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): October 6, 1999
RUSSELL-STANLEY HOLDINGS, INC.
(Exact name of Registrant as specified in charter)
Commission File number: 333-76057
Delaware 22-3525626
(State or other jurisdiction of
incorporation or organization) (IRS Employer Identification Number)
685 Route 202/206
Bridgewater, New Jersey 08807
(Address of principal executive offices) (Zip Code)
(908) 203-9500
(Registrant's telephone number, including area code)
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Item 1. Changes in Control of Registrant
Not Applicable
Item 2. Acquisition or Disposition of Assets
Not Applicable
Item 3. Bankruptcy or Receivership
Not Applicable
Item 4. Changes in Registrant's Certifying Accountant
Not Applicable
Item 5. Other Events
The Registrant announced that Robert L. Singleton, President
and Chief Executive Officer, resigned his positions with the
Registrant. Mr. Singleton and the Registrant mutually agreed
not to seek the extension of his employment contract. Daniel
W. Miller, formerly Executive Vice President and Chief
Financial Officer, has been appointed President of the
Registrant. In addition, Ronald Litchkowski, formerly Vice
President and Controller, was appointed Chief Financial
Officer of the Registrant. A copy of the Registrant's press
release dated October 6, 1999 is attached as an exhibit to the
Report.
Item 6. Resignations of Registrant's Directors
Not Applicable
Item 7. Financial Statements and Exhibits
(a) Financial statements of businesses acquired.
Not Applicable
(b) Pro forma financial information
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Not Applicable
(c) Exhibits
A. Press Release dated October 6, 1999.
Item 8. Change in Fiscal Year
Not Applicable
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 hereunto duly authorized.
RUSSELL-STANLEY HOLDINGS, INC.
BY: /s/ Daniel W. Miller
------------------------
DANIEL W. MILLER
President
Dated: October 7, 1999
<PAGE>
EXHIBIT A
RUSSELL-STANLEY BOARD OF DIRECTORS ANNOUNCES MANAGEMENT CHANGES
BRIDGEWATER, N.J. -- (October 6, 1999) -- The Board of Directors of Russell-
Stanley Holdings, Inc. today announced that Robert L. Singleton is resigning
his position as President and CEO. Mr. Singleton and the Board mutually agreed
not to seek the extension of his employment contract.
Robert Rosner, Chairman of Russell-Stanley Holdings and a managing director of
Vestar Capital Partners, the company's majority shareholder, said: "Bob has
successfully led Russell-Stanley through an important period of expansion. In
three years, Russell-Stanley has doubled in size by completing four strategic
acquisitions, greatly enhancing the company's supply chain management
capabilities. We thank Bob for his commitment and his professionalism, and we
wish him well as he applies his integrity and knowledge to other endeavors."
The Board also announced that Daniel W. Miller has been appointed President of
Russell-Stanley Holdings. Mr. Miller, formerly Executive Vice President and
Chief Financial Officer, became involved in the management of Russell-Stanley as
a Board Director in 1995. He was appointed Senior Vice President and CFO in
February 1996 and was promoted to Executive Vice President and CFO in May 1998.
Mr. Miller's prior experience includes executive positions at Dresser
Industries, Inc., Forstmann Little & Co., Wesray Capital Corporation and Vestar
Capital Partners.
Mr. Rosner said: "We believe the leadership transition at Russell-Stanley will
be seamless. Dan's knowledge and familiarity with the company, combined with
his operations and financial background, make him an extremely qualified
successor."
In addition, Ronald Litchkowski, Vice President and Controller, was appointed
CFO.
Russell-Stanley Holdings, Inc., headquartered in Bridgewater, N.J., has sales
of approximately $300 million. The company manufactures and provides supply
chain management services for steel and plastic containers from 20 manufacturing
and service facilities throughout the United States and Canada and
internationally through a global network of affiliates.
CONTACT: Kara Fitzsimmons or Gene Donati
Clark & Weinstock Inc.
212-953-2550
