Officemax Inc - Current report filing (8-K)
September 18 2008 - 4:11PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report:
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September 18, 2008
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Date of earliest event reported:
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September 17, 2008
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OFFICEMAX INCORPORATED
(Exact name of registrant as specified in its
charter)
Delaware
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1-5057
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82-0100960
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(State of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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263 Shuman Blvd.
Naperville, Illinois 60563
(Address
of principal executive offices) (Zip Code)
(630) 438-7800
(Registrants telephone number, including
area code)
Check the appropriate
box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Item 8.01 Other
Events.
As described in our most
recent annual report on form 10-K and other SEC filings, our wholly-owned bankruptcy remote
subsidiary, OMX Timber Finance Investments II, LLC (OMX Timber II) has issued
and outstanding $735,000,000 aggregate principal amount of securitization notes
issued in connection with the sale of timberlands in 2004. Those securitization notes are secured by
$817,500,000 aggregate principal amount of installment notes issued by Boise Land & Timber II, L.L.C.
(the Issuer) and guaranteed by Lehman Brothers Holdings Inc. (the Guarantor). On September 17, 2008, attorneys for OMX
Timber II delivered notices to Wells Fargo Bank Northwest, N.A., as trustee
(the Trustee) under the indenture (the Indenture) applicable to the
securitization notes, Moodys Investors Services and Standard & Poors
Ratings Services, and to the Issuer and the Guarantor, which stated that as a
result of the bankruptcy filing of the Guarantor, an event of default had
occurred under the installment notes.
These notices stated that OMX Timber II was assessing all rights and
remedies available to it, was not waiving or agreeing to forebear in the
exercise of any of its rights, and reserved the right to exercise any rights
available to it in the future. OMX Timber
II does not believe the events described in its notices constitute an event of
default under the Indenture.
Recourse on the
securitization notes is limited to the pledged installment notes, and OfficeMax
Incorporated has no obligation with respect to the securitization notes. If there were to be a payment default with
respect to the installment notes, however, or if we determined that the value
of the installment notes has been impaired, OfficeMax Incorporated could suffer
adverse consequences. No such
determination or payment default has occurred to date; however, we understand
that the Issuer funds its payment of its obligations under the installment
notes with payments it receives under collateral notes issued to it by the
Guarantor. We are monitoring events with
respect to the Guarantor, and will continue to evaluate the status of the
installment notes and the possible impact on OfficeMax Incorporated on an
ongoing basis.
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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.
Dated: September 18,
2008
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OFFICEMAX INCORPORATED
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By:
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/s/ Matthew R. Broad
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Matthew R. Broad
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Executive Vice President and
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General
Counsel
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