- Current report filing (8-K)
October 30 2008 - 2:52PM
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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October 30, 2008
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Date of
earliest event reported:
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October 27, 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:
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 2.02.
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Results of Operations and Financial
Condition.
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On October 29, 2008,
OfficeMax Incorporated (the Company) issued a press release pre-announcing
select operating results for the third
quarter of 2008. The press
release is attached hereto as Exhibit 99.1. The information contained under the heading Select Third Quarter 2008 Operating Results shall
not be deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934 (the Exchange Act), or otherwise subject to the
liability of that section, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933 or the Exchange Act, except as
expressly set forth by specific reference to such filing.
Item 2.06.
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Material Impairments
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On September 18, 2008, OfficeMax filed a
Current Report on Form 8-K with the Securities and Exchange Commission
containing information related to an event of default under a portion of its
timber installment notes received in connection with its sale of timberlands in
2004. The timber installment notes were
held by bankruptcy remote special purpose entities formed by OfficeMax (the OMX
SPEs). One timber installment note, in
the original principal amount of $817.5 million, was guaranteed by Lehman
Brothers Holdings Inc. (Lehman). This
installment note was monetized through the issuance of securitization notes by
the OMX SPE. Lehman filed a petition on September 15,
2008 in the United States Bankruptcy Court for the Southern District of New
York seeking relief under chapter 11 of the United States Bankruptcy Code. As a result of Lehmans bankruptcy filing, an
event of default occurred under the Lehman guaranteed installment note.
On October 27, 2008, OfficeMax
determined that the Lehman guaranteed installment note should be impaired in
the third quarter of 2008
. The
company is required for accounting purposes to assess the carrying value of
assets whenever circumstances indicate that a decline in value may have
occurred. Due to the uncertainty of
collection of the Lehman guaranteed installment note as a result of the Lehman
bankruptcy, OfficeMax has deemed the carrying value of the Lehman guaranteed
installment note impaired and intends to record a non-cash impairment charge of
at least $82.5 million in the third quarter of 2008. The $82.5 million is equal to the difference
between the principal amount of the installment note guaranteed by Lehman and
the aggregate principal amount of the securitization notes.
OfficeMax is currently completing the impairment analyses to determine
if the charge taken in the third quarter will exceed $82.5 million.
This charge for impairment is
not expected to result in any future cash expenditure.
On October 29, 2008, we
issued a press release providing an update on the Lehman guaranteed installment
note and the securitization notes that our wholly-owned bankruptcy remote
subsidiary, OMX Timber Finance Investments II, LLC has issued and
outstanding. We are filing as an
exhibit to this 8-K a copy of the press release, which is incorporated herein
by reference except for the text under the heading Select Third Quarter 2008
Operating Results.
Item 9.01
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Financial Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit 99.1
OfficeMax
Incorporated Press Release dated October 29, 2008
2
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: October 30,
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
General
Counsel
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3
EXHIBIT INDEX
Number
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Description
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Exhibit 99.1
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OfficeMax Incorporated Press Release dated
October 29, 2008
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4
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