form8_k.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 EARLIEST REPORTED EVENT – APRIL 1, 2008
LUMONALL
INC.
(Exact name of
Registrant as specified in its charter)
NEVADA
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0-28315
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13-1026995
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(State or
other jurisdiction of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
Number)
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3565 King Road, Suite
102
King City, Ontario, Canada
L7B 1M3
(Address of
principal executive offices)
(905)
833-9845
(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:
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Written communications pursuant to
Rule 425 under the Securities Act
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Soliciting material pursuant to
Rule 14a-12 under the Exchange Act
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange
Act
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange
Act
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Table of
Contents
Item
5.02:
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Election of
Directors; Appointment of Principal
Officers.
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Item
9.01:
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Financial
Statements and Exhibits.
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Item
5.02:
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Election
of Directors; Appointment of Principal
Officers.
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On April 1, 2008,
Mr. John G. Simmonds resigned as CEO of Lumonall, Inc. (“Lumonall” or the
“Company”) and Mr. Michael Hetherman succeeded him as CEO. Mr. Simmonds will
continue to serve as Chairman of the Company’s Board of Directors. Mr. Hetherman
has served as President and Chief Operating Officer since May 2007 and has been
a member of the Board of Directors since August 2007.
Mr. Simmonds
resignation was voluntary and did not involve a disagreement with the Company on
any matter relating to the Company’s operations, policies, procedures or
practices.
Appended as Exhibit
99.1 to this Form 8-K is a press release issued by the Company on April 2, 2008
announcing the changes.
The Company
previously disseminated biographical information about Mr. Hetherman on
September 4, 2007, which is reproduced below.
Michael J. Hetherman, Director, President and Chief
Operating Officer
Mike Hetherman, 43,
joined The Willis Supply Company Limited in 1992, and is currently the President
and Chief Executive Officer. Willis, established in 1967, has been a distributor
of DuPont Corian™ Products since 1975. Over the years, it has become
the exclusive distributor covering Ontario to B.C. In 2001, Willis
expanded to include Washington, Oregon and Alaska in the U.S. In 2003 Willis
opened Willis China a “World Class Building Materials Sourcing
Company”.
With over 20 years
of experience in the construction industry to his credit, Mr. Hetherman is also
a Certified Kitchen Designer through the National Kitchen and Bath Association
and a Quantum Shift Fellow, an invitation-only program founded and sponsored by
KPMG Enterprise and the Richard Ivey School of Business. Quantum Shift annually
challenges forty of Canada's most promising entrepreneurs to improve their
leadership style, inspire their business partners and maximize their growth
opportunities. Candidates must be nominated by KPMG Enterprise and selected by
the Richard Ivey School of Business. Throughout most of his career in the
construction industry, he has served on the Board of Directors for the National
Kitchen and Bath Association (NKBA), and was the President of the NKBA Ontario
Chapter from 1992 – 1994. He is a two time award-winning designer of
the North American Kitchen Design Competition.
Current
Compensation Arrangements
There was no change
in compensation provided to Mr. Hetherman as a result of his new
responsibilities. Mr. Hetherman is compensated through a management services
agreement between Katemy Holdings Inc. (“Katemy”) and Lumonall. Katemy is solely
owned by Mr. Hetherman and his direct family. The agreement was entered into on
January 1, 2008 and expires on March 31, 2009. The agreement may be extended for
a further one year period on 90 days notice. The Company is obligated to pay
Katemy $18,500 per month for services provided Mr. Hetherman and the
administrative services of others. Pursuant to the terms of the agreement the
Company is obligated to pay Katemy a cash bonus of 2% of sales and 5% of
earnings before interest, taxes, depreciation and amortization on a quarterly
basis. A copy of the Katemy management services agreement is appended herein as
Exhibit 99.2.
Item
9.01: Financial
Statements and Exhibits.
Exhibit
99.1
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Press Release
Titled Lumonall Announces Changes in Officers, dated April 2,
2008.
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Exhibit
99.2
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Management
Services Agreement between Katemy Holdings Inc. and Lumonall Inc. dated
January 1, 2008.
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SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, Lumonall Inc. has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
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Lumonall, Inc. |
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Date:
April 8, 2008
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By:
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/s/
Gary N. Hokkanen |
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Name:
Gary N. Hokkanen |
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Title:
Chief Financial Officer |
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