SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
DATE OF REPORT July 5, 2001
Rhino Enterprises Group, Inc.,
A Nevada Corporation
Nevada 88-0333844
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) identification No.)
2925 LBJ Freeway, Suite 188
Dallas, TX 75234
(972) 241-2669
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Effective July 1,2001, Rhino Enterprises Group, Inc. (OTCBB:
RHNO), has entered into an employment and stock option agreement
with Daniel H. Weaver. Mr. Weaver will be Vice President of
Finance.
RHNO shall pay to Mr. Weaver for the services to be rendered
hereunder a base salary at an annual rate of Seventy Five
Thousand Dollars ($75,000) ("Minimum Annual Compensation")for a
term of three (3) years. There shall be an annual review for
merit by the RHNO Board of Directors and an increase as deemed
appropriate to reflect the value of services by Mr. Weaver.
In addition to Minimum Annual Compensation, Mr. Weaver shall be
entitled to participate under RHNO's incentive compensation
and/or bonus program(s) (as in effect from time to time), if any,
in such amounts as are determined by RHNO's Board of Directors to
be appropriate for similarly situated employees of RHNO.
Benefits will be fully paid accident and health insurance, life
insurance, customary sick leave, automobile allowance, ten (10)
paid holidays , RHNO shall pay the reasonable costs of
preparation, by a professional of Mr. Weaver's choosing, of Mr.
Weaver's annual and estimated federal income tax returns,
reasonable costs of Mr. Weaver's personal financial planning by a
professional of Mr. Weaver's choosing.
If Mr. Weaver were terminated for reasons other than cause, an
amount equal to the monthly portion of Mr. Weaver's Minimum
Annual Compensation multiplied by the greater of (i) twenty-four
(24), or (ii) the number of months remaining in the term of the
Employment Agreement would be owed to him.
Upon Change in Control of RHNO, RHNO is obligated to pay to Mr.
Weaver an amount equal to the monthly portion of Mr. Weaver's
Minimum Annual Compensation multiplied by thirty-six (36). This
amount shall be paid to Mr. Weaver in one lump sum as soon as
practicable, but in no event later than sixty (60) days after the
date of RHNO's Change of Control.
In the event of termination on account of Mr. Weaver's death,
RHNO is obligated to pay to Mr. Weaver's beneficiary or
beneficiaries (or to his estate if he fails to make such
designation) an amount equal to the monthly portion of Mr.
Weaver's Minimum Annual Compensation as in effect on the date of
his death multiplied by the greater of (i) twenty-four (24), or
(ii) the number of months which would have otherwise remained in
the term of this Agreement had Mr. Weaver not died.
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In the event of termination on account of Mr. Weaver's disability
RHNO shall continue to pay Mr. Weaver an amount equal to two-
thirds (2/3) of Mr. Weaver's Minimum Annual Compensation as in
effect on the date of Mr. Weaver's cessation of services by
reason of disability, less any amounts paid to Mr. Weaver as
Workers Compensation, Social Security Disability benefits (or any
other disability benefits paid to Mr. Weaver as federal, state,
or local disability benefits) and any amounts paid to Mr. Weaver
as disability payments under any disability plan or program for a
period ending on the earlier of: (a) the date that Mr. Weaver
again becomes employed in a significant manner and on a
substantially full-time basis; (b) the date that Mr. Weaver
attains normal retirement age, as such age is defined in a
retirement plan maintained by RHNO; or (c) Mr. Weaver begins to
receive retirement benefits from a retirement plan maintained by
RHNO.
Mr. Weaver shall additionally be granted an option to acquire
250,000 shares of RHNO's common stock. The Option to acquire the
Option Stock shall vest in thirty-five (35) equal, consecutive
monthly increments of 6,944 shares each and one final installment
of 6,960 shares on the first day of each month beginning with
July, 2001 and ending with June, 2004. Notwithstanding anything
to the contrary contained in this Agreement, all Options to
acquire Option Stock shall irrevocably vest thirty (30) calendar
days prior to the scheduled consummation of a Change of Control
or upon a Board decision to accelerate vesting.
During the term of this contract, Mr. Weaver will be granted
options to acquire shares of RHNO's outstanding common stock
("Performance Stock") upon the completion of certain tasks shown
below. These Performance Options will be granted when authorized
by the Board and at a price of the then current market price of
the stock as determined by the end of day quote as found on any
major Internet quotation service.
Timely filing of Rhino's Form 10-QSB 2,000 shares
Timely filing of Rhino's Form 10-KSB 10,000 shares
If any change(s) in the Federal income tax laws materially affect
the tax treatment of Mr. Weaver with respect to the Option or the
Option Stock, the parties agree to negotiate in good faith to
reach an agreement which will take advantage of, or minimize the
disadvantages of, such changes.
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SIGNATURES
In accordance with the requirements of the Exchange Act, the
registrant caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Rhino Enterprises Group, Inc.
(Registrant)
Date: July 5, 2001 By:/S/ ROBERT W. MOEHLER
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Robert W. Moehler
Chief Executive Officer and duly
authorized officer
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