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: October 29, 2007
ENERGIZER
HOLDINGS, INC.
|
MISSOURI
|
1-15401
|
No.
43-1863181
|
|
(State
or
Other Jurisdiction
of Incorporation)
|
(Commission File
Number)
|
(IRS
Employer Identification
Number)
|
533
MARYVILLE UNIVERSITY DRIVE, ST. LOUIS,
MO 63141
(314)
985-2000
(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:
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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ITEM
5.02.
DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; APPOINTMENT OF CERTAIN
OFFICERS
(b) On
October 29, 2007, the Company announced that Mark Schafale, Vice President
and
Controller, has accepted the position of Vice President, Global Battery Finance,
effective January 1, 2008, and consequently will no longer serve as the
Company’s principal accounting officer.
(c) The
Company also announced that Mr. John McColgan would replace Mr. Schafale as
the
Company’s principal accounting officer, and will be named Vice President and
Controller, effective January 1, 2008.
Mr.
McColgan, who
is 49 years old, has served as the Vice President, Corporate Controller and
Treasurer of Playtex Products, Inc. since 1992. All of the issued and
outstanding capital stock of Playtex Products, Inc. was acquired by the Company
on October 1, 2007, and it is now a wholly-owned subsidiary of the Company.
During his tenure at Playtex Products, Inc., which is engaged in the business
of
manufacturing and marketing feminine care, skin care and infant care products,
with annual revenues of approximately $700 million, Mr. McColgan was responsible
for all aspects of financial reporting, budgeting and analysis of financial
results, as well as direction and management of that company’s financing
structure. He also led merger, acquisition and divestiture activities for
Playtex Products, Inc. Mr. McColgan has a B.S. in Accounting from West Chester
University and a MBA in Finance from LaSalle University.
Mr.
McColgan’s
annual salary for fiscal year 2008 will be $260,000, and he will be entitled
to
participate in the Company’ 2008 annual and two-year bonus program, the
description of which is incorporated by reference to the Company’s Current
Report on Form 8-K dated October 10, 2007. His bonus target under the program
will be 50%, and his bonus payout will be prorated from January 1, 2008 through
September 30, 2008.
In
addition, Mr.
McColgan will receive a payment of $200,000, payable in equal increments on
November 1, 2008 and October 1, 2009, in consideration of his release of all
rights under a change in control severance agreement granted to him by Playtex
Products, Inc. prior to the acquisition. However, if Mr. McColgan voluntarily
terminates employment, or is terminated for cause, prior to payment of the
second increment, that payment will be forfeited.
Mr.
McColgan was
also granted a Performance Restricted Stock Equivalent Award Agreement for
5,000
total equivalents. A description of the terms of the Award Agreement is
incorporated by reference to the Company’s Current Report on Form 8-K dated
October 10, 2007, and the form of the Award Agreement is filed as Exhibit 10.1
thereto.
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.
ENERGIZER
HOLDINGS,
INC.
By:
Daniel
J.
Sescleifer
Executive
Vice
President and Chief Financial Officer
Dated:
November 2,
2007