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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 22, 1999
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CORPORATE EXPRESS, INC.
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(Exact Name of Registrant as Specified in Charter)
Colorado 0-24642 84-0978360
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(State or Other Juris- (Commission File (IRS Employer
diction of Incorporation) Number) Identification No.)
1 Environmental Way
Broomfield, Colorado 80021-3416
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(Address of Principal (Zip Code)
Executive Offices)
(303) 664-2000
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(Registrant's Telephone Number, Including Area Code)
Not Applicable
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On October 22, 1999, at a special meeting of shareholders, the
Registrant's shareholders approved the proposed merger between the Registrant
and North Acquisition Corporation, an indirect wholly owned subsidiary of
Buhrmann NV. At the meeting, there were 77,541,909 shares voted in favor of the
merger and 1,970,897 shares voted against the merger, with 58,991 abstentions
and no broker non-votes. See attached Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press Release dated October 22, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
CORPORATE EXPRESS, INC.
(Registrant)
/s/ Gary M. Jacobs
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Date: October 25, 1999 By: Gary M. Jacobs
Title: Executive Vice President and Chief
Financial Officer
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EXHIBIT INDEX
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Exhibit
Number Description
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99.1 Press Release dated October 22, 1999.
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EXHIBIT 99.1
[CORPORATE EXPRESS LETTERHEAD]
NEWS RELEASE
OCTOBER 22, 1999
CONTACT: Linda Dill, Corporate Express Vice President Strategic Planning and
Investor Relations, 303-664-3949
CORPORATE EXPRESS SHAREHOLDERS APPROVE MERGER WITH BUHRMANN NV;
TRANSACTION EXPECTED TO CLOSE NEXT WEEK
BROOMFIELD, Colo.- Corporate Express, Inc. (Nasdaq:CEXP) today announced that
its shareholders approved the merger between Corporate Express, Inc. and
Buhrmann NV (AEX:BUHR) at the Company's special meeting of shareholders. Of the
shares voted, an overwhelming 97.4 percent voted in favor of the merger, with
2.5 percent voting against the merger and 0.1 percent abstaining. The Company
anticipates that the merger will close on or before Friday, October 29, 1999.
"We are very pleased that the final key condition to closing the transaction,
our shareholder approval, has been completed," said Robert King, President and
CEO of Corporate Express. "We expect to close the merger transaction late next
week, and we are looking forward to joining forces with Buhrmann and to the
exciting opportunities that lie ahead."
Immediately following the close of the merger transaction, Corporate Express
will post on its Internet website (www.CorporateExpress.com) instructions for
shareholders indicating the procedure for exchanging stock certificates for the
merger consideration of $9.70 per share. In addition, shareholders that hold
stock certificates will receive mailed instructions from the paying agent
indicating the procedure for submitting the stock certificates and requesting
information as to where payment should be delivered. Shareholders who hold
shares in a brokerage account will receive payment directly into their account
following the close of the transaction.
Corporate Express, Inc. is a leading supplier of essential office and computer
products and services to corporations that value innovative procurement
solutions. Corporate Express currently operates in nearly 300 locations,
including 89 distribution centers, and employs approximately 15,000 people in
continuing operations in the United States, Australia, Canada, France, Italy,
Germany, the United Kingdom, Switzerland, Ireland, New Zealand and the
Netherlands.
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Buhrmann NV, headquartered in Amsterdam, is an international business services
and distribution company with approximately 15,000 employees in more than 20
countries. It is currently the third largest supplier of office products in the
business-to-business market in Europe and the fifth largest in the U.S. Buhrmann
does business in the United States through BT Office Products, a subsidiary,
which operates 24 distribution centers and employs 4,400 people. Buhrmann is
also the leading paper merchant in Europe and a major distributor of graphic
equipment and information systems.
The merger between Buhrmann and Corporate Express will create the world's
largest business-to-business office products distribution company, with total
revenues of approximately $9 billion, 30,000 employees and operations in 28
countries.
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