Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On
Percentage Reduction Reduced Base Salary ($) Thomas H. Werner, President and Chief 50% 300,000 Executive Officer Jeffrey Waters, Chief Executive 50% 300,000 Officer, SunPower Technologies Manavendra S. Sial, Executive Vice 35% 282,750 President and Chief Financial Officer Douglas J. Richards, Executive Vice 35% 247,000 President, Administration Kenneth L. Mahaffey, Executive Vice 35% 217,750
President and General Counsel
Item 7.01. Regulation FD Disclosure
On
These actions include (i) temporarily reducing the salaries of certain of its
executive officers, as detailed in Item 5.02; (ii) temporarily reducing a
portion of the Company's employees to a four-day work week, subject to periodic
reassessment, to address reduced demand and workloads related to the pandemic,
with exceptions for certain groups, including those supporting customer and
asset services; and (iii) the recent idling of the Company's factories in
The Company remains on track to complete its planned split into two independent, publicly traded companies by the end of the second quarter of 2020, dependent on the timing of regulatory approvals and the satisfaction of certain closing conditions.
Additionally, the Company's
The information furnished in Item 7.01 of this Current Report on Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such filing.
Forward-Looking Statements
The above information contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding (a) the efficacy of the Company's measures to address the impact of COVID-19 pandemic on its business, operations, and financial performance; (b) the Company's expectations regarding its ability to continue to invest in product development and otherwise pursue its business in the current environment, and its relationship to achieving the Company's strategic initiatives, and positioning for future success; (c) the anticipated spin-off of Maxeon Solar, including timing and certainty and the ability to obtain necessary regulatory approvals and satisfy other conditions to closing; (d) the Company's expectations regarding its ability to re-open manufacturing facilities, and the timeline on which such re-opening may occur; and (e) the Company's expectations regarding growth opportunity, its positioning for future success, and the expected timing of recovery. These forward-looking statements are based on the Company's current assumptions, expectations, and beliefs and involve substantial risks and uncertainties that may cause results, performance or
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achievement to materially differ from those expressed or implied by these
forward-looking statements. Factors that could cause or contribute to such
differences include but are not limited to: (1) the inability to accurately
predict the scope and impact of disruptions to the Company's business from
epidemics and natural disasters, including the COVID-19 pandemic and responses
to it, including government actions that may negatively affect our ability to
operate for some period; (2) challenges in executing transactions key to the
Company's strategic plans, including regulatory and other challenges that may
arise; (3) the Company's liquidity, substantial indebtedness, and ability to
obtain additional financing for the Company's projects and customers; (4)
changes in public policy, regulatory changes, and the availability of economic
incentives promoting use of solar energy; (5) containing manufacturing and
logistics difficulties that could arise; (6) challenges managing the Company's
acquisitions, joint ventures and partnerships, including the Company's ability
to successfully manage acquired assets and supplier relationships; and (7) risks
relating to the Company's ability to complete its separation into two
independent public companies and to complete the associated investment by TZS in
Maxeon Solar, which may not be consummated within the anticipated period or at
all. A detailed discussion of these factors and other risks that affect the
Company's business is included in filings the Company makes with the
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