Rayovac 2008 Annual Report Download - page 82

Table of Contents
Index to Financial Statements
It is possible to receive an award amount under the MIP program above or below the target award percentage. The potential 2008 MIP awards for each of
our named executive officers, expressed as a percentage of the target award, ranged from 50% for achievement of threshold performance levels established by the
Compensation Committee, 100% for performance at the target performance levels, increasing from there up to a maximum payout of 200% of the target award if
actual performance had risen to 120% of the target performance levels. As a retention device put in place prior to the time he became Chief Financial Officer, the
Compensation Committee guaranteed Mr. Genito that he would receive a 2008 MIP award at least equal to 50% of his target award amount.
In addition, the Compensation Committee retains the flexibility to increase the MIP award amount for individual management personnel on a case by case
basis to the extent it deems it appropriate in light of specific performance circumstances.
Pursuant to the separation agreement executed by Ms. Yoder and the Company, she retained the right to receive her 2008 MIP award. That earned portion
of Ms. Yoder’s 2008 MIP award was paid in December 2008.
The chart below reflects the 2008 MIP award amounts earned by each of the named executive officers, expressed as a percentage of target award amount,
based on the Company’s performance in light of the performance goals established by the Compensation Committee. The dollar amount of the awards for each
named executive are set forth in the “Summary Compensation Table” beginning on page 88. These award amounts were paid in November 2008.
Named Executive MIP Award as % of Target
Kent J. Hussey 142.3%
Anthony L. Genito 142.3%
David R. Lumley 176.5%
John A. Heil 78.9%
Amy J. Yoder 28.5%
For Fiscal 2009, as of the date of this report, the Compensation Committee has not finalized certain aspects of the 2009 MIP, including the performance
targets that will result in target payout and the thresholds for and levels of minimum and maximum payouts. Those aspects of the 2009 MIP that have been
finalized and approved are described below. As with Fiscal 2008, the Compensation Committee has again established adjusted EBITDA and cash flow as the
performance goals of the Company, again weighted at 50% each, after considering the annual operating plan, the cash requirements imposed by the interest due
with respect to the Company’s outstanding indebtedness, the financial condition of the Company and the Company’s publicly stated intention to explore potential
strategies which may be available to us to reduce or restructure our significant outstanding indebtedness. Adjusted EBITDA and cash flow for the 2009 MIP is
measured in the same manner as for the 2008 MIP. The Compensation Committee retains the ability to modify the measurement criteria if, in its view, the
circumstances so warrant.
Among the named executive officers, only our current named executive officers are eligible to participate in the 2009 MIP. As of the date of this report, for
purposes of the 2009 MIP, the target award percentages for each participating named executive officer are as follows:
Named Executive Target as % of Annual Base
Kent J. Hussey 125%
Anthony L. Genito 100%
David R. Lumley 100%
John A. Heil 100%
The Fiscal 2009 MIP performance targets for each of Mr. Hussey and Mr. Genito will continue to be those established for the Company as a whole. The
performance targets for Mr. Heil will again be based 80% on the
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Source: Spectrum Brands, Inc, 10-K, December 10, 2008