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 (Date of earliest event reported):  March 7, 2016

 

 

ATLANTIC TELE-NETWORK, INC.

(Exact name of registrant as specified in its charter)

 

 

600 Cummings Center

Beverly, MA 01915
(Address of principal executive offices and zip code)

 

(978) 619-1300
(Registrant’s telephone number, including area code)

 

N/A
(Former name or former address, if changed since last report.)

 

 

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 240.14a-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))

 

 

 

Item 5.02              Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On March 7, 2016, Atlantic Tele-Network, Inc. (the “Company”) and Barry C. Fougere, Senior Vice President, Business Operations, entered into a severance agreement (the “Severance Agreement”) in the form filed as Exhibit 10.20 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, as filed with the Securities and Exchange Commission on February 29, 2016. The Severance Agreement provides Mr. Fougere with severance pay upon termination as described therein in exchange for standard covenants of confidentiality, non-competition, non-solicitation and non-circumvention for a one year-period following termination and a standard release and waiver of claims.  In the event of an involuntary termination without “cause” and in the absence of a “change in control” (each as defined in the Severance Agreement), Mr. Fougere would be entitled to (i) severance pay in the amount of one times his base salary and (ii) COBRA continuation coverage at a rate equal to the rate paid by active employees during the twelve months following the termination. In the event of an involuntary termination either three months prior to or twelve months following a change in control (as defined in the Severance Agreement), Mr. Fougere would be entitled to (i) severance pay in the amount of one times his base salary, (ii) such executive’s maximum target incentive compensation for such year, excluding any eligible amounts of equity compensation, (iii) COBRA continuation coverage at a rate equal to the rate paid by active employees during the twelve months following the termination  and (iv) the immediate vesting of all restricted stock or stock options held by him.  The Severance Agreement supersedes all prior severance agreements and arrangements including, those set forth in Mr. Fougere’s Offer Letter from the Company dated May 16, 2014.

 

Item 7.01              Regulation FD Disclosure

 

On March 8, 2016, the Company issued a press release announcing its investment in a solar portfolio in India. A copy of the press release is furnished herewith as Exhibit 99.1, and hereby incorporated by reference.

 

Exhibit 99.1 is furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

 

Item 9.01              Financial Statements and Exhibits

 

(d)           Exhibits.

 

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99.1        Press Release of the Company, dated March 8, 2016.

 

*              *              *

 

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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.

 

		ATLANTIC TELE-NETWORK, INC.
		By:	/s/ Justin D. Benincasa
			Justin D. Benincasa
			Chief Financial Officer
Dated:  March 8, 2016

 

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EXHIBIT INDEX

 

Exhibit Number		Description of Exhibit
99.1		Press Release of the Company, dated March 8, 2016.

 

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