0001188112-12-002857.txt : 20120912 0001188112-12-002857.hdr.sgml : 20120912 20120912131525 ACCESSION NUMBER: 0001188112-12-002857 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20120906 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120912 DATE AS OF CHANGE: 20120912 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ACETO CORP CENTRAL INDEX KEY: 0000002034 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-CHEMICALS & ALLIED PRODUCTS [5160] IRS NUMBER: 111720520 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-04217 FILM NUMBER: 121087432 BUSINESS ADDRESS: STREET 1: 4 TRI HARBOR COURT CITY: PORT WASHINGTON STATE: NY ZIP: 11050 BUSINESS PHONE: 5166276000 MAIL ADDRESS: STREET 1: 4 TRI HARBOR COURT CITY: PORT WASHINGTON STATE: NY ZIP: 11050 FORMER COMPANY: FORMER CONFORMED NAME: ACETO CHEMICAL CO INC DATE OF NAME CHANGE: 19851203 8-K 1 t74555_8k.htm FORM 8-K t74555_8k.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):  September 6, 2012

Aceto Corporation

(Exact Name of Registrant as Specified in its Charter)


New York
000-04217
11-1720520
(State or Other Jurisdiction of
Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
 

 

4 Tri Harbor Court, Port Washington, NY 11050

(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code:  (516) 627-6000



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 (see General Instruction A.2. below):
   
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 240.14-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13-e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
Item 5.02  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
 
On September 7, 2012, Aceto Corporation (“Aceto” or the “Company”), announced that as part of the Company's Management Succession Plan, effective January 2, 2013, Albert Eilender, Chairman and Chief Executive Officer will step down from his position as Chief Executive Officer while retaining his duties as Chairman of the Board of Directors (the “Board”). The Board elected Salvatore Guccione, age 49, currently President and Chief Operating Officer and member of the Board, to succeed him as Chief Executive Officer, effective January 2, 2013. The Company intends to compensate Mr. Eilender for his service as Chairman at an annual base salary of $500,000 and a target annual performance award of 50% of base salary. Currently, Mr. Eilender's base salary is $650,000 and his target annual performance award is 60% of base salary.

Since December 2011, Mr. Guccione has served as President and Chief Operating Officer of Aceto. Mr. Guccione was formerly an Operating Partner at Arsenal Capital Partners, a private equity investment firm based in New York.  Prior to that, Mr. Guccione was the Chief Executive Officer and the Chief Financial Officer of WIL Research Laboratories from 2006 to 2009 and the Chief Financial Officer of International Specialty Products from 2004 to 2005. In addition, Mr. Guccione held various positions at Cambrex Corporation from 1995 to 2004, including Executive Vice President, Strategy and Chief Financial Officer. From 1987 to 1995, Mr. Guccione held various positions at International Specialty Products, including Vice President and General Manager, Personal Care and Director, Corporate Development. Mr. Guccione holds a Bachelor degree in Chemical Engineering from Lehigh University and an MBA in Finance from New York University's Stern School of Business.  Mr. Guccione joined Aceto’s Board in May 2011.  Mr. Guccione serves on the board of ReSearch Pharmaceutical Services, Inc. In addition, Mr. Guccione previously served on the boards of Royal Adhesive & Sealants Holdings and DG3 Holdings.

It is contemplated that Mr. Guccione will continue in his capacity as President and Chief Operating Officer of the Company. In connection with his appointment as Chief Executive Officer, the Company will provide Mr. Guccione with an increase in annual base salary to $550,000 (increased from $425,000) and a target annual performance award of 60% of base salary (increased from 50%), effective January 2, 2013. Since it is contemplated that Mr. Guccione’s current employment agreement will be amended, the additional information called for in Item 5.02(c)(3) of Form 8-K has not been fully determined at the time of the filing of this report.
 
 
 

 
 
There are no family relationships between Mr. Guccione and any other executive officers or directors of Aceto.  Mr. Guccione was not selected as Chief Executive Officer pursuant to any arrangement or understanding with any other person, and does not have any reportable transactions under Item 404(a) of Regulation S-K.

The press release related to this matter is furnished as an exhibit to this report.
 
Item 9.01
 Financial Statements and Exhibits
   
(d) Exhibits
 
   
Exhibit No.
 Description
   
99.1  Press Release dated September 7, 2012
 
 
 

 
 

SIGNATURE
 
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.
 
  ACETO CORPORATION  
       
       
Date: September 12, 2012
By:
/s/ Albert L. Eilender  
    Albert L. Eilender  
    Chairman of the Board and  
    Chief Executive Officer  
 
EX-99.1 2 ex99-1.htm EXHIBIT 99.1 ex99-1.htm

EXHIBIT 99.1
 
graphic
 
         
Aceto Corporation
4 Tri Harbor Court
Port Washington, New York 11050
 
 
“Sourcing and Supplying Quality Products Worldwide”
NEWS RELEASE

FOR IMMEDIATE RELEASE

ACETO Outlines CEO Succession Plan

 As of January 2013 Albert Eilender will step-down as CEO and remain as
Chairman of the Board
Salvatore Guccione, President and COO, to Assume CEO Role


PORT WASHINGTON, NY – September 7, 2012 – ACETO Corporation (NASDAQ:ACET), a global leader in the marketing, sales and distribution of pharmaceutical active ingredients and intermediates, finished dosage form generic pharmaceuticals, nutraceutical products, agricultural protection products and specialty chemicals announced today that as part of the Company’s Management Succession Plan, effective January 2, 2013 Albert Eilender, Chairman and Chief Executive Officer will step-down from his position as Chief Executive Officer while retaining his duties as Chairman of the Board.  The Board of Directors elected Salvatore Guccione, currently President and Chief Operating Officer and member of the Board, to succeed him as Chief Executive Officer, effective January 2, 2013.

Hans Noetzli, Lead Independent Director commented, “On behalf of the Board of Directors, we would like to thank Al Eilender for the valuable contributions he has made as ACETO’s Chief  Executive Officer over the past three years.  Al has done an outstanding job for the Company.  Under his leadership, our 3 year growth in revenues, earnings per share, and EBITDA coupled with the strategic entrance into finished dosage form generic pharmaceuticals has transformed the focus of the business and positioned ACETO for continued overall growth and margin expansion. We look forward to Al’s continued contribution and leadership in his ongoing role as Chairman of the Board”.

Mr. Noetzli went on to say, “The Board has a great deal of confidence in Sal’s ability to execute ACETO’s organic and acquisition growth strategy and, ultimately, enhance shareholder value. In the months ahead, Sal and Al will continue to work closely together to ensure a seamless transition and continuity in our executive management team”.

 
 

 
 
Mr. Eilender said “One of the key responsibilities of the Board of Directors and the Chief Executive Officer is succession planning. We are fortunate to have been able to bring someone with Sal’s credentials on board as Chief Operating Officer in 2011. With all three business segments, Human Health, Pharmaceutical Ingredients, and Performance Chemicals under his supervision, Sal has demonstrated strong leadership skills and an in-depth knowledge and understanding of our organization. I have every confidence that he will do an excellent job as our Chief Executive Officer in steering the Company in the future”.

Mr. Guccione commented, “I am honored that the Board and Al have given me the opportunity to lead this organization.  As Chief Operating Officer, I have had the opportunity to work with our entire organization and believe we are strongly positioned for growth in all three of our business segments. Across the board, we have the management team in-place to carry on the trends of improved financial performance, and implementation of the Company’s strategic vision. I am pleased to lead that effort”.

ABOUT ACETO

ACETO Corporation, incorporated in 1947, is a global leader in the marketing, sales and distribution of pharmaceutical active ingredients and intermediates, finished dosage form generic pharmaceuticals, nutraceutical products, agricultural protection products and specialty chemicals.  With business operations in nine countries, ACETO distributes over 1,100 chemical compounds used principally as finished products or raw materials in the pharmaceutical, nutraceutical, agricultural, coatings and industrial chemical consuming industries.  ACETO’s global operations, including a staff of 26 in China and 12 in India are distinctive in the industry and enable its worldwide sourcing and regulatory capabilities.
 
Investor Relations Contact:
Amy Glynn
The Ruth Group
(646) 536-7023
aglynn@theruthgroup.com
###
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