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): June 21, 2006
DHB INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 001-13112 11-3129361
________________________ ________________________ ______________________
(State of Incorporation) (Commission File Number) (IRS Employer
Identification Number)
2102 SW 2nd Street, Pompano Beach, Florida 33069
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(Address of principal executive office) (Zip Code)
(954) 630-0900
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(Registrant's telephone number, including area code)
400 Post Avenue, Suite 303
Westbury, New York 11590
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(Former Address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 5.02. DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF PRINCIPAL OFFICERS.
(c) On June 21, 2006, DHB Industries, Inc. (the "Company") appointed,
effective as of July 7, 2006, Lawrence E. Young as Chief Financial Officer, and
appointed Ryan J. Esko as Senior Vice President and Corporate Treasurer and Mark
E. Thorson as Senior Vice President and Corporate Controller of the Company. The
services of each of these individuals are being provided pursuant to an
engagement letter dated June 21, 2006, between the Company and AlixPartners, LLC
("AlixPartners"), a leading corporate turnaround and restructuring firm.
Mr. Young, 43, is a managing director of AlixPartners. During the last five
years while employed at AlixPartners, among other engagements, Mr. Young has
served as Chief Financial Officer and Chief Restructuring Officer of Sunterra
Corporation and, over a three-year period, as Chief Executive Officer, Chief
Financial Officer, and Chief Restructuring Officer of AT&T Latin America. In
those roles, among other representations, he directly led the restructuring of
the operations, SEC reporting and financial restatement, cash management and
debt restructuring. Mr. Young holds a Masters of Business Administration in
finance and accounting form the Wharton School of Business, University of
Pennsylvania, is a Certified Reorganization Accountant and holds the CIRA
designation.
Mr. Esko, 31, is a director of AlixPartners. During the last five years
while employed by AlixPartners, among other engagements, Mr. Esko has served as
Corporate Treasurer of Foster Wheeler during its turnaround and restructuring
period and had a role as Executive Vice President of Finance for an $800 million
company. Additionally, Mr. Esko had vice president responsibilities with Refco
Inc. in the areas of human resources and real estate, responsibility for leading
the treasury and financial planning departments at Quality Stores, and
operational restructuring responsibility at RCN Corporation. Mr. Esko holds a
Bachelors in Corporate Finance from the University of Illinois and has completed
certain executive education programs at the Kellogg School of Management.
Mr. Thorson, 42, is a director of AlixPartners. Mr. Thorson has been
employed at AlixPartners for the last five years. Prior to joining AlixPartners,
Mr. Thorson served as a Vice President in the consumer products division of
Zenith Electronics and as a Controller of one of its divisions. Mr. Thorson was
also a Controller at a division of a $4 billion manufacturing company and has
led numerous accounting improvement projects. Mr Thorson holds a Bachelors in
Accounting from the University of Wisconsin, is a Certified Public Accountant
and was previously an auditor with a major accounting firm.
Pursuant to the engagement letter, AlixPartners will provide the Company
with interim management, financial advisory and consulting services, including
the services of Messrs. Young, Esko and Thorson. The engagement letter provides
that AlixPartners is an independent contractor, and neither AlixPartners nor
Messrs. Young, Esko or Thorson will receive a salary or related employee
benefits from the Company. The Company will compensate AlixPartners at hourly
rates of $260-750, depending on the particular persons performing services, plus
reasonable out-of-pocket expenses. Upon completion of the engagement, the
Company will also pay AlixPartners a success fee to be agreed to by the parties.
The Company has paid AlixPartners a retainer of $400,000 to be applied against
the fees and expenses incurred by AlixPartners during the course of its
engagement.
A copy of the press release announcing the appointments by the Company is
attached hereto as Exhibit 99.1.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
99.1 Press Release, dated June 27, 2006.
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.
DHB INDUSTRIES, INC.
By: /s/ LARRY ELLIS
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Larry Ellis, CAO
Dated: June 27, 2006
EXHIBIT INDEX
99.1 Press Release, dated June 27, 2006.