-----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, MPcGxyZ+MU2qYPB6APJpyTo8NQ9NmOqNi3UyTyRYNg1/02yzpe6hAFjXnQempIhG KYYgUjP8UlMbG4RrPTdSaQ== 0000950152-03-007531.txt : 20030812 0000950152-03-007531.hdr.sgml : 20030812 20030812095926 ACCESSION NUMBER: 0000950152-03-007531 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030812 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030812 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OFFICEMAX INC /OH/ CENTRAL INDEX KEY: 0000929428 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS SHOPPING GOODS STORES [5940] IRS NUMBER: 341573735 STATE OF INCORPORATION: OH FISCAL YEAR END: 0125 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13380 FILM NUMBER: 03836126 BUSINESS ADDRESS: STREET 1: 3605 WARRENSVILLE CENTER RD CITY: SHAKER HEIGHTS STATE: OH ZIP: 44122 BUSINESS PHONE: 2169216900 MAIL ADDRESS: STREET 1: 3605 WARRENSVILLE CENTER RD CITY: SHAKE HEIGHTS STATE: OH ZIP: 44122 8-K 1 l02591ae8vk.txt OFFICEMAX, INC. 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 (Date of earliest event reported): AUGUST 12, 2003 OFFICEMAX, INC. (Exact Name of Registrant as Specified in Charter) OHIO 1-13380 34-1573735 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 3605 WARRENSVILLE CENTER ROAD SHAKER HEIGHTS, OHIO 44122 (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (216) 471-6900 Former name or former address, if changed since last report: N/A ----------------- ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 Press release of OfficeMax, Inc. issued on August 12, 2003 ITEM 9. REGULATION FD DISCLOSURE The following information is being furnished pursuant to Item 12 "Disclosure of Results of Operations and Financial Condition": On August 12, 2003, OfficeMax, Inc. issued a press release reporting results for its fiscal second quarter ended July 26, 2003. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. 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. OFFICEMAX, INC. By: /s/ Ross H. Pollock --------------------------------- Name: Ross H. Pollock Title: Secretary Date: August 12, 2003 3 EX-99.1 3 l02591aexv99w1.txt EX-99.1 PRESS RELEASE Exhibit 99.1 OfficeMax, Inc. Headquarters: 3605 Warrensville Center Rd., Shaker Heights, OH 44122-5203 Mailing Address: P.O. Box 228070, Cleveland, OH 44122-8070 NEWS RELEASE FOR IMMEDIATE RELEASE For investor inquiries: For media inquiries: Michael Weisbarth Steve Baisden Senior Vice President, Manager, Investor & Treasurer Public Relations (216) 471-6698 (216) 471-3441 investor@officemax.com ---------------------- OFFICEMAX REPORTS SECOND QUARTER OPERATING RESULTS WITH DOMESTIC SAME-STORE SALES UP FIVE PERCENT SEASONAL BORROWING DOWN $96 MILLION, OR 74 PERCENT, FROM LAST YEAR'S LEVEL COMPANY REDUCES TYPICAL SECOND QUARTER SEASONAL LOSS BY 20 PERCENT THIS YEAR, VERSUS 2Q LAST YEAR, MEETS ANALYSTS' CONSENSUS ESTIMATE CLEVELAND - Aug. 12, 2003 - OfficeMax, Inc. (NYSE: OMX) today reported operating results for its second quarter ended July 26, 2003, with domestic comparable-store sales increasing five percent fueled by year-over-year increases in both same-store customer transactions and average amount per transaction. Sales including the Company's Mexico and domestic operations in the second quarter increased four percent, on both a consolidated and same-store basis, to $1.05 billion compared to $1.01 billion last year. Comparable-store sales for OfficeMax's Mexico segment declined 20 percent as a result of year-over-year devaluation in the Mexican peso against the U.S. dollar and sales declines of larger ticket items, such as computers. Michael Feuer, OfficeMax's chairman and chief executive officer, said, "The increase in our domestic same-store sales is on top of our industry leading comparable-store sales increase of over three percent in the like quarter last year. In addition, the Company's sales trend takes on added significance in light of a temporary sales disruption associated with the 121 store remodels completed during the recent quarter. Our second quarter summer months are traditionally the slowest of the year, as customers turn to more outdoor activities and spend less time in the office and, as a result, buy and use fewer office products. We used this slower period to complete projects, such as store remodels, and prepare our stores for the upcoming Back-to-School, Holiday and January Back-to-Business selling seasons." OfficeMax also reported it reduced its second quarter seasonal borrowings 74 percent to $34 million from last year's level of $130 million, with total inventory of $943 million down slightly from $949 million at the end of the same period last year. On a Generally Accepted Accounting Principles (GAAP) basis, which excludes a net tax effect, OfficeMax said it posted a 20 percent reduction in its second quarter net loss to $26.7 million, or 21 cents per share, compared to a net loss of $33.4 million, or 27 cents per share, for its second quarter last year. The Company stated that its results do not reflect a normalized tax provision or benefit because of the required accounting treatment for its deferred tax assets and related valuation allowance. Assuming an estimated tax rate of approximately 40 percent, which is how Wall Street analysts typically evaluate the Company's year-over-year performance, OfficeMax said it would have reduced its net loss to $16.2 million, or 13 cents per share, which was in line with Wall Street analysts' consensus expectation. The Company said these results include a one cent per share, after-tax impact as a result of its required adoption of the Financial Accounting Standards Board's Emerging Issues Task Force (EITF) Issue 02-16 which deals with the accounting for cash consideration received from vendors. These results represent an improvement over last year's second quarter net loss which, assuming the same tax rate, was $20.2 million, or $0.16 per share. ACCELERATED STORE REMODEL PROGRAM ON TRACK WITH 205 STORES COMPLETE As previously announced, OfficeMax said it would accelerate this year's scheduled 250-store remodel program. In the second quarter, the Company remodeled 121 stores, bringing the total number of stores completed year-to-date to 205. Although the Company incurred increased expenses in the second quarter because of the larger number of remodels, the benefits are expected to be realized during the higher volume second half. The remodeled stores utilize many or all of the features of the Company's - more - PAGE 2 OF 6 OFFICEMAX, INC. 2Q03 OPERATING RESULTS AUG. 12, 2003 newest prototype format, including reduced shelf heights, enhanced navigational signage and increased visibility of the CopyMax print-for-pay area, each of which helps make shopping easier and more efficient for the customer. Mr. Feuer said, "The remaining 45 stores in the 250-store remodel program will be completed before the Holiday selling season begins." FIRST HALF CONSOLIDATED RESULTS Consolidated sales for the first half increased four percent to $2.27 billion, from $2.18 billion for the same period in fiscal 2002. On a GAAP basis, OfficeMax reported a net loss of $16.9 million, or $0.14 per share, without the same tax benefit recorded last year, compared to net income of $30.2 million last year, or 24 cents per share. OfficeMax said its first half results include a reduction of nearly two cents per share related to the adoption of EITF 02-16. In addition, last year's results exclude a tax provision and include a $57.5 million, or 46 cents per share, benefit from a cash tax refund in the first quarter of fiscal 2002. The Company said excluding the cash tax refund from the first half of fiscal 2002, and assuming an estimated tax rate of approximately 40 percent for both fiscal years, OfficeMax would have reported an improvement of 38 percent in the first half of fiscal 2003 with a loss of $10.2 million, or eight cents per share. This would compare to a net loss of $16.5 million, or 13 cents per share, for the first six months in the prior year. UPDATE ON BUSINESS COMBINATION WITH BOISE CASCADE CORPORATION Mr. Feuer said OfficeMax's previously announced business combination with Boise Cascade Corporation (NYSE: BCC) is proceeding as expected with both companies filing joint and other related documents with the Securities and Exchange Commission and other regulatory agencies. The business combination is subject to customary approvals under antitrust laws and by the shareholders of both OfficeMax and Boise. The companies expect the transaction to be completed in the fourth quarter. ABOUT OFFICEMAX OfficeMax serves its customers through nearly 1,000 superstores, e-commerce Web sites and direct-mail catalogs. The Company has operations in the United States, Canada, Puerto Rico, the U.S. Virgin Islands and Mexico. In addition to offering office products, business machines and related items, OfficeMax superstores feature CopyMax and FurnitureMax, store-within-a-store modules devoted exclusively to "print-for-pay" services and office furniture. The Company also reaches customers in the United States with an offering of over 40,000 items through its award winning e-commerce site, OfficeMax.com, its direct-mail catalogs and its outside sales force, all of which are serviced by its three PowerMax distribution facilities, 17 delivery centers and two national customer call and contact centers. Note: Statements in this news release, other than those concerning historical information (including information incorporated by reference), contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Any information in this news release that is not historical information is a forward-looking statement which may be identified by the use of language such as "may," "will," "should," "expects," "plans," "anticipates," "estimates," "believes," "thinks," "continues," "indicates," "outlook," "looks," "goals," "initiatives," "projects," or similar expressions. These statements are likely to address the Company's growth strategy, future financial performance (including sales, gross margin and earnings), strategic initiatives (including the Company's proposed combination with Boise Cascade Corporation), marketing and expansion plans, and the impact of operating initiatives. The forward-looking statements, which speak only as of the date the statement was made, are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those stated, projected or implied in the forward-looking statements. These risks and uncertainties include those described in Exhibit 99.1 of the Company's Annual Report on Form 10-K for the fiscal year ended January 25, 2003, and in other reports and exhibits to those reports filed with the Securities and Exchange Commission. You are strongly urged to review such filings for a more detailed discussion of such risks and uncertainties. The Company's filings with the Securities and Exchange Commission are available at no charge at www.sec.gov and www.freeEDGAR.com, as well as on a number of other web sites including OfficeMax.com, under the investor information section. These risks and uncertainties also include the following: risks associated with general economic conditions (including the effects of the continuing hostilities in Iraq and Afghanistan, additional terrorist attacks and hostilities, decline in the stock market, currency devaluation, slower than anticipated economic recovery and declining employment rate or other changes in our customers' business environments, including an increase in bankruptcy filings); increasing competition that includes office supply superstores, wholesale clubs, contract stationers, computer and electronics superstore retailers, Internet merchandisers and mass merchandisers, as well as grocery and drug store chains; the result of continuing FAS 142 assessments; the impact of the adoption of EITF 02-16 and FIN 46 along with other new accounting pronouncements; and the risk that the Company's proposed combination with Boise Cascade Corporation is not consummated due to the failure to obtain required regulatory and shareholder approvals. The foregoing list of important factors is not exclusive. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. # # # (Financial tables follow) PAGE 3 OF 3 OFFICEMAX, INC. 2Q03 OPERATING RESULTS AUG. 12, 2003 OFFICEMAX, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except per share data)
13 WEEKS ENDED 26 WEEKS ENDED ----------------------------- ----------------------------- (Unaudited) (Unaudited) JULY 26, July 27, JULY 26, July 27, 2003 2002 2003 2002 ----------- ----------- ----------- ----------- Sales ............................................... $ 1,046,056 $ 1,006,271 $ 2,272,516 $ 2,184,423 Cost of merchandise sold, including buying and occupancy costs ....................... 785,620 759,288 1,703,625 1,638,112 ----------- ----------- ----------- ----------- Gross profit ........................................ 260,436 246,983 568,891 546,311 Store operating and selling expenses ................ 253,947 243,087 518,350 500,300 General and administrative expenses ................. 31,945 35,169 65,148 69,182 ----------- ----------- ----------- ----------- Total operating expenses ............................ 285,892 278,256 583,498 569,482 Operating loss ...................................... (25,456) (31,273) (14,607) (23,171) Interest expense and other, net ..................... 946 2,125 1,415 3,466 ----------- ----------- ----------- ----------- Loss before income taxes and minority interest ............................ (26,402) (33,398) (16,022) (26,637) Income tax benefit .................................. -- -- -- (57,500) Minority interest ................................... 304 (36) 901 707 ----------- ----------- ----------- ----------- Net income (loss) ................................... $ (26,706) $ (33,362) $ (16,923) $ 30,156 =========== =========== =========== =========== Earnings (loss) per common share data: Basic .......................................... $ (0.21) $ (0.27) $ (0.14) $ 0.24 Diluted ........................................ $ (0.21) $ (0.27) $ (0.14) $ 0.24 =========== =========== =========== =========== Weighted average number of common shares outstanding: Basic .......................................... 124,313 123,920 124,274 123,578 Diluted ........................................ 124,313 123,920 124,274 124,885 =========== =========== =========== ===========
PAGE 4 OF 6 OFFICEMAX, INC. 2Q03 OPERATING RESULTS AUG. 12, 2003 OFFICEMAX, INC. BUSINESS SEGMENT DATA (In thousands, except per share data)
13 WEEKS ENDED 26 WEEKS ENDED ----------------------------- ----------------------------- (Unaudited) (Unaudited) JULY 26, July 27, JULY 26, July 27, 2003 2002 2003 2002 ----------- ----------- ----------- ----------- DOMESTIC BUSINESS SEGMENT Sales ............................................ $ 1,015,635 $ 970,303 $ 2,207,759 $ 2,110,191 Cost of merchandise sold, including buying and occupancy costs .................... 763,623 730,924 1,655,757 1,580,606 ----------- ----------- ----------- ----------- Gross profit ..................................... 252,012 239,379 552,002 529,585 Operating loss ................................... (25,852) (31,063) (15,877) (24,305) Net income (loss) ................................ $ (27,023) $ (33,323) $ (17,862) $ 29,421 =========== =========== =========== =========== INTERNATIONAL BUSINESS SEGMENT Sales ............................................ $ 30,421 $ 35,968 $ 64,757 $ 74,232 Cost of merchandise sold, including buying and occupancy costs .................... 21,997 28,364 47,868 57,506 ----------- ----------- ----------- ----------- Gross profit ..................................... 8,424 7,604 16,889 16,726 Operating income (loss) .......................... 396 (210) 1,270 1,134 Net income (loss) ................................ $ 317 $ (39) $ 939 $ 735 =========== =========== =========== =========== EARNINGS (LOSS) PER SHARE ON A DILUTED BASIS WERE: Domestic Business Segment ..................... $ (0.21) $ (0.27) $ (0.15) $ 0.23 International Business Segment ................ $ 0.00 $ 0.00 $ 0.01 $ 0.01
PAGE 5 OF 6 OFFICEMAX, INC. 2Q03 OPERATING RESULTS AUG. 12, 2003 OFFICEMAX, INC. CONSOLIDATED BALANCE SHEETS (In thousands)
JULY 26, JAN. 25, 2003 2003 ----------- ----------- ASSETS (Unaudited) Current assets: Cash and equivalents ........................... $ 53,747 $ 137,143 Accounts receivable, net of allowances of $1,030 and $1,073, respectively .......... 95,167 90,339 Merchandise inventories ........................ 943,417 927,679 Other current assets ........................... 31,095 27,585 ----------- ----------- Total current assets ........................... 1,123,426 1,182,746 Property and equipment: Buildings and land ............................. 36,259 36,133 Leasehold improvements ......................... 199,068 183,547 Furniture, fixtures and equipment .............. 660,153 645,466 ----------- ----------- Total property and equipment ................... 895,480 865,146 Less: Accumulated depreciation ................. (608,591) (567,709) ----------- ----------- Property and equipment, net .................. 286,889 297,437 Other assets and deferred charges .................. 15,686 14,763 Goodwill, net of accumulated amortization of $89,757 290,495 290,495 ----------- ----------- $ 1,716,496 $ 1,785,441 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Accounts payable - trade ....................... $ 415,306 $ 437,884 Accrued expenses and other liabilities ......... 200,478 227,022 Accrued salaries and related expenses .......... 43,994 60,190 Taxes other than income taxes .................. 80,565 79,781 Revolving credit facility ...................... 34,000 -- Redeemable preferred shares - Series B ......... -- 21,750 Mortgage loan, current portion ................. 132 128 ----------- ----------- Total current liabilities ...................... 774,475 826,755 Mortgage loan ...................................... 1,318 1,390 Other long-term liabilities ........................ 154,806 157,587 ----------- ----------- Total liabilities .............................. 930,599 985,732 =========== =========== Minority interest .................................. 20,089 19,264 Shareholders' equity: Common shares .................................. 885,662 887,556 Deferred stock compensation .................... (245) (153) Cumulative translation adjustment .............. (2,550) (2,457) Retained deficit ............................... (30,788) (13,865) Less: Treasury stock at cost ................... (86,271) (90,636) ----------- ----------- Total shareholders' equity ..................... 765,808 780,445 ----------- ----------- $ 1,716,496 $ 1,785,441 =========== ===========
PAGE 6 OF 6 OFFICEMAX, INC. 2Q03 OPERATING RESULTS AUG. 12, 2003 OfficeMax's accompanying news release includes non-GAAP earnings per share results for the Company's second quarter and 26-weeks ended July 26, 2003 and the comparative periods from fiscal 2002. For the second quarter and 26-weeks, the results include the effect of a normalized tax provision excluding a change in the Company's valuation allowance for deferred tax assets. This information is included to provide operating results on a more comparable basis to OfficeMax's historical operating results, its industry peers and estimates projected by securities analysts. Below is a reconciliation of the Company's GAAP earnings per share results to the non-GAAP measures presented in the release:
(In thousands, except per share data) 13 Weeks Ended 26 Weeks Ended - ----------------------------------- -------------------------------------------- ---------------------------------------------- (Unaudited) (Unaudited) (Unaudited) (Unaudited) July 26, 2003 EPS July 27, 2002 EPS July 26, 2003 EPS July 27, 2002 EPS ------------- --- ------------- --- ------------- --- ------------- --- GAAP net income (loss) $(26,706) $(0.21) $(33,362) $(0.27) $(16,923) $(0.14) $ 30,156 $ 0.24 Income tax benefit - - - - - - (57,500) (0.46) Estimated tax benefit $ 10,549 $ 0.08 13,178 0.11 6,685 $ 0.06 10,801 0.09 --------------------- -------------------- --------------------- --------------------- Non-GAAP net loss $(16,157) $(0.13) $(20,184) $(0.16) $(10,238) $(0.08) $(16,543) $(0.13) ===================== ==================== ===================== ===================== Weighted average number of common shares outstanding 124,313 123,920 124,274 124,885
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