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): August 29, 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 August 29, 2013, Office Depot, Inc. issued a press release announcing the results of its previously announced offer to purchase for cash any and all of its $250,000,000 aggregate principal amount of 9.75% Senior Secured Notes due 2019. As of the expiration time of the offer (11:59 p.m., Eastern time, August 28, 2013), the Company did not receive any valid tenders from holders of the notes.
The foregoing is qualified by reference to the press release that is attached as Exhibit 99.1 to this Current Report on Form 8-K, which is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 99.1 | Press Release, regarding the results of the offer to repurchase notes, dated August 29, 2013 | |
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SIGNATURES
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 hereto duly authorized
| OFFICE DEPOT, INC. | ||||||
| Date: August 29, 2013 | ||||||
| By: | /s/ Elisa D. Garcia C. | |||||
| Elisa D. Garcia C. | ||||||
| Executive Vice President, | ||||||
| General Counsel and Secretary | ||||||
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EXHIBIT INDEX
| Exhibit No. |
Description | |
| 99.1 | Press Release, regarding the results of the offer to repurchase notes, dated August 29, 2013 | |
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Exhibit 99.1
CONTACTS:
Richard Leland
Investor Relations
561-438-3657
richard.leland@officedepot.com
Brian Levine
Public Relations
561-438-2895
brian.levine@officedepot.com
OFFICE DEPOT ANNOUNCES RESULTS OF CASH OFFER
FOR ITS 9.75% SENIOR SECURED NOTES DUE 2019
Boca Raton, Fla., August 29, 2013 – Office Depot, Inc. (the “Company”) (NYSE: ODP), a leading global provider of office supplies and services, announced today the results of its previously announced cash offer to purchase any and all of its $250,000,000 in aggregate principal amount of outstanding 9.75% Senior Secured Notes due 2019 (CUSIP 676220AG1 and U67518AC1) (the “notes”) pursuant to its offer to purchase dated July 30, 2013 (the “Offer to Purchase”). As of the expiration time of the offer (11:59 p.m., Eastern time, August 28, 2013), the Company did not receive any valid tenders from holders of the notes.
The Company offered to purchase the notes in connection with the previously announced sale of its indirect 50% interest in Office Depot de Mexico, S.A. de C.V., as required by the indenture governing the notes. In accordance with the indenture and subject to the terms and conditions of the Offer to Purchase, the Company was required to pay a price equal to 100% of the principal amount of the notes validly tendered, plus accrued but unpaid interest thereon to the repurchase date.
U.S. Bank National Association was the paying agent and depositary for this offer. Requests for documents and questions about the offer may be directed to the Company at (561) 438-7878 or in writing at Office Depot, Inc., 6600 North Military Trail, Boca Raton, Florida 33496, Attention: Investor Relations.
This press release is neither an offer to purchase nor a solicitation of an offer to sell the notes or any other securities. The offer was made only by and pursuant to the terms of the Offer to Purchase and the information in this press release is qualified by reference to the Offer to Purchase. None of Office Depot or the depositary made any recommendations as to whether holders should tender their notes pursuant to the offer.
About Office Depot
Office Depot provides core office supplies, the latest technology, school essentials, copy & print services, cleaning & breakroom products, and furniture to consumers, teachers and businesses of all sizes through 1,614 worldwide retail stores, global e-commerce operations, a dedicated sales force, an inside sales organization, and top-rated catalogs. The Company has annual sales of approximately $10.7 billion, employs about 38,000 associates, and serves customers in 60 countries around the world. Office Depot’s common stock is listed on the New York Stock Exchange under the symbol ODP. Additional press information can be found at: http://news.officedepot.com.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS: The Private Securities Litigation Reform Act of 1995, as amended, (the “Act”) provides protection from liability in private lawsuits for “forward-looking” statements made by public companies under certain circumstances, provided that the public company discloses with specificity the risk factors that may impact its future results. We want to take advantage of the “safe harbor” provisions of the Act. Certain statements made in this press release are forward-looking statements under the Act. Except for historical financial and business performance information, statements made in this press release should be considered forward-looking as referred to in the Act. Much of the information that looks towards future performance of our company is based on various factors and important assumptions about future events that may or may not actually come true. As a result, our operations and financial results in the future could differ materially and substantially from those we have discussed in the forward-looking statements made in this press release. Certain risks and uncertainties are detailed from time to time in our filings with the United States Securities and Exchange Commission (“SEC”). You are strongly urged to review all such filings for a more detailed discussion of such risks and uncertainties. The Company’s SEC filings are readily obtainable at no charge at www.sec.gov and at www.freeEDGAR.com, as well as on a number of other commercial web sites.