The ODP Corporation (ODP) 10-Q 9 Nov 17 2017 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information	9 Months Ended
	Sep. 30, 2017shares
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2017
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q3
Trading Symbol	ODP
Entity Registrant Name	OFFICE DEPOT INC
Entity Central Index Key	800,240
Current Fiscal Year End Date	--12-30
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	516,118,302

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Sales	$ 2,620	$ 2,836	$ 7,659	$ 8,295
Cost of goods sold and occupancy costs	1,987	2,110	5,805	6,241
Gross profit	633	726	1,854	2,054
Selling, general and administrative expenses	503	569	1,509	1,694
Asset impairments		9	1	9
Merger, restructuring, and other operating (income) expenses, net	22	31	62	(122)
Operating income	108	117	282	473
Other income (expense):
Interest income	6	6	17	17
Interest expense	(13)	(19)	(39)	(63)
Loss on extinguishment of debt		(15)		(15)
Other income (expense), net	(1)	1	(2)	1
Income from continuing operations before income taxes	100	90	258	413
Income tax expense (benefit)	2	(240)	63	(211)
Net income from continuing operations	98	330	195	624
Discontinued operations, net of tax	(6)	(137)	38	(175)
Net income	$ 92	$ 193	$ 233	$ 449
Basic earnings (loss) per share
Continuing operations	$ 0.19	$ 0.62	$ 0.38	$ 1.15
Discontinued operations	(0.01)	(0.26)	0.07	(0.32)
Net earnings per share	0.18	0.36	0.45	0.82
Diluted earnings (loss) per share
Continuing operations	0.19	0.61	0.37	1.13
Discontinued operations	(0.01)	(0.25)	0.07	(0.32)
Net earnings per share	0.17	0.35	0.44	0.81
Dividends per common share	$ 0.025	$ 0.025	$ 0.075	$ 0.025

CONDENSED CONSOLIDATED STATEME3

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Net income	$ 92	$ 193	$ 233	$ 449
Other comprehensive income (loss), net of tax where applicable:
Foreign currency translation adjustments	6	2	24	14
Reclassification of foreign currency translation adjustments realized upon disposal of business	(7)		(1)
Other		1	(1)	(1)
Total other comprehensive income (loss), net of tax, where applicable	(1)	3	22	13
Comprehensive income	$ 91	$ 196	$ 255	$ 462

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 788	$ 763
Receivables, net	693	687
Inventories	1,110	1,279
Prepaid expenses and other current assets	100	102
Current assets of discontinued operations	141	142
Total current assets	2,832	2,973
Property and equipment, net	627	601
Goodwill	379	363
Other intangible assets, net	34	33
Timber notes receivable	869	885
Deferred income taxes	428	466
Other assets	228	219
Total assets	5,397	5,540
Current liabilities:
Trade accounts payable	889	893
Accrued expenses and other current liabilities	883	1,002
Income taxes payable	1	3
Short-term borrowings and current maturities of long-term debt	17	29
Current liabilities of discontinued operations	68	104
Total current liabilities	1,858	2,031
Deferred income taxes and other long-term liabilities	328	361
Pension and postretirement obligations, net	123	140
Long-term debt, net of current maturities	265	358
Non-recourse debt	781	798
Total liabilities	3,355	3,688
Commitments and contingencies
Stockholders' equity:
Common stock-authorized 800,000,000 shares of $.01 par value; issued shares - 566,578,985 at September 30, 2017 and 557,892,568 at December 31, 2016	6	6
Additional paid-in capital	2,588	2,618
Accumulated other comprehensive loss	(107)	(129)
Accumulated deficit	(221)	(453)
Treasury stock, at cost - 50,460,683 shares at September 30, 2017 and 42,802,998 shares at December 31, 2016	(224)	(190)
Total stockholders' equity	2,042	1,852
Total liabilities and stockholders' equity	$ 5,397	$ 5,540

CONDENSED CONSOLIDATED BALANCE5

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2017	Dec. 31, 2016
Common stock, authorized	800,000,000	800,000,000
Common stock, par value	$ 0.01	$ 0.01
Common stock, issued shares	566,578,985	557,892,568
Treasury stock, shares	50,460,683	42,802,998

CONDENSED CONSOLIDATED STATEME6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Cash flows from operating activities of continuing operations:
Net income	$ 92	$ 193	$ 233	$ 449
Discontinued operations, net of tax	(6)	(137)	38	(175)
Net income from continuing operations	98	330	195	624
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			116	140
Charges for losses on inventories and receivables			51	49
Deferred income taxes			36	(235)
Compensation expense for share-based payments			24	25
Loss on extinguishment of debt		15		15
Asset impairments		9	1	9
Changes in working capital and other			(15)	(180)
Net cash provided by operating activities of continuing operations			408	447
Cash flows from investing activities of continuing operations:
Capital expenditures			(92)	(71)
Purchase of leased head office facility			(42)
Proceeds from disposition of assets			28	8
Other			(20)	6
Net cash used in investing activities of continuing operations			(126)	(57)
Cash flows from financing activities of continuing operations:
Net payments on long and short-term borrowings			(17)	(42)
Payment to extinguish capital lease obligation			(92)
Debt retirement				(250)
Debt related fees				(6)
Cash used in extinguishment of debt				(12)
Cash dividends on common stock	(13)		(39)	(13)
Share purchase for taxes, net of proceeds on employee-related plans			(17)
Repurchase of common stock for treasury			(34)	(81)
Net cash used in financing activities of continuing operations			(199)	(404)
Cash flows from discontinued operations:
Operating activities of discontinued operations			10	(113)
Investing activities of discontinued operations			(76)	(4)
Financing activities of discontinued operations			(8)	3
Net cash used in discontinued operations			(74)	(114)
Effect of exchange rate changes on cash and cash equivalents			8	2
Net increase (decrease) in cash and cash equivalents			17	(126)
Cash and cash equivalents at beginning of period			807	1,069
Cash and cash equivalents at end of period-total	824	943	824	943
Cash and cash equivalents of discontinued operations	(36)	(142)	(36)	(142)
Cash and cash equivalent at end of the period-continuing operations	$ 788	$ 801	$ 788	$ 801

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	9 Months Ended
	Sep. 30, 2017
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation Office Depot, Inc., including consolidated subsidiaries (“Office Depot” or the “Company”), is a provider of office supplies, business products and services delivered through an omnichannel platform. The Company currently operates under several banners, including Office Depot ® ® In September 2016, the Company’s Board of Directors committed to a plan to sell substantially all of the Company’s International Division operations (the “International Operations”). Accordingly, the Company has presented the International Operations as discontinued operations beginning in the third quarter 2016. The Company has reclassified the financial results of the International Operations to Discontinued operations, net of tax in the Condensed Consolidated Statements of Operations for all periods presented. The Company also reclassified the related assets and liabilities as current assets and liabilities of discontinued operations on the accompanying Condensed Consolidated Balance Sheets as of September 30, 2017, and December 31, 2016. Cash flows from the Company’s discontinued operations are presented in the Condensed Consolidated Statements of Cash Flows for all periods. Certain portions of the International Division assets and operations primarily consisting of the Company’s global sourcing and trading operations in the Asia/Pacific region are being retained or did not meet the held for sale criteria and therefore remain in continuing operations, with prior periods adjusted, where appropriate. Additional information on the dispositions is provided in Note 4. The Condensed Consolidated Financial Statements as of September 30, 2017, and for the 13-week 39-week “year-to-date “year-to-date The Company has prepared the Condensed Consolidated Financial Statements included herein pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Some information and note disclosures, which would normally be included in comprehensive annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), have been condensed or omitted pursuant to those SEC rules and regulations. For a better understanding of the Company and its Condensed Consolidated Financial Statements, we recommend reading these Condensed Consolidated Financial Statements in conjunction with the audited financial statements which are included in the 2016 Form 10-K. Cash Management The cash management process generally utilizes zero balance accounts which provide for the settlement of the related disbursement and cash concentration accounts on a daily basis. Trade accounts payable and Accrued expenses and other current liabilities as of September 30, 2017 and December 31, 2016, included $44 million and $58 million, respectively, of amounts not yet presented for payment drawn in excess of disbursement account book balances, after considering offset provisions. At September 30, 2017, cash and cash equivalents from continuing operations but held outside the United States amounted to $141 million. Additionally, $36 million of cash held outside the United States was included in current assets of discontinued operations. New Accounting Standards Standards that are not yet adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update that supersedes most current revenue recognition guidance and modifies the accounting for certain costs associated with revenue generation. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a number of steps to apply to achieve that principle and requires additional disclosures. The standard was originally to be effective for the Company’s first quarter of 2017. In July 2015, the FASB approved a one year extension to the required implementation date but also permitted companies to adopt the standard at the original effective date of 2017. The new revenue recognition standard may be applied retrospectively to each prior period presented or modified retrospectively with the cumulative effect recognized as of the date of adoption. The Company will adopt the standard in the first quarter of 2018, and believes the impact of adopting the new guidance will be immaterial to its annual and interim financial statements. The Company’s assessment, which is ongoing, included a detailed review of contracts for each of its disaggregated revenue streams and a comparison of its historical accounting policies and practices to the new standard. Based on these procedures, the Company has identified minor changes related to the timing of recognition of revenues associated with its loyalty program due to the impacts of the loyalty program being presented as a deferral of revenues under the new standard rather than as cost accruals as is permitted under the existing accounting rules. The Company has also identified changes to revenues from sales of third-party software that are currently reported on a gross basis, which will be reported on a net basis under the new standard with no change in timing of recognition or impact to gross profit, earnings or cash flow. In addition, the Company’s balance sheet presentation of its sales return reserve will change to present a separate return asset and liability, instead of the net presentation used currently. The Company has also started its assessment to determine the revenue recognition impact of the Company’s recent acquisitions. The Company expects to finalize its assessment in the fourth quarter of 2017, and adopt the standard using the modified retrospective method. Under this method, the new standard would apply to all new contracts initiated on or after January 1, 2018. For existing contracts that have remaining obligations as of January 1, 2018, the Company would recognize any difference between the recognition criteria in the new standard and the Company’s current revenue recognition practices, using a cumulative effect adjustment to the opening balance of retained earnings at the date of adoption. The Company has made modifications to its existing system that processes loyalty transactions, and will implement updates to its control processes and procedures, as necessary, based on changes resulting from the new standard. The Company does not expect any such updates to materially affect the Company’s internal controls over financial reporting. The adoption of the standard will also result in increased footnote disclosure requirements relating to certain balance sheet accounts and disaggregation of revenue, as well as pro-forma In February 2016, the FASB issued an accounting standards update which will require lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The accounting treatment for lessors will remain relatively unchanged. The accounting standards update also requires additional qualitative and quantitative disclosures related to the nature, timing and uncertainty of cash flows arising from leases. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. Lessees and lessors are required to use a modified retrospective transition method for existing leases and accordingly, apply the new accounting model for the earliest year presented in the financial statements. The Company is currently evaluating the impact the adoption of this new standard will have on its Consolidated Financial Statements but anticipates it will result in significant right of use assets and related liabilities associated with its operating leases being recorded on its balance sheet. Substantially all of the Company’s retail store locations, supply chain facilities and copy print equipment are subject to operating lease arrangements. The Company will adopt the standard in the first quarter of 2019, and has begun implementing required upgrades to its existing lease systems. In March 2017, the FASB issued an accounting standards update which changes the income statement presentation of defined benefit plan expense by requiring that an employer report the service cost component of pension costs in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit pension cost will be presented in the income statement separately from the service cost component and outside a subtotal of operating income. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement . Standards that were adopted During the first quarter of 2017, the Company adopted the new accounting standard which modifies several aspects of the accounting and reporting for employee share-based payments and related tax accounting impacts, including the presentation in the statements of operations and cash flows of certain tax benefits or deficiencies and employee tax withholdings, as well as the accounting for award forfeitures over the vesting period. Starting in the first quarter of 2017, stock-based compensation excess tax benefits or deficiencies are reflected in the Consolidated Statements of Operations as a component of the provision for income taxes, whereas they previously were recognized in equity. Additionally, the Consolidated Statements of Cash Flows now present excess tax benefits as an operating activity, which was applied prospectively in accordance with the standard and therefore prior periods have not been adjusted. Finally, the Company has elected to account for forfeitures as they occur rather than estimate expected forfeitures, which was applied on a modified retrospective basis, resulting in a cumulative effect that increased accumulated deficit by approximately $1 million as of January 1, 2017.

ACQUISITIONS

ACQUISITIONS	9 Months Ended
	Sep. 30, 2017
ACQUISITIONS	NOTE 2. ACQUISITIONS To further the Company’s strategic direction to transform into a more services-driven platform and strengthen its core business operations, the Company acquired five businesses during and subsequent to its third quarter of 2017, including CompuCom Systems, Inc. (“CompuCom”), a provider of information technology (“IT”) services, products and solutions to North American enterprise organizations. In August 2017, and subsequent to the end of the Company’s reporting period in October 2017, the Company acquired four small independent regional businesses in the United States. These acquisitions were not individually material and, in the aggregate, total cost for the transactions were approximately $100 million, subject to certain customary post-closing adjustments. The transactions were funded with cash on-hand. mid-market On November 8, 2017, subsequent to the end of the Company’s reporting period, the Company completed its acquisition of CompuCom. The Company acquired all of the capital stock of CompuCom for approximately $940 million (including refinanced or assumed indebtedness and other liabilities), funded with a new $750 million 5-year CompuCom procures, installs and manages the lifecycle of hardware and software for businesses, and offers IT support services including remote help desk, data centers and on-site The acquisition of CompuCom will be treated as a purchase in accordance with ASC 805 which requires allocation of the purchase price to the estimated fair values of assets and liabilities acquired in the transaction. Due to the timing of the acquisition being subsequent to the end of the third quarter of 2017 period, the initial accounting for the business combination is incomplete as of the filing date, and certain disclosures, including the preliminary allocation of purchase price and supplemental pro forma financial information, have been omitted from these Condensed Consolidated Financial Statements. The Company will include necessary disclosures in its 2017 Annual Report on Form 10-K. Transaction costs associated with the acquisitions described above are expensed as incurred and are presented in the Condensed Consolidated Statement of Operations within Merger, restructuring and other operating (income) expenses, net. The acquisition expenses include, legal, accounting, and other third-party costs associated with the transaction. The Company incurred approximately $13 million of expenses related to the CompuCom acquisition, which were recognized subsequent to the third quarter of 2017 when the transaction closed.

MERGER, ACQUISITION TERMINATION

MERGER, ACQUISITION TERMINATION, AND RESTRUCTURING ACTIVITY	9 Months Ended
	Sep. 30, 2017
MERGER, ACQUISITION TERMINATION, AND RESTRUCTURING ACTIVITY	NOTE 3. MERGER, ACQUISITION TERMINATION, AND RESTRUCTURING ACTIVITY In recent years, the Company has taken actions to adapt to changing and competitive market conditions. These actions include closing facilities, consolidating functional activities, eliminating redundant positions, disposing of businesses and assets, and taking actions to improve process efficiencies. Merger and Restructuring In 2013, the OfficeMax merger (the “Merger”) was completed and integration activities similar to the actions described above began. The Company also assumed certain restructuring liabilities previously recorded by OfficeMax. In mid-2014, Staples Acquisition and Merger Agreement Termination On February 4, 2015, Staples, Inc. (“Staples”) and the Company announced that the companies had entered into a definitive merger agreement (the “Staples Merger Agreement”), under which Staples would acquire all of the outstanding shares of Office Depot and the Company would become a wholly owned subsidiary of Staples (the “Staples Acquisition”). On May 10, 2016, the U.S. District Court for the District of Columbia granted the United States Federal Trade Commission’s request for a preliminary injunction against the proposed acquisition, and as a result, the companies terminated the Staples Merger Agreement on May 16, 2016. Per the terms of the termination agreement, Staples paid Office Depot a fee of $250 million in cash (“Termination Fee”) on May 19, 2016, which, along with transactions and retention costs associated with the planned acquisition, are included in Merger, restructuring and other operating (income) expenses, net in the Condensed Consolidated Statements of Operations for the year-to-date Comprehensive Business Review During August 2016, the Company announced the results of a comprehensive business review (the “Comprehensive Business Review”), which, among other things, includes a plan to close approximately 300 additional retail stores in North America over a three-year period, and to lower operating and general and administrative expenses through efficiencies and organizational optimization. The Company estimates it will incur up to approximately $125 million in costs to implement the cost savings programs, of which $90 million has been incurred in 2016 and through year-to-date Merger, restructuring, and other operating (income) expenses, net The Company presents Merger, restructuring and other operating (income) expenses, net on a separate line in the Condensed Consolidated Statements of Operations to identify these activities apart from the activities to sell to and service its customers. These expenses are not allocated to the Company’s divisions for the purpose of calculating their operating income. The table below and narrative that follow provide the major components of Merger, restructuring and other operating (income) expenses, net. Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Merger related expenses Transaction and integration $ 4 $ 8 $ 15 $ 30 Facility closure, contract termination, and other expenses, net 2 4 4 21 Total Merger related expenses 6 12 19 51 Staples Acquisition (income) expenses Retention — — — 15 Transaction — 4 — 43 Termination Fee — — — (250 ) Total Staples Acquisition (income) expenses — 4 — (192 ) Comprehensive Business Review and other restructuring expenses Severance 11 9 26 13 Facility closure, contract termination, professional fees and other expenses, net 4 6 16 6 Total Comprehensive Business Review and other restructuring expenses 15 15 42 19 Acquisition related expenses – Refer to Note 2 1 — 1 — Total Merger, restructuring and other operating (income) expenses, net $ 22 $ 31 $ 62 $ (122 ) Merger related expenses Transaction and integration expenses include integration-related professional fees, incremental temporary contract labor, salary and benefits for employees dedicated to the Merger activity, travel costs, non-capitalizable Facility closure, contract termination, and other expenses, net primarily relate to facility closure accruals, contract termination cost, gains and losses on asset dispositions, and accelerated depreciation. Facility closure expenses include amounts incurred by the Company to close retail stores in the United States as part of the Real Estate Strategy, as well as supply chain facilities. During year-to-date Staples Acquisition (income) expenses Expenses incurred in 2016 include retention accruals and transaction costs, including costs associated with regulatory filings and professional fees, offset by the Termination Fee payment. The Staples Merger Agreement was terminated on May 16, 2016, and no further expenses are expected. Comprehensive Business Review and other restructuring expenses Expenses associated with implementing the Comprehensive Business Review include severance, facility closure costs, contract termination, accelerated depreciation, professional fees, relocation and disposal gains and losses, as well as other costs associated with the store closures. The Company has completed 109 of the planned 300 retail store closures since announcing this initiative, with the remaining stores expected to be closed over the next two years. Severance costs related to planned store closures are being accrued through the anticipated facility closure or termination date and consider timing, terms of existing severance plans, expected employee turnover and attrition. Restructuring expenses also include severance and reorganization costs associated with reductions in staff functions that continued into 2017. Merger and Restructuring Accruals The activity in the merger and restructuring accruals is presented in the table below. Of the total $62 million expense presented in Merger, restructuring and other operating (income) expenses, net incurred in the year-to-date fees, non-cash items and incurred, non-cash, or Year-to-Date (In millions) Balance as of December 31, 2016 Charges Incurred Cash Payments Balance as of September 30, 2017 Termination benefits Merger related accruals $ 5 $ 1 $ (4 ) $ 2 Comprehensive Business Review 8 26 (27 ) 7 Lease and contract obligations, accruals for facilities closures and other costs: Merger related accruals 40 4 (24 ) 20 Comprehensive Business Review 13 9 (13 ) 9 Total $ 66 $ 40 $ (68 ) $ 38 The short-term and long-term components of these liabilities are included in Accrued expenses and other current liabilities and Deferred income taxes and other long-term liabilities, respectively, on the Condensed Consolidated Balance Sheets. Assets held for sale Certain facilities identified for closure through integration and other activities have been accounted for as assets held for sale. Assets held for sale primarily consisted of supply chain facilities, and were presented in Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheet as of December 31, 2016. The assets held for sale activity for year-to-date (In millions) Balance as of December 31, 2016 $ 23 Disposition (23 ) Balance as of September 30, 2017 $ — Gains on dispositions associated with Merger or restructuring activities are recognized at the corporate level and included when realized in Merger, restructuring and other operating (income) expenses, net in the Condensed Consolidated Statements of Operations. Losses, if any, are recognized when classified as held for sale. Gains or losses associated with dispositions of properties not associated with Merger or restructuring activities are presented in Selling general and administrative expenses in the Condensed Consolidated Statements of Operations when the related accounting criteria are met.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	9 Months Ended
	Sep. 30, 2017
DISCONTINUED OPERATIONS	NOTE 4. DISCONTINUED OPERATIONS In the third quarter of 2016, the Company’s Board of Directors approved a plan to sell substantially all of the operations of the former International Division through four disposal groups (Europe, South Korea, Australia and New Zealand (“Oceania”) and mainland China). Collectively, these dispositions represent a strategic shift that has a major impact on the Company’s operations and financial results and have been accounted for as discontinued operations. The Company is presenting the operating results and cash flows of these disposal groups within discontinued operations through their respective dates of disposal, including all prior periods. The assets and liabilities of the disposal groups remaining at the end of each period are presented as current assets and liabilities of discontinued operations in the Condensed Consolidated Balance Sheets. Certain portions of the former International Division assets and operations are being retained and, therefore, remain in continuing operations. The retained operations are presented as Other in Note 12, Segment Information. Europe On September 23, 2016, the Company announced that it had received an irrevocable offer from Aurelius Rho Invest DS GmbH, a subsidiary of The AURELIUS Group (the “Purchaser”) to acquire the Company’s European business operations (the “European Business”). The transaction was structured as an equity sale with the Purchaser acquiring the European Business with its operating assets and liabilities. On December 31, 2016, the Company closed the sale of the European Business resulting in a pre-tax year-to-date Approximately $70 million was accrued at December 31, 2016, under a working capital adjustment provision of the sale and purchase agreement (the “SPA”), of which $35 million was paid during the first quarter of 2017. The Purchaser subsequently disagreed with certain items related to the working capital adjustment schedule and, as provided for in the SPA, the parties engaged an independent accountant to resolve the disagreements. In July 2017, the dispute was resolved favorably and the Company paid the remaining working capital adjustment of $37 million to the Purchaser, which included approximately $2 million related to a change in the foreign currency rate and accrued interest on the unpaid portion. The SPA contains customary warranties of the Company and the Purchaser, with the Company’s warranties limited to an aggregate of EUR 10 million. The Company monitors its estimated exposure to liabilities under the warranties under the SPA, and as of September 30, 2017, the Company believes it has made adequate provisions for its potential exposures related to these warranties. The Company will continue to provide various transition and product sourcing services to the Purchaser for a period of up to 24 months following the closing date under a separate agreement. The proceeds and related costs from these services are not material and are presented in Other income (expense), net as part of continuing operations in the Condensed Consolidated Statements of Operations. Also, as part of the disposition, the Company retained responsibility for the frozen defined benefits pension plan in the United Kingdom, which is now included in continuing operations. The Company retains certain guarantees in place with respect to the liabilities or obligations of the European Business and remains contingently liable for these obligations. However, the Purchaser must indemnify and hold the Company harmless for any losses in connection with these guarantees. The Company currently does not believe it is probable it would be required to perform under any of these guarantees or any of the underlying obligations. South Korea The sale of the Company’s business in South Korea was completed on April 26, 2017. The transaction was structured and accounted for as an equity sale. Disposition of the business in South Korea resulted in a pre-tax year-to-date China The sale of the Company’s business in mainland China was completed on July 28, 2017. The transaction was structured and accounted for as an equity sale. Prior to the sale, the Company recorded a reduction of $10 million in the first half of 2017 to the carrying amount of its China Business based on its updated estimates of fair value less cost to sell. The adjustment is included in Net (increase) reduction of loss on discontinued operations held for sale for year-to-date quarter-to-date Oceania On April 18, 2017, the Company entered into a definitive sale and purchase agreement to sell the Company’s Australian and New Zealand business operations. The transaction is structured and will be accounted for as an equity sale, and remains subject to the purchaser obtaining necessary regulatory approval. During the third quarter of 2017, the purchaser paid the Company $8 million in exchange for the extension of the sale and purchase agreement through December 2017. The $8 million, which is presented in Accrued expenses and current liabilities in the Condensed Consolidated Balance Sheet, will be applied to the purchase price when the transaction is completed or if not successfully completed will be treated as a break fee and recorded in Other income (expense), net, within discontinued operations. The Company recorded adjustments of $58 million during year-to-date On November 2, 2017, the Commerce Commission of New Zealand (the “Commerce Commission”) filed proceedings in the High Court at Auckland seeking to enjoin the contemplated transaction. The Commerce Commission has applied to consolidate its proceedings with those initiated by Complete Office Supplies Pty Limited, an office supply competitor in New Zealand. The parties requested the High Court to vacate the interim injunction hearing and proceed to trial. The trial date is not yet scheduled. The purchaser has expressed their intention to continue to challenge the actions of the Commerce Commission. The Company currently remains committed to completing the sale as soon as practicable, including reviewing the possibility of further extending the sale and purchase agreement. Completion of the sale of the Company’s Australian and New Zealand business operations may be for amounts different from the current estimates and will be evaluated each reporting period until the dispositions are complete. The major components of Discontinued operations, net of tax presented in the Condensed Consolidated Statements of Operations are presented below. The 2016 amounts include the results of the European Business, which was sold at the end of 2016. Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Sales $ 111 $ 583 $ 398 $ 1,886 Cost of goods sold and occupancy costs 89 462 322 1,489 Operating expenses 25 139 79 435 Asset impairments — 90 — 90 Restructuring charges — — 2 10 Interest income — — 1 — Interest expense — — — (4 ) Other income (expense), net — — — (1 ) Net (increase) reduction of loss on discontinued operations held for sale — (155 ) 45 (155 ) Net gain on sale of discontinued operations 1 — 4 — Income tax expense (benefit) 4 (126 ) 7 (123 ) Discontinued operations, net of tax $ (6 ) $ (137 ) $ 38 $ (175 ) As disclosed in the Company’s 2016 Form 10-K, Third Quarter 2016 Year-to-Date Third Quarter 2016 ($ in Millions, except per share) As Adjustment As Corrected As Adjustment As Discontinued operations, net of tax $ (286 ) $ 149 $ (137 ) $ (324 ) $ 149 $ (175 ) Net income $ 44 $ 149 $ 193 $ 300 $ 149 $ 449 Basic earnings (loss) per share Discontinued operations $ (0.54 ) $ 0.28 $ (0.26 ) $ (0.60 ) $ 0.28 $ (0.32 ) Net earnings $ 0.08 $ 0.28 $ 0.36 $ 0.55 $ 0.27 $ 0.82 Diluted earnings per share Discontinued operations $ (0.54 ) $ 0.29 $ (0.25 ) $ (0.60 ) $ 0.28 $ (0.32 ) Net earnings $ 0.08 $ 0.27 $ 0.35 $ 0.54 $ 0.27 $ 0.81 Assets and liabilities of discontinued operations presented in the Condensed Consolidated Balance Sheets as of September 30, 2017, and December 31, 2016, are included in the following table. As the sale of the European Business was completed before year-end (In millions) September 30, 2017 December 31, 2016 Assets Cash and cash equivalents $ 36 $ 44 Receivables, net 55 88 Inventories 67 82 Prepaid expenses and other current assets 5 4 Property and equipment, net 31 31 Other assets 2 6 Valuation allowance (55 ) (113 ) Current assets of discontinued operations $ 141 $ 142 Liabilities Trade accounts payable $ 43 $ 60 Accrued expenses and other current liabilities 20 27 Income taxes payable — 2 Short-term borrowings and current maturities of long-term debt — 9 Deferred income taxes and other long-term liabilities 5 6 Current liabilities of discontinued operations $ 68 $ 104

DEBT

DEBT	9 Months Ended
	Sep. 30, 2017
DEBT	NOTE 5. DEBT Amended Credit Agreement In May 2011, Office Depot entered into an amended and restated credit agreement, which was amended and restated in May 2016 for an additional five years, and was further amended in December 2016 (the “Amended Credit Agreement”). The $1.2 billion facility will mature on May 13, 2021. The Amended Credit Agreement reduces the overall fees and applicable spread on borrowing and modifies certain covenants to provide additional flexibility for incremental indebtedness, acquisitions, asset sales and restricted payments. In connection with the May 2016 amendment, the Company recorded $6 million in debt acquisition costs, which are included in Other assets in the Condensed Consolidated Balance Sheet and will be amortized ratably through May 2021. At September 30, 2017, the Company had approximately $1.0 billion of available credit under the Amended Credit Agreement, and had letters of credit outstanding of $53 million. There were no borrowings under the Amended Credit Agreement in the third quarter of 2017 and the Company was in compliance with all applicable financial covenants at September 30, 2017. In connection with the acquisition of CompuCom, the Amended Credit Agreement was further amended to permit, among other things, certain matters relating to the Term Loan Credit Agreement (as defined below). Term Loan Credit Agreement In connection with the consummation of the acquisition of CompuCom, the Company entered into a credit agreement, dated as of November 8, 2017 (the “Term Loan Credit Agreement”), which provides for a $750 million term loan facility with a maturity date of November 8, 2022. The Term Loan Credit Agreement is fully and unconditionally guaranteed by substantially all of the Company’s direct and indirect U.S. subsidiaries, including CompuCom and substantially all of its U.S. subsidiaries, subject to certain exceptions (collectively, the “Guarantors”). The obligations under the Term Loan Credit Agreement are secured by a security interest in substantially all of the assets of the Company and the Guarantors, subject to certain exceptions. Pursuant to an intercreditor agreement, the lenders and other secured parties under the Term Loan Credit Agreement have a first priority lien on certain assets constituting term priority collateral, and a second priority lien on certain assets constituting priority collateral for the Amended Credit Agreement. The loans under the Term Loan Credit Agreement were issued with an original issue discount, at an issue price of 97.00%, and the Company incurred approximately $12 million of debt issuance costs. The loans under the Term Loan Credit Agreement bear interest at a rate per annum equal to LIBOR plus 7.00% (or an alternative base rate plus 6.00%). The loans under the Term Loan Credit Agreement amortize quarterly beginning March 15, 2018 at the rate of $18.8 million per quarter, with the balance payable at maturity. The Term Loan Credit Agreement also requires mandatory prepayments in connection with certain asset sales, subject to certain exceptions, as well as additional mandatory prepayments from specified percentages of the Company’s excess cash flow. Additionally, the Term Loan Credit Agreement requires the Company to pay a prepayment fee of (a) 2.00% or (b) 1.00% if the loans thereunder are voluntarily repaid (i) on or prior to the first anniversary of the closing date of the Term Loan Credit Agreement, or (ii) after such date but on or prior to the second anniversary of the closing date of the Term Loan Credit Agreement. The Term Loan Credit Agreement contains representations and warranties, events of default, and affirmative and negative covenants that are customary for similar financings and which include, among other things and subject to certain significant exceptions, restrictions on the ability to declare or pay dividends subject to compliance with an annual limit, repurchase common stock, create liens, incur additional indebtedness, make investments, dispose of assets, and merge or consolidate with any other person. In addition, a minimum liquidity maintenance covenant, requiring the Company and its restricted subsidiaries to retain unrestricted cash, cash equivalents, and availability under the Company’s Amended Credit Agreement in an aggregate amount of at least $400 million, will apply at any time that the Company’s senior secured leverage ratio is greater than 1.50:1.00 and be tested quarterly. The net proceeds of the loans under the Term Loan Credit Agreement were used to refinance certain indebtedness of CompuCom and to pay fees and expenses in connection with the acquisition of CompuCom and the related transactions.

INCOME TAXES

INCOME TAXES	9 Months Ended
	Sep. 30, 2017
INCOME TAXES	NOTE 6. INCOME TAXES The Company’s effective tax rates in prior periods have varied considerably as a result of two primary factors, 1) the mix of income and losses across U.S. and non-U.S. more-likely-than-not non-U.S. year-to-date year-to-date During the third quarter of 2017 and 2016, the Company concluded that it was more likely than not that a benefit from a significant portion of its U.S. federal and state deferred tax assets would be realized. This conclusion was based on a detailed evaluation of all available positive and negative evidence and the weight of such evidence, the current financial position and results of operations for the current and preceding years, and the expectation of continued earnings. The Company determined that its U.S. federal and state valuation allowance should be reduced by approximately $40 million in 2017, with approximately $37 million in the third quarter as a discrete non-cash non-cash The Company continues to have a U.S. valuation allowance for certain U.S. federal credits and state tax attributes, which relate to deferred tax assets that require certain types of income or for income to be earned in certain jurisdictions in order to be realized. The Company will continue to assess the realizability of its deferred tax assets in the U.S. and remaining foreign jurisdictions in future periods. Changes in pretax income projections could impact this evaluation in future periods. The Company files a U.S. federal income tax return and other income tax returns in various states and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal and state and local income tax examinations for years before 2016 and 2009, respectively. The acquired OfficeMax U.S. consolidated group is no longer subject to U.S. federal and state and local income tax examinations for years before 2013 and 2006, respectively. The Company’s U.S. federal income tax return for 2016 is currently under review. Generally, the Company is subject to routine examination for years 2008 and forward in its international tax jurisdictions. It is not reasonably possible that certain tax positions will be resolved within the next 12 months. Additionally, the Company anticipates that it is reasonably possible that new issues will be raised or resolved by tax authorities that may require changes to the balance of unrecognized tax benefits; however, an estimate of such changes cannot be reasonably made.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	9 Months Ended
	Sep. 30, 2017
STOCKHOLDERS' EQUITY	NOTE 7. STOCKHOLDERS’ EQUITY The following table reflects the changes in Stockholders’ equity. (In millions) Stockholders’ equity at December 31, 2016 $ 1,852 Net income 233 Repurchase of common stock for treasury (34 ) Dividends paid on common stock (39 ) Share purchase for taxes, net of proceeds on employee-related plans (17 ) Other comprehensive income 22 Amortization of long-term incentive stock grants 25 Stockholders’ equity at September 30, 2017 $ 2,042 Accumulated other comprehensive income (loss) activity, net of tax, where applicable, is provided in the following table: (In millions) Foreign Currency Translation Adjustments Change in Deferred Pension and Other Total Balance at December 31, 2016 $ (67 ) $ (62 ) $ (129 ) Other comprehensive income activity before reclassifications 24 (1 ) 23 Reclassification of foreign currency translation adjustments realized upon disposal of business (1 ) — (1 ) Balance at September 30, 2017 $ (44 ) $ (63 ) $ (107 ) Treasury Stock In May 2016, the Company’s Board of Directors authorized a stock repurchase program of up to $100 million of its outstanding common stock. In August 2016, the Board of Directors authorized increasing the share repurchase program to $250 million. The stock repurchase authorization permits the Company to repurchase stock from time-to-time 10b5-1 In the third quarter and year-to-date Dividends on Common Stock In the third quarter and year-to-date paid-in

EARNINGS PER SHARE

EARNINGS PER SHARE	9 Months Ended
	Sep. 30, 2017
EARNINGS PER SHARE	NOTE 8. EARNINGS PER SHARE The following table represents the calculation of net earnings per common share – basic and diluted: Third Quarter Year-to-Date (In millions, except per share amounts) 2017 2016 2017 2016 Basic Earnings Per Share Numerator: Net income from continuing operations $ 98 $ 330 $ 195 $ 624 Income (loss) from discontinued operations, net of tax (6 ) (137 ) 38 (175 ) Net income $ 92 $ 193 $ 233 $ 449 Denominator: Weighted-average shares outstanding 518 535 517 545 Basic earnings (loss) per share: Continuing operations $ 0.19 $ 0.62 $ 0.38 $ 1.15 Discontinued operations (0.01 ) (0.26 ) 0.07 (0.32 ) Net earnings per share $ 0.18 $ 0.36 $ 0.45 $ 0.82 Diluted Earnings Per Share Numerator: Net income from continuing operations $ 98 $ 330 $ 195 $ 624 Income (loss) from discontinued operations, net of tax (6 ) (137 ) 38 (175 ) Net income $ 92 $ 193 $ 233 $ 449 Denominator: Weighted-average shares outstanding 518 535 517 545 Effect of dilutive securities: Stock options and restricted stock 13 10 15 8 Diluted weighted-average shares outstanding 531 545 532 553 Diluted earnings (loss) per share Continuing operations $ 0.19 $ 0.61 $ 0.37 $ 1.13 Discontinued operations (0.01 ) (0.25 ) 0.07 (0.32 ) Net diluted earnings per share $ 0.17 $ 0.35 $ 0.44 $ 0.81 Awards of stock options and nonvested shares representing approximately 4 million additional shares of common stock were outstanding for the third quarter and year-to-date year-to-date

EMPLOYEE BENEFIT PLANS

EMPLOYEE BENEFIT PLANS	9 Months Ended
	Sep. 30, 2017
EMPLOYEE BENEFIT PLANS	NOTE 9. EMPLOYEE BENEFIT PLANS Pension and Other Postretirement Benefit Plans – North America The components of net periodic pension benefit for the Company’s North America pension plans are as follows: Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Service cost $ 1 $ 2 $ 4 $ 5 Interest cost 10 11 30 34 Expected return on plan assets (12 ) (14 ) (36 ) (41 ) Net periodic pension benefit $ (1 ) $ (1 ) $ (2 ) $ (2 ) Year-to-date Pension Plan – United Kingdom As part of the European Business sale, the Company retained the United Kingdom (“UK”) defined benefit pension plan. The components of net periodic pension benefit for the Company’s UK pension plan are as follows: Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Service cost $ — $ — $ — $ — Interest cost 2 2 5 6 Expected return on plan assets (3 ) (3 ) (9 ) (9 ) Net periodic pension benefit $ (1 ) $ (1 ) $ (4 ) $ (3 ) The UK pension plan is in a net asset position. Year-to-date Net periodic pension benefits for the North America and UK pension and other postretirement benefit plans are recorded in Selling, general and administrative expenses at the corporate level in the Condensed Consolidated Statements of Operations.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	9 Months Ended
	Sep. 30, 2017
FAIR VALUE MEASUREMENTS	NOTE 10. FAIR VALUE MEASUREMENTS The Company measures fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. In developing its fair value estimates, the Company uses the following hierarchy: Level 1: Quoted prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Significant unobservable inputs that are not corroborated by market data. Generally, these fair value measures are model-based valuation techniques such as discounted cash flows or option pricing models using the Company’s own estimates and assumptions or those expected to be used by market participants. Recurring Fair Value Measurements In accordance with GAAP, certain assets and liabilities are required to be recorded at fair value on a recurring basis. The Company’s assets and liabilities that are adjusted to fair value on a recurring basis are money market funds that qualify as cash equivalents, and derivative financial instruments. As of September 30, 2017, the Company did not have any money market funds that had floating net asset values that required measurement. Level 1 (In millions) September 30, 2017 December 31, 2016 Money market funds $ — $ 135 The fair values of the Company’s foreign currency contracts and fuel contracts are the amounts receivable or payable to terminate the agreements at the reporting date, taking into account current interest rates, exchange rates and commodity prices. The values are based on market-based inputs or unobservable inputs that are corroborated by market data. Amounts associated with these derivative financial instruments are considered Level 1 measurements, but were not significant for the reported periods. At September 30, 2017, and December 31, 2016, Accrued expenses and other liabilities in the Condensed Consolidated Balance Sheets included less than $1 million related to derivative foreign currency and fuel contracts. Nonrecurring Fair Value Measurements In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets and liabilities at fair value on a nonrecurring basis as required by GAAP. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. The Company recognized $1 million of asset impairment charges associated with continuing operations in the year-to-date year-to-date The preliminary purchase price allocation performed in connection with the acquisition during the third quarter of 2017 was primarily based on Level 3 inputs. Other Fair Value Disclosures The fair values of cash and cash equivalents, receivables, trade accounts payable and accrued expenses and other current liabilities approximate their carrying values because of their short-term nature. The following table presents information about financial instruments at the balance sheet dates indicated. September 30, 2017 December 31, 2016 (In millions) Carrying Value Fair Value Carrying Value Fair Value Financial assets Timber notes receivable $ 869 $ 875 $ 885 $ 884 Company-owned life insurance 88 88 89 89 Financial liabilities Recourse debt Revenue bonds, due in varying amounts periodically through 2029 186 186 186 181 American & Foreign Power Company, Inc. 5% debentures, due 2030 14 14 14 12 Non-recourse 781 788 798 800 The following methods and assumptions were used to estimate the fair value of each class of financial instruments: • Timber notes receivable: • Company-owned life insurance: • Recourse debt: • Non-recourse

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	9 Months Ended
	Sep. 30, 2017
COMMITMENTS AND CONTINGENCIES	NOTE 11. COMMITMENTS AND CONTINGENCIES Legal Matters The Company is involved in litigation arising in the normal course of business. While, from time to time, claims are asserted that make demands for a large sum of money (including actions which are asserted to be maintainable as class action suits), the Company does not believe that contingent liabilities related to these matters (including the matters discussed below), either individually or in the aggregate, will materially affect the Company’s financial position, results of operations or cash flows. In addition, in the ordinary course of business, sales to and transactions with government customers may be subject to lawsuits, investigations, audits and review by governmental authorities and regulatory agencies, with which the Company cooperates. Many of these lawsuits, investigations, audits and reviews are resolved without material impact to the Company. While claims in these matters may at times assert large demands, the Company does not believe that contingent liabilities related to these matters, either individually or in the aggregate, will materially affect its financial position, results of operations or cash flows. In addition to the foregoing, OfficeMax is named a defendant in a number of lawsuits, claims, and proceedings arising out of the operation of certain paper and forest products assets prior to those assets being sold in 2004, for which OfficeMax agreed to retain responsibility. Also, as part of that sale, OfficeMax agreed to retain responsibility for all pending or threatened proceedings and future proceedings alleging asbestos-related injuries arising out of the operation of the paper and forest products assets prior to the closing of the sale. The Company has made provision for losses with respect to the pending proceedings. Additionally, as of September 30, 2017, the Company has provided for environmental liabilities with respect to certain sites where hazardous substances or other contaminants are or may be located. For these environmental and toxic tort liabilities, our estimated range of reasonably possible losses was approximately $10 million to $25 million. The Company regularly monitors its estimated exposure to these liabilities. As additional information becomes known, these estimates may change, however, the Company does not believe any of these OfficeMax retained proceedings are material to the Company’s financial position, results of operations or cash flows.

SEGMENT INFORMATION

SEGMENT INFORMATION	9 Months Ended
	Sep. 30, 2017
SEGMENT INFORMATION	NOTE 12. SEGMENT INFORMATION Following the decision to sell substantially all of the operations that previously were presented as the International Division, the Company has two operating segments which are also its reportable segments: the Retail Division and the Business Solutions Division. The Retail Division includes retail stores in the continental United States, Puerto Rico and the U.S. Virgin Islands. The Retail Division and the Business Solutions Division sell supplies, technology products and solutions, business machines and related supplies, print, cleaning, breakroom and facilities products, and office furniture. Stores also have a copy and print center offering printing, reproduction, mailing and shipping services, and the print needs for retail and business customers are also facilitated through regional print production centers. The Business Solutions Division customers are served through dedicated sales forces, catalogs, telesales, and electronically through its internet sites across the continental United States, Puerto Rico, U.S. Virgin Islands, and Canada. The retained operations previously included in the International Division are not significant and have been presented as Other. The office supply products and services offered across the segments are similar. Division operating income is determined based on the measure of performance reported internally to manage the business and for resource allocation. This measure charges to the respective Divisions those expenses considered directly or closely related to their operations and allocates support costs. Certain operating expenses and credits are not allocated to the Divisions including Merger, restructuring and other operating (income) expenses, net, and Asset impairments, as well as expenses and credits retained at the corporate level, including certain management costs and legacy pension and environmental matters. Other companies may charge more or less of these items to their segments and results may not be comparable to similarly titled measures used by other entities. The following is a summary of sales and operating income (loss) by each of the Divisions and Other, reconciled to consolidated totals, after the elimination of the discontinued operations for all periods. Sales Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Retail Division $ 1,329 $ 1,482 $ 3,799 $ 4,237 Business Solutions Division 1,288 1,348 3,851 4,046 Other 3 6 9 12 Total $ 2,620 $ 2,836 $ 7,659 $ 8,295 Operating Income (Loss) Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Retail Division $ 82 $ 105 $ 214 $ 237 Business Solutions Division 71 81 193 190 Other (1 ) — (2 ) 1 Total $ 152 $ 186 $ 405 $ 428 A reconciliation of the measure of Division operating income to Consolidated income from continuing operations before income taxes is as follows: Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Total Division operating income $ 152 $ 186 $ 405 $ 428 Add/(subtract): Asset impairments — (9 ) (1 ) (9 ) Merger, restructuring and other operating income (expenses), net (22 ) (31 ) (62 ) 122 Unallocated expenses (22 ) (29 ) (60 ) (68 ) Interest income 6 6 17 17 Interest expense (13 ) (19 ) (39 ) (63 ) Loss on extinguishment of debt — (15 ) — (15 ) Other income (expense), net (1 ) 1 (2 ) 1 Income from continuing operations before income taxes $ 100 $ 90 $ 258 $ 413 The components of goodwill by segment are provided in the following table: (In millions) Retail Business Total Balance as of December 31, 2016 $ 78 $ 285 $ 363 Acquisition — 16 16 Balance as of September 30, 2017 $ 78 $ 301 $ 379 Refer to Note 2 for additional information on the acquisition during the third quarter of 2017.

SUMMARY OF SIGNIFICANT ACCOUN19

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
	Sep. 30, 2017
Basis of Presentation	Basis of Presentation Office Depot, Inc., including consolidated subsidiaries (“Office Depot” or the “Company”), is a provider of office supplies, business products and services delivered through an omnichannel platform. The Company currently operates under several banners, including Office Depot ® ® In September 2016, the Company’s Board of Directors committed to a plan to sell substantially all of the Company’s International Division operations (the “International Operations”). Accordingly, the Company has presented the International Operations as discontinued operations beginning in the third quarter 2016. The Company has reclassified the financial results of the International Operations to Discontinued operations, net of tax in the Condensed Consolidated Statements of Operations for all periods presented. The Company also reclassified the related assets and liabilities as current assets and liabilities of discontinued operations on the accompanying Condensed Consolidated Balance Sheets as of September 30, 2017, and December 31, 2016. Cash flows from the Company’s discontinued operations are presented in the Condensed Consolidated Statements of Cash Flows for all periods. Certain portions of the International Division assets and operations primarily consisting of the Company’s global sourcing and trading operations in the Asia/Pacific region are being retained or did not meet the held for sale criteria and therefore remain in continuing operations, with prior periods adjusted, where appropriate. Additional information on the dispositions is provided in Note 4. The Condensed Consolidated Financial Statements as of September 30, 2017, and for the 13-week 39-week “year-to-date “year-to-date The Company has prepared the Condensed Consolidated Financial Statements included herein pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Some information and note disclosures, which would normally be included in comprehensive annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), have been condensed or omitted pursuant to those SEC rules and regulations. For a better understanding of the Company and its Condensed Consolidated Financial Statements, we recommend reading these Condensed Consolidated Financial Statements in conjunction with the audited financial statements which are included in the 2016 Form 10-K.
Cash Management	Cash Management The cash management process generally utilizes zero balance accounts which provide for the settlement of the related disbursement and cash concentration accounts on a daily basis. Trade accounts payable and Accrued expenses and other current liabilities as of September 30, 2017 and December 31, 2016, included $44 million and $58 million, respectively, of amounts not yet presented for payment drawn in excess of disbursement account book balances, after considering offset provisions. At September 30, 2017, cash and cash equivalents from continuing operations but held outside the United States amounted to $141 million. Additionally, $36 million of cash held outside the United States was included in current assets of discontinued operations.
New Accounting Standards	New Accounting Standards Standards that are not yet adopted In May 2014, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update that supersedes most current revenue recognition guidance and modifies the accounting for certain costs associated with revenue generation. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance provides a number of steps to apply to achieve that principle and requires additional disclosures. The standard was originally to be effective for the Company’s first quarter of 2017. In July 2015, the FASB approved a one year extension to the required implementation date but also permitted companies to adopt the standard at the original effective date of 2017. The new revenue recognition standard may be applied retrospectively to each prior period presented or modified retrospectively with the cumulative effect recognized as of the date of adoption. The Company will adopt the standard in the first quarter of 2018, and believes the impact of adopting the new guidance will be immaterial to its annual and interim financial statements. The Company’s assessment, which is ongoing, included a detailed review of contracts for each of its disaggregated revenue streams and a comparison of its historical accounting policies and practices to the new standard. Based on these procedures, the Company has identified minor changes related to the timing of recognition of revenues associated with its loyalty program due to the impacts of the loyalty program being presented as a deferral of revenues under the new standard rather than as cost accruals as is permitted under the existing accounting rules. The Company has also identified changes to revenues from sales of third-party software that are currently reported on a gross basis, which will be reported on a net basis under the new standard with no change in timing of recognition or impact to gross profit, earnings or cash flow. In addition, the Company’s balance sheet presentation of its sales return reserve will change to present a separate return asset and liability, instead of the net presentation used currently. The Company has also started its assessment to determine the revenue recognition impact of the Company’s recent acquisitions. The Company expects to finalize its assessment in the fourth quarter of 2017, and adopt the standard using the modified retrospective method. Under this method, the new standard would apply to all new contracts initiated on or after January 1, 2018. For existing contracts that have remaining obligations as of January 1, 2018, the Company would recognize any difference between the recognition criteria in the new standard and the Company’s current revenue recognition practices, using a cumulative effect adjustment to the opening balance of retained earnings at the date of adoption. The Company has made modifications to its existing system that processes loyalty transactions, and will implement updates to its control processes and procedures, as necessary, based on changes resulting from the new standard. The Company does not expect any such updates to materially affect the Company’s internal controls over financial reporting. The adoption of the standard will also result in increased footnote disclosure requirements relating to certain balance sheet accounts and disaggregation of revenue, as well as pro-forma In February 2016, the FASB issued an accounting standards update which will require lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The accounting treatment for lessors will remain relatively unchanged. The accounting standards update also requires additional qualitative and quantitative disclosures related to the nature, timing and uncertainty of cash flows arising from leases. The guidance is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. Lessees and lessors are required to use a modified retrospective transition method for existing leases and accordingly, apply the new accounting model for the earliest year presented in the financial statements. The Company is currently evaluating the impact the adoption of this new standard will have on its Consolidated Financial Statements but anticipates it will result in significant right of use assets and related liabilities associated with its operating leases being recorded on its balance sheet. Substantially all of the Company’s retail store locations, supply chain facilities and copy print equipment are subject to operating lease arrangements. The Company will adopt the standard in the first quarter of 2019, and has begun implementing required upgrades to its existing lease systems. In March 2017, the FASB issued an accounting standards update which changes the income statement presentation of defined benefit plan expense by requiring that an employer report the service cost component of pension costs in the same line item or items as other compensation costs arising from services rendered by the pertinent employees during the period. The other components of net benefit pension cost will be presented in the income statement separately from the service cost component and outside a subtotal of operating income. Employers will have to disclose the line(s) used to present the other components of net periodic benefit cost, if the components are not presented separately in the income statement . Standards that were adopted During the first quarter of 2017, the Company adopted the new accounting standard which modifies several aspects of the accounting and reporting for employee share-based payments and related tax accounting impacts, including the presentation in the statements of operations and cash flows of certain tax benefits or deficiencies and employee tax withholdings, as well as the accounting for award forfeitures over the vesting period. Starting in the first quarter of 2017, stock-based compensation excess tax benefits or deficiencies are reflected in the Consolidated Statements of Operations as a component of the provision for income taxes, whereas they previously were recognized in equity. Additionally, the Consolidated Statements of Cash Flows now present excess tax benefits as an operating activity, which was applied prospectively in accordance with the standard and therefore prior periods have not been adjusted. Finally, the Company has elected to account for forfeitures as they occur rather than estimate expected forfeitures, which was applied on a modified retrospective basis, resulting in a cumulative effect that increased accumulated deficit by approximately $1 million as of January 1, 2017.

MERGER, ACQUISITION TERMINATI20

MERGER, ACQUISITION TERMINATION, AND RESTRUCTURING ACTIVITY (Tables)	9 Months Ended
	Sep. 30, 2017
Summary of Major Components of Merger, Restructuring and Other Operating Expenses, Net	The table below and narrative that follow provide the major components of Merger, restructuring and other operating (income) expenses, net. Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Merger related expenses Transaction and integration $ 4 $ 8 $ 15 $ 30 Facility closure, contract termination, and other expenses, net 2 4 4 21 Total Merger related expenses 6 12 19 51 Staples Acquisition (income) expenses Retention — — — 15 Transaction — 4 — 43 Termination Fee — — — (250 ) Total Staples Acquisition (income) expenses — 4 — (192 ) Comprehensive Business Review and other restructuring expenses Severance 11 9 26 13 Facility closure, contract termination, professional fees and other expenses, net 4 6 16 6 Total Comprehensive Business Review and other restructuring expenses 15 15 42 19 Acquisition related expenses – Refer to Note 2 1 — 1 — Total Merger, restructuring and other operating (income) expenses, net $ 22 $ 31 $ 62 $ (122 )
Facility Closure and Severance Costs	These charges are excluded from the table below because they are expensed as incurred, non-cash, or Year-to-Date (In millions) Balance as of December 31, 2016 Charges Incurred Cash Payments Balance as of September 30, 2017 Termination benefits Merger related accruals $ 5 $ 1 $ (4 ) $ 2 Comprehensive Business Review 8 26 (27 ) 7 Lease and contract obligations, accruals for facilities closures and other costs: Merger related accruals 40 4 (24 ) 20 Comprehensive Business Review 13 9 (13 ) 9 Total $ 66 $ 40 $ (68 ) $ 38
Assets Held for Sale Activity	The assets held for sale activity for year-to-date (In millions) Balance as of December 31, 2016 $ 23 Disposition (23 ) Balance as of September 30, 2017 $ —

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	9 Months Ended
	Sep. 30, 2017
Major Component of Discontinued Operations, Net of Tax	Completion of the sale of the Company’s Australian and New Zealand business operations may be for amounts different from the current estimates and will be evaluated each reporting period until the dispositions are complete. The major components of Discontinued operations, net of tax presented in the Condensed Consolidated Statements of Operations are presented below. The 2016 amounts include the results of the European Business, which was sold at the end of 2016. Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Sales $ 111 $ 583 $ 398 $ 1,886 Cost of goods sold and occupancy costs 89 462 322 1,489 Operating expenses 25 139 79 435 Asset impairments — 90 — 90 Restructuring charges — — 2 10 Interest income — — 1 — Interest expense — — — (4 ) Other income (expense), net — — — (1 ) Net (increase) reduction of loss on discontinued operations held for sale — (155 ) 45 (155 ) Net gain on sale of discontinued operations 1 — 4 — Income tax expense (benefit) 4 (126 ) 7 (123 ) Discontinued operations, net of tax $ (6 ) $ (137 ) $ 38 $ (175 ) Assets and liabilities of discontinued operations presented in the Condensed Consolidated Balance Sheets as of September 30, 2017, and December 31, 2016, are included in the following table. As the sale of the European Business was completed before year-end (In millions) September 30, 2017 December 31, 2016 Assets Cash and cash equivalents $ 36 $ 44 Receivables, net 55 88 Inventories 67 82 Prepaid expenses and other current assets 5 4 Property and equipment, net 31 31 Other assets 2 6 Valuation allowance (55 ) (113 ) Current assets of discontinued operations $ 141 $ 142 Liabilities Trade accounts payable $ 43 $ 60 Accrued expenses and other current liabilities 20 27 Income taxes payable — 2 Short-term borrowings and current maturities of long-term debt — 9 Deferred income taxes and other long-term liabilities 5 6 Current liabilities of discontinued operations $ 68 $ 104
Schedule of Error Corrections	Additionally, this correcting adjustment is provided below and impacts the same captioned line items in various disclosures of the third quarter financial statements by the same amount. Third Quarter 2016 Year-to-Date Third Quarter 2016 ($ in Millions, except per share) As Adjustment As Corrected As Adjustment As Discontinued operations, net of tax $ (286 ) $ 149 $ (137 ) $ (324 ) $ 149 $ (175 ) Net income $ 44 $ 149 $ 193 $ 300 $ 149 $ 449 Basic earnings (loss) per share Discontinued operations $ (0.54 ) $ 0.28 $ (0.26 ) $ (0.60 ) $ 0.28 $ (0.32 ) Net earnings $ 0.08 $ 0.28 $ 0.36 $ 0.55 $ 0.27 $ 0.82 Diluted earnings per share Discontinued operations $ (0.54 ) $ 0.29 $ (0.25 ) $ (0.60 ) $ 0.28 $ (0.32 ) Net earnings $ 0.08 $ 0.27 $ 0.35 $ 0.54 $ 0.27 $ 0.81

STOCKHOLDERS' EQUITY (Tables)

STOCKHOLDERS' EQUITY (Tables)	9 Months Ended
	Sep. 30, 2017
Schedule of Stockholders' Equity	The following table reflects the changes in Stockholders’ equity. (In millions) Stockholders’ equity at December 31, 2016 $ 1,852 Net income 233 Repurchase of common stock for treasury (34 ) Dividends paid on common stock (39 ) Share purchase for taxes, net of proceeds on employee-related plans (17 ) Other comprehensive income 22 Amortization of long-term incentive stock grants 25 Stockholders’ equity at September 30, 2017 $ 2,042
Accumulated Other Comprehensive Income (Loss) Activity, Net of Tax	Accumulated other comprehensive income (loss) activity, net of tax, where applicable, is provided in the following table: (In millions) Foreign Currency Translation Adjustments Change in Deferred Pension and Other Total Balance at December 31, 2016 $ (67 ) $ (62 ) $ (129 ) Other comprehensive income activity before reclassifications 24 (1 ) 23 Reclassification of foreign currency translation adjustments realized upon disposal of business (1 ) — (1 ) Balance at September 30, 2017 $ (44 ) $ (63 ) $ (107 )

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	9 Months Ended
	Sep. 30, 2017
Calculation of Net Earnings (Loss) Per Common Share	The following table represents the calculation of net earnings per common share – basic and diluted: Third Quarter Year-to-Date (In millions, except per share amounts) 2017 2016 2017 2016 Basic Earnings Per Share Numerator: Net income from continuing operations $ 98 $ 330 $ 195 $ 624 Income (loss) from discontinued operations, net of tax (6 ) (137 ) 38 (175 ) Net income $ 92 $ 193 $ 233 $ 449 Denominator: Weighted-average shares outstanding 518 535 517 545 Basic earnings (loss) per share: Continuing operations $ 0.19 $ 0.62 $ 0.38 $ 1.15 Discontinued operations (0.01 ) (0.26 ) 0.07 (0.32 ) Net earnings per share $ 0.18 $ 0.36 $ 0.45 $ 0.82 Diluted Earnings Per Share Numerator: Net income from continuing operations $ 98 $ 330 $ 195 $ 624 Income (loss) from discontinued operations, net of tax (6 ) (137 ) 38 (175 ) Net income $ 92 $ 193 $ 233 $ 449 Denominator: Weighted-average shares outstanding 518 535 517 545 Effect of dilutive securities: Stock options and restricted stock 13 10 15 8 Diluted weighted-average shares outstanding 531 545 532 553 Diluted earnings (loss) per share Continuing operations $ 0.19 $ 0.61 $ 0.37 $ 1.13 Discontinued operations (0.01 ) (0.25 ) 0.07 (0.32 ) Net diluted earnings per share $ 0.17 $ 0.35 $ 0.44 $ 0.81

EMPLOYEE BENEFIT PLANS (Tables)

EMPLOYEE BENEFIT PLANS (Tables)	9 Months Ended
	Sep. 30, 2017
North America
Components of Net Periodic Pension Benefit	The components of net periodic pension benefit for the Company’s North America pension plans are as follows: Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Service cost $ 1 $ 2 $ 4 $ 5 Interest cost 10 11 30 34 Expected return on plan assets (12 ) (14 ) (36 ) (41 ) Net periodic pension benefit $ (1 ) $ (1 ) $ (2 ) $ (2 )
United Kingdom
Components of Net Periodic Pension Benefit	The components of net periodic pension benefit for the Company’s UK pension plan are as follows: Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Service cost $ — $ — $ — $ — Interest cost 2 2 5 6 Expected return on plan assets (3 ) (3 ) (9 ) (9 ) Net periodic pension benefit $ (1 ) $ (1 ) $ (4 ) $ (3 )

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	9 Months Ended
	Sep. 30, 2017
Assets and Liabilities Adjusted to Fair Value on Recurring Basis	The Company’s assets and liabilities that are adjusted to fair value on a recurring basis are money market funds that qualify as cash equivalents, and derivative financial instruments. As of September 30, 2017, the Company did not have any money market funds that had floating net asset values that required measurement. Level 1 (In millions) September 30, 2017 December 31, 2016 Money market funds $ — $ 135
Schedule of Fair Value of Assets and Liabilities	The following table presents information about financial instruments at the balance sheet dates indicated. September 30, 2017 December 31, 2016 (In millions) Carrying Value Fair Value Carrying Value Fair Value Financial assets Timber notes receivable $ 869 $ 875 $ 885 $ 884 Company-owned life insurance 88 88 89 89 Financial liabilities Recourse debt Revenue bonds, due in varying amounts periodically through 2029 186 186 186 181 American & Foreign Power Company, Inc. 5% debentures, due 2030 14 14 14 12 Non-recourse 781 788 798 800

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	9 Months Ended
	Sep. 30, 2017
Summary of Significant Accounts and Balances by Each Divisions and Other	The following is a summary of sales and operating income (loss) by each of the Divisions and Other, reconciled to consolidated totals, after the elimination of the discontinued operations for all periods. Sales Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Retail Division $ 1,329 $ 1,482 $ 3,799 $ 4,237 Business Solutions Division 1,288 1,348 3,851 4,046 Other 3 6 9 12 Total $ 2,620 $ 2,836 $ 7,659 $ 8,295 Operating Income (Loss) Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Retail Division $ 82 $ 105 $ 214 $ 237 Business Solutions Division 71 81 193 190 Other (1 ) — (2 ) 1 Total $ 152 $ 186 $ 405 $ 428
Reconciliation of Measure of Division Operating Income to Consolidated Income Before Income Taxes	A reconciliation of the measure of Division operating income to Consolidated income from continuing operations before income taxes is as follows: Third Quarter Year-to-Date (In millions) 2017 2016 2017 2016 Total Division operating income $ 152 $ 186 $ 405 $ 428 Add/(subtract): Asset impairments — (9 ) (1 ) (9 ) Merger, restructuring and other operating income (expenses), net (22 ) (31 ) (62 ) 122 Unallocated expenses (22 ) (29 ) (60 ) (68 ) Interest income 6 6 17 17 Interest expense (13 ) (19 ) (39 ) (63 ) Loss on extinguishment of debt — (15 ) — (15 ) Other income (expense), net (1 ) 1 (2 ) 1 Income from continuing operations before income taxes $ 100 $ 90 $ 258 $ 413
Schedule of Goodwill by Segment	The components of goodwill by segment are provided in the following table: (In millions) Retail Business Total Balance as of December 31, 2016 $ 78 $ 285 $ 363 Acquisition — 16 16 Balance as of September 30, 2017 $ 78 $ 301 $ 379

Summary of Significant Accoun27

Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions	Jan. 01, 2017USD ($)	Mar. 31, 2017USD ($)	Sep. 30, 2017USD ($)Segment	Dec. 31, 2016USD ($)	Sep. 24, 2016USD ($)
Summary Of Significant Accounting Policies [Line Items]
Number of reportable segments | Segment			2
Accounts payable and accrued expenses and other current liabilities not yet presented for payment			$ 44	$ 58
Cash and cash equivalents			788	$ 763	$ 801
Cash and cash equivalents, discontinued operations			36		$ 142
Reduction in operating income due to early adoption		$ (13)
Cumulative effect on accumulated deficit, net of tax	$ 1
Non-US
Summary Of Significant Accounting Policies [Line Items]
Cash and cash equivalents			141
Cash and cash equivalents, discontinued operations			$ 36

Acquisitions - Additional Infor

Acquisitions - Additional Information (Detail) shares in Millions, $ in Millions	Nov. 08, 2017USD ($)shares	Nov. 09, 2017Business	Oct. 31, 2017USD ($)Business	Sep. 30, 2017USD ($)	Sep. 30, 2017USD ($)
Business Acquisition, Acquisition Related Costs [Line Items]
Acquisition related expenses				$ 1	$ 1
Subsequent Event
Business Acquisition, Acquisition Related Costs [Line Items]
Number of business acquired | Business		5
Subsequent Event | United States
Business Acquisition, Acquisition Related Costs [Line Items]
Number of business acquired | Business			4
Business combination consideration transferred			$ 100
Subsequent Event | CompuCom Systems, Inc
Business Acquisition, Acquisition Related Costs [Line Items]
Business combination consideration transferred	$ 940
Payment to acquire business	55
Acquisition related expenses	$ 13
Subsequent Event | CompuCom Systems, Inc | Common Stock
Business Acquisition, Acquisition Related Costs [Line Items]
Business combination consideration transferred common stock issued, shares | shares	44
Business combination consideration transferred common stock issued, value	$ 135
Subsequent Event | CompuCom Systems, Inc | Term Loan Facility
Business Acquisition, Acquisition Related Costs [Line Items]
Business combination consideration transferred liabilities incurred	$ 750
Senior secured term loan, term	5 years

Merger, Acquisition Terminati29

Merger, Acquisition Termination and Restructuring Activity - Additional Information (Detail) $ in Millions	May 19, 2016USD ($)	Aug. 31, 2016USD ($)Store	Sep. 30, 2017USD ($)	Sep. 24, 2016USD ($)	Sep. 30, 2017USD ($)Store	Sep. 24, 2016USD ($)
Business Acquisition [Line Items]
Number of retail stores closed under real estate strategy | Store					400
Termination Fee						$ 250
Charges Incurred					$ 40
Merger, restructuring and other operating expenses, net			$ 22	$ 31	62	(122)
Transaction and integration			4	8	15	30
Facility closure, contract termination, professional fees and other expenses, net			4	$ 6	16	6
Acquisition related expenses			$ 1		$ 1
Comprehensive Business Review
Business Acquisition [Line Items]
Number of retail stores planned to be closed | Store		300
Retail stores closure period		3 years			2 years
Estimated cost to be incurred		$ 125
Charges Incurred					$ 90
Remaining cost recognized, period					2 years
Number of retail stores planned to be closed | Store					300
Number of Retail Stores closed | Store					109
Staples, Inc.
Business Acquisition [Line Items]
Termination Fee	$ 250
Merger, restructuring and other operating expenses, net
Business Acquisition [Line Items]
Charges Incurred					$ 22
Gain on sale of warehouse facilities classified as assets held for sale					6	$ 1
Transaction and integration					16
Facility closure, contract termination, professional fees and other expenses, net					$ 11

Summary of Major Components of

Summary of Major Components of Merger, Restructuring and Other Operating Expenses, Net (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Merger related expenses
Transaction and integration	$ 4	$ 8	$ 15	$ 30
Facility closure, contract termination, and other expenses, net	2	4	4	21
Total Merger related expenses	6	12	19	51
Staples Acquisition (income) expenses
Retention				15
Transaction		4		43
Termination Fee				(250)
Total Staples Acquisition (income) expenses		4		(192)
Comprehensive Business Review and other restructuring expenses
Severance	11	9	26	13
Facility closure, contract termination, professional fees and other expenses, net	4	6	16	6
Total Comprehensive Business Review and other restructuring expenses	15	15	42	19
Acquisition related expenses - Refer to Note 2	1		1
Total Merger, restructuring and other operating (income) expenses, net	$ 22	$ 31	$ 62	$ (122)

Severance and Facility Closure

Severance and Facility Closure Costs (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2017USD ($)
Restructuring Cost and Reserve [Line Items]
Beginning Balance	$ 66
Charges Incurred	40
Cash Payments	(68)
Ending Balance	38
Comprehensive Business Review
Restructuring Cost and Reserve [Line Items]
Charges Incurred	90
Termination benefits | Merger related accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance	5
Charges Incurred	1
Cash Payments	(4)
Ending Balance	2
Termination benefits | Comprehensive Business Review
Restructuring Cost and Reserve [Line Items]
Beginning Balance	8
Charges Incurred	26
Cash Payments	(27)
Ending Balance	7
Lease and contract obligations, accruals for facilities closures and other costs | Merger related accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance	40
Charges Incurred	4
Cash Payments	(24)
Ending Balance	20
Lease and contract obligations, accruals for facilities closures and other costs | Comprehensive Business Review
Restructuring Cost and Reserve [Line Items]
Beginning Balance	13
Charges Incurred	9
Cash Payments	(13)
Ending Balance	$ 9

Assets Held for Sale Activity (

Assets Held for Sale Activity (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2017USD ($)
Long Lived Assets Held-for-sale [Line Items]
Beginning Balance	$ 23
Disposition	(23)
Ending Balance	$ 0

Discontinued Operations - Addit

Discontinued Operations - Additional Information (Detail) € in Millions, $ in Millions	1 Months Ended	3 Months Ended			6 Months Ended	9 Months Ended	12 Months Ended
	Jul. 31, 2017USD ($)	Sep. 30, 2017USD ($)	Apr. 01, 2017USD ($)	Sep. 24, 2016Group	Jul. 01, 2017USD ($)	Sep. 30, 2017USD ($)	Dec. 31, 2016USD ($)	Sep. 23, 2016EUR (€)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Number of disposal groups | Group				4
Accrued expenses and other current liabilities		$ 883				$ 883	$ 1,002
Discontinued Operations | European Business
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Warranties on sale and purchase agreement | €								€ 10
Discontinued Operations | South Korea
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sale of discontinued operations						12
Discontinued Operations | China
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sale of discontinued operations		1				(9)
Gain (loss) on sale of discontinued operations					$ 10
Discontinued Operations | Oceania
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sale of discontinued operations						58
Proceeds for the extension of sale and purchase agreement		8
Accrued expenses and other current liabilities		$ 8				8
Discontinued Operations | Aurelius Rho Invest DS GmbH | European Business
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain (loss) on sale of discontinued operations						$ (8)	(108)
Accrued liability under working capital adjustment provision							$ 70
Payment of accrued liability under working capital adjustment provision	$ 37		$ 35
Change in foreign currency rate and accrued interest on unpaid portion	$ 2
Discontinued Operations | Aurelius Rho Invest DS GmbH | European Business | Maximum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transition services period						24 months

Major Component of Discontinued

Major Component of Discontinued Operations, Net of Tax (Detail) - Discontinued Operations, Held-for-Sale - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sales	$ 111	$ 583	$ 398	$ 1,886
Cost of goods sold and occupancy costs	89	462	322	1,489
Operating expenses	25	139	79	435
Asset impairments		90		90
Restructuring charges			2	10
Interest income			1
Interest expense				(4)
Other income (expense), net				(1)
Net (increase) reduction of loss on discontinued operations held for sale		(155)	45	(155)
Net gain on sale of discontinued operations	1		4
Income tax expense (benefit)	4	(126)	7	(123)
Discontinued operations, net of tax	$ (6)	$ (137)	$ 38	$ (175)

Schedule of Error Corrections (

Schedule of Error Corrections (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Discontinued operations, net of tax	$ (6)	$ (137)	$ 38	$ (175)
Net income	$ 92	$ 193	$ 233	$ 449
Basic earnings (loss) per share
Discontinued operations	$ (0.01)	$ (0.26)	$ 0.07	$ (0.32)
Net earnings	0.18	0.36	0.45	0.82
Diluted earnings per share
Discontinued operations	(0.01)	(0.25)	0.07	(0.32)
Net earnings	$ 0.17	$ 0.35	$ 0.44	$ 0.81
As Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Discontinued operations, net of tax		$ (286)		$ (324)
Net income		$ 44		$ 300
Basic earnings (loss) per share
Discontinued operations		$ (0.54)		$ (0.60)
Net earnings		0.08		0.55
Diluted earnings per share
Discontinued operations		(0.54)		(0.60)
Net earnings		$ 0.08		$ 0.54
Adjustment
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Discontinued operations, net of tax		$ 149		$ 149
Net income		$ 149		$ 149
Basic earnings (loss) per share
Discontinued operations		$ 0.28		$ 0.28
Net earnings		0.28		0.27
Diluted earnings per share
Discontinued operations		0.29		0.28
Net earnings		$ 0.27		$ 0.27

Assets and Liabilities of Disco

Assets and Liabilities of Discontinued Operations (Detail) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016	Sep. 24, 2016
Assets
Cash and cash equivalents	$ 36		$ 142
Current assets of discontinued operations	141	$ 142
Liabilities
Current liabilities of discontinued operations	68	104
Discontinued Operations, Held-for-Sale
Assets
Cash and cash equivalents	36	44
Receivables, net	55	88
Inventories	67	82
Prepaid expenses and other current assets	5	4
Property and equipment, net	31	31
Other assets	2	6
Valuation allowance	(55)	(113)
Current assets of discontinued operations	141	142
Liabilities
Trade accounts payable	43	60
Accrued expenses and other current liabilities	20	27
Income taxes payable		2
Short-term borrowings and current maturities of long-term debt		9
Deferred income taxes and other long-term liabilities	5	6
Current liabilities of discontinued operations	$ 68	$ 104

Debt - Additional Information (

Debt - Additional Information (Detail) - USD ($)	Nov. 08, 2017	May 31, 2016	Sep. 30, 2017
Amended Credit Agreement
Debt Instrument [Line Items]
Expiration period under the new Facility		5 years
Maximum borrowing capacity under the new Facility		$ 1,200,000,000
Maturity date of the new Facility		May 13, 2021
Available credit under the Facility			$ 1,000,000,000
Amount outstanding under letters of credit			53,000,000
Average borrowings under the Facility			$ 0
Amended Credit Agreement | Subsequent Event | Minimum
Debt Instrument [Line Items]
Aggregate liquidity maintenance covenant amount available under the facility	$ 400,000,000
Senior secured leverage ratio	150.00%
Amended Credit Agreement | Other Assets
Debt Instrument [Line Items]
Debt acquisition costs		$ 6,000,000
Term Loan Facility | Subsequent Event
Debt Instrument [Line Items]
Senior secured term loan	$ 750,000,000
Maturity date of term loan Facility	Nov. 8, 2022
Percentage of issue price of term loan credit Facility	97.00%
Debt issuance costs	$ 12,000,000
Quarterly amortization of loan principal amount under the Facility	$ 18,800,000
Beginning date of quarterly amortization of loan under the Facility	Mar. 15, 2018
Term Loan Facility | Subsequent Event | On or Prior to The First Anniversary
Debt Instrument [Line Items]
Prepayment fee percentage under the term loan Facility	2.00%
Term Loan Facility | Subsequent Event | After First Anniversary But On or Prior to The Second Anniversary
Debt Instrument [Line Items]
Prepayment fee percentage under the term loan Facility	1.00%
Term Loan Facility | Subsequent Event | LIBOR
Debt Instrument [Line Items]
Basis spread on alternative base rate under the term loan credit Facility	7.00%
Term Loan Facility | Subsequent Event | Base Rate
Debt Instrument [Line Items]
Basis spread on alternative base rate under the term loan credit Facility	6.00%

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016	Dec. 31, 2017	Dec. 31, 2016
Income Taxes [Line Items]
Effective tax rate	2.00%	(267.00%)	24.00%	(51.00%)
Non-cash income tax benefit			$ 36	$ (235)
U.S. Federal and State
Income Taxes [Line Items]
Estimated valuation allowance, determined to be reduced						$ 400
Non-cash income tax benefit	$ 37	$ 240
U.S. Federal and State | Scenario, Forecast
Income Taxes [Line Items]
Estimated valuation allowance, determined to be reduced					$ 40

Schedule of Stockholders' Equit

Schedule of Stockholders' Equity (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Stockholders Equity [Line Items]
Beginning Balance			$ 1,852
Net income	$ 92	$ 193	233	$ 449
Repurchase of common stock for treasury	(17)		(34)
Dividends paid on common stock			(39)
Share purchase for taxes, net of proceeds on employee-related plans			(17)
Other comprehensive income	(1)	$ 3	22	$ 13
Amortization of long-term incentive stock grants			25
Ending Balance	$ 2,042		$ 2,042

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss) Activity, Net of Tax (Detail) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2017	Sep. 30, 2017
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance		$ 1,852
Other comprehensive income activity before reclassifications		23
Reclassification of foreign currency translation adjustments realized upon disposal of business	$ (7)	(1)
Ending Balance	2,042	2,042
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance		(67)
Other comprehensive income activity before reclassifications		24
Reclassification of foreign currency translation adjustments realized upon disposal of business		(1)
Ending Balance	(44)	(44)
Change in Deferred Pension and Other
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance		(62)
Other comprehensive income activity before reclassifications		(1)
Ending Balance	(63)	(63)
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance		(129)
Ending Balance	$ (107)	$ (107)

Stockholders' Equity - Addition

Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016	Aug. 31, 2016	May 31, 2016
Shareholders Equity [Line Items]
Stock repurchase program, shares purchased	4		8
Stock repurchase program, shares purchased at cost	$ 17,000,000		$ 34,000,000
Stock repurchase program, remaining authorized repurchase amount	$ 84,000,000		$ 84,000,000
Dividend on common stock	$ 0.025	$ 0.025	$ 0.075	$ 0.025
Payments of ordinary dividends, common stock	$ 13,000,000		$ 39,000,000	$ 13,000,000
Maximum
Shareholders Equity [Line Items]
Stock repurchase program, authorized amount					$ 250,000,000	$ 100,000,000

Calculation of Net Earnings (Lo

Calculation of Net Earnings (Loss) Per Common Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Earnings Per Share [Line Items]
Net income from continuing operations	$ 98	$ 330	$ 195	$ 624
Income (loss) from discontinued operations, net of tax	(6)	(137)	38	(175)
Net income	$ 92	$ 193	$ 233	$ 449
Weighted-average shares outstanding	518	535	517	545
Basic earnings (loss) per share:
Continuing operations	$ 0.19	$ 0.62	$ 0.38	$ 1.15
Discontinued operations	(0.01)	(0.26)	0.07	(0.32)
Net earnings per share	$ 0.18	$ 0.36	$ 0.45	$ 0.82
Net income from continuing operations	$ 98	$ 330	$ 195	$ 624
Income (loss) from discontinued operations, net of tax	(6)	(137)	38	(175)
Net income	$ 92	$ 193	$ 233	$ 449
Weighted-average shares outstanding	518	535	517	545
Stock options and restricted stock	13	10	15	8
Diluted weighted-average shares outstanding	531	545	532	553
Diluted earnings (loss) per share
Continuing operations	$ 0.19	$ 0.61	$ 0.37	$ 1.13
Discontinued operations	(0.01)	(0.25)	0.07	(0.32)
Net diluted earnings per share	$ 0.17	$ 0.35	$ 0.44	$ 0.81

Earnings Per Share - Additional

Earnings Per Share - Additional Information (Detail) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Nonvested Stock Options and Shares
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Shares excluded from computation of diluted earnings per share	4	6	4	7

Components of Net Periodic Pens

Components of Net Periodic Pension Benefit (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
North America
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 1	$ 2	$ 4	$ 5
Interest cost	10	11	30	34
Expected return on plan assets	(12)	(14)	(36)	(41)
Net periodic pension benefit	(1)	(1)	(2)	(2)
United Kingdom
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	0	0	0
Interest cost	2	2	5	6
Expected return on plan assets	(3)	(3)	(9)	(9)
Net periodic pension benefit	$ (1)	$ (1)	$ (4)	$ (3)

Employee Benefit Plans - Additi

Employee Benefit Plans - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2017USD ($)
North America
Defined Benefit Plan Disclosure [Line Items]
Pension and other postretirement contributions, remainder of fiscal year	$ 1
Pension and other postretirement contributions, current period	15
Voluntary contribution	13
United Kingdom
Defined Benefit Plan Disclosure [Line Items]
Pension and other postretirement contributions, current period	$ 2

Assets and Liabilities Adjusted

Assets and Liabilities Adjusted to Fair Value on Recurring Basis (Detail) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Money Market Funds | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Assets, fair value disclosure, recurring	$ 0	$ 135

Fair Value Measurements - Addit

Fair Value Measurements - Additional Information (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016	Dec. 31, 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges	$ 9,000,000	$ 1,000,000	$ 9,000,000
Derivative Foreign Currency and Fuel Contract | Maximum
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Accrued expenses and other liabilities		$ 1,000,000		$ 1,000,000

Schedule of Fair Value of Asset

Schedule of Fair Value of Assets and Liabilities (Detail) - USD ($) $ in Millions	Sep. 30, 2017	Dec. 31, 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable	$ 875	$ 884
Company-owned life insurance	88	89
Recourse Debt | Revenue bonds, due in varying amounts periodically through 2029
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	186	181
Recourse Debt | American & Foreign Power Company, Inc. 5% debentures, due 2030
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	14	12
Non-Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	788	800
Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable	869	885
Company-owned life insurance	88	89
Carrying Value | Recourse Debt | Revenue bonds, due in varying amounts periodically through 2029
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	186	186
Carrying Value | Recourse Debt | American & Foreign Power Company, Inc. 5% debentures, due 2030
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	14	14
Carrying Value | Non-Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	$ 781	$ 798

Schedule of Fair Value of Ass49

Schedule of Fair Value of Assets and Liabilities (Parenthetical) (Detail) - Recourse Debt	9 Months Ended	12 Months Ended
	Sep. 30, 2017	Dec. 31, 2016
Revenue bonds, due in varying amounts periodically through 2029 | Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2,029	2,029
Revenue bonds, due in varying amounts periodically through 2029 | Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2,029	2,029
American & Foreign Power Company, Inc. 5% debentures, due 2030 | Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, interest rate	5.00%	5.00%
Long-term debt, due date	2,030	2,030
American & Foreign Power Company, Inc. 5% debentures, due 2030 | Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, interest rate	5.00%	5.00%
Long-term debt, due date	2,030	2,030

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2017USD ($)
Minimum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental and toxic tort liabilities	$ 10
Maximum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental and toxic tort liabilities	$ 25

Segment Information - Additiona

Segment Information - Additional Information (Detail)	9 Months Ended
	Sep. 30, 2017Segment
Segment Reporting Information [Line Items]
Number of operating segments	2

Reconciliation of Revenue from

Reconciliation of Revenue from Segments to Consolidated (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Segment Reporting Information [Line Items]
Sales	$ 2,620	$ 2,836	$ 7,659	$ 8,295
Retail Division
Segment Reporting Information [Line Items]
Sales	1,329	1,482	3,799	4,237
Business Solutions Division
Segment Reporting Information [Line Items]
Sales	1,288	1,348	3,851	4,046
Other
Segment Reporting Information [Line Items]
Sales	$ 3	$ 6	$ 9	$ 12

Division Operating Income (Deta

Division Operating Income (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	$ 108	$ 117	$ 282	$ 473
Operating Segments
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	152	186	405	428
Operating Segments | Retail Division
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	82	105	214	237
Operating Segments | Business Solutions Division
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	71	$ 81	193	190
Operating Segments | Other
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	$ (1)		$ (2)	$ 1

Reconciliation of Measure of Di

Reconciliation of Measure of Division Operating Income to Consolidated Income Before Income Taxes (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2017	Sep. 24, 2016	Sep. 30, 2017	Sep. 24, 2016
Segment Reporting Information [Line Items]
Operating income	$ 108	$ 117	$ 282	$ 473
Asset impairments		(9)	(1)	(9)
Merger, restructuring and other operating income (expenses), net	(22)	(31)	(62)	122
Unallocated expenses	(22)	(29)	(60)	(68)
Interest income	6	6	17	17
Interest expense	(13)	(19)	(39)	(63)
Loss on extinguishment of debt		(15)		(15)
Other income (expense), net	(1)	1	(2)	1
Income from continuing operations before income taxes	100	90	258	413
Operating Segments
Segment Reporting Information [Line Items]
Operating income	$ 152	$ 186	$ 405	$ 428

Schedule of Goodwill by Segment

Schedule of Goodwill by Segment (Detail) $ in Millions	9 Months Ended
	Sep. 30, 2017USD ($)
Goodwill [Line Items]
Balance as of December 31, 2016	$ 363
Acquisition	16
Balance as of September 30, 2017	379
Retail Division
Goodwill [Line Items]
Balance as of December 31, 2016	78
Balance as of September 30, 2017	78
Business Solutions Division
Goodwill [Line Items]
Balance as of December 31, 2016	285
Acquisition	16
Balance as of September 30, 2017	$ 301