1
EXHIBIT 10.3
WOLVERINE TUBE, INC.
ANNUAL PERFORMANCE INCENTIVE PLAN
OVERVIEW OF THE PLAN:
The Wolverine Tube, Inc. Annual Performance Incentive Plan ("The Plan") will
provide each eligible participant with a specific incentive opportunity
expressed as a percentage of base compensation - which can be earned based upon
the Company and the participant achieving certain performance target. These
goals can be corporate, division, group or some combination of all and will be
weighted to emphasize key areas.
OPERATIONS OF THE PLAN:
- - Performance Measures and Targets - Under this plan, the Company establishes
various target performance levels based on projected business results
during the plan year. There will be three levels: level one, level two and
level three. Exhibit A contains a definition of performance goal to be used
for the 1999 Plan Year. Each participant in the Plan will receive his/her
own list of targets.
- - Incentive Opportunities - The Company will then establish percentage of
salaries that can be earned when and if the targets are reached. The
percentages increase as performance improves based upon a grading formula.
For example, if actual performance in any area is between level one and
level two, a pro-rata increase in incentives will be provided on a sliding
scale. Once target level three is achieved for Operating Income, additional
bonus can be achieved in a pro-rata manner. Other Performance Measurements
are fully achieved at level three. Additionally, the Corporate Quantifiable
Objectives are a stepped award payout (i.e. not linear). Each participant
in the Plan will receive his/her own list of incentive opportunities for
achieving performance.
- - Weighting of Factors - The performance measures are applied in combination
by assigning a specified weight to each measure based upon degree of
importance and assessing the extent to which the goals were achieved.
- - Performance Areas and Targets - Each participant will be assigned three to
five performance measures and their associated specified weights.
Performance goals can be achieved at various levels and may trigger
incentives at various levels. No minimum level of performance for any one
factor is required before incentives are paid. As such, incentive may be
paid if only one of the four factors is at level one.
Page 1
2
- - Eligibility for Participation - Participation in the Plan, for Corporate
officer level or higher, will be determined by the Compensation Committee
based upon recommendations of the CEO. Others below this level will be
determined by the Executive Management Committee ("Plan Administrator").
Once an individual is determined to be eligible for participation, he must
be an employee of the Company at all times during the year, through and
including December 31, in order to be eligible to receive the award. A
person who is demoted during the year is subject to removal from the Plan
by the Plan Administrator, with no entitlement to compensation under the
Plan. A Participant in the Plan who retires, becomes disabled (as defined
in the applicable Company plan) or who dies during the year will be
eligible to receive a pro rata award, if applicable. The Plan Administrator
will review situations involving involuntary terminations to determine
potential awards under the Plan. A participant who voluntary terminates
service or who is terminated for "Cause" (as determined by the Plan
Administrator) will not be eligible for an award.
- - Administration of the Plan - The Plan Administrator will make any and all
determinations regarding the operation of the Plan for non-officer level
employees and the Compensation Committee will make any and all
determinations regarding the operation of the Plan for Corporate Officer
level employees.
Page 2
3
EXHIBIT A
PLAN DEFINITIONS OF GOALS (A):
OPERATING INCOME (OI) - Defined as Net Sales less Cost of Goods Sold (excluding
LIFO impact) less SGA and other recurring and non-recurring charges (except as
modified by the Compensation Committee). These goals are on a Consolidated
basis. Amount to be calculated on a consistent basis and in accordance with the
Company's internal accounting policies.
WOLVERINE VALUE ADDED (WVA) - Ratio of "WVA Dollars" for the calendar year to
"Average Assets". For purposes of this definition, "Assets" are defined as all
net fixed assets, inventory, storeroom and apportionment of Depot Inventory.
"WVA Dollars" is Net Income less cost of funding the asset base. This goal may
be on a Consolidated basis or plant level. Amount to be calculated on a
consistent basis and in accordance with the Company's internal accounting
policies. (The cost of capital for the 1999 Plan is assumed to be 10.8%.)
NEW PRODUCT SALES TO TOTAL PRODUCT SALES RATIO (NPS) - Ratio of New Commercial
Products to Total Commercial Products spread dollars, where new products are
defined as any new commercial products sold for a three year life cycle from the
date of first commercial sale of product. Commercial products shall mean all
products of the Company, excluding plumbing service, refrigeration service, rod,
bar, strip and shaped products (for example, denominator for 1999 under the plan
will be $262,143,000). Moreover, new products will consist of new product
designs and/or a new function for existing product. This will be determined on a
Consolidated basis or product line basis. Goal will be achieved if certain
threshold amounts are achieved and exceeded. Determination as to definition of
New Product Sales will be made by the Plan Administrator.
GROSS PROFIT BY PRODUCT LINE (GM) - Net Sales less cost of goods sold (excluding
LIFO impact), expressed as total dollars. Goal will be achieved if certain
threshold amounts are achieved and exceeded.
PIIP SUCCESS FACTOR (PIIP)- each plant currently utilizes PIIP. To the extent
these are achieved will determine a success factor.
WOW COST SAVINGS - Certain Plants have pre-determined WOW targets for 1999. To
the extent these are achieved will determine a success factor.
Page 3
4
CORPORATE QUANTIFIABLE OBJECTIVES (CQO) - each participant may be eligible to
receive up to the maximum percentage for each group, a bonus for achieving
certain pre-determined goals for performance areas not specifically noted in the
other goals. Goal will be achieved if certain quantifiable goals that are
measurable are achieved and/or exceeded.
(a) It is assumed that for all 1999 calculations, that metal prices per pound
are set forth below. Participants should be aware that amounts in the Data
Book may differ from these calculations. Participants will be advised
quarterly regarding the performance and potential awards.
Copper ($.75/lb.) Zinc ($.05/lb.) Nickel ($2.00/lb.) Tin ($2.50/lb.)
***********
***********