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
May 7, 2007 (May 1, 2007)
Date of Report (Date of earliest event reported)
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THE GREAT ATLANTIC & PACIFIC
TEA COMPANY, INC.
(Exact name of registrant as specified in its charter)
Maryland 1-4141 13-1890974
(State or other jurisdiction of (Commission file number) (I.R.S. Employer
incorporation or organization) Identification No.)
Two Paragon Drive
Montvale, New Jersey 07645
(Address of principal executive offices)
(201) 573-9700
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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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:
__ Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
__ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
__ Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d- 2(b))
__ Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 5.02 (d) and (e). Election of Directors; Compensatory Arrangements of
Certain Officers
On May 1, 2007, The Great Atlantic & Pacific Tea Company, Inc. (the "Company"),
issued a press release announcing the election of Andreas Guldin to the Board of
Directors and to the position of Executive Managing Director, Strategy &
Corporate Development in the Company, effective May 1, 2007. A copy of the press
release announcing Mr. Guldin's election is attached hereto as Exhibit 99.1.
On April 24, 2007, upon approval of the Board of Directors, the Company entered
into an Employment Agreement with Andreas Guldin, effective May 1, 2007. Under
the Employment Agreement, Mr. Guldin will serve as Executive Managing Director,
Strategy & Corporate Development, and will report to Christian Haub. The Company
will pay Mr. Guldin an annual base salary of $450,000 and Mr. Guldin will be
eligible for a bonus of $350,000 in fiscal year 2007. The Company also granted
to Mr. Guldin, under its 1998 Long Term Incentive and Share Award Plan, 15,000
Performance Restricted Stock Units which will be earned upon the closing of the
Pathmark transaction and will vest in equal amounts of 5,000 Units on the
closing date of the transaction and the first and second anniversaries of the
closing date. Mr. Guldin is participating in the Company's 2007 Long Term
Incentive Program ("Program") at a target of $1,200,000, which is 150% of his
total annual cash compensation. As a result, Mr. Guldin was granted 28,744
Restricted Share Units ("Units") and 15,942 options at a price of $31.31 per
share. The options will not be forfeited in the event Mr. Guldin's employment
with the Company ends in connection with his reactivation of employment with
Tengelmann Warenhandelsgesellschaft KG or any of its affiliates ("Tengelmann")
and as long as he remains an employee of Tengelmann on all of the vesting dates
set forth in the grant letter. In addition, if Mr. Guldin recommences employment
with Tengelmann, the Compensation Committee of the Board shall have the
authority to provide for such treatment of outstanding Units (including, without
limitation, the accelerated vesting of all or any portion of any such awards),
and the payout of benefits, as the Compensation Committee determines in its sole
discretion to be equitable under the circumstances. All other aspects of Mr.
Guldin's participation in the Program are consistent with the Program terms
applicable to all participants. A copy of the employment agreement is attached
hereto as Exhibit 10.1.
The foregoing description of the Guldin Employment Agreement is qualified in its
entirety by reference to the full text of the Guldin Employment Agreement, filed
as Exhibit 10.1 to this Form 8-K, and incorporated herein by reference.
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 hereunto duly authorized.
Dated: May 7, 2007
THE GREAT ATLANTIC & PACIFIC TEA COMPANY, INC.
By: /s/ Allan Richards
Senior Vice President, Human Resources, Labor
Relations, Legal Services and Corporate
Secretary
Item 9.01. Financial Statements and Exhibits
(c). Exhibits. The following exhibit is filed herewith:
Exhibit No. Description
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99.1 Press Release of The Great Atlantic & Pacific
Tea Company, Inc., dated May 1, 2007
10.1 Executive Employment Agreement, between Dr.
Andreas Guldin and The Great Atlantic &
Pacific Tea Company, Inc. signed by the
Company on May 7, 2007
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated May 1, 2007
10.1 Executive Employment Agreement for Dr. Andreas Guldin
News
The Great Atlantic & Pacific Tea Company, Inc. EXHIBIT 99.1
2 Paragon Drive
Montvale, NJ 07645
Investor Contact: William J. Moss
Vice President, Treasurer
(201) 571- 4019
Press Contact: Richard P. De Santa
Senior Director, Communications
(201) 571 - 4495
For Immediate Release
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Guldin Elected to A&P Board of Directors,
Appointed to New Senior Strategy Post
MONTVALE, NJ - May 1 - The Great Atlantic & Pacific Tea Company Inc.
(A&P)(NYSE:GAP) today announced that Andreas Guldin has been elected to the
Company's Board of Directors, and also to the new position within the Company of
Executive Managing Director, Strategy and Corporate Development. He will report
directly to Christian Haub, Executive Chairman of A&P.
Mr. Guldin most recently was Senior Executive Vice President, Corporate Finance
and Co-Chief Financial Officer of Tengelmann (Mulheim, Germany), a diversified
international retail organization that is majority shareholder of A&P.
Commenting on Mr. Guldin's election, Christian Haub said, "We are delighted to
welcome Andreas to both our Board and Company. His expertise and counsel have
been invaluable to A&P's strategic development, as recently exemplified by his
instrumental role in our pending acquisition of Pathmark Stores Inc. I look
forward to working with him as our Company's strategic transformation moves
forward."
Before joining Tengelmann in 2005, Mr. Guldin was Chief Financial Officer of E.
Breuninger GmbH & Co., a leading department store and fashion retailer based in
Stuttgart, Germany. Prior to that he was a senior business consultant at PA
Consulting and CSC Index, also in Germany.
Mr. Guldin has been a Visiting Faculty of the University of Stuttgart for
several years and is currently a Visiting Faculty Member at the University of
Dusseldorf for Finance and Performance Management. He holds a Master's degree in
Psychology from J.W. Goethe University, Frankfurt, Germany, a Masters degree in
Business Administration from London Business School, and a Doctorate in
Economics and Business Administration from the University of Hohenheim,
Stuttgart, Germany.
Founded in 1859, A&P is one of the nation's first supermarket chains. The
Company operates 406 stores in 9 states and the District of Columbia under the
following trade names: A&P, Waldbaum's, The Food Emporium, Super Foodmart, Super
Fresh, Farmer Jack, Sav-A-Center and Food Basics.
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