8-K 1 form8k.txt CURRENT REPORT UNITED STATES 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): August 6, 2003 OFFICEMAX, INC. (Exact name of registrant as specified in its charter) OHIO 1-13380 34-1573735 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 3605 WARRENSVILLE CENTER ROAD SHAKER HEIGHTS, OHIO 44122 (Address of principal executive offices) (Zip Code) (216) 471-6900 (Registrant's telephone number, including area code) NOT APPLICABLE (Former name or former address, if changed since last report) Item 5. Other Events. ------------- On August 6, 2003, a complaint was filed against OfficeMax, Inc. ("OfficeMax") and certain of its directors in the Court of Common Pleas, Cuyahoga County, Ohio. The complaint purports to be brought as a class action on behalf of OfficeMax's shareholders. The complaint alleges that OfficeMax and its board of directors breached their fiduciary duties by approving the terms of the proposed merger of OfficeMax with a wholly owned subsidiary of Boise Cascade Corporation. The complaint seeks an order preventing OfficeMax from proceeding with the merger, along with other injunctive relief. OfficeMax believes the complaint is without merit and intends to vigorously contest the action. The text of the complaint is incorporated by reference herein as Exhibit 99.1. Item 7. Exhibits. --------- Exhibit No. Exhibit ----------- ------- 99.1 Complaint, dated August 6, 2003, filed in the Court of Common Pleas, Cuyahoga County, Ohio. 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 14, 2003 3 INDEX TO EXHIBITS Exhibit No. Exhibit ----------- ------- 99.1 Complaint, dated August 6, 2003, filed in the Court of Common Pleas, Cuyahoga County, Ohio. 4