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):
November 7, 2008
CRAFT BREWERS ALLIANCE, INC.
(Exact name of registrant as specified in its charter)
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Washington
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0-26542
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91-1141254 |
(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.) |
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929 North Russell
Portland, Oregon
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97227 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code:
(503) 331-7270
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 (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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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 November 7, 2008, the registrants board of directors decided to appoint Terry E.
Michaelson as the registrants sole Chief Executive Officer
(CEO). Mr. Michaelson had been co-CEO with
David J. Mickelson beginning July 1, 2008, upon the merger of Widmer Brothers Brewing Company
(Widmer) with and into the registrant. The change in
Mr. Michaelsons position is effective
November 13, 2008.
Mr. Michaelson, age 54, served as President of Craft Brands Alliance LLC, a joint venture
between Widmer and the registrant, from July 2004 through June 2008. From March 1995 to June 2004,
he served as Chief Operating Officer and Executive Vice President of Widmer, and from August 1993
to June 2004, Mr. Michaelson served as a director of Widmer. From January 1994 to February 1995,
he served as Director of Operations of Widmer. From December 1984 to December 1993, Mr. Michaelson
held various positions at Etcetera Inc., a fashion accessory retailer, including President and
Chief Operating Officer.
Mr. Michaelsons compensation was not adjusted upon his appointment as the registrants sole
CEO, and his letter agreement with the registrant was not amended. A copy of
the letter agreement with Mr. Michaelson was filed as Exhibit 10.3 to the registrants current
report on Form 8-K filed on July 2, 2008.
Mr. Mickelson
will step down as an officer of the registrant effective November 13, 2008. During
the period from November 13 to December 31, 2008, when his
employment will terminate, Mr. Mickelson will be working
with the registrants management team to transition his responsibilities and to assist in
implementing the registrants business plans for 2009. Mr. Mickelson, who lives in the Seattle
metropolitan area, was voluntarily removed from consideration for the sole CEO position due to the
determination of the board of directors that the person selected as CEO must live in or near
Portland, Oregon, where the registrants executive headquarters were relocated following the merger
of Widmer and the registrant.
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 thereunto duly authorized.
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CRAFT BREWERS ALLIANCE, INC.
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Dated: November 13, 2008 |
By: |
/s/ Mark D. Moreland |
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Mark D. Moreland |
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Chief Financial Officer and Treasurer |
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