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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) July 28, 1997
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HomeBase, Inc.
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(Exact name of registrant as specified in its charter)
DELAWARE
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(State or other jurisdiction of incorporation)
1-10259 33-0109661
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(Commission File number) (I.R.S. Employer Identification No.)
Support Center Offices 3345 Michelson Drive, Irvine, California 92715
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including are code (714) 442-5000
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(Former name or former address, if changed since last report)
1
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INFORMATION TO BE INCLUDED IN THE REPORT
Item 5. Other Events.
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On July 28, 1997, Waban Inc. ("Waban") announced that it had consummated
the spin-off ("Spin-Off") of its BJ's Wholesale Club business through a tax-free
distribution in the form of a special dividend to its stockholders, on a one for
one basis, pursuant to a Separation and Distribution Agreement (the
"Distribution Agreement") by and among Waban and BJ's Wholesale Club, Inc., a
Delaware corporation and, as of the date of the Spin-Off, a wholly-owned
subsidiary of Waban.
In accordance with the transactions contemplated by the Distribution
Agreement and previously announced plans, Waban has changed its name to
HomeBase, Inc., effective 5:00 p.m., July 28, 1997. As of Tuesday, July 29,
1997, HomeBase, Inc. Common Stock will be traded on the New York Stock Exchange
under the symbol "HBI."
A copy of the press release dated July 28, 1997 with respect to the
Spin-Off is filed as Exhibit 99.1 hereto.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
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c. Exhibits
99.1 July 28, 1997 press release relating to the spin-off by Waban Inc.
of its BJ's Wholesale Club business, its name change to HomeBase,
Inc. and its trading on the New York Stock Exchange under the symbol
"HBI."
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be filed on its behalf by
the undersigned hereunto duly authorized.
Date: July 29, 1997
HomeBase, Inc.
By: /s/ Allan Sherman
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Allan Sherman
President and Chief Executive Officer
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EXHIBIT 99.1
[LETTERHEAD OF WABAN INC.]
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NEWS RELEASE
For Immediate Release Contact: Eileen H. Kirrane
Assistant Vice President and
Investor Relations Director
(508) 651-6650
WABAN INC. COMPLETES SPIN-OFF OF BJ'S WHOLESALE CLUB;
CHANGES NAME TO HOMEBASE, INC.
Natick, MA, July 28, 1997--Waban Inc. announced today that it has
completed its spin-off of BJ's Wholesale Club, Inc. as a special dividend to its
stockholders.
The BJ's spin-off transaction was effected as a tax-free distribution in
the form of a special dividend to Waban's stockholders, on a one-for-one basis,
of all of the outstanding shares of common stock of BJ's Wholesale Club, Inc.
BJ's Wholesale Club, Inc. will commence "regular way" trading on the New York
Stock Exchange on Tuesday, July 29, 1997 under the symbol "BJ."
In accordance with its previously announced plans, Waban has changed its
name to HomeBase, Inc. effective 5:00 p.m., eastern time today, following the
distribution of BJ's Wholesale Club, Inc. common stock. HomeBase, Inc. common
stock will be traded on the New York Stock Exchange, beginning Tuesday, July 29,
1997, under the symbol "HBI."
BJ's Wholesale Club, Inc. is a leading membership warehouse club chain
in the eastern United States, with 82 clubs operating in 12 states. HomeBase,
Inc. is a leading merchandiser of home improvement products, with 84 warehouse
stores in ten western states.
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