EXHIBIT 10.18
WHITEROCK AFFILIATES LLC
Xxxxx 000
0000 Xxxx 00xx Xxxxxx
Xxxxx XX 00000
Tel 000 000-0000
Fax 000-000-0000
xxxxxxxxxxxxxxxxxxx.xxx
November 15, 2004
Xx. Xxxxxx Xxxx
President and COO
International Wire Group, Inc
00 Xxxxxxx Xxxxxx
Xxxxxx, XX 00000
Re: Consulting Agreement for the Development of
Strategic Plan for IWG
Dear Rod:
I would like to confirm the understanding and agreement reached with you, Rob
Hamvee and Xxxx Xxxxxxxxxx regarding the engagement of Whiterock Affiliates LLC
to provide consulting and advisory services to International Wire Group, Inc.
with respect to the development of its five year strategic plan.
We will provide consultation and advice to you and your team and participate in
the development of a five year strategic plan for IWG, including the development
of the following key elements:
1. Five year qualitative vision and financial objectives
2. Market landscape mapping and competitive profiles
3. Acquisition target profiles by segment and geographic location
4. Capital investment return benchmarks for acquisitions and other
capital investments.
5. Search field mapping of acquisition, greenfield and joint venture
opportunities by type and geographic location
6. Organizational development needs in order to execute the
strategic plan
We also will provide you with assistance and support in developing a transition
plan in connection with the move of IWG's headquarter functions from St. Louis
to Camden.
It is envisioned that a close team of you, Xxxxxx XxXxx, and other executives of
IWG would work with Xxxxx Xxxxxxx of GSC and me to develop the Strategic Plan
over the next four months with a target completion date of March 1, 2005. A
subsequent
presentation of the Plan to the Board of Directors would be targeted for March,
2005 or as soon thereafter as is practicable.
Our first meeting is schedule for November 30 and December 1 in Camden to meet
with your European management team and solicit their views on strategic options
for IWG Europe. In the meantime, I have begun discussions with GSC Partners and
Xxxxxxxxxx Capital partners in order to gather their views on financial
objectives and capital investment benchmarks. I also have offered, subject to
your concurrence, to meet with Xxxx Xxxxxxxx in Syracuse on December 1.
It is anticipated that Whiterock would devote approximately eight days per month
of consulting time to assist you in developing the Strategic Plan. In
consideration for its services, Whiterock would be compensated a flat fee of
$50,000, payable in the amount of $12,500 on the first of December, 2004, and
the first of January, February and March 2005. Whiterock would also be
reimbursed for its reasonable travel and other expenses incurred in connection
with this project.
Rod, I am very much looking forward to working with you toward the successful
development of this project. Please indicate your concurrence with the foregoing
by signing in the space provided below.
Sincerely,
By: Xxxxxxx Xxxx Xxxxxxxxxx
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W. Xxxx Xxxxxxxxxx
President
Confirmed:
International Wire Group, Inc.
By /s/ Xxxxxx X. Xxxx
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Xxxxxx Xxxx, President and COO
c: Xx. Xxxxxx X. Hamvee
Mr. Xxxxx Xxxxxxx