Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 10, 2019, Imperial Finance and Trading, LLC ("Imperial"), a
wholly-owned subsidiary of Emergent Capital, Inc. ("Emergent" or the "Company"),
entered into a retention agreement with Miriam Martinez, the Company's Senior
Vice President, Chief Financial Officer and Secretary (the "Retention
Agreement").The Retention Agreement provides for a cash retention payment (the
"Retention Payment") and certain extended benefits to Ms. Martinez (the
"Benefits") in recognition of her significant contributions to consummating the
Company's August 2019 transaction with Jade Mountain Partners, LLC, which
allowed the Company and its subsidiary White Eagle Asset Portfolio, L.P. ("White
Eagle") to refinance an onerous credit facility and improve the Company's
overall financial position (the "White Eagle Transaction"), and in consideration
of Ms. Martinez's continued support and assistance with the current
restructuring under consideration by the Company (the "Restructuring").
The Retention Agreement provides that in exchange for her Retention Payment and
Benefits, Ms. Martinez will remain employed by Imperial pursuant to her current
employment agreement, dated March 13, 2018 (the "Employment Agreement"), and
that the Retention Payment is in lieu of any severance otherwise payable to Ms.
Martinez under the Employment Agreement. In addition, Ms. Martinez will not be
eligible to receive any portion of her Retention Payment if she is terminated
for Cause (as defined in the Employment Agreement) or resigns without Good
Reason (as defined in the Employment Agreement). The Retention Payment consists
of $700,000. The Benefits consist of 18 months of (x) COBRA health insurance
coverage reimbursement from the company and (x) other benefits to which he would
be entitled upon an involuntary termination without Cause under her Employment
Agreement. The Retention Payment is payable as to two-thirds upon entering into
the Retention Agreement and one-third within three (3) business days of the
consummation of the Restructuring, so long as the White Eagle Transaction
remains in full force and effect and White Eagle and its limited partnership
agreement remain operative and in good standing. In the event that the Company
files for bankruptcy prior to the payment of any portion of the Retention
Payment or Benefits, the Company will file with the bankruptcy court a motion to
approve a Key Employee Retention Plan to preserve each of Ms. Martinez's rights
under her Retention Agreement to her full Retention Payment and Benefits
provided that she must comply with all of the provisions of her Retention
Agreement.
The above description of the Retention Agreement do not purport to be complete
and are qualified in their entirety by reference to such document, which is
filed herewith as Exhibit 10.1 and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits EXHIBIT INDEX
Exhibit Description
No.
10.1 Retention Agreement dated as of December 10, 2019 between Imperial
Finance & Trading, LLC and Miriam Martinez.
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