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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 24, 1998
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Commission File Number 000-23353
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Denali Incorporated
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(Exact Name of Registrant in its Charter)
Delaware 76-0454641
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(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1360 Post Oak Blvd., Suite 2250, Houston, Texas 77056
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(Address of Principal Executive Officers) (Zip Code)
713-627-0933
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(Registrant's Telephone Number, Including Area Code)
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ITEM 5. OTHER EVENTS
As disclosed in Denali's news release dated November 24, 1998,
Mr. Stephen T. Harcrow will no longer be able to perform his duties as a member
of the executive committee, chairman of the board, and chief executive officer
of the company due to a deterioration in his health due to cancer.
As a result of Mr. Harcrow's disability, Denali has begun to make
payments pursuant to the Salary Continuation Agreement between Denali and
Mr. Harcrow. The company will recognize a $682,000 charge in the second quarter
of FY 1999 as a result of triggering the payments under the Salary Continuation
Agreement.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Exhibits
99.1 Denali Incorporated News Release dated
November 24, 1998
2
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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 thereunto duly authorized.
DENALI INCORPORATED
(Registrant)
Date: December 15, 1998 /s/ R. KEVIN ANDREWS
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R. Kevin Andrews
Chief Financial Officer
(Principal Financial Officer and
Principal Accounting Officer)
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INDEX TO EXHIBITS
Exhibit
Number Description of Exhibit
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99.1 Denali Incorporated News Release dated November 24, 1998
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FOGARTY KLEIN
& PARTNERS
PUBLIC RELATIONS
7155 Old Katy Rd., Suite 100 o Houston, TX 77024
(713) 867-3200 o FAX: (713) 869-6566
For more information, contact Jan Norris at 713.840.1421 or
Tom Wright at 713.867.3260 or [email protected].
FOR IMMEDIATE RELEASE
DENALI ANNOUNCES MANAGEMENT CHANGE.
HOUSTON - November 24, 1998 - Denali Incorporated (Nasdaq: DNLI) today announced
that, due to a deterioration in his health due to cancer, Stephen T. Harcrow
will no longer be able to perform his duties as a member of the executive
committee, chairman of the board, and chief executive officer of the company.
The board of directors of the company appointed an executive committee,
comprised of Messrs. Harcrow, J. Taft Symonds and Philip J. Burguieres, who also
serve as directors of the company, at the board meeting on October 21, 1998.
Messrs. Symonds and Burguieres will continue to perform the administrative
responsibilities of the executive committee and will assume many of the
responsibilities previously performed by Mr. Harcrow.
Mr. Burguieres has served as chairman and chief executive officer of
Cameron Iron Works, Inc., Panhandle Eastern Corporation and Weatherford
International, Inc., and is currently chairman emeritus of Weatherford
International, Inc., and vice chairman of Cogen Technologies, Inc. Mr. Symonds
was a founding investor of Denali Incorporated and serves as chairman of the
board of Tetra Technologies, Inc., and Maurice Pincoffs Company, Inc., and on
the board of Plains Resources, Inc. Both Mr. Symonds and Mr. Burguieres also
serve on numerous other business and civic boards.
Denali Incorporated is a provider of products and services for handling
critical fluids. The company is a manufacturer of fiberglass-composite,
underground storage tanks; steel, aboveground storage tanks; and engineered,
fiberglass-reinforced, plastic-composite products for corrosion-resistant
applications. Denali Incorporated is headquartered in Houston, Texas, and
markets its products nationally through its subsidiaries Containment Solutions,
Inc. (Houston), Ershigs, Inc. (Bellingham, WA), Fibercast (Tulsa, OK), and
SEFCO, Inc. (Tulsa, OK).
For more information on Denali Incorporated, please contact Mel Carter
(vice president of business development) at 713.627.0933. Or visit the Denali
Incorporated Website at denaliincorporated.com.
NOTE: This news release contains certain forward-looking statements as
such term is defined in the Private Securities Litigation Reform Act of 1995 and
information relating to the company and its subsidiaries that are based on the
beliefs of the company's management as well as assumptions made by and
information currently available to the company management. When used in this
report, the words, "anticipate," "believe," "estimate," "expect," and "intend"
and words or phrases of similar import, as they relate to the company or its
subsidiaries or company management, are intended to identify forward-looking
statements. Such statements reflect the current risks, uncertainties and
assumptions related to certain factors including, without limitations,
competitive factors, general economic conditions, customer relations,
relationships with vendors, the interest rate environment, governmental
regulation and supervision, seasonality, distribution networks, product
introductions and acceptance, technological change, changes in industry
practices, onetime events and other factors described herein. Based upon
changing conditions, should any one or more of these risks or uncertainties
materialize, or should any underlying assumptions prove incorrect, actual
results may vary materially from those described herein as anticipated,
believed, estimated, expected or intended.
