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Alaska Communications Systems Group Inc – ‘10-Q’ for 3/31/19 – ‘EX-10.3’

On:  Friday, 5/10/19, at 3:27pm ET   ·   For:  3/31/19   ·   Accession #:  1437749-19-9470   ·   File #:  1-38341

Previous ‘10-Q’:  ‘10-Q’ on 11/7/18 for 9/30/18   ·   Next:  ‘10-Q’ on 8/8/19 for 6/30/19   ·   Latest:  ‘10-Q’ on 5/7/21 for 3/31/21   ·   2 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/10/19  Alaska Comms Systems Group Inc    10-Q        3/31/19  102:6.9M                                   RDG Filings/FA

Quarterly Report   —   Form 10-Q   —   Sect. 13 / 15(d) – SEA’34
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-Q        Quarterly Report                                    HTML    765K 
 2: EX-10.1     Material Contract                                   HTML     38K 
 3: EX-10.2     Material Contract                                   HTML     37K 
 4: EX-10.3     Material Contract                                   HTML     37K 
 5: EX-31.1     Certification -- §302 - SOA'02                      HTML     36K 
 6: EX-31.2     Certification -- §302 - SOA'02                      HTML     36K 
 7: EX-32.1     Certification -- §906 - SOA'02                      HTML     31K 
 8: EX-32.2     Certification -- §906 - SOA'02                      HTML     31K 
15: R1          Document And Entity Information                     HTML     57K 
16: R2          Condensed Consolidated Balance Sheets (Current      HTML    134K 
                Period Unaudited)                                                
17: R3          Condensed Consolidated Balance Sheets (Current      HTML     41K 
                Period Unaudited) (Parentheticals)                               
18: R4          Condensed Consolidated Statements of Comprehensive  HTML    155K 
                (Loss) Income (Unaudited)                                        
19: R5          Condensed Consolidated Statement of Stockholders'   HTML     63K 
                Equity (Unaudited)                                               
20: R6          Condensed Consolidated Statement of Stockholders'   HTML     32K 
                Equity (Unaudited) (Parentheticals)                              
21: R7          Condensed Consolidated Statements of Cash Flows     HTML    112K 
                (Unaudited)                                                      
22: R8          Note 1 - Summary of Significant Accounting          HTML     68K 
                Policies                                                         
23: R9          Note 2 - Revenue Recognition                        HTML    144K 
24: R10         Note 3 - Joint Venture                              HTML     42K 
25: R11         Note 4 - Fair Value Measurements and Derivative     HTML     83K 
                Financial Instruments                                            
26: R12         Note 5 - Accounts Receivable                        HTML     51K 
27: R13         Note 6 - Other Current Assets                       HTML     40K 
28: R14         Note 7 - Current Liabilities                        HTML     48K 
29: R15         Note 8 - Long-term Obligations                      HTML     71K 
30: R16         Note 9 - Other Long-term Liabilities                HTML     41K 
31: R17         Note 10 - Leases                                    HTML    124K 
32: R18         Note 11 - Accumulated Other Comprehensive Loss      HTML     68K 
33: R19         Note 12 - Stock Incentive Plans                     HTML     79K 
34: R20         Note 13 - Earnings Per Share                        HTML     50K 
35: R21         Note 14 - Retirement Plans                          HTML     45K 
36: R22         Note 15 - Supplemental Cash Flow Information        HTML     48K 
37: R23         Note 16 - Business Segments                         HTML     34K 
38: R24         Note 17 - Commitments and Contingencies             HTML     35K 
39: R25         Significant Accounting Policies (Policies)          HTML     66K 
40: R26         Note 2 - Revenue Recognition (Tables)               HTML    130K 
41: R27         Note 3 - Joint Venture (Tables)                     HTML     40K 
42: R28         Note 4 - Fair Value Measurements and Derivative     HTML     79K 
                Financial Instruments (Tables)                                   
43: R29         Note 5 - Accounts Receivable (Tables)               HTML     49K 
44: R30         Note 6 - Other Current Assets (Tables)              HTML     38K 
45: R31         Note 7 - Current Liabilities (Tables)               HTML     48K 
46: R32         Note 8 - Long-term Obligations (Tables)             HTML     56K 
47: R33         Note 9 - Other Long-term Liabilities (Tables)       HTML     40K 
48: R34         Note 10 - Leases (Tables)                           HTML    109K 
49: R35         Note 11 - Accumulated Other Comprehensive Loss      HTML     67K 
                (Tables)                                                         
50: R36         Note 12 - Stock Incentive Plans (Tables)            HTML     76K 
51: R37         Note 13 - Earnings Per Share (Tables)               HTML     46K 
52: R38         Note 14 - Retirement Plans (Tables)                 HTML     41K 
53: R39         Note 15 - Supplemental Cash Flow Information        HTML     45K 
                (Tables)                                                         
54: R40         Note 1 - Summary of Significant Accounting          HTML     45K 
                Policies (Details Textual)                                       
55: R41         Note 2 - Revenue Recognition 1 (Details Textual)    HTML     32K 
56: R42         Note 2 - Revenue Recognition 2 (Details Textual)    HTML     41K 
57: R43         Note 2 - Revenue Recognition - Disaggregation of    HTML     78K 
                Revenue (Details)                                                
58: R44         Note 2 - Revenue Recognition - Revenue Accounted    HTML     37K 
                for In Accordance With ASC 606, By Timing of                     
                Revenue Recognition (Details)                                    
59: R45         Note 2 - Revenue Recognition - Reconciliation of    HTML     43K 
                Contract Assets and Liabilities Associated With                  
                Contracts With Customers In Accordance With ASC                  
                606 (Details)                                                    
60: R46         Note 3 - Joint Venture (Details Textual)            HTML     37K 
61: R47         Note 3 - Joint Venture - Certain Financial          HTML     38K 
                Information About the Joint Venture Included On                  
                the Company's Consolidated Balance Sheet (Details)               
62: R48         Note 3 - Joint Venture - Certain Financial          HTML     34K 
                Information About the Joint Venture Included On                  
                the Company's Consolidated Balance Sheet (Details)               
                (Parentheticals)                                                 
63: R49         Note 4 - Fair Value Measurements and Derivative     HTML     54K 
                Financial Instruments (Details Textual)                          
64: R50         Note 4 - Fair Value Measurements and Derivative     HTML     40K 
                Financial Instruments - Financial Liabilities                    
                Measured at Fair Value on Recurring Basis                        
                (Details)                                                        
65: R51         Note 4 - Fair Value Measurements and Derivative     HTML     43K 
                Financial Instruments - Summary of Financial                     
                Instruments Designated as Cash Flow Hedges                       
                (Details)                                                        
66: R52         Note 4 - Fair Value Measurements and Derivative     HTML     38K 
                Financial Instruments - Summary of Gains and                     
                Losses Before Income Taxes on Interest Rate Swap                 
                Cash Flow Hedges (Details)                                       
67: R53         Note 4 - Fair Value Measurements and Derivative     HTML     37K 
                Financial Instruments - Effect of Cash Flow Hedge                
                Accounting on the Company's Statement of                         
                Operations (Details)                                             
68: R54         Note 5 - Accounts Receivable (Details Textual)      HTML     34K 
69: R55         Note 5 - Accounts Receivable - Summary of Accounts  HTML     43K 
                Receivable, Net (Details)                                        
70: R56         Note 5 - Accounts Receivable - Summary of           HTML     39K 
                Allowance for Doubtful Accounts (Details)                        
71: R57         Note 6 - Other Current Assets - Prepayments and     HTML     40K 
                Other Current Assets (Details)                                   
72: R58         Note 7 - Current Liabilities - Summary of Accounts  HTML     41K 
                Receivable, Net (Details)                                        
73: R59         Note 7 - Current Liabilities - Summary of Advance   HTML     34K 
                Billings and Customer Deposits (Details)                         
74: R60         Note 8 - Long-term Obligations (Details Textual)    HTML    114K 
75: R61         Note 8 - Long-term Obligations - Summary of         HTML     49K 
                Long-term Obligations (Details)                                  
76: R62         Note 8 - Long-term Obligations - Summary of         HTML     45K 
                Aggregate Maturities of Long-term Obligations                    
                (Details)                                                        
77: R63         Note 9 - Other Long-term Liabilities - Summary of   HTML     40K 
                Other Long-term Liabilities (Details)                            
78: R64         Note 10 - Leases (Details Textual)                  HTML     32K 
79: R65         Note 10 - Leases - Lease Cost (Details)             HTML     40K 
80: R66         Note 10 - Leases - Balance Sheet Information        HTML     55K 
                (Details)                                                        
81: R67         Note 10 - Leases - Maturities of Lease Liabilities  HTML     76K 
                (Details)                                                        
82: R68         Note 10 - Leases - Other Information (Details)      HTML     53K 
83: R69         Note 10 - Leases - Lease Income (Details)           HTML     32K 
84: R70         Note 10 - Leases - Maturities of Future             HTML     46K 
                Undiscounted Lease Payments (Details)                            
85: R71         Note 11 - Accumulated Other Comprehensive Loss      HTML     30K 
                (Details Textual)                                                
86: R72         Note 11 - Accumulated Other Comprehensive Loss -    HTML     53K 
                Summary of Activity in Accumulated Other                         
                Comprehensive Income (Loss) (Details)                            
87: R73         Note 11 - Accumulated Other Comprehensive Loss -    HTML     57K 
                Summary of Reclassifications from Accumulated                    
                Other Comprehensive Loss to Net Income (Loss)                    
                (Details)                                                        
88: R74         Note 12 - Stock Incentive Plans (Details Textual)   HTML     38K 
89: R75         Note 12 - Stock Incentive Plans - Summary of        HTML     51K 
                Activity for Restricted Stock Units, Long-term                   
                Incentive Awards and Non-employee Director Stock                 
                Compensation (Details)                                           
90: R76         Note 12 - Stock Incentive Plans - Summary of        HTML     51K 
                Activity for Performance Share Units (Details)                   
91: R77         Note 12 - Stock Incentive Plans - Share-based       HTML     39K 
                Compensation (Details)                                           
92: R78         Note 13 - Earnings Per Share (Details Textual)      HTML     36K 
93: R79         Note 13 - Earnings Per Share - Calculation of       HTML     55K 
                Basic and Diluted Earnings Per Share (Details)                   
94: R80         Note 14 - Retirement Plans - Summary of Net         HTML     41K 
                Periodic Pension Expense for ACS Retirement Plan                 
                (Details)                                                        
95: R81         Note 15 - Supplemental Cash Flow Information        HTML     36K 
                (Details Textual)                                                
96: R82         Note 15 - Supplemental Cash Flow Information -      HTML     42K 
                Reconciliation of Cash and Cash Equivalents and                  
                Restricted Cash Reported Within the Statement of                 
                Financial Position (Details)                                     
97: R83         Note 15 - Supplemental Cash Flow Information -      HTML     36K 
                Summary of Supplemental Non-cash Transaction and                 
                Nonmonetary Exchange Information (Details)                       
98: R84         Note 16 - Business Segments (Details Textual)       HTML     30K 
99: R85         Note 17 - Commitments and Contingencies (Details    HTML     31K 
                Textual)                                                         
101: XML         IDEA XML File -- Filing Summary                      XML    195K  
100: EXCEL       IDEA Workbook of Financial Reports                  XLSX     79K  
 9: EX-101.INS  XBRL Instance -- alsk-20190331                       XML   1.76M 
11: EX-101.CAL  XBRL Calculations -- alsk-20190331_cal               XML    216K 
12: EX-101.DEF  XBRL Definitions -- alsk-20190331_def                XML   1.36M 
13: EX-101.LAB  XBRL Labels -- alsk-20190331_lab                     XML   1.07M 
14: EX-101.PRE  XBRL Presentations -- alsk-20190331_pre              XML   1.42M 
10: EX-101.SCH  XBRL Schema -- alsk-20190331                         XSD    252K 
102: ZIP         XBRL Zipped Folder -- 0001437749-19-009470-xbrl      Zip    162K  


‘EX-10.3’   —   Material Contract


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



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Exhibit 10.3

 

 

Hand Delivered

 

 

March 26, 2019

Laurie Butcher

Senior Vice President, Finance

 

Dear Laurie:

 

As part of our ongoing commitment to ensure equity in our employees’ compensation we are continually reviewing employee placement and reviewing the market to make sure that our compensation is competitive with that of industries like us. In light of this analysis and in recognition of your contributions in your role, your salary will be adjusted to appropriately reflect your qualifications and performance.

 

Effective January 1, 2019, you will receive $274,127 in annual base salary paid on a weekly rate and delivered in bi-weekly payrolls, and a $164,476 (60% of your base salary rate) target annual cash incentive for an annualized target cash compensation total of $438,603.

 

Your actual incentive payment (a) will vary based on your and our Company’s performance, (b) is earned and paid only after completion of the year-end financial audit, (c) is paid only to employees who continue to be regular, full time employees at the time payment is made in the year following the performance year, and (d) is pro-rated your first year based on your actual time in the position.

 

Another substantial component of your total compensation in this job is a target annual long-term incentive compensation award. Your total annual target long-term incentive compensation award as Senior Vice President of Finance will be 80.0% of your base salary rate, comprised of retention and performance cash and / or equity compensation. We determine actual awards based on your role and performance of that role, and prorate for your actual time in the position. All awards are contingent upon Board of Directors (BOD) approval, governing plan documents, and your execution of required award documents.

 

Alaska Communications has developed a Corporate Compliance Program (CCP) and Protection of Proprietary Information Policy (PIP) to help employees meet the Company’s expectations. Adherence to all Alaska Communications Policies & Procedures is a condition of employment at Alaska Communications and new hires are expected to confirm their willingness to comply in writing. Copies of the current versions of both the CCP and PIP are attached for your advance review. By accepting our offer, you are agreeing to comply with these policies, as they may be amended from time to time in the future, and certify you are not obligated by any previously signed agreements that will preclude you from working at Alaska Communications.

 

 

 

 

Laurie Butcher Page 2 of 2  
Offer Letter March 26, 2019  

 

 

In your position as an officer of our company, you will become privy to confidential and highly-sensitive competitive and proprietary information concerning our business, including but not limited to our customers, the products and services we offer, our finances, our business strategies, and our future plans. You agree that during your employment with us, and for a period of twelve months after termination of your employment, you will not become an officer, director, employee, contractor, consultant, partner, joint-venture, or otherwise enter a business relationship or service with any competitor of Alaska Communications in the markets we are serving at the time your employment terminates; and for a period of twelve months after termination of your employment you also agree that you will not offer, encourage or solicit any other officer or employee of Alaska Communications to leave the company or enter into an employment or business relationship with you or your subsequent employer. If and when you leave Alaska Communications, you agree that you will not make any disparaging statements, whether oral or written, about the company, its officers, directors, or employees or any aspect of its business. In addition, you agree to always protect all Alaska Communications’ confidential and proprietary information you learned as a result of your employment with us in accordance with the CCP and PIP.

 

As Senior Vice President, Finance, you will also continue to be covered by the Alaska Communications Officer Severance Policy. It may be modified in the future and, as modified, will apply to you.

 

Business conditions change from time to time and the commitment to provide continuing employment and your total compensation package depends upon the Company’s success and continuing business requirements. As a result, I feel a responsibility to advise you that Alaska Communications is an “at will” employer. This means that either you or the Company can terminate the employment relationship at any time for any reason, with or without cause. While I feel the need to share these cautions, please also know that I feel confident that you are continuing with an organization that will prevail as the premier Alaskan communications service provider.

 

Laurie, I’m looking forward to watching teams grow under your leadership. If you have questions about this offer, please do not hesitate to speak with me.

 

 

 

Respectfully yours,

 

 

 

Anand Vadapalli

Chief Executive Officer

 

 

 

cc: Employee File

 

 

 

Accepted: /s/ Laurie Butcher Date: March 30, 2019
Laurie Butcher  

                       


Dates Referenced Herein

This ‘10-Q’ Filing    Date    Other Filings
Filed on:5/10/19None on these Dates
For Period end:3/31/19
3/30/19
3/26/19
1/1/19
 List all Filings 


2 Subsequent Filings that Reference this Filing

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/30/21  Alaska Comms Systems Group Inc.   10-K/A     12/31/20   13:1M                                     RDG Filings/FA
 3/16/21  Alaska Comms Systems Group Inc.   10-K       12/31/20  135:11M                                    RDG Filings/FA
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Filing Submission 0001437749-19-009470   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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