Attached files
EXHIBIT 10.37
September 28, 2007
Mr. Jacques P. Vachon
484 avenue Wood
Westmount, Quebec
H3Y 3J2
484 avenue Wood
Westmount, Quebec
H3Y 3J2
Re: Offer letter
Dear Jacques,
We are pleased to offer you the position of Senior Vice President, Corporate Affairs and Chief
Legal Officer, in the new AbitibiBowater, Inc. The following are details as agreed upon on this
date:
Location: Montreal, Quebec, Canada
Effective Date:
The offer is contingent on conclusion of the Merger and will be effective at such date.
Compensation:
Your annual base salary, effective the date of the merger, will be US$340,000. You will be
eligible to participate in a short-term incentive plan with a target level of 50% of your base
salary. In addition, you will receive a signing bonus of US$30,000, to be paid as soon as
practical following the closing.
We will request that the Human Resources and Compensation Committee (HRCC) of the new company, at
its first meeting, approve base compensation and incentive targets for the new executive team and
approve several compensation redesigns. We anticipate closing the 2007 Annual Incentive Plan
effective with the merger and will substitute a new plan for the remainder of 2007 and all of 2008,
emphasizing achievement of synergies.
Additionally, for executives at your level, we will request an equity award tied to synergy
achievement. We anticipate continuing annual equity grants of similar value as you currently
receive and a target level of ownership of common shares may be required. Previous equity awards
will roll-over into the New Company and will be paid according to the initial payout schedule.
You will also be eligible for a perquisite allowance of US$12,000 per year as well as a complete
annual medical examination.
Other benefits:
Subject to the approval of the new HRCC, you will be covered by an employment agreement and a new
Change in Control (CIC) agreement.
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You will maintain your current participation in various benefit plans such as pension, group
insurance and vacation. However, following the merger, the new company intends to harmonize
certain benefits offered to salaried employees, including senior executives, which may lead to
changes in the current benefits. You will be informed about any changes at the appropriate time.
We are excited about the prospects of the combination of the two companies and look forward to
having you join us on the leadership team. It will be a challenge.
Please acknowledge receipt of this offer letter and agreement with its terms by signing the two
originals and returning one copy to Viateur Camiré on or before October 3, 2007.
/s/ John W. Weaver
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/s/ David J. Paterson | |||||
John W. Weaver
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David J. Paterson | |||||
Executive Chairman
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President and Chief Executive Officer | |||||
I accept this offer: |
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/s/ Jacques Vachon
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3 October 2007 | |||||
Jacques Vachon
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Date |
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