-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DvsYZjnA69STBbB9qfP5gcPxLyE+erdP/NCVwUevHhkU5HkdYr3gqjS5jRqMk0Z+ 9MiXJoP9H7ZgsMqavWsljg== 0000950134-99-009147.txt : 19991026 0000950134-99-009147.hdr.sgml : 19991026 ACCESSION NUMBER: 0000950134-99-009147 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19991022 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19991025 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CORPORATE EXPRESS INC CENTRAL INDEX KEY: 0000878130 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 840978360 STATE OF INCORPORATION: CO FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-24642 FILM NUMBER: 99733073 BUSINESS ADDRESS: STREET 1: 1 ENVIRONMENTAL WAY CITY: BROOMFIELD STATE: CO ZIP: 80021 BUSINESS PHONE: 3033732800 MAIL ADDRESS: STREET 1: 1 ENVIRONMENTAL WAY CITY: BROOMFIELD STATE: CO ZIP: 80021 8-K 1 FORM 8-K 1 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 22, 1999 -------------------- CORPORATE EXPRESS, INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Colorado 0-24642 84-0978360 - -------------------------------------------------------------------------------- (State or Other Juris- (Commission File (IRS Employer diction of Incorporation) Number) Identification No.) 1 Environmental Way Broomfield, Colorado 80021-3416 - -------------------------------------------------------------------------------- (Address of Principal (Zip Code) Executive Offices) (303) 664-2000 - -------------------------------------------------------------------------------- (Registrant's Telephone Number, Including Area Code) Not Applicable - -------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) 2 ITEM 5. OTHER EVENTS On October 22, 1999, at a special meeting of shareholders, the Registrant's shareholders approved the proposed merger between the Registrant and North Acquisition Corporation, an indirect wholly owned subsidiary of Buhrmann NV. At the meeting, there were 77,541,909 shares voted in favor of the merger and 1,970,897 shares voted against the merger, with 58,991 abstentions and no broker non-votes. See attached Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Press Release dated October 22, 1999. 2 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CORPORATE EXPRESS, INC. (Registrant) /s/ Gary M. Jacobs ------------------------------------------- Date: October 25, 1999 By: Gary M. Jacobs Title: Executive Vice President and Chief Financial Officer 4 EXHIBIT INDEX
Exhibit Number Description - ------ ----------- 99.1 Press Release dated October 22, 1999.
EX-99.1 2 PRESS RELEASE 1 EXHIBIT 99.1 [CORPORATE EXPRESS LETTERHEAD] NEWS RELEASE OCTOBER 22, 1999 CONTACT: Linda Dill, Corporate Express Vice President Strategic Planning and Investor Relations, 303-664-3949 CORPORATE EXPRESS SHAREHOLDERS APPROVE MERGER WITH BUHRMANN NV; TRANSACTION EXPECTED TO CLOSE NEXT WEEK BROOMFIELD, Colo.- Corporate Express, Inc. (Nasdaq:CEXP) today announced that its shareholders approved the merger between Corporate Express, Inc. and Buhrmann NV (AEX:BUHR) at the Company's special meeting of shareholders. Of the shares voted, an overwhelming 97.4 percent voted in favor of the merger, with 2.5 percent voting against the merger and 0.1 percent abstaining. The Company anticipates that the merger will close on or before Friday, October 29, 1999. "We are very pleased that the final key condition to closing the transaction, our shareholder approval, has been completed," said Robert King, President and CEO of Corporate Express. "We expect to close the merger transaction late next week, and we are looking forward to joining forces with Buhrmann and to the exciting opportunities that lie ahead." Immediately following the close of the merger transaction, Corporate Express will post on its Internet website (www.CorporateExpress.com) instructions for shareholders indicating the procedure for exchanging stock certificates for the merger consideration of $9.70 per share. In addition, shareholders that hold stock certificates will receive mailed instructions from the paying agent indicating the procedure for submitting the stock certificates and requesting information as to where payment should be delivered. Shareholders who hold shares in a brokerage account will receive payment directly into their account following the close of the transaction. Corporate Express, Inc. is a leading supplier of essential office and computer products and services to corporations that value innovative procurement solutions. Corporate Express currently operates in nearly 300 locations, including 89 distribution centers, and employs approximately 15,000 people in continuing operations in the United States, Australia, Canada, France, Italy, Germany, the United Kingdom, Switzerland, Ireland, New Zealand and the Netherlands. Page 1 of 2 2 Buhrmann NV, headquartered in Amsterdam, is an international business services and distribution company with approximately 15,000 employees in more than 20 countries. It is currently the third largest supplier of office products in the business-to-business market in Europe and the fifth largest in the U.S. Buhrmann does business in the United States through BT Office Products, a subsidiary, which operates 24 distribution centers and employs 4,400 people. Buhrmann is also the leading paper merchant in Europe and a major distributor of graphic equipment and information systems. The merger between Buhrmann and Corporate Express will create the world's largest business-to-business office products distribution company, with total revenues of approximately $9 billion, 30,000 employees and operations in 28 countries. Page 2 of 2
-----END PRIVACY-ENHANCED MESSAGE-----