Amended Statement of Beneficial Ownership (sc 13d/a)
05 March 2013 - 8:01AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No.
01
)*
OFFICEMAX INC
(Name of
Issuer)
Common
(Title of
Class of Securities)
67622P101
(CUSIP
Number)
Andrew Davalla,
Neuberger Berman
605 Third Avenue
New York,
NY
10158
Phone : 646-497-4674
(Name,
Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
March 04, 2013
(Date of
Event which Requires Filing of this Statement)
If the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box.
o
Note
: Schedules filed in paper
format shall include a signed original and five copies of the schedule,
including all exhibits. See §240.13d-7 for other parties to whom copies are to
be sent.
* The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
1
|
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
Neuberger Berman Group LLC
|
|
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
o
|
|
(b)
|
x
|
|
|
3
|
SEC
USE ONLY
|
|
|
|
|
|
|
|
4
|
SOURCE
OF FUNDS
|
|
|
N/A
|
|
|
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
|
o
|
|
|
|
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Delaware
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
|
|
|
|
|
|
8
|
SHARED
VOTING POWER
|
|
|
2789225
|
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
|
|
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
|
3204685
|
|
|
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
3204685
|
|
|
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
|
o
|
|
|
|
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
1
|
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
Neuberger Berman Holdings LLC
|
|
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
o
|
|
(b)
|
x
|
|
|
3
|
SEC
USE ONLY
|
|
|
|
|
|
|
|
4
|
SOURCE
OF FUNDS
|
|
|
N/A
|
|
|
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
|
o
|
|
|
|
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Delaware
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
|
0
|
|
|
|
|
8
|
SHARED
VOTING POWER
|
|
|
2789225
|
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
|
0
|
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
|
3204685
|
|
|
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
3204685
|
|
|
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
|
o
|
|
|
|
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
1
|
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
Neuberger Berman LLC
|
|
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
o
|
|
(b)
|
x
|
|
|
3
|
SEC
USE ONLY
|
|
|
|
|
|
|
|
4
|
SOURCE
OF FUNDS
|
|
|
OO
|
|
|
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
|
o
|
|
|
|
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Delaware
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
|
0
|
|
|
|
|
8
|
SHARED
VOTING POWER
|
|
|
2131006
|
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
|
0
|
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
|
2177766
|
|
|
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
2177766
|
|
|
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
|
o
|
|
|
|
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
1
|
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
Neuberger Berman Management LLC
|
|
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
o
|
|
(b)
|
x
|
|
|
3
|
SEC
USE ONLY
|
|
|
|
|
|
|
|
4
|
SOURCE
OF FUNDS
|
|
|
OO
|
|
|
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
|
o
|
|
|
|
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
Delaware
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
|
0
|
|
|
|
|
8
|
SHARED
VOTING POWER
|
|
|
658219
|
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
|
0
|
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
|
826919
|
|
|
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
826919
|
|
|
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
|
o
|
|
|
|
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
1
|
NAMES
OF REPORTING PERSONS
|
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
Benjamin Nahum
|
|
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
|
o
|
|
(b)
|
x
|
|
|
3
|
SEC
USE ONLY
|
|
|
|
|
|
|
|
4
|
SOURCE
OF FUNDS
|
|
|
PF
|
|
|
|
|
5
|
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
|
|
o
|
|
|
|
|
|
6
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
|
|
|
United States
|
|
|
|
|
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE
VOTING POWER
|
|
|
200000
|
|
|
|
|
8
|
SHARED
VOTING POWER
|
|
|
0
|
|
|
|
|
9
|
SOLE
DISPOSITIVE POWER
|
|
|
200000
|
|
|
|
|
10
|
SHARED
DISPOSITIVE POWER
|
|
|
0
|
|
|
|
|
11
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
200000
|
|
|
|
|
12
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
|
|
o
|
|
|
|
|
|
13
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|
|
|
|
|
|
|
14
|
TYPE
OF REPORTING PERSON
|
|
|
|
|
|
|
|
|
|
This Amendment No. 1 to Schedule 13D on the Common Stock of OfficeMax Incorporated (the "Issuer") is being filed on behalf of the under¬signed to amend the Schedule 13D, as amended (the "Schedule 13D") which was originally filed on June 18, 2012. Unless otherwise indicated, all capitalized terms used herein but not defined herein shall have the same meaning as set forth in the Schedule 13D.
|
|
(a)
|
This statement is being filed by the following persons: Neuberger Berman Group LLC (“NBG”), Neuberger Berman Holdings LLC (“NB Holdings”), Neuberger Berman Management LLC (“NBM”), Neuberger Berman LLC (“NB LLC”) and Benjamin Nahum (the “Reporting Persons”).
|
|
(b)
|
NBG, NB Holdings, NBM and NB LLC are Delaware limited liability companies, each having its principal business office at 605 Third Avenue, New York, NY 10158.
|
|
(c)
|
NBG, NB Holdings, NBM and NB LLC are Delaware limited liability companies.
Mr. Nahum is a portfolio manager and managing director of NBM and NB LLC.
NBG is the parent company of various subsidiaries engaged in the investment advisory business.
NB Holdings is a subsidiary of NBG and the holding company of NB LLC, NBM and certain other subsidiaries engaged in the investment advisory business primarily with respect to equities.
NBM, an indirect subsidiary of NBG, is an investment adviser registered under the Investment Advisers Act of 1940, as amended, and a limited purpose broker-dealer registered under the Securities Exchange Act of 1934, as amended. As a registered investment adviser (“RIA”), NBM provides investment advisory services to investment companies registered under the Investment Company Act of 1940, as amended.
NB LLC, an indirect subsidiary of NBG, is an investment adviser registered under the Investment Advisers Act of 1940, as amended, and a broker-dealer registered under the Securities Exchange Act of 1934, as amended. As an RIA, NB LLC provides discretionary investment advisory services to private investors, institutions, endowments, employee benefit plans, foundations and others.
The Reporting Persons do not admit that they constitute a group.
The information required by instruction C to Schedule 13D with respect to the executive officers and directors of the Reporting Persons is set forth below.
Neuberger Berman Group LLC
Directors
Joseph Amato
Joseph Berardino
Robert D’Alelio
William Fox
George Walker
Richard Worley
Lawrence Zicklin
Executive Officers
George Walker, Chief Executive Officer
Joseph Amato, President
Heather Zuckerman, Secretary, Chief Administrative Officer and Executive Vice President
Andrew Komaroff, Chief Operating Officer and Executive Vice President
William Arnold, Chief Financial Officer and Executive Vice President
Neuberger Berman Holdings LLC
Executive Officers
Joseph Amato, President and Chief Executive Officer
James Dempsey, Senior Vice President and Treasurer
Neuberger Berman Management LLC
Executive Officers
Robert Conti, President and Chief Executive Officer
Joseph Amato, Managing Director and Chief Investment Officer – Equities
Brad Cetron, Managing Director and Chief Compliance Officer – B/D
Chamaine Williams, Senior Vice President and Chief Compliance Officer – I/A
James Dempsey, Senior Vice President, Chief Financial Officer and Treasurer
Maxine Gerson, Managing Director, Secretary and General Counsel
Bradley Tank, Managing Director and Chief Investment Officer – Fixed Income
Neuberger Berman LLC
Executive Officers
Joseph Amato, President, Chief Executive Officer, Managing Director and Chief Investment Officer – Equities
Brad Cetron, Chief Compliance Officer, Managing Director and Deputy General Counsel
James Dempsey, Senior Vice President, Chief Financial Officer and Treasurer
Bradley Tank, Managing Director and Chief Investment Officer – Fixed Income
|
|
(d)
|
None of the individuals referenced above have been convicted in a criminal proceeding in the past five years.
|
|
(e)
|
None of the individuals referenced above have been party to a civil proceeding or a judicial or administrative proceeding or subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws in the past five years.
|
|
(f)
|
All of the individuals referenced above are citizens of the United States.
|
Item 3.
|
Source
and Amount of Funds or Other Consideration
|
|
|
|
|
The Securities reported as beneficially owned in Item 5 were purchased in the ordinary course of business by NBM and NB LLC in their capacity as RIAs on behalf of their investment advisory clients for investment purposes.
While the Reporting Persons generally support the Issuer’s proposed merger agreement with Office Depot, Inc. (“Office Depot”) in principal, they do have concerns about the Issuer’s board of directors’ conditional commitment to pay a special dividend to shareholders and would prefer that the board formally state their intention to declare such a dividend. Additionally, the Reporting Persons are concerned about the value of the shares of Office Depot it would receive in the proposed merger, especially in the absence of a sale by Office Depot of its assets located in Mexico. Accordingly, the Reporting Persons encourage the Issuer’s board of directors and management to continue to review the proposed terms of the merger agreement in light of these issues. In the event that these issues are not resolved to the satisfaction of the Reporting Persons, they will consider voting its shares of the Issuer against the merger with Office Depot. The Reporting Persons do not have any intention to nominate any candidate or candidates for election to the Issuer’s board of directors at the Issuer’s 2013 annual meeting.
Depending on market conditions, NB LLC and NBM, in their capacity as RIAs, may purchase additional Securities or sell Securities on behalf of their investment advisory clients in the future. Depending on market conditions, Mr. Nahum also may purchase additional Securities or sell Securities for his own personal accounts.
Other than as described above in this Item 4, none of the Reporting Persons has any plans or proposals at this time with respect to the Issuer which relate to or would result in the events listed in Item 4 (a) – (j) of the instructions for Schedule 13D.
|
Item 5.
|
Interest
in Securities of the Issuer
|
|
|
|
(a)
|
The aggregate number of Securities to which this Schedule 13D relates is 3,204,685 shares, representing 3.69% of the 86,884,058 common shares reported as outstanding in the Issuer’s most recent Form 10-K for the annual period ending December 29, 2012. The Reporting Persons beneficially own the Securities as follows:
Common Shares % of Common Shares Outstanding
NBM 826,919 / 0.95%
NB LLC 2,177,766 / 2.51%
Mr. Nahum 200,000 / 0.23%
As a result of NBG’s and NB Holdings’ indirect and direct ownership of NB LLC and NBM, each of NBG and NB Holdings are deemed to beneficially own the Securities beneficially owned by NBM and NB LLC.
|
|
(b)
|
NBM has been granted discretionary voting and dispositive power with respect to 658,219 of the Securities reported herein as being beneficially owned by it. In addition, NBM has been granted discretionary dispositive power, but not voting power, with respect to the remaining 168,700 of the Securities reported herein as beneficially owned by it. NB LLC has been granted discretionary voting and dispositive power with respect to 2,131,006 of the Securities reported herein as being beneficially owned by it, and with respect to such Securities, NB LLC shares voting and dispositive power with its clients in whose accounts the Securities are held. In addition, NB LLC has been granted discretionary dispositive power, but not voting power, with respect to the remaining 46,760 of the Securities reported herein as beneficially owned by it. NB LLC shares only dispositive power with those clients in whose accounts such Securities are held. Mr. Nahum has voting and dispositive power with respect to the 200,000 of the Securities reported herein as being beneficially owned by him.
|
|
(c)
|
The Reporting Persons did not effect any transactions in the Securities during the past sixty days.
|
|
|
Transaction Date
|
|
Shares or Unites Purchased (Sold)
|
|
Price Per Share or Unit
|
|
|
(e)
|
The Reporting Persons ceased to be beneficial owners of more than 5% of the Issuer’s Securities on or about September 17, 2012.
|
Item 6.
|
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
|
|
Item 7.
|
Material
to Be Filed as Exhibits
|
|
|
After reasonable inquiry and to the best of my knowledge
and belief, I certify that the information set forth in this statement is true,
complete and correct.
|
Neuberger Berman Group LLC
|
|
|
|
|
|
March 04, 2013
|
By:
|
/s/
Brad Cetron
|
|
|
|
Authorized Signatory
|
|
|
|
|
|
|
Neuberger Berman Holdings LLC
|
|
|
|
|
|
March 04, 2013
|
By:
|
/s/
Joseph Amato
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
|
|
Neuberger Berman LLC
|
|
|
|
|
|
March 04, 2013
|
By:
|
/s/
Brad Cetron
|
|
|
|
Deputy General Counsel
|
|
|
|
|
|
|
Neuberger Berman Management LLC
|
|
|
|
|
|
March 04, 2013
|
By:
|
/s/
Robert Conti
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
|
|
|
|
|
|
|
|
March 04, 2013
|
By:
|
/s/
Benjamin Nahum
|
|
|
|
|
|
|
|
|
|
The
original statement shall be signed by each person on whose behalf the statement
is filed or his authorized representative. If the statement is signed on behalf
of a person by his authorized representative (other than an executive officer or
general partner of the filing person), evidence of the representative’s
authority to sign on behalf of such person shall be filed with the statement:
provided, however, that a power of attorney for this purpose which is already on
file with the Commission may be incorporated by reference. The name and any
title of each person who signs the statement shall be typed or printed beneath
his signature.
Footnotes:
Attention:
Intentional misstatements or omissions of fact constitute Federal criminal
violations (See 18 U.S.C. 1001)
Officemax (NYSE:OMX)
Historical Stock Chart
From Jun 2024 to Jul 2024
Officemax (NYSE:OMX)
Historical Stock Chart
From Jul 2023 to Jul 2024
Real-Time news about Officemax Incorporated (New York Stock Exchange): 0 recent articles
More Officemax Inc News Articles