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

 

Date of Report:

 

June 16, 2005

Date of earliest event reported:

 

June 10, 2005

 


 

OFFICEMAX INCORPORATED

(Exact name of registrant as specified in its charter)

 

Delaware

 

1-5057

 

82-0100960

(State of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

150 Pierce Road

Itasca, Illinois 60143

(Address of principal executive offices) (Zip Code)

 

(630) 773-5000

(Registrant’s 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 8.01                                             Other Events.

 

On June 14, 2005, OfficeMax Incorporated (the “Company”) announced that the Securities and Exchange Commission issued a formal order of investigation arising from the Company’s previously-announced internal investigation into its accounting for vendor income.  The Company launched its internal investigation in December 2004 when the Company received claims by a vendor to its retail business that certain employees acted inappropriately in requesting promotional payments and in falsifying supporting documentation.  The internal investigation was conducted under the direction of the Company’s audit committee and was completed in March 2005.  The Company intends to cooperate fully with the SEC.

 

This summary does not purport to be complete and is subject to and qualified in its entirety by reference to the text of the News Release, included as Exhibit 99.1 to this filing.  Exhibit 99.1 is incorporated by reference into this Item 8.01.

 

Item 9.01                                             Financial Statements and Exhibits.

 

(c)                                  Exhibits.

 

Exhibit 99.1                                    OfficeMax Incorporated News Release dated June 14, 2005

 

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: June 16, 2005

 

 

OFFICEMAX INCORPORATED

 

 

 

 

 

By:

/s/ Matthew R. Broad

 

 

 

Matthew R. Broad

 

 

Executive Vice President and General
Counsel

 

3



 

EXHIBIT INDEX

 

Number

 

Description

 

 

 

99.1

 

OfficeMax Incorporated News Release dated June 14, 2005

 

4


Exhibit 99.1

 

OfficeMax Incorporated

 

150 East Pierce Road  Itasca, IL 60143-1594

 

 

News Release

 

Media Contact

 

Investor Relations Contact

Bill Bonner

 

John Jennings

630 438 8584

 

630 438 8760

 

For Immediate Release: June 14, 2005

 

OFFICEMAX ANNOUNCES SEC ORDER RELATING TO PREVIOUSLY-ANNOUNCED INTERNAL INVESTIGATION

 

Itasca, Ill. – OfficeMaxÒ Incorporated (NYSE: OMX) today announced that the Securities and Exchange Commission (SEC) has issued a formal order of investigation arising from the company’s previously-announced internal investigation into its accounting for vendor income.   OfficeMax launched its internal investigation in December 2004 when the company received claims by a vendor to its retail business that certain employees acted inappropriately in requesting promotional payments and in falsifying supporting documentation.   The internal investigation was conducted under the direction of the company’s audit committee and was completed in March 2005.  In connection with the investigation, six employees were terminated for cause and OfficeMax reported in amended Quarterly Reports on Form 10-Q that it overstated its cumulative net operating income in the first three fiscal quarters of 2004 by $4.3 million.    OfficeMax intends to cooperate fully with the SEC.

 

About OfficeMaxÒ Incorporated

 

OfficeMax is a leader in both business-to-business and retail office products distribution.  The company provides office supplies, and paper, print and document services, technology products and

 



 

solutions, and furniture to large, medium, and small businesses and consumers.  OfficeMax customers are served by more than 41,000 associates through direct sales, catalogs, the Internet, and 935 superstores.

 

Forward-Looking Statements

 

Certain statements made in this press release and other written or oral statements made by or on behalf of the Company may constitute “forward-looking statements” within the meaning of the federal securities laws.  Statements regarding future events and developments and the Company’s future performance, as well as management’s expectations, beliefs, intentions, plans, estimates or projections relating to the future, are forward-looking statements within the meaning of these laws.  Management believes that these forward-looking statements are reasonable; however, you should not place undue reliance on such statements.  These statements are based on current expectations and speak only as of the date of such statements.  The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of future events, new information or otherwise.  Important factors regarding the Company which may cause results to differ from expectations are included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2004, including under the caption “Cautionary and Forward-Looking Statements”, and in other filings with the SEC.

 

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