================================================================================
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):April 4, 2005
Workstream Inc.
(Exact Name of Registrant as Specified in Charter)
Canada 001-15503 N/A
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification No.)
495 March Road, Suite 300, Ottawa, Ontario,
Canada K2K-3G1
(Address of Principal Executive Offices) (Zip Code)
(613) 270 0619
(Registrant's Telephone Number, Including Area Code)
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 1.01 Entry into a Material Definitive Agreement.
The information set forth under Item 5.02 "Departure of Directors or
Principal Officers; Election of Directors; Appointment of Principal Officers" is
incorporated herein by reference.
Item 5.02. Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers.
On April 4, 2005, Workstream Inc. (the "Company") announced the
resignation of David Polansky as its Chief Financial Officer. Mr. Polansky's
last day with the Company will be April 15, 2005.
On April 4, 2005, the Company entered into an employment agreement with
Stephen Lerch, 51 years old, pursuant to which Mr. Lerch was appointed as the
Executive Vice President and Chief Financial Officer/Chief Operating Officer of
the Company. From April 2003 to January 2004, Mr. Lerch was the Executive Vice
President and Chief Operating Officer for Rewards Network Inc. (formerly iDine
Rewards Network Inc.), one of the nation's leading providers of credit card
based loyalty and rewards programs for restaurants and hotels. Mr. Lerch was
responsible for the primary $350 million per year in revenue dining business.
From February 1997 to August 2003, Mr. Lerch was the Executive Vice President
and Chief Financial Officer for Rewards Network Inc.
Mr. Lerch's employment agreement has a one-year term expiring in April
2006 that automatically renews at the end of the initial or any renewal term for
an additional one year term unless either party provides prior notice of non
renewal. Mr. Lerch will earn an annual base salary of not less than $200,000 and
will also be entitled to a bonus of $200,000 based on mutually agreed objectives
being achieved. However, in no event shall such bonus be less than 25% of the
entitled amount. In addition, the Company granted Mr. Lerch an option to
purchase 100,000 common shares of the Company at an exercise price of $4.02 per
share, the closing price of the shares on April 4, 2005, in accordance with the
terms and conditions of the Company's 2002 Amended and Restated Stock Option
Plan. The Company also granted Mr. Lerch 50,000 Restricted Stock Units that
vest one fifth over a 5 year period beginning on the first anniversary of the
grant. If the Company elects to terminate Mr. Lerch's employment other than for
"cause", Mr. Lerch would be entitled to a payment equal to six months' salary
and benefits.
Attached hereto as Exhibit 99.1 is a press release issued on April 4, 2005
announcing the resignation of David Polansky as Chief Financial Officer and the
appointment of Stephen Lerch as the Chief Financial Officer/Chief Operating
Officer of the Company.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
10.1 Employment Agreement dated April 4, 2005 between
Stephen Lerch and Workstream Inc.
99.1 Press Release of Workstream Inc. dated April 4, 2005.
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.
WORKSTREAM INC.
Dated: April 7, 2005 By: /s/ Michael Mullarkey
--------------------------------
Name: Michael Mullarkey
Title: Chief Executive Officer