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Tower International Inc (TOWR.N)

TOWR.N on New York Stock Exchange

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Summary

Name Age Since Current Position

Thomas Brown

62 2017 Independent Chairman of the Board

Par Malmhagen

55 2017 President

James Gouin

58 2017 Chief Executive Officer, Director

Jeffrey Kersten

50 2018 Chief Financial Officer and Principal Financial Officer

Michael Rajkovic

56 2007 Chief Operating Officer, Executive Vice President

Mark Flynn

53 2017 Senior Vice President, Global Human Resources

Gregory Guastella

35 2018 Chief Accounting Officer

Nanette Dudek

52 2017 Vice President, Legal Affairs & Compliance and Corporate Secretary

James Chapman

55 2010 Independent Director

Alison Davis-Blake

59 2014 Independent Director

Frank English

72 2011 Independent Director

Dev Kapadia

46 2007 Independent Director

Derek Fiebig

Executive Director - Investor and External Relations

Biographies

Name Description

Thomas Brown

Mr. Thomas K. Brown is an Independent Chairman of the Board of the Company. He retired from Ford Motor Company (“Ford”) on August 1, 2013, after 14 years of service in various leadership positions in global purchasing. In 2008, Mr. Brown became Ford’s Group Vice President, Global Purchasing, with responsibility for approximately $90 billion of production and non-production procurement for Ford operations worldwide. From 1997 to 1999, he served in leadership positions at United Technologies Corporation (a multi-national conglomerate), including its Vice President, Supply Management. From 1991 to 1997, Mr. Brown served as Executive Director, Purchasing and Transportation, at QMS Inc., a provider of office printers. From 1976 to 1991, he served in various managerial roles at Digital Equipment Corporation, a computer manufacturer. Mr. Brown also serves on the board of directors of the National Park Foundation. Mr. Brown was elected to our Board based on his knowledge of our industry and his experience in purchasing and corporate management.

Par Malmhagen

Mr. Par Malmhagen is President of the Company. He became the President of the Company on January 19, 2017. Prior to that, he served the Company as President, Tower Europe since June 1, 2012. From 1992 to 2012, at Autoliv Inc., a leading global developer and manufacturer of automotive safety systems, Mr. Malmhagen held senior leadership positions in Europe and internationally, including, simultaneously, Vice President Sales Europe and Vice President Volkswagen Global Business Unit from 2009 to 2012, Senior Vice President European Seat Belt Division from 2006 to 2009, Vice President European Technology Center North from 2005 to 2006, Managing Director Eastern Europe, Hungary and South Africa from 1999 to 2005, General Manager China from 1997 to 1999, and Controller Global Ford Account from 1995 to 1997. In addition, Mr. Malmhagen was a supervisory member of Norma AG, a manufacturer of joining technology products, from May 2007 through June of 2012.

James Gouin

Mr. James C. Gouin is Chief Executive Officer, Director of the Company. He became the Company’s Chief Executive Officer on January 1, 2017 and was also elected to our Board at that time based on his overall knowledge and familiarity with all aspects of the Company’s business, his financial and industry experience, and his perspective as the Company’s Chief Executive Officer. Mr. Gouin served as President of the Company from September 1, 2016 to January 19, 2017, when he was succeeded as President of the Company by Pär Malmhagen as part of a management restructuring that Mr. Gouin recommended when he became CEO. From November 1, 2007 to January 1, 2017 Mr. Gouin served as the Executive Vice President and Chief Financial Officer of the Company. Before joining the Company in 2007, he was a senior managing director of the corporate financial practice of FTI Consulting, Inc. (“FTI”), a business advisory firm. Prior to joining FTI, Mr. Gouin spent 28 years at Ford in a variety of senior positions, including as the Vice President, Finance and Global Corporate Controller from 2003 to 2006 and as the Vice President of Finance, Strategy and Business Development of Ford’s International Operations from 2006 to 2007. Mr. Gouin has been a director of Exterran Corporation, a supplier of compression, production and processing products and services for the oil and natural gas industry since November 2015, and also serves on its audit committee and compensation committee.

Jeffrey Kersten

Mr. Jeffrey L. Kersten is Chief Financial Officer and Principal Financial Officer of the Company. He became the Company’s Executive Vice President and Chief Financial Officer on September 1, 2016. Prior to assuming that role, he served as the Company’s and Predecessor’s Senior Vice President and Corporate Controller from February 2007. He also had responsibility for Business Development from September 2014 to August 2016. From October 2006 to February 2007 Mr. Kersten was Senior Vice President, Restructuring, for the Predecessor. From 2004 to 2006, Mr. Kersten was the Predecessor’s Senior Vice President, Strategy and Business Development. He joined the Predecessor in 1997, holding financial positions within the Predecessor’s Grand Rapids, Michigan offices until 2001, when he relocated to France and became the Predecessor’s European Regional Finance Leader. Mr. Kersten began his career in 1990 with the accounting firm of Arthur Andersen, where he remained until 1997, specializing in mergers and acquisitions.

Michael Rajkovic

Mr. Michael Rajkovic is a Chief Operating Officer, Executive Vice President of the Company. He has been the Executive Vice President and Chief Operating Officer of the Company since August 1, 2007. Prior to assuming that role, Mr. Rajkovic served as a senior member of the operations team of CCM from August 2006 to August 2007. Mr. Rajkovic was Executive Vice President and Chief Financial Officer of United States Can Corporation, a global packaging company, from May 2005 to March 2006. Prior to his service with U.S. Can Corporation, Mr. Rajkovic served as Vice President of Finance, North America and as Chairman of the Canadian subsidiary of The Goodyear Tire & Rubber Company, an automotive products manufacturer, from August 2003 to May 2005. Prior to that period, Mr. Rajkovic held a variety of manufacturing and finance positions within Visteon Corporation, an automotive supplier.

Mark Flynn

Mr. Mark R. Flynn is Senior Vice President, Global Human Resources of the Comapny. He became the Company’s Senior Vice President, Global Human Resources on December 4, 2017. From 2009 to 2017, Mr. Flynn held senior human resource positions with Adient US, LLC and its predecessor, Johnson Controls, Inc. (“JCI”), including as Vice President, Global Human Resources, Automotive Seating and Vice President Human Resources Americas, Global Interiors Product Group. Prior to JCI, he served as Vice President Human Resources North America & Corporate at Cooper Standard Automotive from 2007 to 2009. From 2005 to 2007 Mr. Flynn was Global Vice President Human Resources for Teksid Aluminum. Earlier in his career, Mr. Flynn was a Vice President Human Resources for Rieter Automotive Systems Americas (from 2002 to 2005), and Inergy Automotive Systems (from 2000 to 2002).

Gregory Guastella

Mr. Gregory B. Guastella is Chief Accounting Officer of the company. He has been with the Company since June 2008 serving in various finance roles, most recently as Director of Accounting and Financial Planning & Analysis. His primary responsibilities have included financial reporting, corporate forecasting, corporate accounting, and technical accounting research. Prior to joining the Company, Mr. Guastella worked at Ernst & Young LLP in their assurance services group from 2006 to 2008. Mr. Guastella is a Certified Public Accountant. Mr. Guastella holds an M.S. in Accounting from Michigan State University and a B.A. in Accounting from Michigan State University.

Nanette Dudek

Ms. Nanette Dudek is a Vice President, Legal Affairs & Compliance and Corporate Secretary of the Company. She became the Company’s Vice President Legal Affairs & Compliance on February 1, 2017. Prior to being elected as Vice President, Ms. Dudek was Director of Legal Affairs & Compliance from July 2009. She also serves as the Company’s Corporate Secretary, a position she has held since November 2007. She joined the Company in October 2005 as Legal Services Manager and prior to that time, from 2001 to 2005, Ms. Dudek was a Project Manager in the Corporate Transactions and Legal Affairs Department at Visteon Corporation and Corporate Secretary of various joint ventures of that company. Prior to joining Visteon, Ms. Dudek was Legal Services Supervisor of the Automotive Systems Group for JCI from 1996 to 2001.

James Chapman

Mr. James N. Chapman is an Independent Director of the Company. He serves as non-executive director for CSC ServiceWorks, Inc. (“CSC”), an outsourced services provider to multi-family housing and related commercial property managers, and has been affiliated with CSC and affiliates since 1992. Mr. Chapman also serves as a non-executive advisory director of SkyWorks Capital, LLC (“SkyWorks”), an aviation and aerospace management consulting services company based in Greenwich, Connecticut, which he joined in December 2004. Prior to SkyWorks, Mr. Chapman held a variety of investment management, advisory and banking positions, covering a range of industries. Mr. Chapman was elected to our Board based on his financial and industry experience.

Alison Davis-Blake

Ms. Alison Davis-Blake is an Independent Director of the Company. She is President-elect of Bentley University. She will begin her tenure on July 1, 2018. Previously she was the Leon Festinger Collegiate Professor of Management at University of Michigan’s Ross School of Business. From July 2016 through July 2017, she served as Special Advisor to the Provost, developing programs to effectively and efficiently bring business education to non-business students at the University and also developing training programs for new deans. Prior to taking that position, Ms. Davis-Blake was the Dean of the Stephen M. Ross School of Business at the University of Michigan from July 2011 through June 2016. Prior to becoming Dean at Ross, Ms. Davis-Blake had been Dean of the Carlson School of Management at the University of Minnesota since 2006; she was the first female Dean at both Carlson and Ross. At both schools she significantly expanded the business program offerings, global study opportunities and student enrollment. She previously served on the faculties at Carnegie Mellon and the University of Texas. Ms. Davis-Blake was elected to our Board based on her business and financial knowledge, expertise in strategic human resource management and organization design, and her experience as an innovative leader in the business academic community.

Frank English

Mr. Frank E. English, Jr. is an Independent Director of the Company. He served as a Senior Advisor at Morgan Stanley & Co. from his retirement from that global financial services firm in 2009 through January 2011. From 1976 to 2009, Mr. English served in various senior roles at Morgan Stanley & Co., most recently as Managing Director and Vice Chairman of Investment Banking from 2002 to 2009. Prior to that, he held positions in research, investment banking, capital markets and fixed income at Morgan Stanley & Co. Mr. English spent a considerable part of his career at Morgan Stanley & Co. analyzing and advising companies in the automotive industry. From 2011 to 2017 Mr. English served as a Senior Advisor to W.W. Grainger, Inc. Mr. English was elected to our Board based on his experience with, and knowledge of, the automotive industry and corporate finance.

Dev Kapadia

Mr. Dev Kapadia is an Independent Director of the Company. He is a Senior Managing Director of Cerberus Capital Management, L.P. (“CCM”) and Co-Chair of the Cerberus Private Equity Investment Committee. Mr. Kapadia joined CCM in 2003 as a Managing Director. From 1996 to 2003, Mr. Kapadia served in various capacities with The Carlyle Group, a global private investment firm, and Carlyle Management Group, an affiliate of The Carlyle Group dedicated to turnaround and special situation investments. Prior to joining Carlyle in 1996, Mr. Kapadia was a financial analyst with Donaldson, Lufkin & Jenrette, an investment banking firm. Mr. Kapadia serves on the boards of directors of several privately held companies. He was a director of Blue Bird Corporation (formerly Hennessy Capital Acquisition Corp.) from February 2015 to June 2016. He was elected to our Board based on his affiliation with CCM and knowledge of the Company, together with his experience as a board member of, and senior executive with private equity firms that invest in, other manufacturing companies.

Derek Fiebig

Basic Compensation