Exhibit 10.21
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MedSource
Technologies
January 4 , 2001
Mr. Rick McWhorter
3706 Great Hill Road
Crystal Lake, Illinois 60012
(815) 356-0278
Dear Rick,
It gives me great pleasure to present this Offer of Employment. We
are impressed with your business skills and your desire to be part of
building a significant and successful new entity serving the medical
device industry. The primary terms of your employment with MedSource
Technologies are specified below:
Title: Senior Vice President, Operations
Commencement: Your employment will commence on a mutually
agreeable date. It is anticipated that you
will start at the first mutually agreed date
following the vesting of your options and
annual bonus with your current employer,
with a mid-February start date preferable if
possible.
Office Location: Your principle place of business will be
located in Minneapolis, Minnesota, with an
understanding that your immediate relocation
is not required.
Salary: $200,000 annually to be paid on a bi-
monthly basis, or as otherwise dictated by
the MedSource payroll schedule.
Bonus: Bonuses are paid at the discretion of the
Board of Directors of MedSource Technologies
and are based on the Company achieving
annual target performance thresholds. Your
annual bonus opportunity will be 50% of your
base salary ($100,000) at target
performance. The bonus is uncapped. You will
be eligible for a bonus payment in the 2001
fiscal year ending June 30, 2001, prorated
to your start date.
Stock Options: You will be eligible to participate in the
MedSource non-qualified Stock Option Plan.
You shall receive options to purchase
100,000 shares of the Company's Common Stock
at an exercise price to be determined by the
Board of Directors at the time of the grant.
The exercise price is expected to be $17 per
share, and with acceptance of this position
your options would be granted at the
February 6, 2001 Board Meeting.
January 4, 2001
Page 2
Vacation: You will be granted four weeks (20 working
days) of vacation per year or as specified
by Company policy. You will be entitled to
take paid holidays as determined each year
by the Board of Directors.
Benefits: Subject to the terms and conditions of
eligibility, you will be entitled to the
benefits package provided to all full-time
regular employees of MedSource, which will
include a 401k plan, medical, life, and
disability insurance coverage.
Confidentiality: You will be required to enter into a
non-compete and Confidentiality Agreement.
In consideration for accepting this
position, you will be granted twelve (12)
months severance pay in the event you are
terminated without cause, with such payment
reduced by income you receive during the
severance period from employment in another
capacity.
Expenses: You will be entitled to reimbursement for
business related out-of-pocket expenses
which include: mileage, meals and other
appropriate business related expenses.
Relocation expenses will be reimbursed per
company policy or as otherwise approved by
the VP-Human resources and Business
Integration at the time of your mutually
agreed physical relocation.
Rick, the aforementioned outlines the primary terms and conditions of
your employment as we discussed recently. Your employment is
"at-will".
On behalf of us of all of those who have had the pleasure of meeting
with you, welcome to the team. We are excited at the prospect of your
joining our management team and helping us to build a world leading
business in the medical device contract manufacturing market.
Sincerely,
/s/
Richard Effress
Chairman and CEO
MedSource Technologies