EXHIBIT (10o)
CONFIDENTIAL
December 8, 1999
Mr. Michael E. Delaney
1802 Tiffany Place
Greensboro, NC 27408
Dear Mike:
I am pleased to extend an offer of employment to you as the Senior Vice
President of Unifi, Inc., effective January 1, 2000. In this capacity, you will
report to me and be accountable for establishing and leading a best-of-class
marketing infrastructure for Unifi. Specific duties include strategic business
planning and budgeting, the comprehensive integration of commercial activity
into a unified branding strategy, the successful implementation of that strategy
and all other marketing-related activity. You will be expected to interact very
closely with customers to develop the commercial insights required for relevant
marketing positioning and campaigns. You will be expected to collaborate closely
with manufacturing, procurement, product development and executive management as
you develop and implement your plans. You will be responsible for the
development of e-commerce as it relates to the commercial strategy of our
company. You will also be responsible for planning and staffing the marketing
department as well as developing the processes that will enable successful
implementation of marketing programs.
The details of your compensation and benefits package, provided you accept our
offer, consists of the following:
1. Base Salary
Your base annual salary, effective upon your commencement of employment
with Unifi is $225,000 to be paid at regular intervals in accordance
with the general practices of the company.
2. Bonus Opportunity
Based on the Board of Directors Compensation Committee's recommendation
achieving an earnings per share target of $1.10 for fiscal year 2000
would provide a bonus of 50% of your base compensation. The bonus for
fiscal year 2000 is based on a sliding scale and phases out below $.90
per share with an up-side potential above $1.10 per share. The maximum
bonus is equal to 100% of base salary. Please note that 50% of your
bonus will be paid in Unifi shares and will be matched with an equal
number. Should you elect to take a greater portion of
your bonus in stock, it, too, will be matched. The matching shares will
vest over a three-year period beginning on the date of the match. The
purpose of this is to help you achieve your obligation to hold three
times your salary in stock.
3. Stock Grant
A grant of 5,000 restricted shares of common stock will be awarded
effective with your start date. These shares will vest over a five-year
period beginning on the day of the grant. You should be aware that, as
a member of executive management, you will be expected to build toward
and maintain a position in Unifi stock equal to three-times the value
of your base salary.
4. Options Award
An award of options in common stock will be granted effective with your
start date. The number of options to be received is equal to three
times annual base compensation divided by the average share price on
the date of the award. The options will vest over a five-year period
beginning on the date of the option grant.
5. Automobile Allowance
An automobile allowance of $1,000 per month will be paid on the first
day of each month. Additionally, Unifi will reimburse for actual auto
expenses such as gas, oil, cleaning and normal repairs. Insurance costs
and property taxes are not reimbursable.
6. Life Insurance
A split dollar life insurance package will be provided which will have
a death benefit equal to three times annual base salary.
7. Company Benefits
You will participate in all company life, health, medical and dental
plans as well as profit sharing and 401-K plans when eligible under the
specific plan guidelines.
a) The company contribution to the profit sharing plan is
discretionary based on the Board of Directors' recommendation, however,
for the past three years, the contribution for an individual with a
base salary of $225,000 would have been approximately $18,000.
b) The 401-K plan does not provide a company match.
8. Signing Agreement
Unifi recognizes that you are due a performance bonus from your current
employer equal to 30% of your current base salary. Depending on Volvo's
decision as to the amount of bonus paid subsequent to your resignation,
Unifi will make up the difference equal to the anticipated 1999 Volvo
bonus. For example, assuming a 30% bonus of your $177,000 base
($53,100), should Volvo decide to pay you a lower bonus of $30,000,
Unifi will pay you an additional $23,100 to keep you whole at your
total expected bonus of $53,100.
9. Severance Understanding
In the unlikely event that some circumstance should occur beyond your
control resulting in a separation of employment, Unifi will pay you
your base salary for a period of twelve months except in the case of
disciplinary termination.
Mike, I think you will make a strong member of our executive team and I look
forward to welcoming you to Unifi. Please let me know if you have any questions
and I look forward to hearing from you as soon as possible.
Sincerely,
Brian Parke
President and Chief Operating Officer
Unifi, Inc.
Accepted by: MICHAEL E. DELANEY December 21, 1999
---------------------- -----------------
Michael E. Delaney Date