Allergan Finance LLC 8-K 2008
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant To Section 13 or 15(d) Of the Securities and Exchange Act Of 1934
February 25, 2008
Date of Report (Date of earliest event reported)
WATSON PHARMACEUTICALS, INC.
(Exact name of registrant as specified in its charter)
(Registrants telephone number, including area code)
(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:
TABLE OF CONTENTS
2008 Cash Incentive Compensation for Chief Executive Officer.
On February 25, 2008, the Compensation Committee (the Committee) of the Board of Directors of Watson Pharmaceuticals, Inc. (the Company) adopted a formula for determining whether to award a cash bonus to Paul M. Bisaro, the Companys President and Chief Executive Officer, for performance during the 2008 fiscal year. The formula is not contained in a formal written plan. A summary of the criteria the Committee will use to determine Mr. Bisaros bonus for fiscal year 2008 is as follows:
Mr. Bisaro will be eligible to receive a cash bonus of up to 100% of his then current salary. Up to 70% of Mr. Bisaros award will be based upon the Companys financial performance in 2008 as measured by Adjusted EBITDA, and up 30% of Mr. Bisaros award will be at the discretion of the Committee, taking into account Mr. Bisaros success in:
The Committee may consider other relevant factors in its sole discretion. The Committee will determine whether and to what extent a bonus will be paid for fiscal year 2008 after the end of 2008.
2008 Senior Executive Compensation Program.
On February 25, 2008, the Committee also adopted our 2008 Senior Executive Compensation Cash Bonus Program (the Cash Program). The terms of the Cash Program are not contained in a formal written plan.
Pursuant to the Cash Program and/or his or her current employment agreement, each senior executive (other than the Chief Executive Officer) of the Company (each, an Executive Officer) is eligible to receive an annual cash bonus targeted at a specified percentage of his or her base salary. For 2008 these percentages range from 35% to 70% of the Executive Officers base salary, depending on his or her position with the Company (the Target Bonus).
The bonus paid to an Executive Officer can range from 0% to 150% of the Executive Officers Target Bonus, depending to varying degrees on (i) the Companys financial performance in 2008 as measured by Adjusted EBITDA, (ii) the contribution of the Executive Officers business segment to the Companys performance (where applicable) and (iii) the performance of the Executive Officer and his or her department during 2008 as determined by our CEO. The application of the above factors in determining annual cash bonus awards varies by the position and segment of the Executive Officer with the following ranges:
The total amount of cash bonus payable to an Executive Officer may be further adjusted by up to twenty five percent (25%) at the discretion of the Committee. The Committee will determine whether and to what extent cash bonuses will be paid for fiscal year 2008 after the end of 2008.
For the purposes of determining the bonus amounts for Mr. Bisaro and the Executive Officers:
Adjusted EBITDA means the Companys earnings before interest, taxes, depreciation and amortization, adjusted for share-based compensation, acquisition or licensing related charges, restructuring charges, litigation charges, charges associated with the Companys global supply chain initiative, non-cash charges, gains or losses on debt repurchase, gains or losses on sales of operating assets or securities and such other special items as determined at the discretion of the Companys Board of Directors.
Adjusted Contribution means a business segments contribution (as reported in the Companys filings with the U.S. Securities and Exchange Commission) adjusted for any reconciling item of the relevant segment that has been excluded in determining Adjusted EBITDA; and
Anda Adjusted Contribution means the distribution segments contribution (as reported in the Companys filings with the U.S. Securities and Exchange Commission) plus 25% of manufactured sales (as defined by the Company) less the distribution segments general and administrative costs. This amount is adjusted for any reconciling item that has been excluded in determining the Companys Adjusted EBITDA.
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.