WERNER HOLDING CO INC /DE/
8-K, 1999-06-17
FABRICATED STRUCTURAL METAL PRODUCTS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                           Washington, D.C. 20549-1004



                                    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): June 10, 1999

                        Commission file number 333-46607



                          WERNER HOLDING CO. (DE), INC.
                          -----------------------------
             (Exact name of Registrant as specified in its charter)


<TABLE>
<S>                                                              <C>
Delaware                                                                             25-1581345
- --------------------------------------------------------------   ----------------------------------------------------
(State or other jurisdiction of incorporation or                    (IRS Employer Identification No.)
   organization)

1105 North Market Street, Suite 1300
Wilmington, Delaware                                                19899
- --------------------------------------------------------------   ----------------------------------------------------
(Address of principal executive offices)                         (zip code)

(302) 478-5732
- --------------------------------------------------------------
(Registrant's telephone number, including area code)
</TABLE>







<PAGE>   2



Item 5.           Other Events


         On June 10, 1999, Werner Co. (the "Company"), a leading manufacturer
and marketer of ladder products and other access equipment and a wholly-owned
subsidiary of the Registrant, issued a press release announcing the election of
Dennis G. Heiner as President and Chief Executive Officer to succeed Donald M.
Werner. Mr. Heiner most recently was the President of the Building Products
Worldwide-Black & Decker Corporation and has been an Executive Vice President of
Black & Decker Corporation since 1989. Mr. Werner will continue in the capacity
of Chairman of the Board. This press release is incorporated herein as Exhibit
99.





Item 7.      Financial Statements and Exhibits


             (c)   Exhibits:


                   99.      Press Release by the Company dated June 10, 1999.





                                       2
<PAGE>   3



                                    SIGNATURE




         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.

                                            WERNER HOLDING CO. (DE), INC.



Date: June 17, 1999                         By:  /s/ R.P. Tamburrino
                                                ------------------------------
                                                R.P. Tamburrino
                                                Vice President, Chief Financial
                                                Officer and Treasurer

                                                (Principal Financial Officer and
                                                 Principal Accounting Officer)


                                       3


<PAGE>   1

                                                                      Exhibit 99

                               [WERNER CO. LOGO]


                                  NEWS RELEASE

                WERNER CO. ELECTS DENNIS HEINER PRESIDENT AND CEO

         -- Heiner to Succeed Donald M. Werner, Who Remains Chairman --

Greenville, Pa., June 10, 1999 -- Werner Co., a leading manufacturer and
marketer of ladder products and other access equipment, today announced that its
Board of Directors has elected Dennis G. Heiner President and Chief Executive
Officer to succeed Donald M. Werner. Mr. Heiner has been an Executive Vice
President of Black & Decker Corporation since 1989, and President - Building
Products Worldwide since 1999. Mr. Werner will continue in the capacity of
Chairman of the Board.

         "Dennis is an outstanding executive with extensive experience in
managing businesses in our industry, and all of us at Werner look forward to
benefiting from his leadership," said Mr. Werner. "The Board of Directors and I
are confident that Dennis will lead Werner to the next level of success and
achievement."

         "Werner is the recognized leader in its industry and benefits from a
tremendous tradition," said Mr. Heiner. "I look forward to working with the
Company's exceptional management team and its 2,700 associates." Mr. Heiner will
formally assume the President and CEO responsibilities on June 15, 1999.

         Mr. Heiner, 55 years old, joined Black & Decker in 1985. The business
he currently heads, Building Products Worldwide, generates $851 million in
annual sales, has 5,400 associates and operates manufacturing facilities in the
United States, Mexico, Germany, Holland and Italy. He was President - Security
Hardware Worldwide and Kwikset Corporation from 1992 to 1998, President -
Household Products Worldwide from 1986 to 1992 and Group Vice President - U.S.
Household Products from 1985 to 1986. During this tenure, Mr. Heiner led the
integration of the GE household products brand into the Black & Decker
organization.




<PAGE>   2


                               [WERNER CO. LOGO]


         Prior to Black & Decker, Mr. Heiner served as Division President for
Beatrice Companies Inc. Window Coverings Division and as Vice President -
Finance, and then President for their Del Mar Window Coverings Division. He
earned a B.A. from Weber State College in Ogden, Utah, and his M.B.A. from
Brigham Young University in Provo, Utah. Mr. Heiner is married with four
children and currently resides in Laguna Niguel, California.

         Werner Co. is a vertically integrated manufacturer and marketer of a
comprehensive offering of ladder products and other access equipment made from
fiberglass, aluminum and wood. It also produces custom aluminum extrusions for a
wide variety of customers and original equipment manufacturers. With a
foundation of innovative quality products and a passion for delighting their
customers the company has grown to over 2,700 associates and annual sales of
approximately $500 million.

         Werner Co. is headquartered in Greenville, Pennsylvania and has
manufacturing operations in Greenville, Chicago, Illinois, Anniston, Alabama and
Carrollton, Kentucky.



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