FUN » Topics » Amendment and Restatement of Change in Control Plan

This excerpt taken from the FUN 8-K filed Jul 24, 2007.

Amendment and Restatement of Change in Control Plan

The Cedar Fair, L.P. Amended and Restated Executive Change of Control Plan amends and restates the “Executive Severance Plan” that was originally adopted in 1995. The plan was amended as follows:


   

the list of positions covered by the plan was amended to include the chief operating officer position;

 

   

the Board was granted the authority to add additional key employees to the plan at a level of benefits determined by the Board;

 

   

any participant who is designated to participate in the plan but has an employment agreement or other arrangement with Cedar Fair containing change in control provisions will not participate in the plan while such agreement is in effect;

 

   

tax gross-up payments by Cedar Fair to reimburse any excise tax imposed on an executive by Section 409A of the Code were added; and

 

   

the severance payments and benefits to be provided to the participants if they are terminated (other than for cause, as defined in the plan) within 24 months of a change in control were increased to:

 

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The President and/or Chief Executive Officer will receive 3 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. He will also receive life, disability, accident and health insurance benefits for the shorter of 36 months or the period until he is re-employed.

 

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Each of the Chief Operating Officer and the Chief Financial Officer will receive 2.5 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. Each will also receive life, disability, accident and health insurance benefits for the shorter of 30 months or the period until he is re-employed.

 

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Each of the Regional Vice Presidents and Corporate Division Heads; the Corporate Vice President, Administration and the Corporate Vice President, Planning & Design will receive 2 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. Each will also receive life, disability, accident and health insurance benefits for the shorter of 24 months or the period until he is re-employed.

 

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Each General Manager will receive 90% of 2 times his average annual cash compensation, as defined in the plan, for the previous 3 years (or such shorter period of time that the executive is employed by Cedar Fair) preceding the year in which the change in control occurred, less US$1. Each will also receive life, disability, accident and health insurance benefits for the shorter of 12 months or the period until he is re-employed.

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