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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/07/17 Rentech, Inc. 10-K 12/31/16 165:41M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report -- rtk-10k_20161231 HTML 2.80M
2: EX-10.32 Material Contract HTML 124K
3: EX-10.33 Material Contract HTML 125K
4: EX-10.34 Material Contract HTML 64K
5: EX-10.35 Material Contract HTML 121K
6: EX-21 Subsidiaries List HTML 47K
7: EX-23.1 Consent of Experts or Counsel HTML 47K
8: EX-23.2 Consent of Experts or Counsel HTML 46K
9: EX-31.1 Certification -- §302 - SOA'02 HTML 54K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 55K
11: EX-32.1 Certification -- §906 - SOA'02 HTML 49K
12: EX-32.2 Certification -- §906 - SOA'02 HTML 49K
19: R1 Document and Entity Information HTML 75K
20: R2 Consolidated Balance Sheets HTML 191K
21: R3 Consolidated Balance Sheets (Parenthetical) HTML 97K
22: R4 Consolidated Statements of Operations HTML 165K
23: R5 Consolidated Statements of Comprehensive Income HTML 72K
(Loss)
24: R6 Consolidated Statements of Stockholders' Equity HTML 125K
(Deficit)
25: R7 Consolidated Statements of Cash Flows HTML 254K
26: R8 Consolidated Statements of Cash Flows HTML 48K
(Parenthetical)
27: R9 Description of Business HTML 62K
28: R10 Summary of Significant Accounting Policies HTML 207K
29: R11 Investment in CVR HTML 86K
30: R12 Allegheny Acquisition HTML 51K
31: R13 NEWP Acquisition HTML 51K
32: R14 Pro Forma Information HTML 101K
33: R15 Discontinued Operations HTML 905K
34: R16 Fair Value HTML 196K
35: R17 Derivative Instruments HTML 180K
36: R18 Inventories HTML 66K
37: R19 Property, Plant and Equipment HTML 124K
38: R20 Goodwill HTML 82K
39: R21 Debt HTML 134K
40: R22 Commitments and Contingencies HTML 89K
41: R23 Reverse Stock Split HTML 49K
42: R24 Preferred Stock HTML 64K
43: R25 Stockholders' Equity HTML 81K
44: R26 Accounting for Equity Based Compensation HTML 570K
45: R27 Future Minimum Lease Receipts HTML 64K
46: R28 Employee Benefit Plans HTML 50K
47: R29 Income Taxes HTML 375K
48: R30 Segment Information HTML 483K
49: R31 Net Income (Loss) Per Common Share Attributable to HTML 217K
Rentech
50: R32 Selected Quarterly Financial Data (Unaudited) HTML 1.42M
51: R33 Subsequent Events HTML 51K
52: R34 Schedule I - Condensed Financial Information HTML 419K
(Parent Company Only)
53: R35 Schedule II - Valuation and Qualifying Accounts HTML 105K
54: R36 Summary of Significant Accounting Policies HTML 266K
(Policies)
55: R37 Summary of Significant Accounting Policies HTML 164K
(Tables)
56: R38 Investment in CVR (Tables) HTML 77K
57: R39 Pro Forma Information (Tables) HTML 101K
58: R40 Discontinued Operations (Tables) HTML 935K
59: R41 Fair Value (Tables) HTML 187K
60: R42 Derivative Instruments (Tables) HTML 173K
61: R43 Inventories (Tables) HTML 66K
62: R44 Property, Plant and Equipment (Tables) HTML 114K
63: R45 Goodwill (Tables) HTML 79K
64: R46 Debt (Tables) HTML 112K
65: R47 Commitments and Contingencies (Tables) HTML 62K
66: R48 Preferred Stock (Tables) HTML 58K
67: R49 Stockholders' Equity (Tables) HTML 70K
68: R50 Accounting for Equity Based Compensation (Tables) HTML 570K
69: R51 Future Minimum Lease Receipts (Tables) HTML 61K
70: R52 Income Taxes (Tables) HTML 378K
71: R53 Segment Information (Tables) HTML 479K
72: R54 Net Income (Loss) Per Common Share Attributable to HTML 213K
Rentech (Tables)
73: R55 Selected Quarterly Financial Data (Unaudited) HTML 1.42M
(Tables)
74: R56 Description of Business - Additional Information HTML 165K
(Detail)
75: R57 Summary of Significant Accounting Policies - HTML 106K
Additional Information (Detail)
76: R58 Summary of Significant Accounting Policies - HTML 72K
Property, Plant and Equipment Stated at Cost Less
Accumulated Depreciation (Detail)
77: R59 Summary of Significant Accounting Policies - HTML 51K
Reconciliation of Change in Carrying Value of AROs
(Detail)
78: R60 Summary of Significant Accounting Policies - HTML 78K
Summary of Intangible Assets (Detail)
79: R61 Summary of Significant Accounting Policies - HTML 57K
Schedule of Future Amortization Expense (Detail)
80: R62 Investment in CVR - Additional Information HTML 76K
(Detail)
81: R63 Investment in CVR - Summary of Financial HTML 76K
Information (Detail)
82: R64 Allegheny Acquisition - Additional Information HTML 67K
(Detail)
83: R65 NEWP Acquisition - Additional Information (Detail) HTML 72K
84: R66 Pro Forma Information - Pro Forma Information HTML 61K
(Detail)
85: R67 Discontinued Operations - Additional Information HTML 429K
(Detail)
86: R68 Discontinued Operations - Schedule of Disposal HTML 233K
Groups, Including Discontinued Operations, Income
Statement, Balance Sheet and Additional
Disclosures (Detail)
87: R69 Discontinued Operations - Summary of Total Debt HTML 73K
(Detail)
88: R70 Discontinued Operations - Summary of Changes in HTML 102K
Projected Benefit Obligation (Detail)
89: R71 Discontinued Operations - Components of Net HTML 85K
Periodic Benefit Cost and Other Changes in Plan
Assets and Benefit Obligations Recognized in Other
Comprehensive Income (Detail)
90: R72 Discontinued Operations - Summary of Recognized in HTML 60K
Accumulated Other Comprehensive Loss (Detail)
91: R73 Discontinued Operations - Weighted Average HTML 52K
Assumptions Used to Determine Benefit Obligations
(Detail)
92: R74 Discontinued Operations - Weighted Average HTML 61K
Assumptions Used to Determine Net Pension Cost
(Detail)
93: R75 Discontinued Operations - Schedule of Allocation HTML 55K
of Plan Assets (Detail)
94: R76 Discontinued Operations - Summary of Pension Plan HTML 55K
Assets Measured at Fair Value (Detail)
95: R77 Discontinued Operations - Charges Associated with HTML 55K
Equity Based Compensation (Detail)
96: R78 Discontinued Operations - Equity Based HTML 76K
Compensation Transactions (Detail)
97: R79 Discontinued Operations - Summary of Future HTML 68K
Minimum Lease Payments (Detail)
98: R80 Fair Value - Fair Value Disclosure (Detail) HTML 49K
99: R81 Fair Value - Fair Value and Carrying Value of HTML 62K
Borrowings and Interest Rate Swaps (Detail)
100: R82 Fair Value - Additional Information (Detail) HTML 56K
101: R83 Fair Value - Reconciliation of the Change in the HTML 61K
Carrying Value of Earn-out Consideration (Detail)
102: R84 Derivative Instruments - Additional Information HTML 74K
(Detail)
103: R85 Derivative Instruments - Net Gain (Loss) on HTML 58K
Interest Rate Swaps (Detail)
104: R86 Derivative Instruments - Net Gain (Loss) on HTML 53K
Currency Swaps (Detail)
105: R87 Derivative Instruments - Summary of Interest Rate HTML 58K
Swaps and Currency Swaps, Recorded in Other
Current Liabilities (Detail)
106: R88 Derivative Instruments - Schedule of Financial HTML 56K
Instruments at Fair Value (Detail)
107: R89 Inventories - Inventories (Detail) HTML 54K
108: R90 Inventories - Additional Information (Detail) HTML 51K
109: R91 Property, Plant and Equipment - Property, Plant HTML 70K
and Equipment (Detail)
110: R92 Property, Plant and Equipment - Construction in HTML 57K
Progress (Detail)
111: R93 Property, Plant and Equipment - Additional HTML 82K
Information (Detail)
112: R94 Goodwill - Reconciliation of Change in Carrying HTML 65K
Value of Goodwill (Detail)
113: R95 Goodwill - Additional Information (Detail) HTML 57K
114: R96 Debt - Additional Information (Detail) HTML 309K
115: R97 Debt - Summary of Total Debt (Detail) HTML 73K
116: R98 Debt - Future Maturities of Long-term Debt HTML 66K
(Detail)
117: R99 Commitments and Contingencies - Additional HTML 110K
Information (Detail)
118: R100 Commitments and Contingencies - Summary of Future HTML 61K
Minimum Lease Payments (Detail)
119: R101 Commitments and Contingencies - Summary of Future HTML 48K
Minimum Lease Payments (Parenthetical) (Detail)
120: R102 Reverse Stock Split - Additional Information HTML 66K
(Detail)
121: R103 Preferred Stock - Additional Information (Detail) HTML 98K
122: R104 Preferred Stock - Schedule of Mezzanine Equity HTML 60K
(Detail)
123: R105 Stockholders' Equity - Additional Information HTML 55K
(Detail)
124: R106 Stockholders' Equity - Performance-Based RSUs, or HTML 53K
PSUs, and Time-Based Restricted Stock Units, or
RSUs Issued by the Company (Detail)
125: R107 Accounting for Equity Based Compensation - HTML 131K
Additional Information (Detail)
126: R108 Accounting for Equity Based Compensation - Charges HTML 57K
Associated with All Equity Based Grants (Detail)
127: R109 Accounting for Equity Based Compensation - Fair HTML 74K
Value of Options and Warrants (Detail)
128: R110 Accounting for Equity Based Compensation - Number HTML 71K
of Shares Reserved, Outstanding and Available for
Issuance (Detail)
129: R111 Accounting for Equity Based Compensation - Charges HTML 64K
Associated with Equity Based Compensation (Detail)
130: R112 Accounting for Equity Based Compensation - Equity HTML 121K
Based Compensation Transactions (Detail)
131: R113 Accounting for Equity Based Compensation - Summary HTML 102K
of Options and Warrants Outstanding and
Exercisable (Detail)
132: R114 Future Minimum Lease Receipts - Additional HTML 50K
Information (Detail)
133: R115 Future Minimum Lease Receipts - Schedule of HTML 58K
Minimum Future Rentals on Noncancelable Operating
Leases (Detail)
134: R116 Employee Benefit Plans - Additional Information HTML 61K
(Detail)
135: R117 Income Taxes - Additional Information (Detail) HTML 78K
136: R118 Income Taxes - Domestic and Foreign Components of HTML 54K
Loss from Continuing Operations Before Income
Taxes (Detail)
137: R119 Income Taxes - Income Tax Provision (Benefit) for HTML 79K
Continuing Operations (Detail)
138: R120 Income Taxes - Income Taxes at the Federal HTML 87K
Statutory Rate for Continuing Operations (Detail)
139: R121 Income Taxes - Components of the Net Deferred Tax HTML 83K
Liability (Detail)
140: R122 Income Taxes - Available Carryforwards to Offset HTML 107K
Future Taxable Income (Detail)
141: R123 Income Taxes - Unrecognized Tax Benefits (Detail) HTML 60K
142: R124 Segment Information - Additional Information HTML 47K
(Detail)
143: R125 Segment Information - Segment Information (Detail) HTML 180K
144: R126 Segment Information - Summary of Revenues by HTML 60K
Geographic Area (Detail)
145: R127 Segment Information - Summary of Assets by HTML 63K
Geographic Area (Detail)
146: R128 Segment Information - Segment Information HTML 66K
(Parenthetical) (Detail)
147: R129 Net Income (Loss) Per Common Share Attributable to HTML 139K
Rentech - Schedule of Earnings Per Share, Basic
and Diluted (Detail)
148: R130 Net Income (Loss) Per Common Share Attributable to HTML 49K
Rentech - Additional Information (Detail)
149: R131 Selected Quarterly Financial Data (Unaudited) - HTML 111K
Selected Unaudited Condensed Consolidated
Financial Information (Detail)
150: R132 Selected Quarterly Financial Data (Unaudited) - HTML 96K
Additional Information (Detail)
151: R133 Selected Quarterly Financial Data (Unaudited) - HTML 146K
Financial Statements of Balance sheets (Detail)
152: R134 Selected Quarterly Financial Data (Unaudited) - HTML 77K
Financial Statements of Balance sheets
(Parenthetical) (Detail)
153: R135 Selected Quarterly Financial Data (Unaudited) - HTML 152K
Financial Statements of Operations (Detail)
154: R136 Selected Quarterly Financial Data (Unaudited) - HTML 174K
Net Income (Loss) Per Common Share Attributable To
Rentech (Detail)
155: R137 Subsequent Events - Additional Information HTML 66K
(Detail)
156: R138 Schedule I - Condensed Financial Information - HTML 190K
Condensed Balance Sheets (Details)
157: R139 Schedule I - Condensed Financial Information - HTML 120K
Condensed Balance Sheets (Parenthetical) (Detail)
158: R140 Schedule I - Condensed Financial Information - HTML 110K
Condensed Statements of Operations (Details)
159: R141 Schedule I - Condensed Financial Information - HTML 77K
Condensed Statements of Comprehensive Income
(Loss) (Details)
160: R142 Schedule I - Condensed Financial Information - HTML 94K
Condensed Statements of Cash Flows (Details)
161: R143 Schedule I - Condensed Financial Information - HTML 51K
Additional Information (Detail)
162: R144 Schedule II - Valuation and Qualifying Accounts HTML 59K
(Detail)
164: XML IDEA XML File -- Filing Summary XML 315K
163: EXCEL IDEA Workbook of Financial Reports XLSX 227K
13: EX-101.INS XBRL Instance -- rtk-20161231 XML 12.73M
15: EX-101.CAL XBRL Calculations -- rtk-20161231_cal XML 452K
16: EX-101.DEF XBRL Definitions -- rtk-20161231_def XML 2.20M
17: EX-101.LAB XBRL Labels -- rtk-20161231_lab XML 2.76M
18: EX-101.PRE XBRL Presentations -- rtk-20161231_pre XML 2.85M
14: EX-101.SCH XBRL Schema -- rtk-20161231 XSD 430K
165: ZIP XBRL Zipped Folder -- 0001564590-17-006169-xbrl Zip 545K
CHANGE IN CONTROL SEVERANCE BENEFITS AGREEMENT
This CHANGE IN CONTROL SEVERANCE BENEFITS AGREEMENT (the “Agreement”) is effective as of November 11, 2016 (the “Commencement Date”), between Rentech, Inc., a Colorado corporation (the “Company”), and Paul Summers (“Executive”).
RECITALS:
A.Executive is currently employed by the Company and was recently promoted to the position of Chief Financial Officer of the Company.
B.The Company and Executive wish to set forth the compensation and benefits which Executive shall be entitled to receive in the event Executive’s employment with the Company is terminated under the circumstances described herein (the period from the Commencement Date to the date of termination of employment, the “Employment Period”).
AGREEMENT:
In consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
1.TERM OF AGREEMENT. This Agreement shall commence on the Commencement Date and end on the date that Executive’s employment with the Company terminates for any reason, except that the provisions contained in Sections 3, 4, 7-16, and 18- 26 hereof shall survive the termination of Executive’s employment in accordance with their terms. For the avoidance of doubt, in the event the Executive becomes employed by any subsidiary or affiliate of Company instead of by Company, (a) such subsidiary or affiliate will assume Company’s obligations under this Agreement and his employment with the Company shall be deemed to be terminated under this Section 1 and (b) no amounts will be due or payable under section 2(c) below.
2.SEVERANCE.
(a)Termination Without Cause or for Good Reason Following a Change in Control. In the event of Executive’s termination of employment with the Company (i) by the Company without Cause (as defined herein); or (ii) by Executive for Good Reason (as defined herein), in either case, during the period beginning one month before and ending one year after a Change in Control (as defined herein), the Company shall pay to Executive the amounts described in Section 2(c) as soon as practicable after the date of Executive’s termination or, in the case of benefits described in Section 2(c)(iv) below, as such benefits become due to Executive under the terms of the applicable plan(s), program(s) or agreement(s). In addition, if a termination described in this Section 2(a) constitutes a “separation from service” (within the meaning of Section 409A(a)(2)(A)(i) of the Internal Revenue Code of 1986, as amended, and Treasury Regulation Section 1.409A-1(h)) (a “Separation from Service”) and Executive executes a general release of claims (the “Release”) substantially in the form attached hereto as Exhibit A
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within forty-five (45) days after the date of such Separation from Service and does not revoke such Release (the date on which such Release ceases to be revocable by Executive, the “Release Date”), the Company shall (x) pay Executive an amount equal to one times Executive’s annual salary (as in effect on the date of Executive’s termination) (the “Annual Salary”) plus a target bonus of 40% of the Annual Salary (the “Target Bonus”) and (y) subject to Executive’s valid election under Internal Revenue Code Section 4980B (together with the regulations thereunder, “COBRA”) provide continued enrollment in the Company’s group health plans in which Executive and his dependents (if any) were enrolled immediately prior to the date of Executive’s Separation from Service (the “Termination Date”), from the Termination Date through the earliest to occur of (i) the expiration of the maximum coverage period permitted under COBRA, (ii) the date that is twelve (12) months from the Termination Date, or (iii) such time as Executive becomes eligible for coverage under a “group health plan” (within the meaning of COBRA) of another employer (in any case, the “Continuation Period”), at the same level of benefits as Executive and his dependents received immediately prior to the Termination Date (as may be adjusted in a manner applicable to plan participants generally), with such COBRA premiums paid solely by the Company during the Continuation Period; after the Continuation Period, any COBRA continuation (if available under applicable law) shall be at at Executive’s sole expense. Subject to Section 16 below, the cash severance payments described in the previous sentence shall be paid over twelve months from and after the Termination Date in substantially equal installments on the Company’s generally applicable payroll dates (the payments and benefits described in Sections 2(a)(x) and 2(a)(y) hereof, the “Severance”), provided, however, that if the Termination Date precedes the consummation of a Change in Control, Severance benefits shall, subject to Section 16 below, be paid or provided for a period of twelve months from and after the consummation of such Change in Control. For the avoidance of doubt, to the extent Executive is entitled to receive the severance payments under this Section 2(a), including the Annual Salary, Target Bonus and COBRA benefits, then such severance payments shall supersede and replace all prior and contemporaneous understandings, discussions, agreements, representations and warranties, both written and oral, with respect to any other severance agreement Executive may have with the Company.
(b)Other Terminations. In the event that Executive’s employment with the Company is terminated (i) by the Company for Cause, (ii) by Executive’s resignation from the Company for any reason other than Good Reason, (iii) due to Executive’s death or Disability (as defined below), or (iv) under any other circumstances not described in Section 2(a) above, subject to applicable law, the Company shall pay Executive the amounts described in Section 2(c) as soon as practicable after the date of termination or, in the case of benefits described in Section 2(c)(iv), as such benefits become due to Executive under the terms of the applicable plan(s), program(s) or agreement(s). For purposes of this Agreement, Executive’s voluntary resignation or retirement shall be considered Executive’s resignation from the Company without Good Reason.
(c)Payments Upon Termination of Employment. In the case of Executive’s termination of employment with the Company for any reason, Executive or Executive’s estate or legal representative (as applicable) shall be entitled to receive, to the extent permitted by applicable law, from the Company (i) Executive’s Annual Salary through the date of termination to the extent not previously paid; (ii) to the extent not previously paid, the amount of any bonus earned or accrued by Executive as of the date of termination under any compensation and benefit
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plans, programs or arrangements maintained in force by the Company for any fiscal year of the Company ended prior to the date of termination that is then unpaid, subject to the terms and conditions of any such plan, program or arrangement; (iii) any vacation pay or expense reimbursements accrued by Executive, in accordance with Company policy for senior executives, as of the date of termination, to the extent not previously paid; and (iv) all benefits accrued by Executive under all benefit plans and qualified and nonqualified retirement, pension, 401(k) and similar plans and arrangements of the Company, including any severance arrangements provided to Executive by the Company outside of this Agreement (except to the extent such severance arrangements are prohibited under Section 2 (a) above), in such manner and at such times as are provided under the terms of such plans and arrangements.
(d)No Other Payments. Except as expressly provided in Sections 2(a), (b) and(c) above, upon Executive’s termination of employment with the Company, Executive shall have no rights to any payments or benefits in connection with Executive’s employment with the Company or the termination thereof, including without limitation, rights to any salary, bonuses, employee benefits or other compensation which would have accrued or become payable after the termination or expiration of the Employment Period, other than those expressly required under applicable law (e.g., COBRA). In the event of a termination of Executive’s employment with the Company, Executive’s sole and exclusive remedy shall be to receive the payments and benefits described in this Section 2.
(e)Definitions. For purposes of this Agreement, the following terms shall have the following meanings:
(i)“Cause” shall mean one or more of the following:
(A)any material failure by Executive to perform Executive’s duties and responsibilities reasonably assigned to Executive by the Company (other than due to Executive’s Disability);
(B)any act of fraud, embezzlement, theft or misappropriation by Executive relating to the Company or its business or assets;
(C)Executive’s commission of a felony or a crime involving moral turpitude;
(D)any gross negligence or intentional misconduct on the part of Executive in the conduct of Executive’s duties and responsibilities with the Company or which adversely affects the image, reputation or business of the Company or its affiliates; or
(E)any material breach by Executive of any agreement between the Company and Executive.
(ii)“Change in Control” shall mean the first to occur of any of the following events:
(A)A transaction or series of transactions (other than an offering of Common Stock to the general public through a registration statement filed with the Securities
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and Exchange Commission) whereby any “person” or related “group” of “persons” (as such terms are used in Sections 13(d) and 14(d)(2) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) (other than the Company, any of its subsidiaries, an employee benefit plan maintained by the Company or any of its subsidiaries or a “person” that, prior to such transaction, directly or indirectly controls, is controlled by, or is under common control with, the Company) directly or indirectly acquires beneficial ownership (within the meaning of Rule 13d-3 under the Exchange Act) of securities of the Company possessing more than 50% of the total combined voting power of the Company’s securities outstanding immediately after such acquisition; or
(B)The consummation by the Company (whether directly involving the Company or indirectly involving the Company through one or more intermediaries) of (x) a merger, consolidation, reorganization, or business combination or (y) a sale or other disposition of all or substantially all of the Company’s assets in any single transaction or series of related transactions or (z) the acquisition of assets or stock of another entity, in each case other than a transaction which results in the Company’s voting securities outstanding immediately before the transaction continuing to represent (either by remaining outstanding or by being converted into voting securities of the Company or the person that, as a result of the transaction, controls, directly or indirectly, the Company or owns, directly or indirectly, all or substantially all of the Company’s assets or otherwise succeeds to the business of the Company (the Company or such person, the “Successor Entity”)) directly or indirectly, at least a majority of the combined voting power of the Successor Entity’s outstanding voting securities immediately after the transaction.
(iii)“Disability” shall mean Executive’s being unable to engage in substantial gainful activity by reason of any medically determinable physical or mental impairment, as determined by the Company.
(iv)“Good Reason” shall mean Executive’s resignation from employment with the Company as a result of one or more of the following:
(A)a material reduction in Executive’s Annual Salary, unless such reduction in Annual Salary is part of a general decrease in the base salary of similarly affected employees as part of a general cost reduction exercise;
(B)a material reduction in Executive’s job duties and responsibilities or the assignment to Executive of any duties inconsistent in any material respect with Executive’s position with the Company; or
(C)a material change in the geographic location at which Executive must perform services to the Company, provided that in no event will a relocation to a location within a 50 mile radius of Los Angeles, CA be deemed material for purposes of this clause.
Notwithstanding the above, no resignation for Good Reason shall be effective unless and until (i) Executive has first provided the Company with written notice specifically identifying the acts or omissions constituting the grounds for “Good Reason” within thirty (30) days after the occurrence thereof, (ii) the Company has not cured such acts or omissions within thirty (30) days of its actual receipt of such notice, and (iii) the effective date of Executive’s termination for
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Good Reason occurs no later than ninety (90) days after the initial existence of the facts or circumstances constituting Good Reason.
3.Non-Solicitation and CONFIDENTIALITY.
(a)During the Employment Period and for one year thereafter (the “Restricted Period”), Executive shall not directly or indirectly through another person or entity use the Company’s trade secrets or the Company’s confidential information to (i) induce, solicit, encourage or attempt to induce, solicit or encourage any employee of the Company to leave the employ of the Company, or in any way interfere with the relationship between the Company and any employee thereof; or (ii) induce, solicit, encourage or attempt to induce, solicit or encourage any customer, supplier, licensee, licensor, franchisee or other business relation of the Company to cease doing business with the Company, or in any way interfere with the relationship between any such customer, supplier, licensee or business relation of the Company (including, without limitation, making any negative or disparaging statements or communications regarding the Company).
(b)Executive agrees that during the Employment Period and thereafter, Executive will not directly or indirectly disclose or appropriate to Executive’s own use, or the use of any third party, any trade secret or confidential information concerning the Company or its subsidiaries or affiliates (collectively, the “Rentech Group”) or their businesses, whether or not developed by Executive, except as it is required in connection with Executive’s services rendered for the Company. Executive further agrees that, upon termination of his or her employment, Executive will not receive or remove from the files or offices of the Rentech Group any originals or copies of documents or other materials maintained in the ordinary course of business of the Rentech Group, and that Executive will return any such documents or materials otherwise in Executive’s possession. Executive further agrees that, upon termination of his or her employment, Executive will maintain in strict confidence the projects in which any member of the Rentech Group is involved or contemplating.
(c)If, at the time of enforcement of this Section 3, a court shall hold that the duration, scope or area restrictions stated herein are unreasonable under circumstances then existing, the parties agree that the maximum duration, scope or area reasonable under such circumstances shall be substituted for the stated duration, scope or area and that the court shall be allowed to revise the restrictions contained herein to cover the maximum period, scope and area permitted by law. Executive acknowledges that the restrictions contained in this Section 3 are reasonable and that Executive has reviewed the provisions of this Agreement with Executive’s legal counsel.
(d)Executive acknowledges that in the event of the breach or a threatened breach by Executive of any of the provisions of this Section 3, the Company would suffer irreparable harm, and, in addition and supplementary to other rights and remedies existing in its favor, the Company shall be entitled to specific performance and/or injunctive or other equitable relief from a court of competent jurisdiction in order to enforce or prevent any violations of the provisions hereof (without posting a bond or other security). In addition, in the event of a breach or violation by Executive of Section 3(a), the Restricted Period shall be automatically extended
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by the amount of time between the initial occurrence of the breach or violation and when such breach or violation has been duly cured.
4.Transitional Inquiries. For a reasonable period of time following the date of termination, but in no event less than three months, Executive agrees to be available to the Company to answer telephone inquiries related to the transition of Executive’s duties without payment of additional compensation. Executive’s obligations pursuant to this Section 4 are a material inducement to the Company’s entering into this Agreement with Executive.
5.Executive’s Representations. Executive represents and agrees that Executive fully understands Executive’s right to discuss all aspects of this Agreement with Executive’s private attorney, has been advised to do so by the Company, and that to the extent, if any, that Executive desired, Executive availed himself or herself of such right. Executive further represents that Executive has carefully read and fully understands all of the provisions of this Agreement, that Executive is competent to execute this Agreement, that Executive’s agreement to execute this Agreement has not been obtained by any duress and that Executive freely and voluntarily enters into it, and that Executive has read this document in its entirety and fully understands the meaning, intent and consequences of this document.
6.Employment At-Will. Subject to the termination obligations provided for in this Agreement, Executive hereby agrees that the Company may dismiss Executive and terminate Executive’s employment with the Company, with or without advance notice and without regard to (i) any general or specific policies (whether written or oral) of the Company relating to the employment or termination of its employees, or (ii) any statements made to Executive, whether made orally or contained in any document, pertaining to Executive’s relationship with the Company, or (iii) the existence or non-existence of Cause. Executive’s participation in any benefit plan or compensation arrangement will not give Executive any right or claim to any benefit hereunder except to the extent such right has become fixed under the express terms of this Agreement.
7.Notices. All notices or communications hereunder shall be in writing, addressed as follows:
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To the Company: |
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General Counsel |
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Rentech, Inc. |
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10880 Wilshire Blvd., Suite 1101 |
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To Executive: |
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Address on file with the Company |
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Or to the address on file in the permanent records of the Company at the time of the notice.
In the event the Company shall relocate its executive offices, the then-effective address shall be substituted for that set forth above. All notices hereunder shall be conclusively deemed to be received and shall be effective (i) if sent by hand delivery, upon receipt; or (ii) if sent by electronic mail or facsimile, upon confirmation of receipt by the sender of such transmission.
8.Severability. In the event any provision or part of this Agreement is found to be invalid or unenforceable, only that particular provision or part so found, and not the entire Agreement, will be inoperative.
9.ENFORCEMENT. Without in any way limiting any right or remedy otherwise available to the Company, if Executive materially violates any provision of this Agreement or any other confidentiality, nondisclosure, noncompetition or similar agreement with the Company to which Executive is a party, and such violation, if unintentional on the part of Executive, continues for a period of ten (10) days following receipt of written notice from the Company, any Severance then or thereafter due from the Company to Executive may be terminated forthwith and upon such election by the Company, the Company’s obligation to pay and Executive’s right to receive such Severance shall terminate and be of no further force or effect. Executive’s obligations under this Agreement shall not be limited or affected by, and such provisions shall remain in full force and effect notwithstanding, the termination of any Severance by the Company in accordance with this Section. The exercise of the right to terminate such Severance shall not be deemed to be an election of remedies by the Company and shall not in any manner modify, limit or preclude the Company from exercising any other rights or seeking any other remedies available to it at law or in equity.
10.Complete Agreement. This Agreement and those documents expressly referred to herein embody the complete agreement and understanding among the parties and supersede and preempt any prior understandings, agreements or representations by or among the parties, written or oral, which may have related to the subject matter hereof in any way. Except as expressly provided in this Agreement and any equity compensation agreements Executive may have with the Company or Rentech, Inc., Executive shall not be entitled to any severance, termination or other payments or benefits upon or in connection with Executive’s termination of employment with the Company and this Agreement expressly supersedes any other agreements, programs or policies providing for any such payments or benefits.
11.No Strict Construction. The language used in this Agreement shall be deemed to be the language chosen by the parties hereto to express their mutual intent, and no rule of strict construction shall be applied against any party.
12.Counterparts. This Agreement may be executed in separate counterparts, each of which is deemed to be an original and all of which taken together constitute one and the same agreement.
13.Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the beneficiaries, heirs and representatives of Executive and the successors and assigns
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of the Company (including without limitation, any successor due to reincorporation of the Company or formation of a holding company). Executive may not assign Executive’s rights (except by will or the laws of descent and distribution) or delegate Executive’s duties or obligations hereunder. Except as provided by this Section 13, this Agreement is not assignable by any party and no payment to be made hereunder shall be subject to anticipation, alienation, sale, transfer, assignment, pledge, encumbrance or other charge.
14.CHOICE OF LAW. All issues and questions concerning the construction, validity, enforcement and interpretation of this Agreement and the exhibits and schedules hereto shall be governed by, and construed in accordance with, the laws of the State of California regardless of the law that might be applied under principles of conflicts of laws, except where preemptive federal law governs.
15.Amendment and Waiver. Except as provided in Section 16 below, the provisions of this Agreement may be amended, modified or waived only with the prior written consent of the Company and Executive, and no course of conduct or course of dealing or failure or delay by any party hereto in enforcing or exercising any of the provisions of this Agreement (including, without limitation, the Company’s right to terminate Executive’s employment and the Employment Period for Cause) shall affect the validity, binding effect or enforceability of this Agreement or be deemed to be an implied waiver of any provision of this Agreement.
16.Internal Revenue Code Section 409A. The compensation and benefits payable under this Agreement are not intended to constitute “nonqualified deferred compensation” within the meaning of Section 409A (“Section 409A”) of the Internal Revenue Code of 1986, as amended and the Treasury Regulations thereunder. However, notwithstanding any provision of this Agreement to the contrary, this Agreement shall be interpreted, construed and administered in a manner that satisfies the requirements of Section 409A and any payment or provision hereunder that would otherwise result in the application of taxes under Section 409A at any time may be modified in the sole discretion of the Company to the extent necessary for this Agreement and such payment to comply with and avoid taxation under Section 409A and the Treasury Regulations thereunder or an exemption therefrom, including any such modifications with retroactive effect, as necessary, provided, however, that nothing herein shall, or shall be construed so as to, obligate the Company to make any such modification or indemnify or hold harmless any party for any failure to do. Without limiting the generality of the foregoing, no compensation or benefits payable under this Agreement, including without limitation any Severance, shall be paid to Executive during the 6-month period following Executive’s Separation from Service if the Company determines that paying such amounts at the time or times indicated herein would cause Executive to incur additional taxes under Section 409A. If the payment of any such amounts is delayed as a result of the previous sentence, then on the first business day following the end of such 6-month period (or such earlier date upon which such amount can be paid under Section 409A without being subject to such additional taxes), the Company shall pay to Executive a lump-sum amount equal to the cumulative amount that would have otherwise been payable to Executive during such 6-month period (without payment of interest thereon).
17.Insurance. The Company may, at its discretion, apply for and procure in its own name and for its own benefit life and/or disability insurance on Executive in any amount or
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amounts considered advisable. Executive agrees to cooperate in any medical or other examination, supply any information and execute and deliver any applications or other instruments in writing as may be reasonably necessary to obtain and constitute such insurance. Executive hereby represents that Executive has no reason to believe that Executive’s life is not insurable at rates now prevailing for healthy individuals of Executive’s age and gender.
18.Withholding. Any payments made or benefits provided to Executive under this Agreement shall be reduced by any applicable withholding taxes or other amounts required to be withheld by law or contract, except that to the extent that any such benefits are not paid to Executive in cash or concurrently with cash payment sufficient to satisfy applicable withholding obligations, Executive shall remit to the Company the amount of any applicable withholding taxes concurrently with the provision of such benefits. To the extent that any taxes may be payable by Executive for the benefits provided to Executive by this Agreement beyond those required to be withheld by the Company, Executive agrees to pay them directly to the taxing authority and to indemnify and hold the Company and its affiliates harmless for any tax claims or penalties, and associated attorneys’ fees and costs, resulting from any failure by Executive to make required payments.
19.Arbitration. Except as provided in Section 3(d), any dispute or controversy arising under or in connection with this Agreement or otherwise in connection with Executive’s employment by the Company or the termination thereof that cannot be mutually resolved by the parties to this Agreement and their respective advisors and representatives shall be settled exclusively by arbitration in the city and county of Los Angeles, California in accordance with the rules of the American Arbitration Association before one arbitrator of exemplary qualifications and stature, who shall be selected jointly by an individual to be designated by the Company and an individual to be selected by Executive, or if such parties cannot agree on the selection of the arbitrator, such arbitrator shall be selected by the American Arbitration Association. The Company will pay the direct costs and expenses of any such arbitration, including the fees and costs of the arbitrator; provided, however, that the arbitrator may award attorneys’ fees to the prevailing party, if permitted by applicable law.
20.RESIGNATION AS OFFICER AND DIRECTOR. Effective as of the date of termination of employment with the Company for any reason, Executive shall be deemed to have resigned from all offices and directorships, if any, then held with the Company or any of its affiliates. At the Company’s request, Executive shall execute and deliver such documentation as the Company may prescribe in order to effectuate such resignation.
21.Executive’s Cooperation. During the Employment Period and thereafter, Executive shall cooperate with the Company and its affiliates, upon the Company’s reasonable request, with respect to any internal investigation or administrative, regulatory or judicial proceeding involving matters within the scope of Executive’s duties and responsibilities to the Company and its affiliates during the Employment Period (including, without limitation, Executive being available to the Company upon reasonable notice for interviews and factual investigations, appearing at the Company’s reasonable request to give testimony without requiring service of a subpoena or other legal process, and turning over to the Company all relevant Company documents which are or may come into Executive’s possession during Executive’s employment with the Company); provided, however, that any such request by the
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Company shall not be unduly burdensome or unreasonably interfere with Executive’s personal schedule or ability to engage in gainful employment. In the event the Company requires Executive’s cooperation in accordance with this Section 21, the Company shall reimburse Executive for reasonable out-of-pocket expenses (including travel, lodging and meals) incurred by Executive in connection with such cooperation, subject to substantiation in accordance with applicable Company policy. In the event that the obligations under this Section 21 require more than 20 hours of Executive’s time after the termination of the Employment Period, the Company shall thereafter pay to Executive compensation at an hourly rate equal to the quotient of (a) the Annual Salary applicable on the date of the termination of Executive’s employment, divided by (b) 1,750.
22.NON-DISPARAGEMENT. Executive agrees that during the Employment Period and thereafter, Executive will not make any statement, publicly or privately, to any individual or entity, including, without limitation, clients, customers, employees, financial or credit institutions, which could reasonably be expected to disparage the Company, any of its affiliates or any of their respective employees, officers or directors.
23.Headings. The section headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement.
24.No Third-Party Beneficiaries. Nothing in this Agreement, expressed or implied, is intended to or shall confer on any person, other than the parties and their respective successors and permitted assigns, any rights or remedies under or by reason of this Agreement.
25.TRANSFER OF COMPANY PROPERTY. All Company files, Company confidential or proprietary information (in any form contained, including any copies thereof), access keys, desk keys, ID badges, computers, electronic devices, telephones and credit cards, and such other property of the Company as the Company may reasonably request, in Executive’s possession must be returned no later than the date of Executive’s termination of employment with the Company.
26.CONFIDENTIALITY. Executive will not, directly or indirectly, provide to any person or entity any information that concerns or relates to the negotiation of or circumstances leading to the execution of this Agreement or to the terms and conditions hereof, provided that Executive may make disclosure of the foregoing: (a) to the extent that such disclosure is specifically required by law or legal process or as authorized in writing by the Company; (b) to his tax advisor(s) or accountant(s) as may be necessary for the preparation of tax returns or other reports required by law; (c) to his attorney(s); and/or (d) to members of his immediate family, provided, that prior to disclosing any such information (except disclosures required by law or legal process or as authorized in writing), Executive will inform the recipients that they are bound by the limitations of this Section 26.
27.EFFECTIVENESS. This Agreement shall become effective upon the Commencement Date. Notwithstanding anything contained herein, in the event that the Option and Merger Agreement is terminated in accordance with its terms or the Closing otherwise does not occur for any reason, this Agreement shall automatically, and without notice, terminate without any obligation due to the other party and the provisions of this Agreement shall be of no force or effect.
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IN WITNESS WHEREOF, the parties hereto have executed this Change in Control Severance Benefits Agreement as of the date first written above.
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RENTECH, INC. |
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/s/ Colin Morris |
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SVP & GC |
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/s/ Paul Summers |
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FORM OF RELEASE
This General Release of all Claims (this “Agreement”) is entered into by _________ (“Executive”) and Rentech, Inc. (for itself and on behalf of its subsidiaries) (the “Company”), effective as of ___________.
In further consideration of the promises and mutual obligations set forth in the Severance Benefits Agreement between Executive and the Company, dated November 11, 2016 (the “Severance Agreement”), Executive and the Company agree as follows:
1.Return of Property. All Company files, access keys, desk keys, ID badges, computers, electronic devices, telephones and credit cards, and such other property of the Company as the Company may reasonably request, in Executive’s possession must be returned no later than the date of Executive’s termination from the Company.
2.General Release and Waiver of Claims.
(a)Release. In consideration of the payments and benefits provided to Executive under the Severance Agreement and after consultation with counsel, Executive, personally and on behalf of each of Executive’s respective heirs, executors, administrators, representatives, agents, successors and assigns (collectively, the “Releasors”) hereby irrevocably and unconditionally releases and forever discharges the Company and its subsidiaries and affiliates and each of their respective officers, employees, directors, and agents and all persons acting in concert with them or any of them (“Releasees”) from any and all claims, actions, causes of action, rights, judgments, obligations, damages, demands, accountings or liabilities of whatever kind or character (collectively, “Claims”), including, without limitation, any Claims under any federal, state, local or foreign law, including without limitation, the Age Discrimination in Employment Act, as amended, 29 U.S.C. § 621, et seq.; Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act of 1991, 42 U.S.C. § 2000 et seq.; Equal Pay Act, as amended, 29 U.S.C. § 206(d); the Civil Rights Act of 1866, 42 U.S.C. § 1981; the Family and Medical Leave Act of 1993, 29 U.S.C. § 2601 et seq.; the Americans with Disabilities Act of 1990, 42 U.S.C. § 12101 et seq.; the False Claims Act , 31 U.S.C. § 3729 et seq.; the Employee Retirement Income Security Act, as amended, 29 U.S.C. § 1001 et seq.; the Worker Adjustment and Retraining Notification Act, as amended, 29 U.S.C. § 2101 et seq. the Fair Labor Standards Act, 29 U.S.C. § 215 et seq., the Sarbanes-Oxley Act of 2002; the California Fair Employment and Housing Act, as amended, Cal. Lab. Code § 12940 et seq.; the California Equal Pay Law, as amended, Cal. Lab. Code §§ 1197.5(a),1199.5; the Moore-Brown-Roberti Family Rights Act of 1991, as amended, Cal. Gov’t Code §§12945.2, 19702.3; California Labor Code §§ 1101, 1102, 69 Ops. Cal. Atty. Gen. 80 (1986); California Labor Code §§ 1102.5(a), (b); the California WARN Act, Cal. Lab. Code § 1400 et seq.; the California False Claims Act, Cal. Gov’t Code § 12650 et seq.; the California Corporate Criminal Liability Act, Cal. Penal Code § 387; and the California Labor Code, that the Releasors had, have, may have, or in the future may possess, arising out of (i) Executive’s employment relationship with and service as an employee, officer or director of the Company, and the termination of such relationship or service, and (ii) any event, condition, circumstance or obligation that occurred, existed or arose on or prior to the date
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hereof; provided, however, that Executive does not release, discharge or waive any rights to payments and benefits provided under the Severance Agreement that are contingent upon the execution by Executive of this Agreement, any vested benefits, any rights to indemnification, or any rights as a shareholder of the Company.
THE EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE HAS BEEN ADVISED OF AND IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES AS FOLLOWS:
“A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH, IF KNOWN BY HIM OR HER, MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.”
BEING AWARE OF SAID CODE SECTION, THE EXECUTIVE HEREBY EXPRESSLY WAIVES ANY RIGHTS EXECUTIVE MAY HAVE THEREUNDER, AS WELL AS UNDER ANY OTHER STATUTES OR COMMON LAW PRINCIPLES OF SIMILAR EFFECT.
(b)Specific Release of ADEA Claims. In further consideration of the payments and benefits provided to Executive under the Severance Agreement, the Releasors hereby unconditionally release and forever discharge the Releasees from any and all Claims that the Releasors may have as of the date Executive signs this Agreement arising under the Federal Age Discrimination in Employment Act of 1967, as amended, and the applicable rules and regulations promulgated thereunder (“ADEA”). By signing this Agreement, Executive hereby acknowledges and confirms the following: (i) Executive was, and is hereby, advised by the Company in connection with Executive’s termination to consult with an attorney of Executive’s choice prior to signing this Agreement and to have such attorney explain to Executive the terms of this Agreement, including, without limitation, the terms relating to Executive’s release of claims arising under ADEA, and Executive has in fact consulted with an attorney; (ii) Executive was given a period of not fewer than twenty-one (21) days to consider the terms of this Agreement and to consult with an attorney of Executive’s choosing with respect thereto; (iii) Executive knowingly and voluntarily accepts the terms of this Agreement; (iv) the payments and benefits provided to Executive in consideration of this release are in addition to any amounts otherwise owed to Executive; and (v) this Agreement is written in a manner designed to be understood by Executive and Executive understands it. Executive also understands that Executive has seven (7) days following the date on which Executive signs this Agreement within which to revoke the release contained in this paragraph, by providing the Company a written notice of Executive’s revocation of the release and waiver contained in this paragraph.
(c)No Assignment. Executive represents and warrants that he has not assigned any of the Claims being released under this Agreement.
3.Proceedings. Executive has not filed, and agrees not to initiate or cause to be initiated on his behalf, any complaint, charge, claim or proceeding against the Releasees before any local, state or federal agency, court or other body relating to his employment or the termination of his employment, other than with respect to the obligations of the Company to Executive under the
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Severance Agreement (each, individually, a “Proceeding”), and agrees not to participate voluntarily in any Proceeding. Executive waives any right he may have to benefit in any manner from any relief (whether monetary or otherwise) arising out of any Proceeding.
4.Remedies. In the event Executive initiates or voluntarily participates in any Proceeding, or if Executive fails to abide by any of the terms of this Agreement or the post-termination obligations contained in the Severance Agreement, or if Executive revokes the ADEA release contained in Paragraph 2(b) of this Agreement within the seven-day period provided under Paragraph 2(b), the Company may, in addition to any other remedies it may have, reclaim any amounts paid to him under the severance provisions of the Severance Agreement or terminate any benefits or payments that are subsequently due under the Severance Agreement, without waiving the release granted herein. The foregoing shall not apply to Executive’s bringing to the attention of the EEOC any claims of discrimination. Executive acknowledges and agrees that the remedy at law available to the Company for breach of any of Executive’s post-termination obligations under the Severance Agreement or Executive’s obligations under Paragraphs 2 and 3 of this Agreement would be inadequate and that damages flowing from such a breach may not readily be susceptible to being measured in monetary terms. Accordingly, Executive acknowledges, consents and agrees that, in addition to any other rights or remedies that the Company may have at law or in equity, the Company shall be entitled to seek a temporary restraining order or a preliminary or permanent injunction, or both, without bond or other security, restraining Executive from breaching Executive’s post-termination obligations under the Severance Agreement or Executive’s obligations under Paragraphs 2 and 3 of this Agreement. Such injunctive relief in any court shall be available to the Company, in lieu of, or prior to or pending determination in, any arbitration proceeding.
Executive understands that by entering into this Agreement he will be limiting the availability of certain remedies that he may have against the Company and limiting also his ability to pursue certain claims against the Company.
5.Severability Clause. In the event any provision or part of this Agreement is found to be invalid or unenforceable, only that particular provision or part so found, and not the entire Agreement, will be inoperative.
6.Non-admission. Nothing contained in this Agreement will be deemed or construed as an admission of wrongdoing or liability on the part of the Company.
7.Governing Law. All matters affecting this Agreement, including the validity thereof, are to be governed by, and interpreted and construed in accordance with, the laws of the State of California regardless of the law that might be applied under principles of conflicts of laws.
8.Arbitration. Any dispute or controversy arising under or in connection with this Agreement or otherwise in connection with Executive’s employment by the Company that cannot be mutually resolved by the parties to this Agreement and their respective advisors and representatives shall be settled exclusively by arbitration in Los Angeles, California in accordance with the rules of the American Arbitration Association before one arbitrator of exemplary qualifications and stature, who shall be selected jointly by an individual to be designated by the Company and an individual to be selected by Executive or, if such two
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individuals cannot agree on the selection of the arbitrator, who shall be selected by the American Arbitration Association. The Company will pay the direct costs and expenses of any such arbitration, including the fees and costs of the arbitrator; provided, however, that the arbitrator may, at his or her election, award attorneys’ fees to the prevailing party, if permitted by applicable law.
9.Notices. All notices or communications hereunder shall be in writing, addressed as follows:
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General Counsel |
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Rentech, Inc. |
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10880 Wilshire Blvd., Suite 1101 |
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Or to the address on file in the permanent records of the Company at the time of the notice.
All such notices shall be conclusively deemed to be received and shall be effective (i) if sent by hand delivery, upon receipt or (ii) if sent by electronic mail or facsimile, upon confirmation of receipt by the sender of such transmission.
EXECUTIVE ACKNOWLEDGES THAT HE HAS READ THIS AGREEMENT AND THAT HE FULLY KNOWS, UNDERSTANDS AND APPRECIATES ITS CONTENTS, AND THAT HE HEREBY EXECUTES THE SAME AND MAKES THIS AGREEMENT AND THE RELEASE AND AGREEMENTS PROVIDED FOR HEREIN VOLUNTARILY AND OF HIS OWN FREE WILL.
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IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first set forth above.
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| This ‘10-K’ Filing | Date | Other Filings | ||
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 | ||||
| Filed as of: | 4/7/17 | |||
| Filed on: | 4/6/17 | |||
| For Period end: | 12/31/16 | NT 10-K | ||
| 11/11/16 | 3 | |||
| List all Filings | ||||