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Form 8-K BOISE CASCADE Co For: Nov 05

November 5, 2014 4:31 PM EST


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): November 5, 2014
BOISE CASCADE COMPANY
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation)
001-35805
(Commission
File Number)
20-1496201
(IRS Employer
Identification No.)
1111 West Jefferson Street, Suite 300
Boise, Idaho 83702-5389
(Address of principal executive offices) (Zip Code)
(208) 384-6161
(Registrants 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))
















Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(a)
Not applicable.

(b)
Thomas S. Souleles has resigned today from Boise Cascade Companys ("Boise Cascade") Board of Directors. Mr.�Souleles is a managing director of Madison Dearborn Partners (MDP). MDP completed a leveraged buyout of Boise Cascade's assets in October 2004 and subsequently exited its investment in Boise Cascade in early 2014. Mr.�Souleles stated that his resignation is not the result of any disagreement with the board or the companys management. A copy of the�press release announcing the resignation of Mr.�Souleles is provided as an Exhibit in 99.2

(c)
Effective November 5, 2014, Boise Cascade's Board of Directors appointed Thomas K. Corrick, age 59, as chief operating officer. Mr. Corrick has served as executive vice president of Wood Products since June 2014. He previously served as senior vice president of Engineered Wood Products (EWP) from February 2011 to June 2014, and vice president of EWP from January 2005 to February 2011. A copy of the press release announcing his appointment is provided as an Exhibit in 99.1.

(d)
On November 5, 2014, Boise Cascade elected a new director effective immediately: David H. Hannah. Mr. Hannah is Chairman, President and CEO of Reliance Steel and Aluminum Company (Reliance), a New York Stock Exchange, Fortune-500 company based in Los Angeles, California. Reliance is the largest operator of metals service centers in North America with over 300 locations in 39 states. Reliance also operates in 11 foreign countries. Mr. Hannah has worked for Reliance since 1981 and has played an instrumental role in Reliances growth, including 55 acquisitions since the early 1990s. Mr. Hannah is a member of the Board of Advisors of the University of Southern California, Marshall School of Business, Leventhal School of Accounting and is also chairman of the board of directors of the Metals Service Center Institute. Mr. Hannah will serve on the Boards Compensation Committee and Corporate Governance & Nominating Committee. As a non-employee director, Mr. Hannah will receive the same compensation paid to all non-employee directors of the company. A copy of the�press release announcing the appointment of Mr. Hannah is provided as an Exhibit in�99.2.

(e)
Not applicable.

(f)
Not applicable.

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
Description
Exhibit 99.1
News Release dated November 5, 2014
Exhibit 99.2
News Release dated November 5, 2014







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/ John T. Sahlberg
John T. Sahlberg
Senior Vice President, Human Resources and General Counsel
Date: November 5, 2014





EXHIBIT INDEX

Exhibit Number
Description of Exhibit
99.1
News release dated November 5, 2014
99.2
News release dated November 5, 2014







Boise Cascade
Exhibit 99.1
1111 West Jefferson Street Ste 300 PO Box 50 Boise, ID 83728

News Release

Media Contact
John Sahlberg
208 384-6451
Investor Relations Contact
Wayne Rancourt
208 384-6073

For Immediate Release: November 5, 2014

Boise Cascade Company Announces Tom Corrick as Chief Operating Officer
BOISE, Idaho - Boise Cascade Company (Boise Cascade) (NYSE: BCC) announced today that its Board of Directors appointed Tom Corrick as the chief operating officer of the Company effective immediately along with several other management changes.
Mr. Corrick has served as the executive vice president of Wood Products since June 2014 and previously served as senior vice president from February 2011 to June 2014 and vice president of Engineered Wood Products (EWP) from January 2005 to February 2011. Tom has championed our growth in the engineered wood products business so that we are now a recognized leader in the industry, commented Tom Carlile, chief executive officer. Mr. Corrick received both his bachelors and masters degrees in business administration from Texas Christian University and currently serves on the board of directors of the Boise YMCA.
Dan Hutchinson was appointed by the Board as executive vice president of Wood Products. Mr.�Hutchinson served as vice president of Wood Products since August 2012 and previously served as general manager of operations for our EWP business from 2008 to 2012. Dan has provided the leadership for our capital project execution and employee-driven improvement efforts that are the key contributors in lowering our manufacturing costs and improving the efficiency of our Wood Products





business, noted Mr. Carlile. Mr. Hutchinson received an MBA from Washington State University and a bachelors degree in accounting and finance from the University of Idaho.
The Board also appointed Wayne Rancourt as executive vice president, chief financial officer (CFO) and treasurer. Mr. Rancourt has served as senior vice president, CFO and treasurer since August�2009 and previously served as vice president, treasurer and investor relations, from February 2008 to August 2009. Wayne has played an invaluable role in helping us return as a publicly traded company on the New York Stock Exchange and in making sure that we have the liquidity to grow the company, commented Mr. Carlile. Mr. Rancourt received a B.S. degree in accounting from Central Washington University.
About Boise Cascade
Boise Cascade is one of the largest producers of plywood and engineered wood products in North America and a leading U.S. wholesale distributor of building products. For more information, please visit our website at www.bc.com.







Boise Cascade
Exhibit 99.2
1111 West Jefferson Street Ste 300 PO Box 50 Boise, ID 83728
News Release
Media Contact
John Sahlberg
208 384-6451
Investor Relations Contact
Wayne Rancourt
208 384-6073

For Immediate Release: November 5, 2014

Boise Cascade Company Announces David Hannah Elected to its Board

BOISE, Idaho - Boise Cascade Company (Boise Cascade) (NYSE: BCC) announced that David H. Hannah was elected today to its Board of Directors.
Mr. Hannah is chairman, president and CEO of Reliance Steel and Aluminum Company (Reliance), a New York Stock Exchange, Fortune-500 company based in Los Angeles, California. Reliance is the largest operator of metals service centers in North America with over 300 locations in 39 states. Reliance also operates in 11 foreign countries. Mr. Hannah has worked for Reliance since 1981 and has played an instrumental role in Reliances growth including 55 acquisitions since the early 1990s. Mr. Hannah is a member of the board of advisors of the University of Southern California, Marshall School of Business, Leventhal School of Accounting and is also chairman of the board of directors of the Metals Service Center Institute. David has had a very successful career in both manufacturing and distribution and provides a unique perspective on how we can effectively grow Boise Cascade, commented Boise Cascade chairman, Duane McDougall. Mr. Hannah will serve on the Boards Compensation Committee and Corporate Governance & Nominating Committee.
Mr. Hannah is replacing Thomas S. Souleles who has resigned from the Companys Board of Directors. Mr. Souleles is a managing director of Madison Dearborn Partners (MDP) which completed a





leveraged buyout of the Companys assets in October 2004 and subsequently exited its investment in early 2014. Tom has been a great supporter of our Company for the past 10 years and a valued advisor on our board, said Mr. McDougall. He and MDP have been great partners, and their guidance and support have been invaluable through the housing downturn and in helping us take advantage of the housing recovery currently underway.
About Boise Cascade
Boise Cascade is one of the largest producers of plywood and engineered wood products in North America and a leading U.S. wholesale distributor of building products. For more information, please visit our website at www.bc.com.







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