Edgar Filing: OFFICE DEPOT INC

OFFICE DEPOT, INC.

Date: February 21, 2013

/S/ ELISA D. GARCIA C.

Elisa D. Garcia C.

Executive Vice President, General Counsel and Corporate Secretary

Form 8-K

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: February 21, 2013

Commission file number 1-10948

OFFICE DEPOT, INC.

(Exact name of registrant as specified in its charter)

Delaware

59-2663954

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer

Identification No.)


6600 North Military Trail, Boca Raton, Florida				33496
(Address of principal executive offices)				(Zip Code)

(561) 438-4800

(Registrant’s telephone number, including area code)

Former name or former address, if changed since last report: N/A

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 7.01. REGULATION FD DISCLOSURE

On February 15, 2013, the Board of Directors of Office Depot, Inc. (the “Company”) received an offer from its joint venture partner, Grupo Gigante S.A.B. de C.V. (“Gigante”), for its Mexican joint venture business, Office Depot de Mexico, whereby Gigante offered to purchase the Company’s 50% interest in the joint venture business. The Company’s Board of Directors reviewed and gave due consideration to the offer from Gigante as part of a review of its strategic alternatives, which culminated in the announcement of the agreement and plan of merger with OfficeMax Incorporated on February 20, 2013 (the “merger agreement”).

The merger agreement provides that the sale of any major asset requires the consent of the other party, which is a standard term and condition of agreements of this nature.

The offer from Gigante expires on February 28, 2013.

This information is furnished pursuant to Item 7.01 of Form 8-K. The information in this report shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

The furnishing of the information in this Item 7.01 is not intended to, and does not, constitute a representation that such furnishing is required by Regulation FD or that the information in this Item 7.01 is material information that is not otherwise publicly available.

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 thereunto duly authorized.