Mirant Corp - Current report filing (8-K)
January 17 2008 - 4:31PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
January 14,
2008
Mirant Corporation
(Exact
name of registrant as specified in its charter)
Delaware
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001-16107
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20-358156
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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1155 Perimeter Center West, Suite 100, Atlanta,
Georgia
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30338
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(Address
of principal executive offices)
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(Zip
Code)
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Registrants telephone number, including area code
:
(678) 579-5000
N/A
(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 (see General Instruction A.2. below):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
SECTION 5
CORPORATE GOVERNANCE AND MANAGEMENT
Item
5.02. Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers; Compensatory Arrangements of
Certain Officers.
Under Mirant Corporations
short-term incentive plan, annual cash bonuses are awarded taking into account
an individuals target bonus percentage (a percentage of such participants
base salary), individual performance and Mirants performance against established
business and financial goals (corporate payout factor). Each of Mirants named
executive officers is a participant in the short-term incentive program. Their
target bonus percentages range from 50% to 100% of salary. On January 14,
2008, the Compensation Committee of the Board of Directors approved the
criteria upon which the corporate payout factor in the 2008 fiscal year will be
based. Two-thirds of the corporate payout factor will be dependent on
achievement of a range of targeted Adjusted EBITDA (earnings before interest,
taxes, depreciation and amortization, adjusted for certain non-recurring
items). The Adjusted EBITDA target amounts
are as follows: 50% of target = $750
million (threshold); 100% of target = $900 million; and 200% of target = $1.025
billion. The Adjusted EBITDA targets were set taking into consideration
Mirants projected Adjusted EBITDA under its 2008 operating plan. Bonus amounts
between the threshold and the target and between the target and maximum will be
based on interpolated performance levels between the specified levels.
The remaining one-third
of the corporate payout factor will be dependent upon the Companys achievement
of eight articulated operational and strategic metrics, including goals related
to safety and environmental performance, commercial availability, business
development, and the budget and schedule for our $1.6 billion program to add
environmental controls at our Maryland power plants. If certain levels of
exceptional performance are met with respect to the environmental, safety or
commercial availability targets, the goal for which that performance is met may
be counted twice toward the achievement of the operational and strategic
portion of the corporate payout factor. The target amounts for the strategic
and operational goals are as follows:
50% of target = achievement of 4 goals (threshold); 100% of target =
achievement of 5 goals; and 200% of target = achievement of 6 goals. The
Compensation Committee will be responsible for assessing Mirants achievement
of the Adjusted EBITDA target and the operational and strategic metrics.
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SIGNATURES
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, thereunto
duly authorized.
Date: January 17,
2008
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Mirant Corporation
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/s/ Thomas Legro
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Thomas Legro
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Senior Vice President
and Controller
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(Principal Accounting
Officer)
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