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 31, 2005
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ADVANCED ACCESSORY HOLDINGS CORPORATION
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 333-114547 56-2426615
(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
of Organization) Identification No.)
12900 HALL ROAD, SUITE 200
STERLING HEIGHTS, MICHIGAN 48313
(Address of Principal Executive
Offices, including Zip Code)
(586) 997-2900
(Registrant's telephone number,
including area code)
N/A
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(Former name or former address, if changed since last report)
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
The information set forth in Item 5.02 below is hereby
incorporated by reference into this Item 1.01.
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF
DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS
On February 3, 2005, Advanced Accessory Systems, LLC ("AAS"), a
subsidiary of Advanced Accessory Holdings Corporation (the "Company"), announced
that Alan C. Johnson would replace Terence C. Seikel as President and Chief
Executive Officer of AAS and its affiliated entities, effective February 2,
2005. Mr. Johnson will also be appointed to the boards of directors and other
governing bodies of AAS and its domestic affiliates. Mr. Johnson replaces
Terence C. Seikel in those capacities as contemplated by Mr. Seikel's separation
agreement, previously filed as exhibit 99.2 to the Company's Form 8-K filed on
September 8, 2004. Prior to joining AAS, Mr. Johnson, 56, served as President
and Chief Operations Officer at Plastech Engineered Products, a 1B injection
molding suppler. Mr. Johnson joined Plastech as a result of its acquisition of
LDM Technologies, an injection molding manufacturer for the automotive industry,
where he served as President and Chief Executive Officer from 2001 until 2003.
From 2000 to 2001, Mr. Johnson served as the Executive Vice President Americas
and Asia Pacific at Federal Mogul, a manufacturer and distributor of automotive
and heavy duty components and systems to the OEM and aftermarket industry. From
1999 to 2000, Mr. Johnson served as President and Chief Operating Officer of
Exide Corporation.
On January 31, 2005, CHAAS Holdings, LLC, the parent company of
AAS and the Company, entered into an executive employment agreement (the
"Employment Agreement") with Mr. Johnson. A copy of the Employment Agreement is
attached hereto as Exhibit 10.1 and its terms and conditions are incorporated
herein by reference.
A copy of the press release announcing Mr. Johnson's appointment
as President and Chief Executive Officer is attached hereto as Exhibit 99.1.
EXHIBIT 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable
(c) Exhibits.
EXHIBIT NO. DESCRIPTION
10.1 Employment Agreement with Alan C. Johnson, dated
January 31, 2005
99.1 Press Release.
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.
ADVANCED ACCESSORY
HOLDINGS CORPORATION
(Registrant)
Date: February 4, 2005 By: /s/ Ronald J. Gardhouse
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Ronald J. Gardhouse
Executive Vice President and
Chief Financial Officer