Exhibit 99.1
THE FOLLOWING IS THE TEXT OF A PRESS RELEASE DATED SEPTEMBER 2, 2003, ISSUED
BY OFFICEMAX, INC. AND BOISE CASCADE CORPORATION:
BOISE CASCADE CORPORATION
CORPORATE COMMUNICATIONS DEPARTMENT
1111 West Jefferson Street PO Box 50 Boise, ID 83728
T 208 384 7990 F 208 384 7224 BOISE OFFICEMAX
OFFICEMAX, INC.
CORPORATE AND INVESTOR COMMUNICATIONS DEPARTMENT
3605 Warrensville Center Road
Shaker Heights, OH 44122
T 216 471 6900 F 216 471 3407
News Release
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Media Contacts: Investor Contacts:
Mike Moser Vincent Hannity
Boise Cascade Corporation Boise Cascade Corporation
Office 208 384 6016 Cell 208 867 4346 Office 208 384 6390 Cell 208 890 6385
Steve Baisden Michael Weisbarth
OfficeMax, Inc. OfficeMax, Inc.
Office 216 471 3441 Office 216 471 6698
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FOR IMMEDIATE RELEASE: SEPTEMBER 2, 2003
BOISE, OFFICEMAX ANNOUNCE END OF WAITING PERIOD
UNDER HART-SCOTT-RODINO ACT
Marks the completion of one condition to closing Boise's acquisition of
OfficeMax
BOISE, Idaho and CLEVELAND - Boise Cascade Corporation (NYSE:BCC) and
OfficeMax, Inc. (NYSE:OMX) announced today that the 30-day waiting period
under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to
Boise's previously announced plan to acquire OfficeMax expired at midnight on
August 29, 2003. The expiration or termination of the Hart-Scott-Rodino
waiting period is one of the conditions to closing contained in the merger
agreement between the two companies.
As announced on July 14, 2003, Boise reached a definitive agreement to
acquire OfficeMax for approximately $1.154 billion, or $9.00 per fully diluted
share. This transaction has been unanimously approved by the boards of
directors of both companies and is subject to approval by shareholders of both
companies. The transaction is expected to close in the fourth quarter of 2003.
ABOUT OFFICEMAX
OfficeMax serves its customers through nearly 1,000 superstores,
E-commerce websites, and direct-mail catalogs. The company, headquartered in
Cleveland, has operations in the United States,
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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. OfficeMax reported sales of $4.8
billion in 2002.
ABOUT BOISE
Boise, headquartered in Boise, Idaho, delivers office, building, and
paper solutions that help our customers to manage productive offices and
construct well-built homes - two of the most important activities in our
society. Boise's 24,000 employees help people work more efficiently, build
more effectively, and create new ways to meet business challenges. Boise owns
or controls 2.4 million acres of timberlands, mostly in the U.S., and had
sales of $7.4 billion in 2002. Additional information about the company is
available from Boise's website at http://www.bc.com/.
Boise Office Solutions, headquartered in Itasca, Illinois, is a division
of Boise and a premier multinational distributor of office and technology
products, office furniture, and paper. Boise Office Solutions had 2002 sales
of $3.5 billion, including more than $1 billion of domestic E-commerce sales.
Boise Office Solutions serves customers ranging in size from small
organizations to multinational corporations through 63 distribution centers,
two outbound sales centers, four customer service centers, and over 100 retail
stores in the United States, Canada, Mexico, Australia, and New Zealand.
Boise Paper Solutions, headquartered in Boise, Idaho, is a division of
Boise and recorded 2002 sales of $1.9 billion. In 2002, Boise Paper Solutions
manufactured 1.6 million tons of office, printing, forms, and converting
papers; 1.3 million tons of newsprint, market pulp, and containerboard; and
4.6 billion square feet of corrugated containers. The business operates five
pulp and paper mills, two paper converting facilities, six paper distribution
facilities, and five corrugated container plants in the United States.
Boise Building Solutions, headquartered in Boise, Idaho, is a division of
Boise and manufactures plywood, oriented strand board, lumber, particleboard,
and engineered wood products at 25 manufacturing facilities in the United
States, Canada, and Brazil. The business also operates 28 facilities that
distribute a broad line of building materials, including wood products
manufactured by Boise, to retail lumber dealers, home centers specializing in
the do-it-yourself market, and industrial customers. Boise Building Solutions
posted manufacturing sales of $800 million and distribution sales of $1.7
billion in 2002.
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ADDITIONAL INFORMATION ABOUT THIS TRANSACTION
Boise filed a preliminary joint proxy statement/prospectus and other
documents regarding this transaction with the Securities and Exchange
Commission on August 1, 2003. Boise and OfficeMax will continue to file
documents with the SEC regarding this transaction, including one or more
amendments to the joint proxy statement/prospectus. Boise and OfficeMax will
mail the definitive joint proxy statement/prospectus to their respective
security holders. These documents contain important information about this
transaction, and we urge you to read them carefully as they become available.
You may obtain copies of all documents filed with the Securities and
Exchange Commission regarding this transaction, free of charge, at the SEC's
website (www.sec.gov). You may obtain copies of these documents relating to
Boise without charge from Boise on the Internet at www.bc.com under the
"Investor Relations" section, or by contacting Boise's Corporate
Communications Department by mail at 1111 West Jefferson Street, P.O. Box 50,
Boise, Idaho 83728-0001, by phone at (208) 384-7990 or by e-mail to
investor@bc.com. You may obtain copies of these documents relating to
OfficeMax without charge on the Internet at www.officemax.com, under the
"Corporate Information" section, or by contacting OfficeMax's Investor
Relations Department by mail at 3605 Warrensville Center Road, Shaker Heights,
Ohio 44122, by phone at (216) 471- 8697 or by e-mail to
investor@officemax.com.
PARTICIPANTS IN THIS TRANSACTION
Boise and OfficeMax and their respective directors and executive officers
may be deemed participants in the solicitation of proxies from security
holders in connection with this transaction. Information about the directors
and executive officers of Boise and OfficeMax and information about other
persons who may be deemed participants in this transaction are included in the
joint proxy statement/prospectus. You can find additional information about
Boise's executive officers and directors in Boise's proxy statement (DEF14A)
filed with the SEC on March 10, 2003. You can find additional information
about OfficeMax's officers and directors in OfficeMax's proxy statement
(DEF14A) filed with the SEC on May 1, 2003. You can obtain free copies of
these documents from the SEC, Boise, or OfficeMax using the contact
information above.
FORWARD-LOOKING STATEMENTS
The statement within this news release regarding the expected time of the
closing of the transaction is a "forward-looking statement" within the meaning
of the Private Securities Litigation Reform Act of 1995. This forward-looking
statement speaks only as of the date of this press release. This forward-
looking statement is based on the current expectations and beliefs of Boise's
and OfficeMax's management and is subject to a number of uncertainties and
assumptions that could cause the expected closing date to differ or could
cause the closing not to occur at all.