Attached files
| file | filename |
|---|---|
| EX-10.1 - AMENDMENT LETTER DATED AUGUST 23, 2010 - Local Insight Regatta Holdings, Inc. | dex101.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): August 18, 2010
Local Insight Regatta Holdings, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 333-152302 | 20-8046735 | ||
| (State or other jurisdiction of incorporation) |
(Commission file number) |
(IRS employer identification no.) |
| 188 Inverness Drive West, Suite 800 Englewood, Colorado |
80112 | |
| (Address of principal executive offices) | (Zip code) |
303-867-1600
(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 (see General Instruction A.2. below):
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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 |
Amendment to A&M Letter Agreement
On August 23, 2010, the letter agreement (the “A&M Letter Agreement”) dated as of September 17, 2009, by and between Alvarez & Marsal Private Equity Performance Improvement Group, LLC (“A&M”) and Local Insight Media Holdings, Inc. (“Local Insight Media Holdings”), the indirect parent of Local Insight Regatta Holdings, Inc. (the “Company”), was amended. Under the A&M Letter Agreement, A&M has made available to Local Insight Media Holdings and its subsidiaries (including the Company): (i) Richard C. Jenkins to serve as Interim Chief Financial Officer and (ii) additional consulting personnel. Pursuant to the amendment to the A&M Letter Agreement (the “A&M Letter Agreement Amendment”): (i) the incentive fee payable to A&M under the A&M Letter Agreement has been eliminated and (ii) effective as of June 1, 2010, A&M’s hourly rates were no longer discounted.
A copy of the A&M Letter Agreement Amendment is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference.
2010 Incentive Bonus
On August 18, 2010, the Compensation Committee of the Board of Directors of Local Insight Media Holdings approved the payment of an incentive bonus (the “2010 Incentive Bonus”) to approximately 200 employees of Local Insight Media Holdings and its subsidiaries (including the Company). The total amount of the 2010 Incentive Bonus is $2,913,500, of which $635,000 represents the amount to be paid by the Company to its employees receiving 2010 Incentive Bonus payments.
The named executive officers identified in the Company’s Annual Report on Form 10-K for the year ended December 31, 2009 (the “2009 10-K”) will receive the following cash bonus payments under the 2010 Incentive Bonus:
| Name |
2010 Incentive Bonus Award |
|||
| Douglas A. Myers |
$ | 85,000 | ||
| James S. Stirbis |
$ | 70,000 | ||
| Scott A. Pomeroy |
$ | 275,000 | ||
| Kevin J. Payne |
$ | 65,000 | 1 | |
| John S. Fischer |
$ | 120,000 | ||
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. |
Description | |
| 10.1 |
Amendment Letter dated August 23, 2010, to Letter Agreement dated September 17, 2009, by and between Alvarez & Marsal Private Equity Performance Improvement Group, LLC and Local Insight Media Holdings, Inc.* |
| 1 | In addition to this amount, on April 15, 2010, Mr. Payne received a $100,000 retention bonus payment pursuant to the terms of his employment term sheet, as previously described in the 2009 10-K. |
| * | Represents management contract or compensatory plan. |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant, Local Insight Regatta Holdings, Inc., has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: August 24, 2010
| LOCAL INSIGHT REGATTA | ||
| HOLDINGS, INC. | ||
| By: | /s/ JOHN S. FISCHER | |
| Name: John S. Fischer | ||
| Title: General Counsel and Secretary | ||
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EXHIBIT INDEX
| Exhibit No. |
Description | |
| 10.1 |
Amendment Letter dated August 23, 2010, to Letter Agreement dated September 17, 2009, by and between Alvarez & Marsal Private Equity Performance Improvement Group, LLC and Local Insight Media Holdings, Inc.* |
| * | Represents management contract or compensatory plan. |
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