SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
January 5, 2007 (January 2, 2007)
Date of Report (Date of earliest event reported)
REDHOOK ALE BREWERY, INCORPORATED
(Exact Name of Registrant as Specified in Charter)
Washington 0-26542 91-1141254
(State or Other Jurisdiction (Commission file number) (I.R.S. Employer
of Incorporation) Identification No.)
14300 NE 145th Street, Suite 210
Woodinville, Washington 98072
(Address of Principal Executive Offices, Zip Code)
(425) 483-3232
(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 (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01 Entry into Material Definitive Agreement.
On January 2, 2007, Redhook Ale Brewery Incorporated (the "Company") adopted a
Company-wide severance plan that permits the payment of severance benefits to
all full-time employees, other than executive officers, in the event an
employee's employment is terminated as a result of a merger or other business
combination with Widmer Brothers Brewing Company ("Widmer").
Under the severance plan, an employee is entitled to receive severance pay equal
to six months of their base pay in effect at the time of notice of displacement
if the Company permanently terminates their employment as a result of a merger
or other business combination with Widmer, and (1) at the time the employee
receives notice of termination they are employed by the Company on a fulltime
basis (i.e., are regularly scheduled to work 35 hours or more); and (2) the
employee executes a full release of claims in a form acceptable to the Company.
An employee will not be entitled to severance pay if (1) the Company determines
that their employment terminated for reasons other than as a result of a merger
or other affiliation with Widmer; (2) the Company merges or enters into another
business combination with Widmer and the employee is offered the same position
or a new position with base pay that is at least 95% of their former rate of
pay, and that does not involve a geographical relocation of more than 25 miles
from the prior job site; (3) the Company merges or enters into another business
combination with Widmer and the employee accepts any position, whether
comparable or not to their former position; (4) the employee is on a leave of
absence on the date of notice of termination and has not returned to work by the
displacement date, unless either (a) the leave is a military leave; (b) the
displacement date occurs during a leave of absence under the Family and Medical
Leave Act of 1993; (c) the employee is on a work related disability leave and
provides the Company with a licensed medical doctor's certificate stating that
the employee is not able to return to work by the displacement date; (5) the
Company considers the individual to be or is treating the individual as a
independent contractor; or (6) the employee refuses or fails to sign a release
of claims in a form acceptable to the Company.
Item 8.01 Other Events.
On January 3, 2007 the Company publicly disseminated a press release announcing
it is entering into preliminary discussions with Widmer Brothers Brewing Company
regarding the possibility of combining the two companies. A copy of the press
release is furnished as Exhibit 99.1 to this Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is furnished pursuant to Item 8.01 hereof:
Exhibit No. Exhibit
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99.1 Press Release dated January 3, 2007.
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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.
REDHOOK ALE BREWERY, INCORPORATED
Dated: January 5, 2007 By: /s/ David J. Mickelson
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David J. Mickelson
President and Chief Financial Officer
(Principal Financial Officer)
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EXHIBIT INDEX
Exhibit No. Exhibit
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99.1 Press Release dated January 3, 2007.
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