Exhibit 10.16
SEPARATION
AGREEMENT
AND
GENERAL RELEASE OF
CLAIMS
This Separation Agreement and General Release of
Claims (“General Release”) is made and entered into by
and between Jeff O. Foote, on behalf of his/her agents, assigns,
heirs, executors, administrators, attorneys and representatives
(“I,” “me,” “Employee”), and
Alliant Techsystems Inc., a Delaware corporation, any related
corporations or affiliates, subsidiaries, predecessors, successors
and assigns, present or former officers, directors, shareholders,
board members, agents, employees, and attorneys, whether in their
individual or official capacities, delegates, benefit plans and
plan administrators, and insurers (“Company” or
“ATK”).
ATK and I have mutually agreed that my
employment shall terminate as provided in this General
Release. In consideration of my signing and complying with
this General Release, ATK agrees to provide me with certain
payments and other valuable consideration described below.
Further, ATK and I desire to resolve and settle any and all
potential disputes or claims related to my employment or
termination of employment.
Therefore, ATK and I mutually agree to the
following terms and conditions:
1.
Termination of
Employment . I understand my
employment with ATK is terminated effective March 31, 2004.
ATK will pay me for any accrued, but unused vacation/PTO. My
continuing rights, if any, under all other ATK employee benefit
plans will be governed by those plans.
2.
Severance
Benefits. In exchange for the
promises contained herein, and after the applicable rescission
period has elapsed, ATK will provide me with the severance pay and
severance benefits identified in this Paragraph 2 (together
referred to as “Severance Benefits”):
(a)
Severance
Pay. I will receive a
single lump-sum severance payment in the amount of $278,000, which
is equal to twelve months of my base pay. This severance
payment will be subject to all applicable withholdings and will be
taxable as payroll wages. No 401k deductions will be taken
from the payment nor is it pensionable earnings (for example, it is
not “Earnings” or “Recognized
Compensation”) for purposes of any ATK qualified or
non-qualified employee benefits plans.
(b)
Executive Incentive
Plan. I will be
eligible to receive an Executive Incentive Plan (EIP) payment for
Fiscal Year 2004. Such payment will be based solely on the
actual corporate performance as established in the beginning of
such fiscal year, with no discretionary adjustment made to
it. This amount will be paid in a single lump sum payment in
cash (or deferred if previously elected) at the time all other EIP
participants receive payment.
(c)
CVA. I shall be paid $311,570 as your CVA
bonus. No 401k deductions will be taken from the payment nor
is it pensionable earnings (for example, it is not
“Earnings” or “Recognized Compensation”)
for purposes of any ATK qualified or non-qualified employee
benefits plans.
(d)
Restricted Stock.
I do not have any unvested
and outstanding restricted stock grants.
(e)
Performance Share Incentive
Stock. I do not have any
unvested and outstanding performance shares.
(f)
Stock Options.
The ATK Board of Directors,
Personnel and Compensation Committee vested your unvested stock
options (3,500 at $47.75, 10,000 at $59.12, and 10,000 at
$57.43). This vesting is subject to your entering into this
General Release and will be effective either the date of your
termination or the day after the applicable rescission period,
whichever is later.
(g)
Deferred Compensation.
Any compensation you deferred
under the Alliant Techsystems Inc. Nonqualified Deferred
Compensation Plan (or predecessor plan) shall be paid in accordance
with your pre-selected distribution options and the terms of that
plan.
(h)
Financial Planning.
ATK will continue to make
available to you Ayco financial services for the period of April 1,
2004 through March 31, 2005.
(i)
Health Care Coverage.
ATK will pay for continued
health care coverage through its COBRA administered health care
plan from April 1, 2004 through March 31, 2005, or until you are
covered under another employer’s health care plan, whichever
is sooner.
(j)
Outplacement
Services. I will be entitled to
participate in executive level outplacement services as described
in my separation information materials.
(k)
Independent
Consideration. I am only eligible for
Severance Benefits because I have signed and not revoked this
General Release. I acknowledge that I am not otherwise
entitled to receive such additional and valuable
consideration. By my signature on this General Release, I
waive all rights to any other benefits or cash payment.
3.
Post
Employment Restrictions
(a)
Confidentiality and
Non-Disparagement. I acknowledge that in
the course of my employment with ATK, I have had access to
confidential information and trade secrets. I agree to
maintain the confidentiality of ATK’s confidential
information and trade secrets. I will not disclose or
otherwise make available to any person, company, or other party
confidential information or trade secrets. Further, I agree
not to make any disparaging or defamatory comments about ATK or any
aspect of my employment or termination from employment with
ATK.
(b)
Competition
Restrictions. From
April 1, 2004 through March 31, 2005, I agree, I will not directly
, personally engage in, nor own, manage, operate, join, control,
consult with, participate in the ownership, operation or control of
a company (or division of a larger Corporation) that competes
directly with ATK in the Aerospace industry. This is not
meant to restrict my ability to work for one of the major defense
contractors in areas not directly competing with ATK. For
those situations when I seek employment with a competing
“corporation” in a field not connected to ATK’s
business, I will confer with ATK prior to accepting future
employment to ensure I am not accepting employment that directly
competes with ATK and give ATK to the right to provide a copy of
this provision to said potential employer.
(c)
Non-solicitation.
From April 1, 2004
