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 At of 1934
Date of report (Date of earliest event reported):
June 24, 2005
NORTH ATLANTIC HOLDING COMPANY, INC.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
333-115587 20-0709285
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(Commission File Number) (IRS Employer Identification No.)
257 Park Avenue South
New York, New York 10010-7304
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(Address of Principal Executive Offices) (Zip Code)
(212) 253-8185
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(Registrant's Telephone Number, Including Area Code)
N/A
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(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):
|_| 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))
Item 1.01 Entry into a Material Definitive Agreement.
As the result of an Internal Revenue Service audit of North Atlantic
Holding Company, Inc.'s ("NAHC") subsidiary North Atlantic Trading Company, Inc.
("NATC") and its subsidiaries (collectively with NATC and NAHC, the "Company"),
it was determined that certain amounts in respect of perquisites should have
been treated as compensation to certain current and former employees of the
Company. On June 24, 2005, the Boards of Directors of NAHC and NATC determined
to reimburse the current and former employees in question for an estimate of
their tax liabilities in respect of such additional compensation for the years
2001 through 2004, including a gross-up for estimated additional taxes payable
by such individuals as a result of the Company's reimbursement payment. As a
condition to receiving any such payment, the current or former employee must
agree in writing to release the Company from any claims against the Company in
respect of taxes based on compensation received from the Company and to
acknowledge and agree that the Company will have no future obligation in respect
of taxes payable in respect of compensation received by such employee from the
Company except as may otherwise be agreed in writing.
If all applicable current and former employees agree to the foregoing
release and acknowledgement, the payments from the Company would be equal to
$351,500 in the aggregate, and each of the following persons would receive the
following amounts:
Name Title Payment
---- ----- -------
Thomas F. Helms, Jr. Chairman of the Board of each of the $217,000
Companies
David I. Brunson Former President and Chief Financial $104,000
Officer of NAHC and NATC
Robert A. Milliken, Jr. Former President and Chief Operating $23,000
Officer of National Tobacco Company,
L.P.
Lawrence S. Wexler Chief Operating Officer of NATC $4,000
James W. Dobbins Senior Vice President, General Counsel $3,500
and Secretary of NAHC and NATC
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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.
NORTH ATLANTIC HOLDING COMPANY, INC.
By: /s/ Brian C. Harriss
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Name: Brian C. Harriss
Title: Senior Vice President and Chief
Financial Officer
Date: June 29, 2005
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