December 31, 1995
Mr. George Barrett
922 Rolandvue Avenue
Baltimore, Maryland 21204
Dear George:
As you know, your employment agreement with our organization
(dated August 6, 1990, the "Employment Agreement") expires on
December 31, 1995. Therefore, I am sending you this letter which
contains the terms under which we are pleased to offer you the
position of President of the U.S. Pharmaceuticals Division
("USPD") and Vice-President of ALPHARMA INC. (the "Company")
beginning on January 1, 1996. This position, as you know, is
headquartered in Baltimore, Maryland and reports directly to me.
The material terms of this position are as follows:
1. Your base salary for 1996 is $290,000. Your base salary
will be reviewed for adjustment per Company policy as it
exists at that time.
2. You will be considered for an annual cash bonus each
year. In your position, you are eligible for a bonus of up
to 40% of your base salary based on the overall performance
of the Company, the performance of USPD, and your individual
performance and contribution.
3. You will continue to be eligible to receive stock options
under the terms of the Company's Stock Option Plan. Under
the present provisions of the Plan, (a) options granted
become exercisable at 25% of the total granted, one, two,
three and four years from grant; (b) the purchase price is
the market price at the date of grant; (c) options expire
ten years after grant and are normally granted in the spring
of each year, based on the performance of your respective
division, the overall performance of the Company and your
individual performance and contribution.
4. You will continue to participate in the USPD automobile
plan for officers pursuant to the terms of such plan.
5. You will be entitled to 4 weeks vacation per year.
6. You will receive a taxable annual $3000 allowance for tax
and/or financial planning and tax return preparation.
7. You understand that your employment is at will. If your
services are terminated because of a change in top
management, the Company or your division being acquired or
reorganized, or for any other reasons other than cause, you
will be paid one year's base salary with fringe benefits in
a manner best suited for the Company.
8. Additionally, you will continue to participate in all
programs established for employees of the USPD, including:
(a) Medical/dental/temporary disability/life benefits
(through the Barre-National Inc. subsidiary, "Barre"),
in accordance with such plans, as may be amended from
time to time.
(b) The ALPHARMA INC. Pension Plan (currently
covering the first $150,000 of base salary) as
well as the ALPHARMA INC. Supplemental Pension
Plan (currently covering base salary amounts above
$150,000 up to a cap of $235,000) fully paid by
the Company.
(c) A Stock Purchase Plan in which employees can
elect up to four percent of salary for the
purchase ALPHARMA stock. The Company will match
25% of the employee's contribution.
(d) A Savings Plan to which the employee can save
either on a pre and/or post tax basis and contribute up
to 15% of base pay. The Company provides a service-
weighted match on the first 6% of employee
contributions.
(e) A long term disability program that pays 60% of
your annual salary integrated with social security
until age 70. The premium is paid by Barre.
9. The Company hereby acknowledges that the 1990 Employment
Agreement terminates on December 31, 1995. In addition, the
Company hereby waives its rights to enforce your compliance
with Sections 2, 3, 5, 6 and 8 of the Employment Agreement
provided that you execute and return the Company's standard
form of Employee Agreement which is attached hereto as
Exhibit 1.
I would appreciate your acknowledgment of the terms herein by
signing both copies of this letter where indicated and return one
original signed document to Beth P. Hecht, Corporate Counsel.
Sincerely,
Einar W. Sissener
Chief Executive Officer and
Chairman of the Board of Directors
Agreed and Accepted:
__________________________
George Barrett
Date:____________