Summary of Compensation for Special Committee Members Regarding Deerfield Acquisition
This document outlines the compensation arrangement for independent directors serving on a Special Committee of the Board, formed to oversee the acquisition of Deerfield & Company LLC. Each committee member receives $15,000 per month for their service. Originally, payments were capped at $82,500 per member, based on an expected acquisition completion date of July 31, 2007. Due to delays in the acquisition, the cap was removed and monthly payments continue. As of September 30, 2007, the company has paid $450,000 in total committee fees.
Exhibit 10.1
Summary of Compensation to the Members of the Special Committee of the Board
In March of this year, the Board established a Special Committee of the Board comprised entirely of independent directors to address matters related to the previously announced acquisition of Deerfield & Company LLC, the parent of our investment manager, Deerfield Capital Management LLC. The resolution establishing the Special Committee provided for each committee member to be paid $15,000 per month as compensation for service on that committee, subject to an overall ceiling of $82,500 per member based on the expectation that the acquisition would be completed on approximately July 31, 2007. However in September 2007, in view of the committee’s continued services after July 31, 2007, because the acquisition had not been completed by that date due to the unexpected volatility in the credit markets and because the services of the Special Committee are still needed, the Board determined to remove the ceiling and to continue paying members of the Special Committee the monthly amount. The Company has incurred $450,000 in committee fees due to the members of the Special Committee, as of September 30, 2007.
