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Document and Entity Information	9 Months Ended
Document and Entity Information	Sep. 24, 2016 shares
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 24, 2016
Document Fiscal Year Focus	2016
Document Fiscal Period Focus	Q3
Trading Symbol	ODP
Entity Registrant Name	OFFICE DEPOT INC
Entity Central Index Key	0000800240
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding	528,383,116

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Sales	$ 2,836	$ 3,046	$ 8,295	$ 8,961
Cost of goods sold and occupancy costs	2,110	2,259	6,241	6,754
Gross profit	726	787	2,054	2,207
Selling, general and administrative expenses	569	626	1,694	1,852
Asset impairments	9	1	9	10
Merger, restructuring, and other operating (income) expenses, net	31	79	(122)	204
Operating income	117	81	473	141
Other income (expense):
Interest income	6	5	17	16
Interest expense	(19)	(22)	(63)	(69)
Loss on extinguishment of debt	(15)		(15)
Other income (expense), net	1	(1)	1
Income from continuing operations before income taxes	90	63	413	88
Income tax expense (benefit)	(240)	21	(211)	28
Net income from continuing operations	330	42	624	60
Discontinued operations, net of tax	(286)	(36)	(324)	(67)
Net income (loss)	$ 44	$ 6	$ 300	$ (7)
Basic earnings (loss) per share
Continuing operations	$ 0.62	$ 0.08	$ 1.15	$ 0.11
Discontinued operations	(0.54)	(0.07)	(0.60)	(0.12)
Net earnings (loss) per share	0.08	0.01	0.55	(0.01)
Diluted earnings (loss) per share
Continuing operations	0.61	0.08	1.13	0.11
Discontinued operations	(0.54)	(0.07)	(0.60)	(0.12)
Net earnings (loss) per share	0.08	$ 0.01	0.54	$ (0.01)
Dividends per common share	$ 0.025		$ 0.025

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Net income (loss)	$ 44	$ 6	$ 300	$ (7)
Other comprehensive income (loss), net of tax where applicable:
Foreign currency translation adjustments	2	(22)	14	(73)
Other	1		(1)
Total other comprehensive income (loss), net of tax, where applicable	3	(22)	13	(73)
Comprehensive income (loss)	$ 47	$ (16)	$ 313	$ (80)

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Sep. 24, 2016	Dec. 26, 2015
Current assets:
Cash and cash equivalents	$ 801	$ 860
Receivables, net	718	746
Inventories	1,216	1,406
Prepaid expenses and other current assets	85	92
Current assets of discontinued operations	580	956
Total current assets	3,400	4,060
Property and equipment, net	601	665
Goodwill	363	363
Other intangible assets, net	38	53
Timber notes receivable	890	905
Deferred income taxes	377	11
Other assets	212	212
Non-current assets of discontinued operations		173
Total assets	5,881	6,442
Current liabilities:
Trade accounts payable	886	987
Accrued expenses and other current liabilities	889	1,074
Income taxes payable		9
Short-term borrowings and current maturities of long-term debt	28	51
Current liabilities of discontinued operations	519	622
Total current liabilities	2,322	2,743
Deferred income taxes and other long-term liabilities	368	421
Pension and postretirement obligations, net	179	182
Long-term debt, net of current maturities	360	628
Non-recourse debt	803	819
Non-current liabilities of discontinued operations		46
Total liabilities	4,032	4,839
Commitments and contingencies
Stockholders' equity:
Common stock-authorized 800,000,000 shares of $.01 par value; issued shares - 557,523,542 in September 2016 and 554,835,306 in December 2015	6	6
Additional paid-in capital	2,621	2,607
Accumulated other comprehensive income	43	30
Accumulated deficit	(682)	(982)
Treasury stock, at cost - 29,140,426 shares in 2016 and 5,915,268 shares in 2015	(139)	(58)
Total equity	1,849	1,603
Total liabilities and stockholders' equity	$ 5,881	$ 6,442

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 24, 2016	Dec. 26, 2015
Common stock, authorized	800,000,000	800,000,000
Common stock, par value	$ 0.01	$ 0.01
Common stock, issued shares	557,523,542	554,835,306
Treasury stock, shares	29,140,426	5,915,268

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016 USD ($)	Sep. 26, 2015 USD ($)	Sep. 24, 2016 USD ($)	Sep. 26, 2015 USD ($)
Cash flows from operating activities of continuing operations:
Net income (loss)	$ 44	$ 6	$ 300	$ (7)
Loss from discontinued operations, net of tax	(286)	(36)	(324)	(67)
Net income from continuing operations	330	42	624	60
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization			140	197
Charges for losses on inventories and receivables			49	41
Deferred income taxes			(235)
Loss on extinguishment of debt	15		15
Asset impairments	9	1	9	10
Changes in working capital and other			(155)	(247)
Net cash provided by operating activities of continuing operations			447	61
Cash flows from investing activities of continuing operations:
Capital expenditures			(71)	(109)
Acquisition, net of cash acquired				(9)
Proceeds from disposition of assets and other			14	63
Net cash used in investing activities of continuing operations			(57)	(55)
Cash flows from financing activities of continuing operations:
Net proceeds on employee share-based transactions				7
Net payments on long and short-term borrowings			(42)	(24)
Loss on extinguishment of debt			(12)
Cash dividends on common stock			(13)
Debt retirement			(250)
Debt related fees			(6)	(1)
Repurchase of common stock for treasury			(81)
Net cash used in financing activities of continuing operations			(404)	(18)
Cash flows from discontinued operations:
Operating activities of discontinued operations			(113)	(61)
Investing activities of discontinued operations			(4)	(12)
Financing activities of discontinued operations			3	1
Net cash used in discontinued operations			(114)	(72)
Effect of exchange rate changes on cash and cash equivalents			2	(29)
Net decrease in cash and cash equivalents			(126)	(113)
Cash and cash equivalents at beginning of period			1,069	1,071
Cash and cash equivalents at end of period-total	943	958	943	958
Cash and cash equivalents of discontinued operations	(142)	(141)	(142)	(141)
Cash and cash equivalent at end of the period-continuing operations	$ 801	$ 817	$ 801	$ 817

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 24, 2016

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 global supplier of office products and services. The Company currently operates under several banners, including Office Depot ^® and OfficeMax ^® and utilizes proprietary company and product brand names. The Company’s common stock is traded on the NASDAQ Global Select Market under the ticker symbol “ODP.” As of September 24, 2016, the Company sold to customers throughout North America, Europe, and the Asia/Pacific region. The businesses in North America operate through two reportable segments (or “Divisions”): North American Retail Division and North American Business Solutions Division. The businesses in Europe and the Asia/Pacific region operate through what previously was reported as the International Division.

In September 2016, the Company’s Board of Directors committed to a plan to sell substantially all of the 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 and non-current assets and liabilities of discontinued operations on the accompanying Condensed Consolidated Balance Sheets as of September 24, 2016 and December 26, 2015. 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 are being retained or did not meet the held for sale criteria at September 24, 2016 and therefore remain in continuing operations, with prior periods adjusted, where appropriate. Additional information on the planned dispositions is provided in Note 3. Refer to Note 11 for additional Division information.

The Condensed Consolidated Financial Statements as of September 24, 2016 and for the 13-week and 39-week periods ended September 24, 2016 (also referred to as “the third quarter of 2016” and “the year-to-date 2016”) and September 26, 2015 (also referred to as “the third quarter of 2015” and “the year-to-date 2015”) are unaudited. However, in management’s opinion, these condensed consolidated financial statements reflect all adjustments of a normal recurring nature necessary to provide a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented.

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, 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 2015 Form 10-K. These interim results are not necessarily indicative of the results that should be expected for the full year.

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 24, 2016 and December 26, 2015 included $18 million and $32 million, respectively, of amounts not yet presented for payment drawn in excess of disbursement account book balances, after considering offset provisions.

At September 24, 2016, cash and cash equivalents from continuing operations but held outside the United States amounted to $50 million. Additionally, $142 million of cash held outside the United States was included in current assets of discontinued operations.

New Accounting Standards: In May 2014, the Financial Accounting Standards Board (the “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. Adoption before the original effective date of 2017 is not permitted. The new standard may be applied retrospectively to each prior period presented or retrospectively with a cumulative effect recognized as of the date of adoption.

The Company continues to assess the impact this new standard will have on its Consolidated Financial Statements and has not yet decided on which adoption alternative to apply. However, based on this ongoing assessment, the Company expects that the new standard will require the impacts of its loyalty programs to be presented as a reduction of revenue, rather than as cost accruals as is permitted under existing accounting rules. Also, costs associated with catalogs will be expensed as incurred, rather than capitalized and amortized over the anticipated benefit period. Additionally, the timing of revenue recognition will be accelerated for items where the Company’s performance obligation is complete, such as certain commission arrangements, and delayed where performance obligations remain, such as certain coupons and incentives offered from time-to-time. The Company has not yet quantified these expected impacts.

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 our operating leases. Substantially all of the Company’s retail store locations and supply chain facilities are subject to operating lease arrangements. The Company has not yet decided on the period of adoption.

In March 2016, the FASB issued an accounting standards update as part of its simplification initiative. The new standard will modify 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. Other provisions of the new standard relate to nonpublic entities and eliminate guidance that had not become effective. The new standard is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact the adoption of this new standard will have on its Consolidated Financial Statements.

ACQUISITION, MERGER AND RESTRUCTURING

9 Months Ended

Sep. 24, 2016

ACQUISITION, MERGER AND RESTRUCTURING

NOTE 2. ACQUISITION, MERGER AND RESTRUCTURING

Merger and Restructuring

In recent years, the Company has taken actions to adapt to changing and competitive conditions. These actions include closing facilities, consolidating functional activities, eliminating redundant positions, disposing of businesses and assets, and taking actions to improve process efficiencies. 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, the Company’s real estate strategy (the “Real Estate Strategy”) identified 400 retail stores for closure and integration of the supply chain. During the second quarter of 2016, the Company completed the retail store closures under this program. The changes to the supply chain are anticipated to be complete in 2017.

Staples Acquisition and Merger Agreement Termination

On February 4, 2015, Staples, Inc. (“Staples”) and the Company announced that the companies 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 December 7, 2015, the United States Federal Trade Commission (the “FTC”) informed Office Depot and Staples that it intended to block the Staples Acquisition. On the same date, Office Depot and Staples announced their intent to contest the FTC’s decision to challenge the transaction. On May 10, 2016, the U.S. District Court for the District of Columbia granted the FTC’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 on May 19, 2016 (“Termination Fee”), which is included in Merger, restructuring and other operating (income) expenses, net in the Condensed Consolidated Statements of Operations and in Net cash provided by operating activities of continuing operations in the Condensed Consolidated Statements of Cash Flows.

Comprehensive Business Review

During August 2016, the Company announced the results of a comprehensive business review and strategy (the “Comprehensive Business Review”), which, among other things, includes a plan to close approximately 300 additional retail stores in North America over the next three years, and to lower operating and general and administrative expenses through efficiencies and organizational optimization. The significant components of the cost saving programs activities are discussed below. Additionally, the Company indicated that as part of this process, it would continue exploration of strategic alternatives regarding the European business that had been initiated by Staples as part of their attempt to get European Union regulatory approval of the Staples Acquisition.

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 and income are not included in the determination of Division operating income. The table below and narrative that follows provides the major components of Merger, restructuring and other operating (income) expenses, net.


	Third Quarter				Year-to-Date
(In millions)	2016		2015		2016			2015
Merger related expenses
Severance, retention, and relocation	$	—	$	4	$	—		$	15
Transaction and integration		8		16		30			69
Facility closure, contract termination, and other costs, net		4		18		21			32

Total Merger related expenses		12		38		51			116

Staples Acquisition (income) expenses
Retention		—		26		15			58
Transaction		4		15		43			30
Termination Fee		—		—		(250	)		—

Total Staples Acquisition (income) expenses		4		41		(192	)		88

Comprehensive Business Review expenses
Severance		9		—		13			—
Other related expenses		6		—		6			—

Total Comprehensive Business Review expenses		15		—		19			—

Total Merger, restructuring and other operating (income) expenses, net	$	31	$	79	$	(122	)	$	204

Merger related expenses

Severance, retention, and relocation reflect expenses incurred for the integration of staff functions and include termination benefits for certain retail and supply chain closures. Such benefits are being accrued through the anticipated facility closure date. Severance calculations consider factors such as the expected timing of store closures, terms of existing severance plans, expected employee turnover and attrition.

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 software integration costs, and other direct costs to combine the companies. Such costs are being recognized as incurred.

Facility closure, contract termination, and other costs, 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 2016 the Company recognized gains of $1 million from the sale of warehouse facilities that had been classified as assets held for sale. During the third quarter and year-to-date 2015, the Company recognized gains of $6 million and $25 million, respectively, from the sale of warehouse facilities that had been classified as assets held for sale. The gains are included in Merger, restructuring and other operating (income) expenses, net, as the dispositions were part of the supply chain integration associated with the Merger.

Staples Acquisition (income) expenses

Expenses include retention accruals and transaction costs, including costs associated with regulatory filings and professional fees, offset by the Termination Fee income.

Comprehensive Business Review expenses

Expenses include severance, facility closure costs, contract termination and accelerated depreciation associated with the announced closure of approximately 300 retail store locations through 2018, as well as severance and reorganization costs associated with reductions in staff functions. Severance costs are being accrued through the anticipated facility closure or termination date and consider timing, terms of existing severance plans, expected employee turnover and attrition.

Asset impairments related to the restructuring initiatives are not included in the table above. Refer to Note 9 for further information.

Merger and Restructuring Accruals

The activity in the merger and restructuring accruals is presented in the table below. The total $122 million income presented in Merger, restructuring and other operating (income) expenses, net in the year-to-date 2016 Condensed Consolidated Statement of Operations, includes the $250 million Termination Fee. Excluding the Termination Fee, expenses of $128 million were incurred in the year-to-date 2016, of which $41 million relate to Merger and restructuring liabilities and are included as Charges incurred in the table below. The remaining $87 million expense is comprised of $43 million Staples Acquisition transaction expenses, $30 million Merger transaction and integration expenses and $14 million in other expenses. These amounts are excluded from the table below because they are recorded as incurred or earned, non-cash, or otherwise not associated with Merger and restructuring balance sheet accounts.


			Year-to-Date 2016
(In millions)	December 26, 2015		Charges Incurred			Cash Payments			Lease Accretion and Other Adjustments			September 24, 2016
Termination benefits
Merger related accruals	$	16	$	—		$	(6	)	$	(2	)	$	8
Comprehensive Business Review		—		13			(5	)		—			8
Lease and contract obligations, accruals for facilities closures and other costs
Merger related accruals		77		16			(51	)		3			45
Other restructuring accruals		14		(1	)		(7	)		1			7
Acquired entity accruals		25		(2	)		(6	)		3			20
Staples Acquisition related accruals		64		15			(79	)		—			—

Total	$	196	$	41		$	(154	)	$	5		$	88

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 consist of supply chain facilities, and are presented in Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets. The assets held for sale activity in the year-to-date 2016 is presented in the table below.


(In millions)
Balance as of December 26, 2015	$	30
Additions		6
Dispositions		(7	)

Balance as of September 24, 2016	$	29

Gains on dispositions associated with Merger or restructuring activities will be 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 will be presented as a component of operations when the related accounting criteria are met.

DISCONTINUED OPERATIONS

9 Months Ended

Sep. 24, 2016

DISCONTINUED OPERATIONS

NOTE 3. DISCONTINUED OPERATIONS

In the second quarter of 2016, following termination of the Staples Agreement, the Company disclosed its intention to explore strategic alternatives regarding its European business of the International Division.

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 is structured as an equity sale, for nominal consideration, with the Purchaser acquiring the European Business with its operating assets and liabilities.

The Purchaser offered to purchase the European Business on the terms and conditions set out in a form of sale and purchase agreement. Upon completion of the consultation with central works council in France, the Company will have an option to enter into a definitive sale and purchase agreement (the “SPA”). If the Company does not exercise the option within the prescribed time period, the Company will be required to pay a EUR 5 million fee to the Purchaser. The transaction is subject to receipt of antitrust clearance (or expiration of the relevant waiting period) of the European Commission and contains certain indemnities from the Company. The SPA contains certain warranties of the Company and the Purchaser, with the Company’s warranties limited to an aggregate of EUR 10 million. The Company is optimistic that the transaction can close by the end of 2016. The Company will retain responsibility for the European defined benefit pension plan which is frozen and covers a limited number of employees in the United Kingdom.

The offer to purchase includes a required maintenance of working capital components up to the time of closing. Any deficiency at closing would result in an increase to the estimated loss on classification as discontinued operations that was recognized in the third quarter of 2016. The Company will provide various transition services to the Purchaser for six to 24 months under a separate agreement.

In addition to approving the sale of the European Business in the third quarter of 2016, the Company’s Board of Directors approved a plan to sell substantially all of the remaining operations of the International Division. The Company is actively marketing for sale the businesses in South Korea, mainland China, Australia and New Zealand and expects to complete the dispositions within 12 months. As such, the assets and liabilities of the entities expected to be sold were classified as held for sale. Collectively, the International Division dispositions represent a strategic shift that has a major impact on the Company’s operations and financial results. Accordingly, the operations of the International Division businesses classified as held for sale also have been reported as discontinued operations, beginning in the third quarter 2016. The retained sourcing and trading operations of the former International Division are presented as Other in Note 11, Division Information.

The contract price for the European business was below the entity’s carrying value, resulting in an incremental impairment charge to reduce the carrying value of European long-lived assets, with the remainder considered a valuation allowance against the remaining assets. The loss on classification as discontinued operations relating to the remaining entities was measured at the lower of carrying value or estimated fair value less costs to sell and is included in the valuation allowance in the balance sheet as shown below. Completion of the sale of the European Business and sales of the remaining international operations may be for amounts different from the third quarter 2016 estimates and will be evaluated each reporting period until the dispositions are complete. Additionally, cumulative translation adjustments currently presented in Accumulated other comprehensive income will be recognized as part of the loss as dispositions are finalized. Substantially all of the foreign currency translation adjustments reported in Note 6 relate to entities in the former International Division.

In accordance with the Company’s annual goodwill impairment test as of the first day of the third quarter, the $15 million of goodwill in the Australia/New Zealand reporting unit was considered impaired based on a decrease in the long-term projected cash flows and related estimated terminal value of that business.

Restructuring charges incurred by the International Division that previously have been presented as part of Corporate costs have been included in the measurement and presentation of discontinued operations.

The major components of Discontinued operations, net of tax presented in the Condensed Consolidated Statements of Operations include the following.


	Third Quarter						Year-to-Date
(In millions)	2016			2015			2016			2015
Sales	$	583		$	644		$	1,886		$	2,046
Cost of goods sold and occupancy costs		462			495			1,489			1,565
Operating expenses		139			147			435			464
Asset impairments		90			—			90			—
Restructuring charges		—			31			10			70
Interest income		—			—			—			2
Interest expense		—			—			(4	)		(2	)
Other income (expense), net		—			(1	)		(1	)		1
Loss on classification as discontinued operations		(304	)		—			(304	)		—
Income tax expense (benefit)		(126	)		6			(123	)		15

Discontinued operations, net of tax	$	(286	)	$	(36	)	$	(324	)	$	(67	)

Assets and liabilities of discontinued operations presented in the Condensed Consolidated Balance Sheets as of September 24, 2016, and December 26, 2015 include the following.


(In millions)	September 24, 2016			December 26, 2015
Assets
Cash and cash equivalents	$	142		$	209
Receivables, net		375			420
Inventories		259			292
Prepaid expenses and other current assets		47			35
Property and equipment, net		33			—
Other assets		21			—
Valuation allowance		(297	)		—

Current assets of discontinued operations	$	580		$	956

Property and equipment, net		—			119
Goodwill		—			15
Other assets		—			39

Non-current assets of discontinued operations	$	—		$	173

Liabilities
Trade accounts payable	$	235		$	331
Accrued expenses and other current liabilities		228			282
Income taxes payable		6			4
Short-term borrowings and current maturities of long-term debt		10			5
Deferred income taxes and other long-term liabilities		35			—
Long-term debt, net of current maturities		5			—

Current liabilities of discontinued operations	$	519		$	622

Deferred income taxes and other long-term liabilities		—			40
Long-term debt, net of current maturities		—			6

Non-current liabilities of discontinued operations	$	—		$	46

Cash flows from discontinued operations for the year-to-date periods ended September 24, 2016 and September 26, 2015 include the following.


	Year-to-Date
(In millions)	September 24, 2016		September 26, 2015
Depreciation and amortization	$	19	$	23
Capital expenditures	$	6	$	15

Factoring Agreement

The sale of selected accounts receivables on a non-recourse basis to an unrelated financial institution under a factoring agreement in France remains in place. Amounts related to those sales are included in the components of discontinued operations.

- Definition

The entire disclosure related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 45
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=65878427&loc=SL51721533-107759

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 4B
-URI http://asc.fasb.org/extlink&oid=64827811&loc=SL51721665-107760

Reference 3: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 5C
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+ Details

DEBT

9 Months Ended

Sep. 24, 2016

DEBT

NOTE 4. DEBT

Amended Credit Agreement

Based on the September borrowing base certificate, at September 24, 2016, the Company had approximately $1.1 billion of available credit under the Second Amended and Restated Credit Agreement. In May 2011, Office Depot entered into an amended and restated agreement, which was further amended and restated in May 2016 for an additional five years (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. Upon completion of the sale of the European Business, the European entities and associated collateral will be removed from the Amended Credit Agreement.

As of September 24, 2016, letters of credit outstanding under the Amended Credit Agreement totaled $90 million. There were no borrowings under the Amended Credit Agreement in the third quarter of 2016.

Senior Secured Notes

On September 15, 2016, the Company redeemed its outstanding 9.75% Senior Secured Notes due 2019 (the “Senior Secured Notes”) which had an aggregate principal outstanding of $250 million. The Notes were redeemed for cash at the outstanding principal plus a $12 million premium calculated as 4.875% of the principal amount. The total payment amounted to $262 million, plus accrued interest. The premium and recognition of the remaining deferred debt issue costs totaled $15 million and are presented as Loss on extinguishment of debt in the Condensed Consolidated Statements of Operations for third quarter and year-to-date 2016. The cash amounts of the premium paid are reflected as financing activities in the Condensed Consolidated Statements of Cash Flows.

Other

The Company was in compliance with all applicable financial covenants at September 24, 2016.

INCOME TAXES

9 Months Ended

Sep. 24, 2016

INCOME TAXES

NOTE 5. INCOME TAXES

The effective tax rates for the third quarter and year-to-date 2016 continued to be primarily impacted by the Company’s U.S. federal and state valuation allowance. Year-to-date, the Company has experienced a lower than expected effective rate due to the utilization of certain deferred tax assets during the year whose benefits were limited in prior periods due to the valuation allowance. In the third quarter, the Company recognized a discrete non-cash income tax benefit for the reversal of the majority of the remaining U.S. federal and state valuation allowance. The effective tax rate in the third quarter was also impacted by other nondeductible expenses and the deductibility of certain formerly non-deductible expenses. Due to the Company’s valuation allowances and related reversals, interim income tax reporting is likely to result in significant variability of the effective tax rate throughout the remainder of the year. Changes in pretax income projections and the mix of income across jurisdictions could also impact the effective tax rate each quarter.

As of the third quarter of 2016, the Company concluded that it was more likely than not that a benefit from a substantial 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 approximately $400 million of its U.S. federal and state valuation allowance should be reversed in 2016, with approximately $240 million in the third quarter as a discrete non-cash income tax benefit in the third quarter and the remainder as an adjustment to the estimated annual effective tax rate.

After the 2016 reversal, the Company will have a U.S. valuation allowance for certain U.S. federal credits and state tax attributes. The remaining valuation allowances 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.

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 2015 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 U.S. federal income tax return for 2015 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

9 Months Ended

Sep. 24, 2016

STOCKHOLDERS' EQUITY

NOTE 6. STOCKHOLDERS’ EQUITY

The following table reflects the changes in stockholders’ equity.


(In millions)
Stockholders’ equity at December 26, 2015	$	1,603
Net income		300
Repurchase of common stock for treasury		(81	)
Dividends paid on common stock		(13	)
Other comprehensive income		13
Amortization of long-term incentive stock grants		27

Stockholders’ equity at September 24, 2016	$	1,849

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 26, 2015	$	108	$	(78	)	$	30
Other comprehensive income (loss) activity before reclassifications		14		(1	)		13

Net other comprehensive income (loss)		14		(1	)		13

Balance at September 24, 2016	$	122	$	(79	)	$	43

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 through a combination of open market repurchases, privately negotiated transactions, 10b5-1 trading plans, accelerated stock repurchase transactions and/or other derivative transactions. The authorization extends to the end of 2018 and may be suspended or discontinued at any time. The exact number and timing of share repurchases will depend on market conditions and other factors, and will be funded through existing liquidity.

Under the stock repurchase program, in the third quarter 2016, the Company purchased approximately 16 million shares at a cost of $55 million. In year-to-date 2016, the Company purchased approximately 23 million shares at a cost of $81 million. As of September 24, 2016, $169 million remains available for repurchase under the current authorization. Refer to Item 2 Unregistered Sales of Equity Securities and Use of Proceeds for more information.

Dividends on Common Stock

In August 2016, the Board of Directors declared a cash dividend of $0.025 per share on its common stock. The total per share dividend of $0.025 was paid in September 2016 to shareholders of record at the close of business on August 25, 2016, resulting in a total cash payment of $13 million. Dividends have been recorded as a reduction to additional paid-in capital as the Company is in an accumulated deficit position.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

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+ Details

EARNINGS PER SHARE

9 Months Ended

Sep. 24, 2016

EARNINGS PER SHARE

NOTE 7. EARNINGS PER SHARE

The following table represents the calculation of net earnings (loss) per common share – basic and diluted:


	Third Quarter						Year-to-Date
(In millions, except per share amounts)	2016			2015			2016			2015
Basic Earnings Per Share
Numerator:
Net income from continuing operations	$	330		$	42		$	624		$	60
Loss from discontinued operations, net of tax		(286	)		(36	)		(324	)		(67	)

Net income (loss)	$	44		$	6		$	300		$	(7	)

Denominator:
Weighted-average shares outstanding		535			548			545			546
Basic earnings (loss) per share:
Continuing operations	$	0.62		$	0.08		$	1.15		$	0.11
Discontinued operations		(0.54	)		(0.07	)		(0.60	)		(0.12	)

Net earnings (loss)	$	0.08		$	0.01		$	0.55		$	(0.01	)

Diluted Earnings Per Share
Numerator:
Net income from continuing operations	$	330		$	42		$	624		$	60
Loss from discontinued operations, net of tax		(286	)		(36	)		(324	)		(67	)

Net income (loss)	$	44		$	6		$	300		$	(7	)

Denominator:
Weighted-average shares outstanding		535			548			545			546
Effect of dilutive securities:
Stock options and restricted stock		10			8			8			9

Diluted weighted-average shares outstanding		545			556			553			555
Diluted earnings (loss) per share
Continuing operations	$	0.61		$	0.08		$	1.13		$	0.11
Discontinued operations		(0.54	)		(0.07	)		(0.60	)		(0.12	)

Net earnings (loss)	$	0.08		$	0.01		$	0.54		$	(0.01	)

Awards of stock options and nonvested shares representing approximately 6 million and 7 million additional shares of common stock were outstanding for the third quarter and year-to-date 2016, respectively, and 3 million and less than 1 million for the third quarter and year-to-date 2015, respectively, but were not included in the computation of diluted weighted-average shares outstanding because their effect would have been antidilutive. Additionally, the Stock options and restricted stock amounts are not included in the Diluted Earnings Per Share amounts of the Loss from discontinued operations, net of tax and the year-to-date 2015 Net earnings (loss) as the impacts would have been antidilutive.

EMPLOYEE BENEFIT PLANS

9 Months Ended

Sep. 24, 2016

EMPLOYEE BENEFIT PLANS

NOTE 8. EMPLOYEE BENEFIT PLANS

Pension and Other Postretirement Benefit Plans – North America

The components of net periodic pension benefit for the Company’s North American pension plans are as follows:


	Third Quarter						Year-to-Date
(In millions)	2016			2015			2016			2015
Service cost	$	2		$	1		$	5		$	3
Interest cost		11			11			34			34
Expected return on plan assets		(14	)		(14	)		(41	)		(42	)

Net periodic pension (benefit) expense	$	(1	)	$	(2	)	$	(2	)	$	(5	)

In the year-to-date 2016, $2 million of cash contributions were made to the North American pension plans. The Company expects to make additional cash contributions of $1 million to the North American pension plans in the remainder of 2016.

Pension Plan – Europe

The components of net periodic pension benefit for the Company’s European pension plan are as follows:


	Third Quarter						Year-to-Date
(In millions)	2016			2015			2016			2015
Service cost	$	—		$	—		$	—		$	—
Interest cost		2			2			6			6
Expected return on plan assets		(3	)		(3	)		(9	)		(10	)

Net periodic pension (benefit) expense	$	(1	)	$	(1	)	$	(3	)	$	(4	)

As part of the agreement to sell the European Business, the Company retained the European defined benefit pension plan and agreed to contribute GBP 20 million to the plan prior to closing the transaction, which is expected before the end of 2016.

Net periodic pension benefits for the North American and European pension and other postretirement benefit plans are recorded in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations.

DERIVATIVE INSTRUMENTS AND FAIR VALUE MEASUREMENTS

9 Months Ended

Sep. 24, 2016

DERIVATIVE INSTRUMENTS AND FAIR VALUE MEASUREMENTS

NOTE 9. DERIVATIVE INSTRUMENTS AND FAIR VALUE MEASUREMENTS

Derivative Instruments and Hedging Activities

As a global supplier of office products and services the Company is exposed to risks associated with changes in foreign currency exchange rates, fuel and other commodity prices and interest rates. Depending on the exposure, settlement timeframe and other factors, the Company may enter into derivative transactions to mitigate those risks. Financial instruments authorized under the Company’s established risk management policy include spot trades, swaps, options, caps, collars, forwards and futures. Use of derivative financial instruments for speculative purposes is expressly prohibited by the Company’s policies. The Company may designate and account for such qualifying arrangements as hedges or reflect current mark-to-market impacts of non-qualifying economic hedge arrangements currently in earnings. As of September 24, 2016, the foreign exchange and fuel contracts extended through December 2016 and January 2017, respectively.

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 derivative financial instruments were not significant for the reported periods. The Company’s foreign currency risk will be substantially reduced upon completion of the sale of the discontinued operations.

Financial Instruments

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.

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 24, 2016				December 26, 2015
(In millions)	Carrying Value		Fair Value		Carrying Value		Fair Value
Financial assets
Timber notes receivable	$	890	$	910	$	905	$	909
Company-owned life insurance		87		87		88		88
Financial liabilities
Recourse debt
9.75% senior secured notes, due 2019		—		—		250		265
7.35% debentures, due 2016		—		—		18		18
Revenue bonds, due in varying amounts periodically through 2029		186		186		186		186
American & Foreign Power Company, Inc. 5% debentures, due 2030		14		11		14		13
Non-recourse debt		803		822		819		825

The following methods and assumptions were used to estimate the fair value of each class of financial instruments:

•

Timber notes receivable: Fair value is determined as the present value of expected future cash flows discounted at the current interest rate for loans of similar terms with comparable credit risk (Level 2 measure).

•

Company-owned life insurance: In connection with the Merger, the Company acquired company owned life insurance policies on certain former employees. The fair value of the company-owned life insurance policies is derived using determinable net cash surrender value (Level 2 measure).

•

Recourse debt: Recourse debt for which there were no transactions on the measurement date was valued based on quoted market prices near the measurement date when available or by discounting the future cash flows of each instrument using rates based on the most recently observable trade or using rates currently offered to the Company for similar debt instruments of comparable maturities (Level 2 measure).

•

Non-recourse debt: Fair value is estimated by discounting the future cash flows of the instrument at rates currently available to the Company for similar instruments of comparable maturities (Level 2 measure).

Fair Value Estimates Used in Impairment Analyses

North American Retail Division

The Company recognized $9 million of asset impairment charges associated with continuing operations in the third quarter and year-to-date 2016 and $1 million and $10 million in the third quarter and year-to-date 2015, respectively. The third quarter 2016 impairment charge includes $5 million related to impairment of favorable lease intangible assets and $4 million related to operating retail store assets. The impairment of store assets reflects the impact of shortening the anticipated use periods of certain retail store locations in accordance with the Comprehensive Business Review. The analysis of future cash flows included a projection of declining sales, constant gross margins and operating expenses consistent with recent performance. A 100 basis point decrease in anticipated sales for all periods in the forecast horizon would have increased the impairment charge $4 million. A 50 basis point decrease in anticipated gross margins for all periods would have increased the impairment charge $1 million. Additionally, the planned early closure of certain locations and assessment of likely termination of lease renewal options resulted in impairment of favorable lease intangible assets remaining from the Merger. The year-to-date 2015 charges include approximately $1 million impairment of favorable lease intangible asset values following the identification of closing locations where future intangible asset recovery was considered unlikely.

COMMITMENTS AND CONTINGENCIES

9 Months Ended

Sep. 24, 2016

COMMITMENTS AND CONTINGENCIES

NOTE 10. 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, from time to time, 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 reviews 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.

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 24, 2016, the Company has made provision for environmental liabilities with respect to certain sites where hazardous substances or other contaminants are or may be located. For these environmental 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.

DIVISION INFORMATION

9 Months Ended

Sep. 24, 2016

DIVISION INFORMATION

NOTE 11. DIVISION INFORMATION

Following the decision to sell the European Business and substantially all of the remaining operations that previously were presented as the International Division, and their presentation as discontinued operations, the Company has two operating segments which are also the reportable segments: North American Retail Division and North American Business Solutions Division. The North American Retail Division includes retail stores in the United States, including Puerto Rico and the U.S. Virgin Islands, which offer office supplies, technology products and solutions, business machines and related supplies, facilities products, and office furniture. Most stores also have a copy and print center offering printing, reproduction, mailing and shipping services. The North American Business Solutions Division sells office supply products and services in Canada and the United States, including Puerto Rico and the U.S. Virgin Islands. North American Business Solutions Division customers are served through dedicated sales forces, through catalogs, telesales, and electronically through its Internet sites.

The retained operations previously included in the International Division are not significant at September 24, 2016 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 Asset impairments and Merger, restructuring and other operating (income) expenses, net, 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 Division operating income by each of the Divisions, reconciled to consolidated totals, after the elimination of the discontinued operations for all periods.


	Sales
	Third Quarter				Year-to-Date
(In millions)	2016		2015		2016		2015
North American Retail Division	$	1,482	$	1,604	$	4,237	$	4,599
North American Business Solutions Division		1,348		1,438		4,046		4,348
Other		6		4		12		14

Total	$	2,836	$	3,046	$	8,295	$	8,961


	Division Operating Income
	Third Quarter				Year-to-Date
(In millions)	2016		2015		2016		2015
North American Retail Division	$	105	$	120	$	237	$	248
North American Business Solutions Division		81		66		190		186
Other		—		—		1		2

Total	$	186	$	186	$	428	$	436

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)	2016			2015			2016			2015
Total Division operating income	$	186		$	186		$	428		$	436
Add/(subtract):
Asset impairments		(9	)		(1	)		(9	)		(10	)
Merger, restructuring and other operating income (expenses), net		(31	)		(79	)		122			(204	)
Unallocated expenses		(29	)		(25	)		(68	)		(81	)
Interest income		6			5			17			16
Interest expense		(19	)		(22	)		(63	)		(69	)
Loss on extinguishment of debt		(15	)		—			(15	)		—
Other income (expense), net		1			(1	)		1			—

Income from continuing operations before income taxes	$	90		$	63		$	413		$	88

As of September 24, 2016, goodwill totaled $363 million, of which $78 million was recorded in the North American Retail Division and $285 million in the North American Business Solutions Division.

As a result of the Company’s annual goodwill impairment analysis, $15 million of goodwill relating to the Australia/New Zealand reporting unit was considered impaired and included in Discontinued operations, net of tax in the Condensed Consolidated Statements of Operations.

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e8981-108599

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-URI http://asc.fasb.org/extlink&oid=68060357&loc=d3e9038-108599

Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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+ Details

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Sep. 24, 2016
Basis of Presentation	Basis of Presentation: Office Depot, Inc., including consolidated subsidiaries (“Office Depot” or the “Company”), is a global supplier of office products and services. The Company currently operates under several banners, including Office Depot ^® and OfficeMax ^® and utilizes proprietary company and product brand names. The Company’s common stock is traded on the NASDAQ Global Select Market under the ticker symbol “ODP.” As of September 24, 2016, the Company sold to customers throughout North America, Europe, and the Asia/Pacific region. The businesses in North America operate through two reportable segments (or “Divisions”): North American Retail Division and North American Business Solutions Division. The businesses in Europe and the Asia/Pacific region operate through what previously was reported as the International Division. In September 2016, the Company’s Board of Directors committed to a plan to sell substantially all of the 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 and non-current assets and liabilities of discontinued operations on the accompanying Condensed Consolidated Balance Sheets as of September 24, 2016 and December 26, 2015. 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 are being retained or did not meet the held for sale criteria at September 24, 2016 and therefore remain in continuing operations, with prior periods adjusted, where appropriate. Additional information on the planned dispositions is provided in Note 3. Refer to Note 11 for additional Division information. The Condensed Consolidated Financial Statements as of September 24, 2016 and for the 13-week and 39-week periods ended September 24, 2016 (also referred to as “the third quarter of 2016” and “the year-to-date 2016”) and September 26, 2015 (also referred to as “the third quarter of 2015” and “the year-to-date 2015”) are unaudited. However, in management’s opinion, these condensed consolidated financial statements reflect all adjustments of a normal recurring nature necessary to provide a fair presentation of the Company’s financial position, results of operations and cash flows for the periods presented. 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, 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 2015 Form 10-K. These interim results are not necessarily indicative of the results that should be expected for the full year.
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 24, 2016 and December 26, 2015 included $18 million and $32 million, respectively, of amounts not yet presented for payment drawn in excess of disbursement account book balances, after considering offset provisions. At September 24, 2016, cash and cash equivalents from continuing operations but held outside the United States amounted to $50 million. Additionally, $142 million of cash held outside the United States was included in current assets of discontinued operations.
New Accounting Standards	New Accounting Standards: In May 2014, the Financial Accounting Standards Board (the “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. Adoption before the original effective date of 2017 is not permitted. The new standard may be applied retrospectively to each prior period presented or retrospectively with a cumulative effect recognized as of the date of adoption. The Company continues to assess the impact this new standard will have on its Consolidated Financial Statements and has not yet decided on which adoption alternative to apply. However, based on this ongoing assessment, the Company expects that the new standard will require the impacts of its loyalty programs to be presented as a reduction of revenue, rather than as cost accruals as is permitted under existing accounting rules. Also, costs associated with catalogs will be expensed as incurred, rather than capitalized and amortized over the anticipated benefit period. Additionally, the timing of revenue recognition will be accelerated for items where the Company’s performance obligation is complete, such as certain commission arrangements, and delayed where performance obligations remain, such as certain coupons and incentives offered from time-to-time. The Company has not yet quantified these expected impacts. 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 our operating leases. Substantially all of the Company’s retail store locations and supply chain facilities are subject to operating lease arrangements. The Company has not yet decided on the period of adoption. In March 2016, the FASB issued an accounting standards update as part of its simplification initiative. The new standard will modify 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. Other provisions of the new standard relate to nonpublic entities and eliminate guidance that had not become effective. The new standard is effective for fiscal years beginning after December 15, 2016 and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact the adoption of this new standard will have on its Consolidated Financial Statements.

- Definition

Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.

+ References + Details

ACQUISITION, MERGER AND RESTRUCTURING (Tables)

9 Months Ended

Sep. 24, 2016

Major Components of Merger, Restructuring and Other Operating Expenses, Net

The table below and narrative that follows provides the major components of Merger, restructuring and other operating (income) expenses, net.


	Third Quarter				Year-to-Date
(In millions)	2016		2015		2016			2015
Merger related expenses
Severance, retention, and relocation	$	—	$	4	$	—		$	15
Transaction and integration		8		16		30			69
Facility closure, contract termination, and other costs, net		4		18		21			32

Total Merger related expenses		12		38		51			116

Staples Acquisition (income) expenses
Retention		—		26		15			58
Transaction		4		15		43			30
Termination Fee		—		—		(250	)		—

Total Staples Acquisition (income) expenses		4		41		(192	)		88

Comprehensive Business Review expenses
Severance		9		—		13			—
Other related expenses		6		—		6			—

Total Comprehensive Business Review expenses		15		—		19			—

Total Merger, restructuring and other operating (income) expenses, net	$	31	$	79	$	(122	)	$	204

Facility Closure and Severance Costs

These amounts are excluded from the table below because they are recorded as incurred or earned, non-cash, or otherwise not associated with Merger and restructuring balance sheet accounts.


			Year-to-Date 2016
(In millions)	December 26, 2015		Charges Incurred			Cash Payments			Lease Accretion and Other Adjustments			September 24, 2016
Termination benefits
Merger related accruals	$	16	$	—		$	(6	)	$	(2	)	$	8
Comprehensive Business Review		—		13			(5	)		—			8
Lease and contract obligations, accruals for facilities closures and other costs
Merger related accruals		77		16			(51	)		3			45
Other restructuring accruals		14		(1	)		(7	)		1			7
Acquired entity accruals		25		(2	)		(6	)		3			20
Staples Acquisition related accruals		64		15			(79	)		—			—

Total	$	196	$	41		$	(154	)	$	5		$	88

Assets Held for Sale Activity

The assets held for sale activity in the year-to-date 2016 is presented in the table below.


(In millions)
Balance as of December 26, 2015	$	30
Additions		6
Dispositions		(7	)

Balance as of September 24, 2016	$	29

DISCONTINUED OPERATIONS (Tables)

9 Months Ended

Sep. 24, 2016

Major Component of Discontinued Operations-Net of Tax, Assets and Liabilities of Discontinued Operations and Cash Flows from Discontinued Operations

The major components of Discontinued operations, net of tax presented in the Condensed Consolidated Statements of Operations include the following.


	Third Quarter						Year-to-Date
(In millions)	2016			2015			2016			2015
Sales	$	583		$	644		$	1,886		$	2,046
Cost of goods sold and occupancy costs		462			495			1,489			1,565
Operating expenses		139			147			435			464
Asset impairments		90			—			90			—
Restructuring charges		—			31			10			70
Interest income		—			—			—			2
Interest expense		—			—			(4	)		(2	)
Other income (expense), net		—			(1	)		(1	)		1
Loss on classification as discontinued operations		(304	)		—			(304	)		—
Income tax expense (benefit)		(126	)		6			(123	)		15

Discontinued operations, net of tax	$	(286	)	$	(36	)	$	(324	)	$	(67	)

Assets and liabilities of discontinued operations presented in the Condensed Consolidated Balance Sheets as of September 24, 2016, and December 26, 2015 include the following.


(In millions)	September 24, 2016			December 26, 2015
Assets
Cash and cash equivalents	$	142		$	209
Receivables, net		375			420
Inventories		259			292
Prepaid expenses and other current assets		47			35
Property and equipment, net		33			—
Other assets		21			—
Valuation allowance		(297	)		—

Current assets of discontinued operations	$	580		$	956

Property and equipment, net		—			119
Goodwill		—			15
Other assets		—			39

Non-current assets of discontinued operations	$	—		$	173

Liabilities
Trade accounts payable	$	235		$	331
Accrued expenses and other current liabilities		228			282
Income taxes payable		6			4
Short-term borrowings and current maturities of long-term debt		10			5
Deferred income taxes and other long-term liabilities		35			—
Long-term debt, net of current maturities		5			—

Current liabilities of discontinued operations	$	519		$	622

Deferred income taxes and other long-term liabilities		—			40
Long-term debt, net of current maturities		—			6

Non-current liabilities of discontinued operations	$	—		$	46

Cash flows from discontinued operations for the year-to-date periods ended September 24, 2016 and September 26, 2015 include the following.


	Year-to-Date
(In millions)	September 24, 2016		September 26, 2015
Depreciation and amortization	$	19	$	23
Capital expenditures	$	6	$	15

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

STOCKHOLDERS' EQUITY (Tables)

9 Months Ended

Sep. 24, 2016

Schedule of Stockholders' Equity

The following table reflects the changes in stockholders’ equity.


(In millions)
Stockholders’ equity at December 26, 2015	$	1,603
Net income		300
Repurchase of common stock for treasury		(81	)
Dividends paid on common stock		(13	)
Other comprehensive income		13
Amortization of long-term incentive stock grants		27

Stockholders’ equity at September 24, 2016	$	1,849

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 26, 2015	$	108	$	(78	)	$	30
Other comprehensive income (loss) activity before reclassifications		14		(1	)		13

Net other comprehensive income (loss)		14		(1	)		13

Balance at September 24, 2016	$	122	$	(79	)	$	43

EARNINGS PER SHARE (Tables)

9 Months Ended

Sep. 24, 2016

Calculation of Net Earnings (Loss) Per Common Share

The following table represents the calculation of net earnings (loss) per common share – basic and diluted:


	Third Quarter						Year-to-Date
(In millions, except per share amounts)	2016			2015			2016			2015
Basic Earnings Per Share
Numerator:
Net income from continuing operations	$	330		$	42		$	624		$	60
Loss from discontinued operations, net of tax		(286	)		(36	)		(324	)		(67	)

Net income (loss)	$	44		$	6		$	300		$	(7	)

Denominator:
Weighted-average shares outstanding		535			548			545			546
Basic earnings (loss) per share:
Continuing operations	$	0.62		$	0.08		$	1.15		$	0.11
Discontinued operations		(0.54	)		(0.07	)		(0.60	)		(0.12	)

Net earnings (loss)	$	0.08		$	0.01		$	0.55		$	(0.01	)

Diluted Earnings Per Share
Numerator:
Net income from continuing operations	$	330		$	42		$	624		$	60
Loss from discontinued operations, net of tax		(286	)		(36	)		(324	)		(67	)

Net income (loss)	$	44		$	6		$	300		$	(7	)

Denominator:
Weighted-average shares outstanding		535			548			545			546
Effect of dilutive securities:
Stock options and restricted stock		10			8			8			9

Diluted weighted-average shares outstanding		545			556			553			555
Diluted earnings (loss) per share
Continuing operations	$	0.61		$	0.08		$	1.13		$	0.11
Discontinued operations		(0.54	)		(0.07	)		(0.60	)		(0.12	)

Net earnings (loss)	$	0.08		$	0.01		$	0.54		$	(0.01	)

EMPLOYEE BENEFIT PLANS (Tables)

9 Months Ended

Sep. 24, 2016

North America

Components of Net Periodic Pension Benefit

The components of net periodic pension benefit for the Company’s North American pension plans are as follows:


	Third Quarter						Year-to-Date
(In millions)	2016			2015			2016			2015
Service cost	$	2		$	1		$	5		$	3
Interest cost		11			11			34			34
Expected return on plan assets		(14	)		(14	)		(41	)		(42	)

Net periodic pension (benefit) expense	$	(1	)	$	(2	)	$	(2	)	$	(5	)

Europe

Components of Net Periodic Pension Benefit

The components of net periodic pension benefit for the Company’s European pension plan are as follows:


	Third Quarter						Year-to-Date
(In millions)	2016			2015			2016			2015
Service cost	$	—		$	—		$	—		$	—
Interest cost		2			2			6			6
Expected return on plan assets		(3	)		(3	)		(9	)		(10	)

Net periodic pension (benefit) expense	$	(1	)	$	(1	)	$	(3	)	$	(4	)

DERIVATIVE INSTRUMENTS AND FAIR VALUE MEASUREMENTS (Tables)

9 Months Ended

Sep. 24, 2016

Schedule of Fair Value of Assets and Liabilities

The following table presents information about financial instruments at the balance sheet dates indicated.


	September 24, 2016				December 26, 2015
(In millions)	Carrying Value		Fair Value		Carrying Value		Fair Value
Financial assets
Timber notes receivable	$	890	$	910	$	905	$	909
Company-owned life insurance		87		87		88		88
Financial liabilities
Recourse debt
9.75% senior secured notes, due 2019		—		—		250		265
7.35% debentures, due 2016		—		—		18		18
Revenue bonds, due in varying amounts periodically through 2029		186		186		186		186
American & Foreign Power Company, Inc. 5% debentures, due 2030		14		11		14		13
Non-recourse debt		803		822		819		825

DIVISION INFORMATION (Tables)

9 Months Ended

Sep. 24, 2016

Summary of Significant Accounts and Balances by Each Divisions

The following is a summary of Sales and Division operating income by each of the Divisions, reconciled to consolidated totals, after the elimination of the discontinued operations for all periods.


	Sales
	Third Quarter				Year-to-Date
(In millions)	2016		2015		2016		2015
North American Retail Division	$	1,482	$	1,604	$	4,237	$	4,599
North American Business Solutions Division		1,348		1,438		4,046		4,348
Other		6		4		12		14

Total	$	2,836	$	3,046	$	8,295	$	8,961


	Division Operating Income
	Third Quarter				Year-to-Date
(In millions)	2016		2015		2016		2015
North American Retail Division	$	105	$	120	$	237	$	248
North American Business Solutions Division		81		66		190		186
Other		—		—		1		2

Total	$	186	$	186	$	428	$	436

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)	2016			2015			2016			2015
Total Division operating income	$	186		$	186		$	428		$	436
Add/(subtract):
Asset impairments		(9	)		(1	)		(9	)		(10	)
Merger, restructuring and other operating income (expenses), net		(31	)		(79	)		122			(204	)
Unallocated expenses		(29	)		(25	)		(68	)		(81	)
Interest income		6			5			17			16
Interest expense		(19	)		(22	)		(63	)		(69	)
Loss on extinguishment of debt		(15	)		—			(15	)		—
Other income (expense), net		1			(1	)		1			—

Income from continuing operations before income taxes	$	90		$	63		$	413		$	88

Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 24, 2016 USD ($) Segment	Dec. 26, 2015 USD ($)	Sep. 26, 2015 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Number of operating segments \| Segment	2
Accounts payable and accrued expenses and other current liabilities not yet presented for payment	$ 18	$ 32
Cash and cash equivalents	801	$ 860	$ 817
Cash and cash equivalents, discontinued operations	142		$ 141
Non-US
Summary Of Significant Accounting Policies [Line Items]
Cash and cash equivalents	50
Cash and cash equivalents, discontinued operations	$ 142

Acquisition, Merger and Restructuring - Additional Information (Detail) $ in Millions		1 Months Ended	3 Months Ended		9 Months Ended
	May 19, 2016 USD ($)	Aug. 31, 2016 Store	Sep. 24, 2016 USD ($)	Sep. 26, 2015 USD ($)	Sep. 24, 2016 USD ($) Store	Sep. 26, 2015 USD ($)
Business Acquisition [Line Items]
Number of retail stores closed under real estate strategy \| Store					400
Supply chain closure anticipated completion year					2017
Termination Fee					$ 250
Merger, restructuring and other operating (income) expenses, net			$ (31)	$ (79)	122	$ (204)
Merger restructuring and other expenses					128
Charges Incurred					41
Merger, restructuring and other operating (income) expenses other than liabilities					87
Transaction expenses			4	15	43	30
Merger related expenses, Transaction and integration			$ 8	16	30	69
Other expenses					14
Merger, restructuring, and other operating (income) expenses, net
Business Acquisition [Line Items]
Gain on sale of warehouse facilities classified as assets held for sale				$ 6	1	$ 25
Charges Incurred					41
Comprehensive Business Review
Business Acquisition [Line Items]
Number of retail stores planned to be closed \| Store		300
Retail stores closure period		3 years
Retail stores planned to be closed completion period		2018
Staples, Inc.
Business Acquisition [Line Items]
Termination Fee	$ 250
Transaction expenses					$ 43

Summary of Major Components of Merger, Restructuring and Other Operating (Income) Expenses, Net (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Merger related expenses
Severance, retention, and relocation		$ 4		$ 15
Transaction and integration	$ 8	16	$ 30	69
Facility closure, contract termination, and other costs, net	4	18	21	32
Total Merger related expenses	12	38	51	116
Staples Acquisition (income) expenses
Retention		26	15	58
Transaction	4	15	43	30
Termination Fee			(250)
Total Staples Acquisition (income) expenses	4	41	(192)	88
Comprehensive Business Review expenses
Severance	9		13
Other related expenses	6		6
Total Comprehensive Business Review expenses	15		19
Total Merger, restructuring and other operating (income) expenses, net	$ 31	$ 79	$ (122)	$ 204

Severance and Facility Closure Costs (Detail) $ in Millions	9 Months Ended
Severance and Facility Closure Costs (Detail) $ in Millions	Sep. 24, 2016 USD ($)
Restructuring Cost and Reserve [Line Items]
Beginning Balance	$ 196
Charges Incurred	41
Cash Payments	(154)
Lease Accretion and Other Adjustments	5
Ending Balance	88
Termination benefits \| Merger related accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance	16
Cash Payments	(6)
Lease Accretion and Other Adjustments	(2)
Ending Balance	8
Termination benefits \| Comprehensive Business Review
Restructuring Cost and Reserve [Line Items]
Charges Incurred	13
Cash Payments	(5)
Ending Balance	8
Lease and contract obligations, accruals for facilities closures and other costs \| Merger related accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance	77
Charges Incurred	16
Cash Payments	(51)
Lease Accretion and Other Adjustments	3
Ending Balance	45
Lease and contract obligations, accruals for facilities closures and other costs \| Other restructuring accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance	14
Charges Incurred	(1)
Cash Payments	(7)
Lease Accretion and Other Adjustments	1
Ending Balance	7
Lease and contract obligations, accruals for facilities closures and other costs \| Acquired entity accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance	25
Charges Incurred	(2)
Cash Payments	(6)
Lease Accretion and Other Adjustments	3
Ending Balance	20
Lease and contract obligations, accruals for facilities closures and other costs \| Staples Acquisition related accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance	64
Charges Incurred	15
Cash Payments	$ (79)

Assets Held for Sale Activity (Detail) $ in Millions	9 Months Ended
Assets Held for Sale Activity (Detail) $ in Millions	Sep. 24, 2016 USD ($)
Assets Held For Sale [Line Items]
Balance as of December 26, 2015	$ 30
Additions	6
Dispositions	(7)
Balance as of September 24, 2016	$ 29

Discontinued Operation - Additional Information (Detail) € in Millions, $ in Millions	3 Months Ended	9 Months Ended
	Sep. 24, 2016	Sep. 24, 2016 USD ($)	Sep. 23, 2016 EUR (€)
International Division \| Australia/New Zealand
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Goodwill, impairment loss \| $		$ 15
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 \| International Division \| Australia/New Zealand
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Goodwill, impairment loss \| $		$ 15
Aurelius Rho Invest DS GmbH \| Discontinued Operations \| European Business \| Minimum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transition services period	6 months
Aurelius Rho Invest DS GmbH \| Discontinued Operations \| European Business \| Maximum
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transition services period	24 months
Aurelius Rho Invest DS GmbH \| Discontinued Operations \| European Business \| Subject to Not Exercising Option within Prescribed Time Period
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Contingent liability on sale and purchase agreement \| €			€ 5

Major Component of Discontinued Operations, Net of Tax (Detail) - Discontinued Operations, Held-for-sale - European Business - USD ($) $ in Millions	3 Months Ended		12 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sales	$ 583	$ 644	$ 1,886	$ 2,046
Cost of goods sold and occupancy costs	462	495	1,489	1,565
Operating expenses	139	147	435	464
Asset impairments	90		90
Restructuring charges		31	10	70
Interest income				2
Interest expense			(4)	(2)
Other income (expense), net		(1)	(1)	1
Loss on classification as discontinued operations	(304)		(304)
Income tax expense (benefit)	(126)	6	(123)	15
Discontinued operations, net of tax	$ (286)	$ (36)	$ (324)	$ (67)

Assets and Liabilities of Discontinued Operations (Detail) - USD ($) $ in Millions	Sep. 24, 2016	Dec. 26, 2015	Sep. 26, 2015
Assets
Cash and cash equivalents	$ 142		$ 141
Current assets of discontinued operations	580	$ 956
Non-current assets of discontinued operations		173
Liabilities
Current liabilities of discontinued operations	519	622
Non-current liabilities of discontinued operations		46
Discontinued Operations, Held-for-sale \| European Business
Assets
Cash and cash equivalents	142	209
Receivables, net	375	420
Inventories	259	292
Prepaid expenses and other current assets	47	35
Property and equipment, net	33
Other assets	21
Valuation allowance	(297)
Current assets of discontinued operations	580	956
Property and equipment, net		119
Goodwill		15
Other assets		39
Non-current assets of discontinued operations		173
Liabilities
Trade accounts payable	235	331
Accrued expenses and other current liabilities	228	282
Income taxes payable	6	4
Short-term borrowings and current maturities of long-term debt	10	5
Deferred income taxes and other long-term liabilities	35
Long-term debt, net of current maturities	5
Current liabilities of discontinued operations	$ 519	622
Deferred income taxes and other long-term liabilities		40
Long-term debt, net of current maturities		6
Non-current liabilities of discontinued operations		$ 46

Cash Flows from Discontinued Operations (Detail) - Discontinued Operations, Held-for-sale - European Business - USD ($) $ in Millions	9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Depreciation and amortization	$ 19	$ 23
Capital expenditures	$ 6	$ 15

Debt - Additional Information (Detail) - USD ($)		1 Months Ended	3 Months Ended	9 Months Ended
Debt - Additional Information (Detail) - USD ($)	Sep. 15, 2016	May 31, 2016	Sep. 24, 2016	Sep. 24, 2016
Debt Instrument [Line Items]
Loss on extinguishment of debt			$ (15,000,000)	$ (15,000,000)
9.75% senior secured notes, due 2019
Debt Instrument [Line Items]
Long-term debt, interest rate	9.75%
Long-term debt, due date	2019
Long-term debt, redemption price percent	4.875%
Long-term debt, amount notes outstanding	$ 250,000,000
Long-term debt, amount notes redeemed	262,000,000
Loss on extinguishment of debt	(15,000,000)
Long-term debt, redemption premium amount	$ 12,000,000
Amended Credit Agreement
Debt Instrument [Line Items]
Available credit under the Facility			1,100,000,000	1,100,000,000
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
Amount outstanding under letters of credit			90,000,000	90,000,000
Average borrowings under the Facility			0
Amended Credit Agreement \| Other Assets
Debt Instrument [Line Items]
Debt acquisition costs			$ 6,000,000	$ 6,000,000

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended	9 Months Ended	12 Months Ended
	Sep. 24, 2016	Sep. 24, 2016	Dec. 31, 2016
Income Taxes [Line Items]
Non-cash income tax benefit		$ (235)
U.S. Federal and State
Income Taxes [Line Items]
Non-cash income tax benefit	$ 240
Scenario, Forecast \| U.S. Federal and State
Income Taxes [Line Items]
Estimated valuation allowance, determined to be reversed in 2016			$ 400

Schedule of Stockholders' Equity (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Stockholders Equity [Line Items]
Beginning Balance			$ 1,603
Net income	$ 44	$ 6	300	$ (7)
Repurchase of common stock for treasury	(55)		(81)
Dividends paid on common stock			(13)
Other comprehensive income	3	$ (22)	13	$ (73)
Amortization of long-term incentive stock grants			27
Ending Balance	$ 1,849		$ 1,849

Accumulated Other Comprehensive Income (Loss) Activity, Net of Tax (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance			$ 1,603
Total other comprehensive income (loss), net of tax, where applicable	$ 3	$ (22)	13	$ (73)
Ending Balance	1,849		1,849
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance			108
Other comprehensive income (loss) activity before reclassifications			14
Total other comprehensive income (loss), net of tax, where applicable			14
Ending Balance	122		122
Change in Deferred Pension and Other
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance			(78)
Other comprehensive income (loss) activity before reclassifications			(1)
Total other comprehensive income (loss), net of tax, where applicable			(1)
Ending Balance	(79)		(79)
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Beginning Balance			30
Other comprehensive income (loss) activity before reclassifications			13
Total other comprehensive income (loss), net of tax, where applicable			13
Ending Balance	$ 43		$ 43

Stockholders' Equity - Additional Information (Detail) - USD ($) $ / shares in Units, shares in Millions	1 Months Ended		3 Months Ended	9 Months Ended
	Sep. 24, 2016	Aug. 31, 2016	Sep. 24, 2016	Sep. 24, 2016	May 31, 2016
Equity, Class of Treasury Stock [Line Items]
Stock repurchase program, shares purchased			16	23
Stock repurchase program, shares purchased at cost			$ 55,000,000	$ 81,000,000
Stock repurchase program, remaining authorized repurchase amount	$ 169,000,000		$ 169,000,000	$ 169,000,000
Dividend on common stock		$ 0.025	$ 0.025	$ 0.025
Common stock dividends per share cash paid	$ 0.025
Dividends payable date of record	Aug. 25, 2016
Payments of ordinary dividends, common stock	$ 13,000,000			$ 13,000,000
Maximum
Equity, Class of Treasury Stock [Line Items]
Stock repurchase program, authorized amount		$ 250,000,000			$ 100,000,000

Calculation of Net Earnings Per (Loss) Common Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Earnings Per Share [Line Items]
Net income from continuing operations	$ 330	$ 42	$ 624	$ 60
Loss from discontinued operations, net of tax	(286)	(36)	(324)	(67)
Net income (loss)	$ 44	$ 6	$ 300	$ (7)
Weighted-average shares outstanding	535	548	545	546
Basic earnings (loss) per share:
Continuing operations	$ 0.62	$ 0.08	$ 1.15	$ 0.11
Discontinued operations	(0.54)	(0.07)	(0.60)	(0.12)
Net earnings (loss)	$ 0.08	$ 0.01	$ 0.55	$ (0.01)
Net income from continuing operations	$ 330	$ 42	$ 624	$ 60
Loss from discontinued operations, net of tax	(286)	(36)	(324)	(67)
Net income (loss)	$ 44	$ 6	$ 300	$ (7)
Weighted-average shares outstanding	535	548	545	546
Stock options and restricted stock	10	8	8	9
Diluted weighted-average shares outstanding	545	556	553	555
Diluted earnings (loss) per share
Continuing operations	$ 0.61	$ 0.08	$ 1.13	$ 0.11
Discontinued operations	(0.54)	(0.07)	(0.60)	(0.12)
Net earnings (loss)	$ 0.08	$ 0.01	$ 0.54	$ (0.01)

Earnings Per Share - Additional Information (Detail) - Nonvested Stock Options and Shares - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Shares excluded from computation of diluted earnings per share	6		7
Maximum
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Shares excluded from computation of diluted earnings per share		3		1

Components of Net Periodic Pension Benefit (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Europe
Defined Benefit Plan Disclosure [Line Items]
Interest cost	$ 2	$ 2	$ 6	$ 6
Expected return on plan assets	(3)	(3)	(9)	(10)
Net periodic pension (benefit) expense	(1)	(1)	(3)	(4)
North America
Defined Benefit Plan Disclosure [Line Items]
Service cost	2	1	5	3
Interest cost	11	11	34	34
Expected return on plan assets	(14)	(14)	(41)	(42)
Net periodic pension (benefit) expense	$ (1)	$ (2)	$ (2)	$ (5)

Employee Benefit Plans - Additional Information (Detail) - 9 months ended Sep. 24, 2016 £ in Millions, $ in Millions	USD ($)	GBP (£)
North America
Defined Benefit Plan Disclosure [Line Items]
Defined benefit pension plan employer contribution	$ 2
Pension and other postretirement contributions, remainder of fiscal year	$ 1
Europe
Defined Benefit Plan Disclosure [Line Items]
Defined benefit pension plan employer contribution \| £		£ 20

Derivative Instruments and Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges	$ 9	$ 1	$ 9	$ 10
Retail Stores
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges			4
Retail Stores \| Favorable Leases
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges	$ 5			$ 1
Retail Stores \| Significant Unobservable Inputs (Level 3) \| A 100 basis point decrease in anticipated sales
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges			4
Retail Stores \| Significant Unobservable Inputs (Level 3) \| 50 basis point decrease in anticipated gross margins
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges			$ 1
Foreign Exchange Contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Contracts expiration date			2016-12
Fuel Contracts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Contracts expiration date			2017-01

Schedule of Fair Value of Senior Notes (Detail) - USD ($) $ in Millions	Sep. 24, 2016	Dec. 26, 2015
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable	$ 910	$ 909
Company-owned life insurance	87	88
Recourse Debt \| 9.75% senior secured notes, due 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		265
Recourse Debt \| 7.35% debentures, due 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		18
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
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	11	13
Non-Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	822	825
Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable	890	905
Company-owned life insurance	87	88
Carrying Value \| Recourse Debt \| 9.75% senior secured notes, due 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		250
Carrying Value \| Recourse Debt \| 7.35% debentures, due 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		18
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	$ 803	$ 819

Schedule of Fair Value of Senior Notes (Parenthetical) (Detail)		9 Months Ended	12 Months Ended
	Sep. 15, 2016	Sep. 24, 2016	Dec. 26, 2015
9.75% senior secured notes, due 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, interest rate	9.75%
Long-term debt, due date	2019
9.75% senior secured notes, due 2019 \| Recourse Debt \| Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, interest rate		9.75%	9.75%
Long-term debt, due date		2019	2019
9.75% senior secured notes, due 2019 \| Recourse Debt \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, interest rate		9.75%	9.75%
Long-term debt, due date		2019	2019
7.35% debentures, due 2016 \| Recourse Debt \| Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, interest rate		7.35%	7.35%
Long-term debt, due date		2016	2016
7.35% debentures, due 2016 \| Recourse Debt \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, interest rate		7.35%	7.35%
Long-term debt, due date		2016	2016
Revenue bonds, due in varying amounts periodically through 2029 \| Recourse Debt \| Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date		2029	2029
Revenue bonds, due in varying amounts periodically through 2029 \| Recourse Debt \| Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date		2029	2029
American & Foreign Power Company, Inc. 5% debentures, due 2030 \| Recourse Debt \| 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		2030	2030
American & Foreign Power Company, Inc. 5% debentures, due 2030 \| Recourse Debt \| 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		2030	2030

Commitments and Contingencies - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 24, 2016 USD ($)
Minimum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental liabilities	$ 10
Maximum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental liabilities	$ 25

Division Information - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 24, 2016 USD ($) Segment	Dec. 26, 2015 USD ($)
Segment Reporting Information [Line Items]
Number of operating segments \| Segment	2
Goodwill	$ 363	$ 363
North American Retail Division
Segment Reporting Information [Line Items]
Goodwill	78
North American Business Solutions Division
Segment Reporting Information [Line Items]
Goodwill	285
International Division \| Australia/New Zealand
Segment Reporting Information [Line Items]
Goodwill, impairment loss	$ 15

Reconciliation of Revenue from Segments to Consolidated (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Segment Reporting Information [Line Items]
Sales	$ 2,836	$ 3,046	$ 8,295	$ 8,961
North American Retail Division
Segment Reporting Information [Line Items]
Sales	1,482	1,604	4,237	4,599
North American Business Solutions Division
Segment Reporting Information [Line Items]
Sales	1,348	1,438	4,046	4,348
Other
Segment Reporting Information [Line Items]
Sales	$ 6	$ 4	$ 12	$ 14

Division Operating Income (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
Division Operating Income (Detail) - USD ($) $ in Millions	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	$ 117	$ 81	$ 473	$ 141
Operating Segments
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	186	186	428	436
Operating Segments \| North American Retail Division
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	105	120	237	248
Operating Segments \| North American Business Solutions Division
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)	$ 81	$ 66	190	186
Operating Segments \| Other
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Operating income (loss)			$ 1	$ 2

Reconciliation of Measure of Division Operating Income to Consolidated Income Before Income Taxes (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 24, 2016	Sep. 26, 2015	Sep. 24, 2016	Sep. 26, 2015
Segment Reporting Information [Line Items]
Operating income	$ 117	$ 81	$ 473	$ 141
Asset impairments	(9)	(1)	(9)	(10)
Merger, restructuring and other operating income (expenses), net	(31)	(79)	122	(204)
Unallocated expenses	(29)	(25)	(68)	(81)
Interest income	6	5	17	16
Interest expense	(19)	(22)	(63)	(69)
Loss on extinguishment of debt	(15)		(15)
Other income (expense), net	1	(1)	1
Income from continuing operations before income taxes	90	63	413	88
Operating Segments
Segment Reporting Information [Line Items]
Operating income	$ 186	$ 186	$ 428	$ 436