 (the “Termination
Date”). However, Dr. Matros’ resignation from his office is effective
as of April 12, 2010 and he is irrevocably released from his duty to render
services to Allweiler as of that date. The Termination Agreement
provides that Dr. Matros will be entitled to receive cash payments
of (i) €16,667.67 per month through the Termination Date as his fixed
remuneration due under the Service Contract, (ii) €54,000 to be paid
on or before the Termination Date in lieu of any bonus for 2010, and (iii) a
€250,001.02 severance payment to be made on or before the Termination
Date.
Item
8.01 Other Events.
On April
13, 2010, the Company announced that Arne Forslund has been
appointed Senior Vice President – Europe, Middle East, Africa and
Asia.
Item
9.01. Financial Statements and Exhibits.
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(d)
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Exhibits
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|
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10.1
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Termination
Agreement, dated April 12, 2010, between Dr. Michael Matros and the
Company
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99.1
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Colfax
Corporation press release dated April 13,
2010
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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.
|
Colfax
Corporation
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||||
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Date: April
16, 2010
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By:
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/s/
Thomas M. O’Brien
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Name:
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Thomas
M. O’Brien
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|||
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Title:
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Senior
Vice President, General Counsel and Secretary
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|||
EXHIBIT
INDEX
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10.1
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Termination
Agreement, dated April 12, 2010, between Dr. Michael Matros and the
Company
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|
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99.1
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Colfax
Corporation press release dated April 13,
2010
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