8-K
BOISE CASCADE Co (BCC)
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): October 16, 2020
BOISE CASCADE COMPANY
(Exact name of registrant as specified in its charter)
| Delaware | 1-35805 | 20-1496201 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
1111 West Jefferson Street, Suite 300
Boise, Idaho 83702-5389
(Address of principal executive offices) (Zip Code)
(208) 384-6161
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $0.01 par value per share | BCC | New York Stock Exchange |
Item 8.01 Other Information.
On October 16, 2020, Boise Cascade Company (the "Company") issued a press release announcing that it issued a WARN Act notice to its Elgin, Oregon employees. The press release is filed as Exhibit 99.1 and incorporated by reference into this Item 8.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are furnished as part of this Current Report on Form 8-K:
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | Press Release, dated October16, 2020 issued by the Company. |
| 101 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
| 104 | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. |
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.
| BOISE CASCADE COMPANY | ||
|---|---|---|
| By | /s/ Jill Twedt | |
| Jill Twedt<br>Vice President, General Counsel and Secretary | ||
| Date: October 16, 2020 |
Document
Exhibit 99.1
| Boise Cascade Company | |||
|---|---|---|---|
| 1111 West Jefferson Street, Suite 300 | |||
| Boise, ID 83702 | |||
| News Release | |||
| --- | Investor Relations Contact<br><br><br><br>Wayne Rancourt<br><br>Office 208-384-6073 | Media Contact<br><br><br><br>Lisa Chapman<br><br>Office 208-384-6552 | |
| --- | --- |
For Immediate Release: October 16, 2020
Boise Cascade Company Announces WARN Act Notice at Elgin Plywood Facility
BOISE, Idaho - Boise Cascade Company (“Boise Cascade”, the “Company” or “we”) (NYSE: BCC) today issued a WARN Act notice to its Elgin, Oregon employees. The Company issued the notice in order to ensure that all employees are aware it is possible the mill will have to reduce production levels beginning on or about January 1, 2021. The Elgin facility currently produces approximately 10% of the Company’s dry veneer production, the majority of which is sold as plywood and represents approximately 16% of Boise Cascade’s plywood sales.
While the demand and pricing for plywood has been favorable during 2020 and the Elgin operation was profitable during the second and third quarters, the Company’s ongoing ability to use its waste and storm water has been modified by the Oregon Department of Environmental Quality (ODEQ). The new permit constraints create uncertainty around the future operations at the site. Boise Cascade has significantly reduced its purchases of logs for the Elgin operation considering the uncertainty created by the change in environmental constraints and possible curtailment. At the current time, the Company does not expect to have enough logs available to operate throughout the entire winter even if the open concerns with ODEQ are favorably resolved before the end of the year.
The Company will continue to evaluate plywood market conditions, log supply availability, operating costs, environmental permits, and other factors influencing the long-term viability of the Elgin plywood operation as the situation warrants.
About Boise Cascade
Boise Cascade is one of the largest producers of engineered wood products and plywood in North America and a leading U.S. wholesale distributor of building products. For more information, please visit our website at www.bc.com.
Forward-Looking Statements
This press release contains statements that are “forward looking” within the Private Securities Litigation Reform Act of 1995. These statements speak only as of the date of this press release. While they are based on the current expectations and beliefs of management, they are subject to a number of uncertainties and assumptions that could cause actual events to differ from the expectations expressed in this release. Factors that could cause actual events to differ materially from forward-looking statements are discussed in greater detail in our filings with the Securities and Exchange Commission and include, but are not limited to, prices for building products, changes in the competitive position of our products, commodity input costs, the effect of general economic conditions, the effect of
COVID-19, mortgage rates and availability, housing demand, housing vacancy rates, governmental regulations, unforeseen production disruptions, as well as natural disasters. Forward-looking statements speak only as of the date of this press release. We undertake no obligation to revise them in light of new information. Finally, we undertake no obligation to review or confirm analyst expectations or estimates that might be derived from this release.