Attached files
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EX-10.1 - KULICKE & SOFFA INDUSTRIES INC | v193070_ex10-1.htm |
EX-99.1 - KULICKE & SOFFA INDUSTRIES INC | v193070_ex99-1.htm |
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): August 6, 2010
KULICKE
AND SOFFA INDUSTRIES, INC.
(Exact
name of registrant as specified in its charter)
Pennsylvania
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000-00121
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23-1498399
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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1005
Virginia Drive, Fort Washington, PA
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19034
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (215) 784-6000
(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):
¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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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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¨
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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.
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On August
6, 2010, Kulicke and Soffa Industries, Inc. (the “Company”) announced the
planned retirement of C. Scott Kulicke, the Company’s Chief Executive Officer
and member of the Board of Directors, effective September 30,
2010. Mr. Kulicke has agreed to assist with the transition for a
limited period of time.
Additionally,
on August 6, 2010, the Company appointed Bruno Guilmart as President and Chief
Executive Officer of the Company effective on Mr. Kulicke’s
retirement. Mr. Guilmart was also elected as a director of the
Company effective at the same time.
Mr.
Guilmart, 49, most recently served as president and chief executive officer of
Lattice Semiconductor Corporation, a Nasdaq company, from June 2008 until his
resignation to join the Company. Before joining Lattice, Mr. Guilmart
served as chief executive officer of the Unisem (M) Berhad Group, a publicly
listed company in Malaysia with over 10,000 worldwide employees, from August
2007 until June 2008. Mr. Guilmart served as president, chief
executive officer and a director of Advanced Interconnect Technologies, Inc.
from September 2003 to August 2007. Before joining Advanced
Interconnect Technologies, Inc., Mr. Guilmart was vice president of
worldwide sales for Chartered Semiconductor Manufacturing
Limited. Mr. Guilmart also held senior management and business
development positions at Cadence Design Systems, Temic Semiconductors and
Hewlett-Packard Company. Mr. Guilmart holds a Bachelor’s degree
in Electrical Engineering and a Master’s degree in Electronics and Business
Management from Paris XI (Orsay University) Institute of Technology in France
and has lived and worked in Asia, the United States and Europe. Mr.
Guilmart will reside in Singapore, the center of the Company’s global
operations.
Pursuant
to an offer letter (the “Letter”) dated August 6, 2010, which sets forth his
compensation arrangements, Mr. Guilmart will receive an annual base salary of
US$615,000 and is eligible to receive a bonus of up to 200% of his base salary
(100% is the annual target level for such bonus) based on the achievement of
certain performance goals of the Company. Bonuses are awarded and
paid quarterly. The Company will also grant Mr. Guilmart performance
share units with a value at target equal to US$1.2 million pursuant to the terms
of the Company’s 2009 Equity Plan and the Company’s Equity Incentive
Compensation Program. The vesting of performance share units is tied
to total shareholder return relative to the companies comprising the
Philadelphia Semiconductor Index on the date of the grant measured over a
three-year performance period. The vesting of performance share units
will be expressed as a full percentage point from 0% to 200%, ranging from 50%
payout for 25th
percentile performance to 200% payout for 99th
percentile performance, with 100% payout at 50th
percentile performance.
Mr.
Guilmart will also receive a lump sum cash payment of US$726,000 on January 3,
2011 or another date within one year of his date of employment as Mr. Guilmart
may reasonably request. On October 1, 2010, Mr. Guilmart will be
awarded two grants of restricted stock units in the Company of 428,965 and
75,000 units, respectively. The first grant will vest in equal
installments on each of the first three anniversaries of the grant
date. The second grant will vest on the grant
date.
The
Letter also provides for Mr. Guilmart’s continued participation in his
ASFE-Mobility Benefit Plan in effect on the date of his
employment. In addition, Mr. Guilmart will be provided with a
relocation allowance of US$250,000 to be paid on January 3, 2011 or within one
year of his date of employment as requested by Mr. Guilmart and US$10,000 per
month in housing allowance for 24 months beginning on January 3,
2011. Mr. Guilmart will enter into a Change of Control Agreement on
substantially the same terms as the Company’s other executive officers, except
that Mr. Guilmart may be eligible to receive 24 months severance instead of 18
months. He also will be subject to the Company’s Officer’s Severance
Plan and the Company’s Policy on Recovery of Previously Paid Executive
Compensation.
A copy of the Letter and the Company’s
press release, dated August 6, 2010, are attached hereto as Exhibit 10.1 and
99.1, respectively.
Item 9.01
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Financial Statements and
Exhibits.
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(d) Exhibits.
Exhibit No.
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Description
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10.1
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Offer Letter between Kulicke and
Soffa Industries, Inc. and Bruno Guilmart dated August 6,
2010.
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99.1
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Press Release dated August 6,
2010.
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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.
August 10, 2010
KULICKE
AND SOFFA INDUSTRIES, INC.
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By:
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/s/ David J. Anderson | |
Name:
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David
J. Anderson
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Title:
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Vice
President and General Counsel
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EXHIBIT
INDEX
Exhibit No.
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Description
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10.1
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Offer Letter between Kulicke and
Soffa Industries, Inc. and Bruno Guilmart dated August 6,
2010.
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99.1
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Press Release dated August 6,
2010.
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