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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): February 15, 1994
Boise Cascade Corporation
____________________________________________________________
(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-5057 82-0100960
______________________________________________________________________
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation or Organization) File Number) Identification No.)
One Jefferson Square, Boise, Idaho 83702
______________________________________________________________________
(Address of Principal Executive Offices) (ZIP Code)
Registrant's Telephone Number, Including Area Code: 208/384-6161
Item 5. Other Events.
The Company issued a news release on February 15, 1994,
to announce its plans to combine the majority of its newsprint,
uncoated groundwood, and related assets into the Company's
Canadian subsidiary, Boise Cascade Canada Ltd. A copy of the
news release is filed as Exhibit 99(a).
The Company issued a news release on May 18, 1994, to
announce the Company's Canadian subsidiary, Rainy River Forest
Products Inc., formerly named Boise Cascade Canada Ltd., filed a
preliminary prospectus in Canada for an initial public offering
of equity securities and, at the same time, filed a registration
statement with the Securities and Exchange Commission covering a
proposed offering in the United States of $110 million (U.S.) of
senior secured notes. A copy of the news release is filed as
Exhibit 99(b).
Item 7. Financial Statements, Pro Forma Financial Information
and Exhibits.
Exhibit 99(a) News release issued by the Company on
February 15, 1994, related to combining
the majority of its newsprint, uncoated
groundwood, and related assets into the
Company's Canadian subsidiary.
Exhibit 99(b) News release issued by the Company on
May 18, 1994, related to the Company's
Canadian subsidiary announcing a public
offering of equity securities in Canada
and debt securities in the U.S.
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 thereunto duly
authorized.
BOISE CASCADE CORPORATION
/s/ IRVING LITTMAN
Irving Littman
Vice President and Treasurer
Date: June 1, 1994
Exhibit Index
Exhibit No. Description Page
99(a) News release issued by the Company
on February 15, 1994, related to
combining the majority of its
newsprint, uncoated groundwood, and
related assets into the Company's
Canadian subsidiary.
99(b) News release issued by the Company
on May 18, 1994, related to the
Company's Canadian subsidiary
announcing a public offering of
equity securities in Canada and
debt securities in the U.S.
Exhibit No. 99(a)
News Release Issued by
Boise Cascade Corporation on February 15, 1994,
announcing its plans to combine the majority of its newsprint,
uncoated groundwood, and related assets into the Company's
Canadian subsidiary, Boise Cascade Canada Ltd.
Media Contact:
Robert B. Hayes
(Office) (208) 384-7675
(Home) (208) 345-9863
Security Analyst Contact:
Vincent Hannity
(Office) (208) 384-6390
(Home) (208) 345-8141
FOR IMMEDIATE RELEASE: February 15, 1994
BOISE CASCADE TO COMBINE MOST NEWSPRINT AND UNCOATED
GROUNDWOOD ASSETS INTO CANADIAN SUBSIDIARY
BOISE, Idaho -- Boise Cascade Corporation (NYSE:BCC) took
action today to further sharpen its operating focus, accelerate
the growth and improvement of its three business segments, and
strengthen its balance sheet.
The company reported that it intends to combine the majority
of its newsprint, uncoated groundwood, and related assets in its
wholly owned Canadian subsidiary and to structure the transaction
so that the Canadian company is independently managed, has its own
access to financial markets, and can fund its future capital
requirements.
Boise Cascade said the Canadian company, with its dedication
to the newsprint and groundwood paper business, will be
particularly well-positioned to serve the needs of its customers.
Boise Cascade said it is reviewing financial alternatives for
accomplishing the transaction, including a recapitalization of the
Canadian company and a sale of a portion of its equity.
Boise Cascade said the move will enhance its ability to carry
out its Blueprint for the '90s, the company's strategy for
capitalizing on the potential of its coated and uncoated white
paper and containerboard businesses, as well as its building
products and office products distribution businesses. The company
also said proceeds to Boise Cascade from the transaction will be
used to strengthen its balance sheet by reducing parent-company
debt and for general corporate purposes.
Upon completion of the transaction, Boise Cascade will retain
3.1 million short tons of annual pulp and paper capacity and will
continue to be among the largest producers of uncoated white
papers in the U.S. and a major producer of coated white papers.
The company will also continue to be among the largest producers
of wood products in the country, a major factor in the wholesale
distribution of building materials, and one of the largest
distributors of office products in the U.S. Boise Cascade will
also own or control more than 3 million acres of timberland in the
U.S.
The assets of the Canadian company currently include a pulp
and paper mill in Kenora, Ontario, which has the capability to
produce 300,000 short tons of newsprint and 45,000 short tons of
uncoated groundwood paper annually and is currently building a
recycling facility which will produce 106,200 short tons of
recycled pulp annually; a pulp and paper mill in Fort Frances,
Ontario, which can produce 290,000 short tons of uncoated
groundwood papers and 135,000 short tons of market pulp annually;
and long-term harvesting rights on 3.1 million acres of timberland
in Ontario. In addition, the Canadian company will purchase Boise
Cascade's pulp and paper mill in Steilacoom (West Tacoma),
Washington. The West Tacoma mill has the capability to produce
190,000 short tons of recycled-content newsprint annually. Sales
from these operations were approximately $350 million in 1993.
The Canadian company will also become the exclusive sales agent
for the newsprint production of Boise Cascade's pulp and paper
mill in DeRidder, Louisiana, which has annual newsprint capacity
of 420,000 short tons.
Boise Cascade Corporation is an integrated paper and forest
products company headquartered in Boise, Idaho, with operations
located in the United States and Canada. The company manufactures
and distributes paper and paper products, office products, and
building products and owns and manages timberland to support these
operations. Sales in 1993 were $4 billion.
Exhibit No. 99(b)
News Release Issued by
Boise Cascade Corporation on May 18, 1994,
announcing the Company's Canadian subsidiary, Rainy River Forest
Products Inc., formerly named Boise Cascade Canada Ltd., filed a
preliminary prospectus in Canada for an initial public offering
of equity securities and, at the same time, filed a registration
statement with the Securities and Exchange Commission covering a
proposed offering in the United States of $110 million (U.S.) of
senior secured notes.
Contact:
Vincent Hannity
(Office) (208) 384-6390
(Home) (208) 345-8141
FOR IMMEDIATE RELEASE: May 18, 1994
BOISE, Idaho -- Boise Cascade Corporation (NYSE:BCC)
announced today that its wholly owned Canadian subsidiary,
Rainy River Forest Products Inc., formerly named Boise Cascade
Canada Ltd., has filed a preliminary prospectus in Canada for
an initial public offering of equity securities and
concurrently has filed a registration statement with the U.S.
Securities and Exchange Commission covering a proposed
offering in the United States of $110 million (U.S.) of senior
secured notes.
Following completion of the offerings, Boise Cascade is
expected to hold slightly less than 50 percent of Rainy
River's voting securities but to continue to hold more than
50 percent of its equity.
As previously announced, the majority of Boise Cascade's
newsprint and uncoated groundwood paper businesses are being
combined in Rainy River. This structure is intended to
establish Rainy River as an independently managed Canadian
company which has its own access to financial markets and can
fund its future capital requirements.
The equity securities of Rainy River will not be
registered under the United States Securities Act of 1933 and
may not be offered or sold in the United States except
pursuant to an applicable exemption from registration
requirements.
The registration statement relating to the senior secured
notes of Rainy River has been filed with the U.S. Securities
and Exchange Commission but has not yet become effective. The
senior secured notes may not be sold, nor may offers to buy
be accepted, prior to the time the registration statement
becomes effective. This press release shall not constitute
an offer to sell or the solicitation of an offer to buy, nor
shall there be any sale of these securities in any state in
which such offers, solicitation, or sale would be unlawful
prior to the registration or qualification under the
securities laws of any such state.
Boise Cascade Corporation is an integrated paper and
forest products company headquartered in Boise, Idaho, with
operations located in the United States and Canada. The
company manufactures and distributes paper and paper products,
office products, and building products and owns and manages
timberland to support these operations.