Attached files
file | filename |
---|---|
EX-2.1 - EX-2.1 - RC2 CORP | c63497exv2w1.htm |
EX-10.3 - EX-10.3 - RC2 CORP | c63497exv10w3.htm |
EX-10.5 - EX-10.5 - RC2 CORP | c63497exv10w5.htm |
EX-10.1 - EX-10.1 - RC2 CORP | c63497exv10w1.htm |
EX-10.4 - EX-10.4 - RC2 CORP | c63497exv10w4.htm |
EX-99.1 - EX-99.1 - RC2 CORP | c63497exv99w1.htm |
EX-10.8 - EX-10.8 - RC2 CORP | c63497exv10w8.htm |
EX-10.7 - EX-10.7 - RC2 CORP | c63497exv10w7.htm |
EX-10.2 - EX-10.2 - RC2 CORP | c63497exv10w2.htm |
EX-10.6 - EX-10.6 - RC2 CORP | c63497exv10w6.htm |
EX-10.9 - EX-10.9 - RC2 CORP | c63497exv10w9.htm |
EX-10.11 - EX-10.11 - RC2 CORP | c63497exv10w11.htm |
EX-10.10 - EX-10.10 - RC2 CORP | c63497exv10w10.htm |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 10, 2011
RC2 CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
0-22635 | 36-4088307 | |
(Commission File Number) | (I.R.S. Employer I.D. | |
Number) | ||
1111 West 22nd Street | ||
Suite 320 | ||
Oak Brook, Illinois | 60523 | |
(Address of Principal Executive Offices) | (Zip Code) |
630-573-7200
(Registrants 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 (see General
Instruction A.2. below):
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR230.425) | |
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)) |
Section 1 Registrants Business and Operations
Item 1.01 | Entry Into a Material Definitive Agreement |
On March 10, 2011, RC2 Corporation, a Delaware corporation (the Company), entered into an
Agreement and Plan of Merger (the Merger Agreement) with TOMY Company, Ltd. (Parent) and Galaxy
Dream Corporation, an indirect wholly owned subsidiary of Parent (MergerSub).
Pursuant to the Merger Agreement, and upon the terms and subject to the conditions described
in the Merger Agreement, MergerSub has agreed to commence a tender offer (the Offer) to purchase
all of the outstanding shares of the Companys common stock, par value $0.01 per share (the
Company Common Stock), at a purchase price of $27.90 per share in cash, without interest (less
any applicable withholding taxes) (the Offer Price). The Offer is scheduled to commence on the
10th business day after the date of the Merger Agreement and to expire on the
20th business day following the commencement of the Offer unless extended in accordance
with the terms of the Merger Agreement and applicable law. The obligation of Parent and MergerSub
to consummate the Offer is subject to customary conditions, including that a majority of the
outstanding shares of Company Common Stock (determined on a fully diluted basis) shall have been
validly tendered and not validly withdrawn prior to the expiration of the Offer.
In the Merger Agreement, the Company granted to MergerSub an irrevocable option (the Top-Up
Option), exercisable once upon the terms and subject to the conditions set forth in the Merger
Agreement, to purchase at the Offer Price a number of authorized but unissued shares of Company
Common Stock that, when added to the number of shares owned, directly or indirectly, by Parent,
MergerSub or any other subsidiary of Parent, would constitute one share more than 90% of the shares
of Company Common Stock that will be outstanding immediately after exercise of the Top-Up Option
(the Top Up Shares). In no event will the Top-Up Option be exercisable for a number of shares in
excess of the number of authorized but unissued shares of Company Common Stock not otherwise
reserved for issuance as of immediately prior to the issuance of the Top-Up Shares. The Top-Up
Option will terminate upon the earlier of: (1) the effective time of the Merger (as defined below)
and (2) the termination of the Merger Agreement in accordance with its terms.
Upon successful completion of the Offer, and subject to the terms and conditions of the Merger
Agreement, MergerSub will be merged with and into the Company, with the Company surviving as an
indirect wholly owned subsidiary of Parent (the Merger). At the effective time of the Merger,
each issued and outstanding share of Company Common Stock, other than shares held in the treasury
of the Company or owned by Parent, MergerSub or any other direct or indirect subsidiary of Parent,
and shares of Company Common Stock held by stockholders who properly demand appraisal rights, will
be converted into the right to receive the Offer Price. The closing of the Merger is subject to
customary closing conditions. The parties have agreed that, if following completion of the Offer,
Purchaser has acquired at least 90% of the outstanding shares of
Company Common Stock (including pursuant to the Top-Up
Option), the Merger will be completed without a meeting of the Corporations stockholders pursuant
to Delawares short-form merger statute. Otherwise, the Parent and Purchaser will need to obtain
the approval of the
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Companys
stockholders holding a majority of the outstanding shares of Company
Common Stock to adopt the Merger
Agreement prior to consummating the Merger. In this event, the Company will call and convene a
stockholder meeting to obtain this approval, and Purchaser will vote all
shares of Company Common Stock it acquires pursuant to the Offer and subsequent offering period, if any, in favor of
the adoption of the Merger Agreement, thereby assuring approval.
Neither the Offer nor the Merger is subject to a financing condition.
The Merger Agreement includes representations, warranties and covenants of the parties
customary for a transaction of this nature. Under the terms of the Merger Agreement, the Company
may solicit alternative acquisition proposals from third parties until April 9, 2011 (the No-Shop
Period Start Date), subject to extension for an additional 15 calendar days in limited
circumstances as provided in the Merger Agreement. It is not anticipated that any developments
will be disclosed with regard to this process unless the Companys Board of Directors decides to
accept a superior proposal or to require Parent to extend the Offer in connection with a potential
superior proposal in the limited circumstances provided in the Merger Agreement. There can be no
assurance that this process will result in an alternative transaction.
From and after the No-Shop Period Start Date, the Company may not solicit or initiate
discussions with third parties regarding other proposals to acquire the Company and has agreed to
certain restrictions on its ability to respond to such proposals as provided in Merger Agreement.
The Company must give Parent four business days notice (whether during or after the No-Shop Period
Start Date) before the Companys Board of Directors is permitted to change its recommendation or
terminate the Merger Agreement to accept a superior proposal. The right of the Companys Board of
Directors to change its recommendation or to terminate the Merger Agreement to accept a superior
proposal is subject to certain additional limitations as set forth in the Merger Agreement,
including a customary matching right in favor of Parent prior to any termination of the Merger
Agreement by the Company to accept a superior proposal.
The Merger Agreement also includes customary termination provisions for the Company and Parent
and provides that, in connection with the termination of the Merger Agreement under specified
circumstances, the Company will be required to pay Parent a termination fee of $20.9 million,
except that the termination fee will be $11.3 million in the event the Merger Agreement is
terminated by the Company in order to accept a superior proposal prior to the No-Shop Period Start
Date, or subject to certain limitations as provided in the Merger Agreement, during the additional
15 calendar day period following the No-Shop Period Start Date.
The foregoing description of the Merger Agreement is qualified in its entirety by reference to
the Merger Agreement, a copy of which is filed as Exhibit 2.1 hereto and is incorporated herein by
reference. The Merger Agreement has been attached to provide investors with information regarding
its terms. It is not intended to provide any other factual information about the Company, MergerSub
or Parent. In particular, the assertions embodied in the representations and warranties contained
in the Merger Agreement are qualified by information in confidential disclosure schedules provided
by the Company to Parent and MergerSub in connection with the signing of the Merger Agreement.
These disclosure schedules contain information that modifies, qualifies and creates exceptions to
the representations and warranties set forth in the Merger
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Agreement. Moreover, certain
representations and warranties in the Merger Agreement were used for the purpose of allocating risk
between the Company and Parent and MergerSub, rather than establishing matters as facts.
Accordingly, you should not rely on the representations and warranties in
the Merger Agreement as characterizations of the actual state of facts about the Company,
Parent or MergerSub.
On March 10, 2011, pursuant to Section 2.14 of the Merger Agreement, the Board of Directors of
the Company approved and adopted an amendment (the ESPP Amendment) to the RC2 Corporation
Employee Stock Purchase Plan, as amended (the ESPP). Pursuant to the ESPP Amendment, no new
offering periods under the ESPP will commence following March 10, 2011.
The foregoing description of the ESPP Amendment does not purport to be complete and is
qualified by reference to the ESPP Amendment, a copy of which is filed as Exhibit 10.1 to this
report and is incorporated herein by reference.
Section 5 Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Amendments to Existing Employment Agreements
On March 10, 2011, the Company entered into amendments to the Employment Agreements (the
Employment Agreement Amendments) with each of the Companys executive officers, Curtis W.
Stoelting, Peter J. Henseler, Peter A. Nicholson, Gregory J. Kilrea and Helena Lo. The Employment
Agreement Amendments extend the expected completion date of the executive officers existing
Employment Agreements from March 31, 2011 to September 30,
2011, and extend the date for the 2011
issuance of equity awards and the 2011 annual base salary increases to the later of (1) June 30,
2011 and (2) 10 days after the termination of the Merger Agreement in accordance with its terms.
The Employment Agreement Amendments also modify the definition of a change of control to conform to
the definition contained in the Companys 2005 Stock Incentive Plan, as amended. The Employment
Agreement Amendments will be superseded by the New Employment Agreements described below if and
when the New Employment Agreements take effect. The foregoing description of the Employment
Agreement Amendments does not purport to be complete and is qualified by reference to the
Employment Agreement Amendments, copies of which are filed as Exhibits 10.7, 10.8, 10.9, 10.10 and
10.11 to this report and are incorporated herein by reference.
New Employment Agreements
On March 10, 2011, concurrently with the execution of the Merger Agreement, the Company and
Parent (solely with respect to certain provisions thereof) entered into employment agreements (the
New Employment Agreements) with each of the Companys executive officers. The New Employment
Agreements, which would become effective only upon the consummation of the Offer (the date of
effectiveness of the New Employment Agreements is referred to as the Commencement Date), would amend, restate and
replace in
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their entirety the executive officers existing employment agreements with the Company,
which were entered into on April 1, 2008, in the case of Curtis W. Stoelting, Peter J. Henseler,
Gregory J. Kilrea and Helena Lo and on November 5, 2008, in the case of Peter A. Nicholson (as
amended, the Existing Employment Agreements).
The New Employment Agreements contain substantially similar compensation and benefits for the
Companys executive officers as the compensation and benefits in the Existing Employment
Agreements. In addition, pursuant to the New Employment Agreements, each executive officer has
agreed to waive his or her current rights with respect to accelerated
vesting of his or her
outstanding awards. In connection with such waiver, each executive officer has agreed that a cash
amount (the Rollover Amount) equal to approximately 78% for each of Mr. Stoelting and Mr.
Henseler, 38% for each of Mr. Kilrea and Ms. Lo and 51% for Mr. Nicholson, of the cash value of
the executive officers unvested equity awards which otherwise would have vested and been payable
upon the consummation of the Merger will be subject to vesting over a period of three years
following the Commencement Date and the unvested amounts will be subject to forfeiture if the
executive officers employment is terminated by the Company for cause or the executive officer
resigns without good reason. The balance of the cash value of the
executive officers unvested equity awards will be paid in cash
upon the closing of the Merger as provided in the Merger Agreement.
Pursuant to the New Employment Agreements, Mr. Stoelting will serve as Chief Executive Officer
of the Company, Mr. Henseler will serve as President of the Company, Mr. Kilrea will serve as Chief
Operating Officer of the Company, Ms. Lo will serve as an Executive Vice President of the Company
and Managing Director of RC2 (H.K.) Limited and Mr. Nicholson will serve as Chief Financial Officer
of the Company. The terms of the New Employment Agreements are four years for Mr. Stoelting, two
years for Mr. Henseler and three years for each of Mr. Kilrea, Ms. Lo and Mr. Nicholson unless
earlier terminated in accordance with the applicable New Employment Agreement. Base salaries will
be $486,720 for Mr. Stoelting, $482,720 for Mr. Henseler, $360,000 for Mr. Kilrea, $337,459 for Ms.
Lo and $324,480 for Mr. Nicholson, subject to annual increases based on performance, changes in
responsibilities and increases in the Consumer Price Index. Each executive officer will also be
eligible for (1) an annual cash bonus at a target level of 2.25 times base salary for Mr. Stoelting
and Mr. Henseler, 1.75 times base salary for Mr. Kilrea and Ms. Lo and 1.70 for Mr. Nicholson and
(2) subject to approval by Parents stockholders and Parents board of directors, an equity award
covering 200,000 shares of Parent stock for each of Mr. Stoelting and Mr. Henseler, 100,000 shares
of Parent stock for Mr. Kilrea and 50,000 shares of Parent stock for each of Ms. Lo and Mr.
Nicholson under Parents equity plan. The equity awards will vest 50% on each of the second and
fourth anniversary of the date of grant. In the event of a change of control of Parent, the equity
awards will vest in full. If Parent shareholder approval or Parent board of director approval is
not obtained, Parent will provide the executive officer with a long-term cash incentive benefit
equal to the Black-Scholes value of the executive officers equity award, measured as of the date
such cash incentive benefit is granted. Each executive officer will also be entitled to a car
allowance, life and disability insurance and certain other fringe benefits commensurate with his
position.
Under the New Employment Agreements, the Rollover Amounts are $3,500,000 for each of Mr.
Stoelting and Mr. Henseler and $1,000,000 for each of Mr. Kilrea, Ms. Lo and Mr. Nicholson. Upon
consummation of the Merger, the Rollover Amounts will
5
be paid into interest bearing escrow accounts
and vest 20% on the first anniversary of the Commencement Date, 35% on the second anniversary of
the Commencement Date and 45% on the third anniversary of the Commencement Date. In the event of a
change of control of Parent or the Company, the executive officers will be entitled to the
immediate vesting of the then unvested portion of their Rollover Amounts and payment therefor and
any interest
thereon. The Company also agreed to reimburse the executive officers in the event that certain
additional taxes under Section 409A of the Internal Revenue Code are imposed with respect to the
Rollover Amount. The New Employment Agreements also state that if any of the payments to the
executive officers would be subject to an excise tax under Section 4999 of the Internal Revenue
Code, then the payments due will be reduced by an amount sufficient for the Company to make the
payments without being subject to such excise tax.
Under the New Employment Agreements, in the event of termination of employment for disability,
subject to the execution of a release, the applicable executive officer will be entitled to (1)
continuation of his or her then effective base salary for six months after the date of termination
of employment, (2) a pro rata portion of any bonus he or she would have been entitled to receive in
the year of termination, (3) immediate vesting of the then unvested portion of the Rollover Amount
and payment therefore and any interest thereon, and (4) medical, disability and life insurance
benefits for three years after the date of termination of employment.
Under the New Employment Agreements, in the event of termination of employment for death, the
applicable executive officer will be entitled to (1) the proceeds from any life insurance, (2) a
pro rata portion of any bonus he or she would have been entitled to receive in the year of
termination, and (3) immediate vesting of the then unvested portion of the Rollover Amount and
payment therefore and any interest thereon.
Under their New Employment Agreements, in the event Mr. Stoeltings or Mr. Henselers
employment is terminated by the Company without cause or by Mr. Stoelting or Mr. Henseler for good
reason, subject to the execution of a release, Mr. Stoelting or Mr. Henseler will be entitled to
(1) continuation of his then effective base salary for 24 months after the date of termination of
employment, (2) immediate vesting of the then unvested portion of the Rollover Amount and payment
therefor and any interest thereon, and (3) medical, disability and life insurance benefits for two
years after the date of termination of employment.
Under their New Employment Agreements, in the event Mr. Kilreas, Ms. Los or Mr. Nicholsons
employment is terminated by the Company without cause or by Mr. Kilrea, Ms. Lo or Mr. Nicholson for
good reason on or prior to the second anniversary of the Commencement Date, subject to the
execution of a release, Mr. Kilrea, Ms. Lo or Mr. Nicholson will be entitled to (1) continuation of
his or her then effective base salary for 36 months after the date of termination of employment,
(2) a payment equal to the greater of (a) 200% of the average incentive bonus payments received by
him or her under the Companys bonus plan or a predecessor annual bonus plan of the Company over
the preceding three years or (b) 100% of his or her target bonus under the Companys bonus plan for
the year in which the termination occurs, (3) immediate vesting of the then unvested portion of the
Rollover Amount and payment therefor and any interest thereon,
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and (4) medical, disability and life
insurance benefits for three years after the date of termination of employment. In the event Mr.
Kilreas, Ms. Los or Mr. Nicholsons employment is terminated by the Company without cause or by
Mr. Kilrea, Ms. Lo or Mr. Nicholson for good reason after the second anniversary of the
Commencement Date, subject to the execution of a release, Mr. Kilrea, Ms. Lo or Mr. Nicholson will
be entitled to (1) continuation of his or her then effective base salary for 24 months after the
date of termination of employment, (2) a payment equal to 50% of his or her target bonus under the
Companys bonus plan for the year in which the
termination occurs, (3) immediate vesting of the then unvested portion of the Rollover Amount and
payment therefor and any interest thereon, and (4) medical, disability and life insurance benefits
for two years after the date of termination of employment.
Under the New Employment Agreements, in the event the employment of Mr. Stoelting, Mr. Kilrea,
Ms. Lo or Mr. Nicholson is terminated due to non-renewal of the New Employment Agreement at the end
of its term, subject to the execution of a release, the executive officer will be entitled to (1)
continuation of his or her then effective base salary for 12 months after the date of termination
of employment for Mr. Stoelting and 24 months after the date of termination of employment for Mr.
Kilrea, Ms. Lo or Mr. Nicholson., (2) a payment equal to 50% of his or her target bonus under the
Companys bonus plan for the year in which the termination occurs for Mr. Kilrea, Ms. Lo or Mr.
Nicholson, and (3) medical, disability and life insurance benefits for one year after the date of
termination of employment for Mr. Stoelting and two years after the date of termination for Mr.
Kilrea, Ms. Lo or Mr. Nicholson.
Under his New Employment Agreement, in the event the employment of Mr. Henseler is terminated
due to non-renewal, Mr. Henseler and the Company will enter into a consulting arrangement for a
period of one year. During the consulting period, Mr. Henseler agrees to work a maximum of 1,000
hours, will be paid 75% of his then base salary, will be continue to vest in his Rollover Amount
and will be entitled to continued medical, disability and life insurance benefits.
Pursuant to his New Employment Agreement, each of Mr. Stoelting and Mr. Henseler and their
spouses and eligible dependents will be entitled to continued medical benefits after retirement
until the later of the executive officers or his spouses death as long as he makes the same
contributions for such medical benefits as active employees. Each of Mr. Stoelting and Mr.
Henseler will also be eligible to participate in the Companys group life, disability and dental
coverage contributes after retirement until his death provided that he pays 100% of the cost of
such coverage.
The New Employment Agreements contain customary noncompetition, nonsolicitation and
nondisclosure covenants on the part of each of the executive officers.
The foregoing description of the New Employment Agreements does not purport to be complete and
is qualified by reference to the New Employment Agreements, copies of which are filed as Exhibits
10.2, 10.3, 10.4, 10.5 and 10.6 to this report and are incorporated herein by reference.
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Section 7 Regulation FD
Item 7.01 | Regulation FD Disclosure. |
The Company and Parent issued a joint press release on March 10, 2011, announcing the
execution of the Merger Agreement (the Press Release). A copy of the Press Release is attached
as Exhibit 99.1 to this report. The attached Exhibit 99.1 is furnished pursuant to Item 7.01 of
Form 8-K.
The information in this Item 7.01 and the Press Release attached hereto shall not be deemed
filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange
Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Important Information About the Tender Offer
This report and the description contained herein are for informational purposes only and are
not an offer to purchase or a solicitation of an offer to sell securities of the Company. The
Offer described herein has not yet been commenced. At the time the Offer is commenced, Parent and
MergerSub will file a tender offer statement on a Schedule TO the Securities and Exchange
Commission (the SEC), and the Company will file with the SEC a solicitation/recommendation
statement on Schedule 14D-9 with respect to the Offer. The tender offer statement (including offer
to purchase, a related letter of transmittal and other offer documents) and the
solicitation/recommendation statement will contain important information about the Offer and
proposed Merger that should be read carefully before any decision is made with respect to the
Offer. The Companys stockholders can obtain all of these documents (and all other offer documents
filed with the SEC) when they are filed and become available free of charge from the SECs website
at www.sec.gov. In addition, free copies of the tender offer statement and related material may be
obtained, when they become available at Parents website at
www.takaratomy.co.jp/company/release/ir/index.html; and the solicitation/recommendation statement,
and related materials may be obtained, when available, without charge, by directing a request to
1111 West 22nd Street, Suite 320, Oak Brook, Illinois 60523, or on RC2s corporate
website at www.rc2.com.
Forward-Looking Statements
Certain statements contained in this report about the Companys expectations of future events
or results constitute forward-looking statements for purposes of the safe harbor provisions of The
Private Securities Litigation Reform Act of 1995. You can identify forward-looking statements by
terminology such as, may, should, expects, plans, anticipates, believes, estimates,
predicts, potential, continue, or the negative of these terms or other comparable
terminology. Such forward-looking statements are based on currently available competitive,
financial and economic data and managements views and assumptions regarding future events. Such
forward-looking statements are inherently uncertain, and investors must recognize that actual
results may differ from those expressed or implied in the forward-looking statements. In addition,
certain factors could affect the outcome of the matters described in this report. These
8
factors
include, but are not limited to, (1) the occurrence of any event, change or other circumstances
that could give rise to the termination of the Merger Agreement, (2) the outcome of any legal
proceedings that may be instituted against the Company or others following the announcement of the
Merger Agreement, (3) the inability to complete the Offer or the Merger due to the failure to
satisfy the conditions in the Merger Agreement, (4) risks that the proposed transaction disrupts
current plans and operations, and (5) the costs, fees and expenses related to the transaction. The
Company has provided additional information regarding risks associated with its business in its
Annual Report on Form 10-K for the year ended December 31, 2010 as well as other filings with the
SEC, available for viewing on the Companys website at www.rc2corp.com and on the SECs website at
www.sec.gov. You are urged to consider
these factors carefully in evaluating the forward-looking statements herein and are cautioned
not to place undue reliance on such forward-looking statements, which are qualified in their
entirety by this cautionary statement. These statements are based on information as of the date of
this report and the Company assumes no obligation to update any forward-looking statements, whether
as a result of new information, future events, or otherwise.
Section 9 Financial Statements and Exhibits
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
Exhibit No. | Description | |
2.1
|
Agreement and Plan of Merger, dated as of March 10, 2011, by and among TOMY Company, Ltd., Galaxy Dream Corporation and RC2 Corporation. | |
10.1
|
Amendment to RC2 Corporation Employee Stock Purchase Plan, dated as of March 10, 2011. | |
10.2
|
Employment Agreement, dated as of March 10, 2011, among the Company, TOMY Company, Ltd. (solely as to certain sections thereof as provided therein) and Curtis W. Stoelting. | |
10.3
|
Employment Agreement, dated as of March 10, 2011, among the Company, TOMY Company, Ltd. (solely as to certain sections thereof as provided therein) and Peter J. Henseler. | |
10.4
|
Employment Agreement, dated as of March 10, 2011, among the Company, TOMY Company, Ltd. (solely as to certain sections thereof as provided therein) and Peter A. Nicholson. | |
10.5
|
Employment Agreement, dated as of March 10, 2011, among the Company, TOMY Company, Ltd. (solely as to certain sections thereof as provided therein) and Gregory J. Kilrea. | |
10.6
|
Employment Agreement, dated as of March 10, 2011, among the Company, TOMY Company, Ltd. (solely as to certain sections thereof as provided therein) and Helena Lo. |
9
Exhibit No. | Description | |
10.7
|
Second Amendment to Employment Agreement, dated as of March 10, 2011, between the Company and Curtis W. Stoelting. | |
10.8
|
Second Amendment to Employment Agreement, dated as of March 10, 2011, between the Company and Peter J. Henseler. | |
10.9
|
Second Amendment to Employment Agreement, dated as of March 10, 2011, between the Company and Peter A. Nicholson. | |
10.10
|
Second Amendment to Employment Agreement, dated as of March 10, 2011, between the Company and Gregory J. Kilrea. | |
10.11
|
First Amendment to Employment Agreement, dated as of March 10, 2011 between the Company and Helena Lo. | |
99.1
|
Press Release dated March 10, 2011. |
10
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, RC2 Corporation has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RC2 CORPORATION |
||||
Date: March 11, 2011 | By | /s/ Curtis W. Stoelting | ||
Curtis W. Stoelting, | ||||
Chief Executive Officer | ||||
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