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EXHIBIT 10.11
SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
EXECUTIVE SEVERANCE PLAN
Amended and Restated -
As of February 24, 2000
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SCHWEITZER-MAUDUIT INTERNATIONAL, INC.
EXECUTIVE SEVERANCE PLAN FOR KEY EMPLOYEES
AMENDED AND RESTATED AS OF FEBRUARY 24, 2000
ARTICLE 1 - PURPOSE AND ADOPTION OF PLAN
1.1 Adoption of Plan. Schweitzer-Mauduit International, Inc.
("Company") hereby amends and restates the Schweitzer-Mauduit International,
Inc. Executive Severance Plan as of February 24, 2000. The Company intends that
this Plan qualify as and come within the various exceptions and exemptions
under the Employee Retirement Income Security Act of 1974 ("ERISA"), as
amended, for an unfunded plan maintained primarily for a select group of
management or highly compensated employees, and any ambiguities in this Plan
shall be construed to effect that intent. The benefits of this Plan for U.S.
Employees (as hereinafter defined) shall be paid solely from the general assets
of the Company. The benefits of this Plan for French Employees (as hereinafter
defined) shall be paid by the French Employer (as hereinafter defined) but, if
as a result of applicable French laws, a French Employer would be prohibited
from paying the benefits of this Plan to a French Employee, any such benefits
shall be paid by the Company to such French Employee.
1.2 Purpose. The Plan is primarily designed to provide benefits
to certain Key Employees (as hereinafter defined) upon termination of
employment as a result of a Change of Control or otherwise.
1.3 Effect on Other Plans Sponsored by the Company or by a French
Employer. The benefits payable under the Plan are in addition to the coverage
and benefits generally afforded by Other Plans (as hereinafter defined) to Key
Employees terminating from the
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service of the Company or, as the case may be, from the service of a French
Employer and any other programs sponsored by the Company or provided to
Participants who are French Employees including, but not limited to, vested
benefits under any qualified employee benefit plans. However, nothing herein is
intended to or shall be construed to require the Company or a French Employer
to institute or continue in effect any particular plan or benefit sponsored by
the Company or such French Employer, and the Company and each French Employer
hereby reserve the right to amend or terminate any of their Other Plans or
benefit programs at any time in accordance with the procedures set forth in
each such plan or program and any applicable law.
The masculine pronoun shall be construed to include the feminine
pronoun and singular shall include the plural where the context so requires.
ARTICLE 2 - DEFINITIONS
2.1 "Administrator" shall mean the Compensation Committee of the
Board. Following a Change of Control, the Administrator shall be the Trustee of
a grantor trust established by the Company that includes this Plan.
2.2 "Agreement" shall mean the participation agreement provided to
a Key Employee by the Administrator as provided in Section 3.2.
2.3 "Annual Compensation" shall mean:
a) For U.S. Employees, a Participant's rate of base
salary paid or payable for a calendar year by the
Company and any incentive award paid or payable to
such Participant pursuant to the Schweitzer-Mauduit
International, Inc. Annual Incentive Plan (the "SMI
Annual Incentive Plan") or any replacement or
successor to such plan for such calendar year.
b) For French Employees, a Participant's rate of base
salary paid or payable
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for a calendar year by his French Employer, plus any
incentive award paid or payable to such Participant
pursuant to the SMI Annual Incentive Plan or any
replacement or successor to such plan for such
calendar year, plus any profit-sharing paid or
payable by his French Employer attributable to such
calendar year minus the aggregate amount of (i) any
Convention Collective payments, (ii) Assedic
Payments, or (iii) private insurance payments paid
or payable to such Participant as a result of a
Change of Control Termination.
2.4 "Basic Plan" shall mean the Securite Sociale retirement
benefit plan sponsored by the French Government.
2.5 "Board" shall mean the Board of Directors of
Schweitzer-Mauduit International, Inc.
2.6 "Cause" shall mean the termination of the Participant's
employment by the Company or by his French Employer, as the case may be, on the
basis of criminal or civil fraud on the part of the Participant.
2.7 "Change of Control" shall mean the date as of which: (a) a
third person, including a "group" as defined in Section 13(d)(3) of the
Securities Exchange Act of 1934, acquires actual or beneficial ownership of
shares of the Company having 15% or more of the total number of votes that may
be cast for the election of Directors of the Company; or (b) as the result of
any cash tender or exchange offer, merger or other business combination, sale
of assets or contested election, or any combination of the foregoing
transactions (a "Transaction"), the persons who were directors of the Company
before the Transaction shall cease to constitute a majority of the Board of
Directors of the Company or any successor to the Company.
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2.8 "Change of Control Termination" shall mean the termination of
a Participant's employment by the Company or his French Employer, as the case
may be, within two years of a Change of Control for any reason other than for
Cause, Retirement, Disability or the Participant's death.
2.9 "Code" shall mean the Internal Revenue Code of 1986, as
amended.
2.10 "Company" shall mean Schweitzer-Mauduit International, Inc.
and each of its successors and assigns.
2.11 "Complementary Plan" shall mean the national pension plans
for French Employees and workers sponsored by the Association des Regimes de
Retraite Complementaires ("ARRCO") and the Association Generale des
Institutions de Retraite des Cadres ("AGIRC"), respectively.
2.12 "Disability" shall mean Totally and Permanently Disabled,
within the meaning of the Retirement Plan, provided that the Administrator
shall make any such determination with respect to a Participant hereunder.
2.13 "French Employee" shall mean an individual employed by one of
the French Employers.
2.14 "French Employer(s)" mean Schweitzer-Mauduit France, S.A.R.L.
or LTR Industries, S.A., and their respective successors and subsidiaries.
2.15 "French Supplementary Plans" shall mean the supplementary
pension benefit plans provided, respectively, by Papeteries de Mauduit, S.A.
and LTR Industries, S.A. to their employees.
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2.16 "Key Employee" shall mean an individual who is a member of a
select group of management or highly compensated French Employees and/or U.S.
Employees, as determined from time to time by the Administrator.
2.17 "Other Plans" shall mean other plans of the Company or of the
French Employer, including but not limited to the Schweitzer-Mauduit
International, Inc. Annual Incentive Plan, the Schweitzer-Mauduit
International, Inc. Equity Participation Plan, the Schweitzer-Mauduit
International, Inc. Long-Term Incentive Plan, Schweitzer-Mauduit International,
Inc. Restricted Stock Plan, Schweitzer-Mauduit International, Inc. Deferred
Compensation Plan and the Supplemental Plan.
2.18 "Participant" shall mean a Key Employee who has entered into
an Agreement with the Administrator in accordance with Section 3.2.
2.19 "Plan" shall mean this Schweitzer-Mauduit International, Inc.
Executive Severance Plan.
2.20 "Retirement" shall mean
a. For U.S. Employees, the voluntary termination of the
Participant's employment by the Company pursuant to
the terms of the qualified defined benefit pension
plan of the Company, which termination was initiated
by such Participant in writing pursuant to the
procedures of such qualified defined benefit pension
plan prior to a Change of Control notwithstanding
the Participant's actual retirement date occurs
after a Change of Control.
b. For French Employees, the voluntary termination of
the Participant's employment by his French Employer
as a result of such Participant's retirement
pursuant to the terms of the Basic Plan, the
Complementary Plan and, if
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applicable, the French Supplementary Plan, which
termination was initiated by such Participant in
writing pursuant to the procedures of such Basic
Plan, Complementary Plan and, if applicable, French
Supplementary Plan prior Change of Control,
notwithstanding that the Participant's actual
retirement date occurs after a Change of Control.
2.21 "Retirement Plan" shall mean the Schweitzer-Mauduit
International, Inc. Retirement Plan.
2.22 "Supplemental Plan" shall mean the Supplemental Benefit Plan
to the Schweitzer-Mauduit International, Inc. Retirement Plan.
2.23 "U.S. Employee" shall mean individuals employed by the
Company.
2.24 "Voluntary Resignation" shall mean termination of a
Participant's employment with the Company or the French Employer(s) as a result
of a resignation initiated by the Participant which is unrelated to any act or
omission of the Company or the French Employer, as the case may be, which could
not reasonably be construed to be a constructive discharge of such Participant.
ARTICLE 3 - ELIGIBILITY
3.1 Eligibility to Participate. The Administrator shall from time
to time determine in writing the Key Employees who are eligible to participate
in this Plan. A list of current Participants shall be set forth on Appendix A
hereto, as updated by the Committee from time to time.
3.2 Agreement. The Administrator shall enter into a participation
agreement with each Key Employee the Administrator determines to be eligible
for participation in this Plan.
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Such Agreement shall identify the Key Employee as a Participant in this Plan
and shall contain such terms as deemed appropriate by the Administrator, but
shall be consistent with and governed by the terms of this Plan.
ARTICLE 4 - SEVERANCE BENEFITS
4.1 Termination Following Change of Control. A Participant shall
be entitled to receive benefits under this Plan following a Change of Control
as follows:
(a) Subject to Section 4.1 (b), a Participant's employment with
the Company or his French Employer, as the case may be, shall terminate within
two years of a Change of Control for any reason other than for Cause,
Retirement, Disability or the Participant's death.
(b) A Participant that has been requested in writing by the
Company or the French Employer, as the case may be, to continue in the
employment of the Company or the French Employer through a specified date,
which shall not be more than six (6) months from the date of a Change of
Control, under terms and conditions of employment, at the place of employment
and with the same salary and benefits that the Participant was provided prior
to the Change of Control, shall have satisfied such request by remaining in the
employment of the Company or the French Employer for the specified period.
(c) A Participant entitled to benefits under this Plan shall
receive and the Company or, subject to the provisions of Section 1.1, the
French Employer, as the case may be, shall pay or, with respect to certain
benefits hereinafter described, shall cause to be paid to the Participant the
following benefits:
(1) an amount equal to three times the Participant's
highest Annual
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Compensation for any calendar year beginning with or
within the three-year period terminating on the date
of termination of the Participant's employment,
which amount shall be paid to the Participant in
cash on or before the fifth day following the date
of termination;
(2) for a period of three years following the date of
termination of employment, the Participant and
anyone entitled to claim under or through the
Participant shall be entitled to benefits as
follows:
i) For U.S. Employees, all benefits under the
group health care plan, dental care plan,
life or other insurance or death benefit
plan, or other present or future similar
group employee benefit plan or program of
the Company for which key executives are
eligible at the date of a Change of
Control, to the same extent as if the
Participant had continued to be an employee
of the Company during such period and such
benefits shall, to the extent not fully
paid under any such plan or program, be
paid by the Company; and
ii) for French Employees, all medical and
dental benefits provided by "Social
Securite", medical, dental and life
insurance or death benefit plans, or other
present or future similar medical, dental,
life or other insurance or death benefit
plans or programs generally available to
French Employees for which such Participant
is eligible at the date of the Change of
Control, to the same extent as if the
Participant had continued to be a French
Employee during such period and such
benefits shall, to the extent not fully
paid
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under any such plan or program, be paid by the
French Employer.
(3) for U.S. Employees, an amount equal to the Actuarial
Equivalent (as defined in the Retirement Plan) of
the accrued benefit the Participant would have
earned under the Retirement Plan and the
Supplemental Plan for the three-year period
following the date of the termination of his
employment with the Company based on the
Participant's earnings in effect for purposes of the
Retirement Plan and the Supplemental Plan on the
date of such termination, which amount shall be paid
to the Participant in cash on or before the fifth
day following the date of termination; and
(4) for French Employees, a lump sum equal to the sum of
the following amounts which sum shall be payable in
cash on or before the tenth day following the date
of termination:
(i) the cost of purchasing any pension credits
lost by a Participant under the Basic Plan
as a result of a Change of Control
Termination, but in no event shall the
pension credits so purchased exceed 12
quarters of pension credits;
(ii) a lump sum equal to (x) the purchase price
of any pension credits lost by a
Participant under the Complementary Plan
plus (y) the present value of any portion
of lost pension credits which may not be
purchased back from the Complementary Plan,
each as a result of a Change of Control
Termination provided, however, that in no
event shall such lost Complementary Plan
benefits exceed the present worth of three
years of such lost pension benefits; and
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(iii) for pension benefits lost under the French
Supplementary Plan as a result of a Change
of Control Termination, payment of a lump
sum calculated as follows:
a) if the Participant is terminated
between ages 62 and 65, a lump sum
equal to the present worth of the
difference between the pension
benefits the Participant would
have received at age 65 absent the
Change of Control Termination and
the reduced pension benefit such
Participant will receive at age 65
as a result of such termination;
b) if the Participant is terminated
between ages 60 and 62, payment of
a lump sum as calculated in (a)
above multiplied by the ratio of A
to B where A = three years and B =
the number of years between the
Change of Control Termination and
attainment of age 65.
c) if the Participant is terminated
before age 60 or with less than 20
years service with a French
Employer, a lump sum equal to the
present worth of the pension
benefit the Participant would have
received at age 65, absent the
Change of Control Termination
multiplied by the ratio of A to B
where A = three years and B = the
number of years between the
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Change of Control Termination and
the date on which the Participant
would attain age 65 provided,
however, that no such lump sum
shall be payable unless such
Participant could have earned 20
years service with a French
Employer on or before attainment
of age 65, absent a Change of
Control Termination.
(b) If a Participant is or may be liable for Federal income taxes
in the United States, such Participant's Agreement shall provide that the
parties agree that the payments provided in Section 4.1(a) hereof are
reasonable compensation in light of the Participant's services rendered to the
Company or the French Employer, as the case may be, and that neither party
shall contest the payment of such benefits as constituting an "excess parachute
payment" within the meaning of Section 280G(b)(1) of the Code.
(c) In the event that (i) the Participant becomes entitled to the
compensation and benefits described in Section 4.1(a) hereof ("Compensation
Payments"), (ii) the Company determines, based upon the advice of tax counsel
selected by the Company's independent auditors and acceptable to the
Participant, that, as a result of such Compensation Payments and any other
benefits or payments required to be taken into account under Code Section
280G(b)(2) ("Parachute Payments"), any of such Parachute Payments must be
reported by the Company as "excess parachute payments", and (iii) such
Parachute Payments are 3.5 or more times the "base amount" as defined in Code
Section 280G(b)(3) with respect to such Participant ("Base Amount"), the
Company shall pay to the Participant at the time specified in Section 4.1(a)
above an additional amount ("Gross-Up Payment") such that the net amount
retained by the Participant,
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after deduction of any of the tax imposed on the Participant by Section 4999 of
the Code ("Excise Tax") and any Federal, state and local income tax and Excise
Tax upon the Gross-Up Payment, shall be equal to the Parachute Payments
determined prior to the application of this paragraph. The value of any
non-cash benefits or any deferred payment or benefit shall be determined by the
Company's independent auditors. For purposes of determining the amount of the
Gross-Up Payment, the Participant shall be deemed to pay Federal income taxes
at the highest marginal rate of Federal income taxation in the calendar year in
which the Gross-Up Payment is to be made and state and local income taxes at
the highest marginal rates of taxation in the state and locality of the
Participant's residence on the date of termination of his employment, net of
the maximum reduction in Federal income taxes which could be obtained from
deduction of such state and local taxes. In the event that the Excise Tax
payable by the Participant is subsequently determined to be less than the
amount, if any, taken into account hereunder at the time of termination of the
Participant's employment, the Participant shall repay to the Company at the
time that the amount of such reduction in Excise Tax is finally determined the
portion of the Gross-Up Payment attributable to such reduction plus interest on
the amount of such repayment at the rate provided for in Section 1274(b)(2)(B)
of the Code ("Repayment Amount"). In the event that the Excise Tax payable by
the Participant is determined to exceed the amount, if any, taken into account
hereunder at the time of the termination of the Participant's employment
(including by reason of any payment the existence or amount of which cannot be
determined at the time of the Gross-Up Payment), the Company shall make an
additional Gross-Up Payment in respect of such excess (plus any interest and
penalty payable with respect to such excess) immediately prior to the time that
the amount of such excess is required to be paid by Participant (regardless of
any contest of such payment pursuant to Section 4.1(e))
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("Additional Gross-up Payment"), such that the net amount retained by the
Participant, after deduction of any Excise Tax on the Parachute Payments and
any Federal, state and local income tax and Excise Tax upon the Additional
Gross-Up Payment, shall be equal to the Parachute Payments determined prior to
the application of this paragraph. In the event that the Excise Tax payable by
the Participant is subsequently determined to be less than the amount of the
Additional Gross-up Payment paid to the participant, the Participant shall
repay to the Company at the time that the amount of such reduction in the
Additional Gross-up Payment is determined the portion of the Additional
Gross-up Payment attributable to such reduction plus interest on the amount of
such repayment at the rate provided for in Section 1274(h)(2)(B) of the Code
("Additional Repayment Amount"). The obligation to pay any Repayment Amount,
Additional Gross-up or Additional Repayment Amount shall remain in effect under
this Agreement for the entire period during which the Participant remains
liable for the Excise Tax, including the period during which any applicable
statute of limitation remains open.
(d) In the event the Participant's Parachute Payments are less
than 3.5 times the Base Amount, the Company shall limit the Compensation
Payments provided hereunder to the extent necessary so that the Participant's
Parachute Payments do not exceed 2.99 times the Base Amount.
(e) Unless the Company determines that any Parachute Payments
made hereunder must be reported as "excess parachute payments" in accordance
with Section 4.1(c) above, neither party shall file any return taking the
position that the payment of such benefits constitutes an "excess parachute
payment" within the meaning of Section 280G(b)(1) of the Code. If the Internal
Revenue Service proposes an assessment of Excise Tax against the Participant in
excess of the amount, if any, taken into account at the time specified in
Section 4.1(c) and the Company
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notifies the Participant in writing that the Company elects to contest such
assessment at its own expense, the Participant shall cooperate in good faith
with the Company in contesting such proposed assessment and agrees not to
settle such contest without the written consent of the Company. Any such
contest shall be controlled by the Company, provided, however, that the
Participant shall have the right to participate in such contest.
Notwithstanding the Company's election to contest the assessment of an Excise
Tax, the Participant shall be entitled to an Additional Gross-Up Payment under
Section 4.l(c) at the time set forth therein.
4.2 Termination of Employment. If a Participant's employment with
the Company or his French Employer shall terminate during the term of his
Agreement for any reason other than death, Retirement, Voluntary Resignation or
Cause, the Company or (if such payment is not inconsistent with any relevant
French law) his French Employer, shall pay the Participant or the Participant's
beneficiary, as the case may be, in cash a lump sum payment in the amount set
forth in the Agreement with such Participant under this Plan within 30 days of
his termination of employment. Such amount shall be set forth on Appendix A
hereto and shall not be more than the Participant's monthly base salary
multiplied by 24. No benefits shall be payable pursuant to this Section 4.2 in
the event a Participant is entitled to severance payments under Section 4.1
hereof.
ARTICLE 5 - ADMINISTRATION
5.1 Administrator. The Administrator is responsible for the
general administration of the Plan.
5.2 Duties of the Administrator. The Administrator shall be
responsible for the daily administration of the Plan and may appoint other
persons or entities to perform or assist in the
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performance of any of its duties, subject to its review and approval. The
Administrator shall have the right to remove any such appointee from his
position without cause upon notice.
5.3 Powers. The Administrator shall administer the Plan in
accordance with its terms and shall have all powers necessary to carry out the
provisions of the Plan as more particularly set forth herein. The Administrator
shall have discretionary authority to interpret the Plan, and to determine all
questions arising in the administration, interpretation, and application of the
Plan; provided, however, that such discretionary authority shall be exercised
in good faith in order to achieve the principal purposes of the Plan to provide
severance benefits, including enhanced severance benefits upon a Change of
Control, as described in Article 4. All such determinations shall be conclusive
and binding on all interested persons. The Administrator shall adopt such
procedures and regulations necessary and/or desirable for the discharge of its
duties hereunder and may appoint such accountants, counsel, actuaries,
specialists, and other agents as it deems necessary and/or desirable in
connection with the administration of this Plan.
5.4 Compensation of the Administrator. The Administrator shall
not receive any compensation from the Plan for its services.
5.5 Indemnification. The Company shall indemnify the
Administrator against any and all claims, losses, damages, expenses, and
liability arising from its actions or omissions, except when the same is
finally adjudicated to be due to the Administrator's gross negligence or
willful misconduct. The Company may purchase at its own expense sufficient
liability insurance for the Administrator to cover any and all claims, losses,
damages, and expenses arising from any action or omission in connection with
the execution of the duties as the Administrator.
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ARTICLE 6 - SUCCESSOR TO THE COMPANY
6.1 The Company will require any successor or assign (whether
direct or indirect, by purchase, merger, consolidation or otherwise) to all or
substantially all of the business and/or assets of the Company, expressly,
absolutely and unconditionally to assume this Plan and agree to perform the
obligations of the Company under this Plan and each Participant's Agreement in
the same manner and to the same extent that the Company would be required to
perform such obligations if no such succession or assignment had taken place.
ARTICLE 7 - MISCELLANEOUS
7.1 Funding of Benefits. The benefits payable to a Participant
under the Plan shall not be funded in any manner and shall be paid by the
Company or the French employer, as the case may be, out of its general assets,
which assets are subject to the claims of the Company's or the French
Employer's creditors.
7.2 Establishment of Trust.
(a) The Company may establish a Grantor Trust ("Trust") for the
Plan. If established, all benefits payable under this Plan to a Participant
shall be paid directly by the Company from the Trust. To the extent that such
benefits are not paid from the Trust, the benefits shall be paid from the
general assets of the Company and shall be reimbursed to the Company by the
Trust at the Company's request upon presentation of reasonable proof that the
Company made such payment. Any Trust shall be an irrevocable grantor trust
which conforms the requirements of the model trust as described in IRS Revenue
Procedure 92-64, I.R.B. 1992-33. The assets of the Trust are subject to the
claims of the Company's creditors in the event of its insolvency. Except as to
any amounts paid or payable to a Trust, the Company shall not be obligated to
set aside, earmark or escrow any funds or other assets to satisfy its
obligations under this Plan, and the Participant shall not have any property
interest in any specific assets of the Company other than the unsecured right
to receive payments from the Company, as provided in this Plan.
(b) Payment From the Trust. In the event a Trust is established
and payments are not made by the Company in accordance with the terms of the
Plan, a Participant may petition the
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trustee of the Trust directly for payment and the trustee may make such payment
directly to the Participant upon the trustee's good faith determination that
the payment was in fact owed, was not timely paid by the Company and that there
are sufficient assets in the Trust to make the payment.
7.3 Settlement of Accounts. Except as prohibited by applicable
law, there shall be deducted from the payment of any benefit due under the Plan
the amount of any uncontested indebtedness, obligation, or liability which the
Participant has acknowledged in writing as owing to the Company or the French
Employer as the case may be, or any of their respective subsidiaries and the
amount of which has been agreed to by the Participant.
7.4 Withholding. There shall be deducted from the payment of any
benefit due under the Plan the amount of any tax required by any governmental
authority to be withheld and paid over by the Company or the French Employer,
as the case may be, to such governmental authority for the account of the
Participant entitled to such payment.
7.5 Assignment by the Participant. Unless required by court
order, no Participant or beneficiary shall have any rights to sell, assign,
transfer, encumber, or otherwise convey the right to receive the payment of any
benefit due hereunder, which payment and the rights thereto are expressly
declared to be nonassignable and nontransferable. Any attempt to do so shall be
null and void and of no effect.
7.6 Amendment and Termination. The Plan may be amended or
terminated at any time by the Company, by resolution of the Board; provided
that no termination or amendment reducing the severance benefits provided
hereunder shall be effective until the expiration of the two-year period
following the date of the Board resolution providing for such termination.
Further, no amendment or termination shall be effective during the two-year
period following the date of a Change of Control of the Company without the
consent of all the Participants. Any
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termination of this Plan shall cause the immediate termination of all
outstanding Agreements hereunder. No amendment or termination shall affect the
rights of any Participant who is entitled to severance benefits pursuant to
Article 4 at the time of such amendment or termination.
7.7 No Guarantee of Employment. Participation hereunder shall not
be construed as creating any contract of employment between the Company or a
French Employer and any Key Employee, nor shall it limit the right of the
Company or such French Employer to terminate a Key Employee's employment at any
time for any reason whatsoever.
7.8 Construction. This Plan shall be construed in accordance with
and governed by the laws of the State of Georgia, to the extent such laws are
not otherwise superseded by the laws of the United States.
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APPENDIX A
Participants in the
Schweitzer-Mauduit International, Inc.
Executive Severance Plan and Number of
Months of Base Salary Pursuant to
Section 4.2 of the Plan
Number of Months of
Participant's Base Salary in the
Event of Termination, Pursuant to
Name Section 4.2 of the Plan
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Wayne H. Deitrich 24
Paul C. Roberts 12
John W. Rumely 12
William R. Foust 12
Wayne L. Grunewald 6
Jean-Pierre Le Hetet 12
Raymond Nedellec 6
Thierry Bellanger 6
Peter J. Thompson 12
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