0001564590-20-036781 | 10-Q | XBRL Viewer

Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 27, 2020	Jul. 29, 2020
Document And Entity Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 27, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q2
Entity Registrant Name	The ODP Corporation
Entity Central Index Key	0000800240
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-26
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		52,664,952
Entity Shell Company	false
Entity File Number	1-10948
Entity Tax Identification Number	85-1457062
Entity Address, Address Line One	6600 North Military Trail
Entity Address, City or Town	Boca Raton
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33496
City Area Code	561
Local Phone Number	438-4800
Document Quarterly Report	true
Document Transition Report	false
Entity Interactive Data Current	Yes
Entity Incorporation, State or Country Code	DE
Common Stock, par value $0.01 per share
Document And Entity Information [Line Items]
Trading Symbol	ODP
Title of 12(b) Security	Common Stock, par value $0.01 per share
Security Exchange Name	NASDAQ
Preferred Shares Purchase Rights
Document And Entity Information [Line Items]
Title of 12(b) Security	Preferred Shares Purchase Rights
Security Exchange Name	NASDAQ
No Trading Symbol Flag	true

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Sales:
Total sales	$ 2,158	$ 2,588	$ 4,883	$ 5,356
Cost of goods and occupancy costs:
Total cost of goods and occupancy costs	1,742	2,003	3,837	4,129
Gross profit	416	585	1,046	1,227
Selling, general and administrative expenses	406	515	928	1,090
Asset impairments	401	16	413	45
Merger and restructuring expenses, net	65	69	81	83
Operating income (loss)	(456)	(15)	(376)	9
Other income (expense):
Interest income		5	3	11
Interest expense	(11)	(23)	(29)	(46)
Loss on extinguishment and modification of debt	(12)		(12)
Other income, net	4	2	5	5
Loss before income taxes	(475)	(31)	(409)	(21)
Income tax benefit	(36)	(7)	(15)	(5)
Net loss	$ (439)	$ (24)	$ (394)	$ (16)
Loss per share
Basic	$ (8.34)	$ (0.43)	$ (7.46)	$ (0.29)
Diluted	$ (8.19)	$ (0.43)	$ (7.31)	$ (0.28)
Product
Sales:
Total sales	$ 1,857	$ 2,183	$ 4,194	$ 4,543
Cost of goods and occupancy costs:
Total cost of goods and occupancy costs	1,531	1,731	3,358	3,570
Service
Sales:
Total sales	301	405	689	813
Cost of goods and occupancy costs:
Total cost of goods and occupancy costs	$ 211	$ 272	$ 479	$ 559

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Loss) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Statement Of Income And Comprehensive Income [Abstract]
Net loss	$ (439)	$ (24)	$ (394)	$ (16)
Other comprehensive income (loss), net of tax, where applicable:
Foreign currency translation adjustments	13	5	(28)	15
Other			(1)	1
Total other comprehensive income (loss), net of tax, where applicable	13	5	(29)	$ 16
Comprehensive loss	$ (426)	$ (19)	$ (423)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

+ Details

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jun. 27, 2020	Dec. 28, 2019
Current assets:
Cash and cash equivalents	$ 762	$ 698
Receivables, net	679	823
Inventories	1,005	1,032
Prepaid expenses and other current assets	79	75
Timber notes receivable		819
Total current assets	2,525	3,447
Property and equipment, net	612	679
Operating lease right-of-use assets	1,272	1,413
Goodwill	593	944
Other intangible assets, net	363	388
Deferred income taxes	183	183
Other assets	317	257
Total assets	5,865	7,311
Current liabilities:
Trade accounts payable	991	1,026
Accrued expenses and other current liabilities	1,104	1,219
Income taxes payable	10	8
Short-term borrowings and current maturities of long-term debt	30	106
Non-recourse debt		735
Total current liabilities	2,135	3,094
Deferred income taxes and other long-term liabilities	189	176
Pension and postretirement obligations, net	80	85
Long-term debt, net of current maturities	642	575
Operating lease liabilities	1,102	1,208
Total liabilities	4,148	5,138
Commitments and contingencies
Stockholders' equity:
Common stock — authorized 80,000,000 shares of $0.01 par value; issued shares — 62,514,546 at June 27, 2020 and 62,042,477 at December 28, 2019; outstanding shares — 52,657,353 at June 27, 2020 and 53,518,232 at December 28, 2019	1	1
Additional paid-in capital	2,650	2,652
Accumulated other comprehensive loss	(95)	(66)
Accumulated deficit	(484)	(89)
Treasury stock, at cost — 9,857,193 shares at June 27, 2020 and 8,524,245 shares at December 28, 2019	(355)	(325)
Total stockholders' equity	1,717	2,173
Total liabilities and stockholders’ equity	$ 5,865	$ 7,311

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 27, 2020	Dec. 28, 2019
Statement Of Financial Position [Abstract]
Common stock, authorized	80,000,000	80,000,000
Common stock, par value	$ 0.01	$ 0.01
Common stock, issued shares	62,514,546	62,042,477
Common stock, shares, outstanding	52,657,353	53,518,232
Treasury stock, shares	9,857,193	8,524,245

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019
Cash flows from operating activities:
Net loss	$ (394)	$ (16)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	97	102
Amortization of debt discount and issuance costs	2	4
Charges for losses on receivables and inventories	16	14
Asset impairments	413	45
Loss on disposition of assets, net	5	1
Loss on extinguishment and modification of debt	12
Compensation expense for share-based payments	16	17
Deferred income taxes and deferred tax asset valuation allowances	(3)	(9)
Contingent consideration payments in excess of acquisition-date liability	(2)	(11)
Changes in working capital and other operating activities	18	(145)
Net cash provided by operating activities	180	2
Cash flows from investing activities:
Capital expenditures	(40)	(91)
Businesses acquired, net of cash acquired	(18)	(22)
Proceeds from collection of notes receivable	818
Other investing activities	2
Net cash provided by (used in) investing activities	762	(113)
Cash flows from financing activities:
Net payments on long and short-term borrowings	(30)	(48)
Debt retirement	(1,187)
Debt issuance	400
Cash dividends on common stock	(13)	(27)
Share purchases for taxes, net of proceeds from employee share-based transactions	(5)	(9)
Repurchase of common stock for treasury	(30)	(11)
Contingent consideration payments up to amount of acquisition-date liability	(1)	(12)
Other financing activities	(6)
Net cash used in financing activities	(872)	(107)
Effect of exchange rate changes on cash and cash equivalents	(6)	4
Net increase (decrease) in cash and cash equivalents	64	(214)
Cash, cash equivalents and restricted cash at beginning of period	700	660
Cash, cash equivalents and restricted cash at end of period	764	446
Supplemental information
Right-of-use assets obtained in exchange for new finance lease liabilities	3	12
Right-of-use assets obtained in exchange for new operating lease liabilities	$ 63	$ 130

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Millions	Total	Adjustment for Adoption of Accounting Standard	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit	Accumulated Deficit Adjustment for Adoption of Accounting Standard	Treasury Stock
Balance at Dec. 29, 2018	$ 2,126		$ 1	$ 2,682	$ (99)	$ (173)		$ (285)
Balance, Shares at Dec. 29, 2018			61,417,070
Net income (loss)	8					8
Other comprehensive income (loss)	11				11
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)			593,243
Exercise and release of incentive stock (including income tax benefits and withholding)	(7)			(7)
Amortization of long-term incentive stock grants	8			8
Dividends paid on common stock ($0.25 per share)	(14)			(14)
Repurchase of common stock	(11)							(11)
Balance at Mar. 30, 2019	2,106	$ (15)	$ 1	2,669	(88)	(180)	$ (15)	(296)
Balance, Shares at Mar. 30, 2019			62,010,313
Balance at Dec. 29, 2018	2,126		$ 1	2,682	(99)	(173)		(285)
Balance, Shares at Dec. 29, 2018			61,417,070
Net income (loss)	(16)
Other comprehensive income (loss)	16
Balance at Jun. 29, 2019	2,082		$ 1	2,664	(83)	(204)		(296)
Balance, Shares at Jun. 29, 2019			62,025,907
Balance at Mar. 30, 2019	2,106	(15)	$ 1	2,669	(88)	(180)	(15)	(296)
Balance, Shares at Mar. 30, 2019			62,010,313
Net income (loss)	(24)					(24)
Other comprehensive income (loss)	5				5
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)			15,594
Exercise and release of incentive stock (including income tax benefits and withholding)	(1)			(1)
Amortization of long-term incentive stock grants	9			9
Dividends paid on common stock ($0.25 per share)	(13)			(13)
Balance at Jun. 29, 2019	2,082		$ 1	2,664	(83)	(204)		(296)
Balance, Shares at Jun. 29, 2019			62,025,907
Balance at Dec. 28, 2019	2,173		$ 1	2,652	(66)	(89)		(325)
Balance, Shares at Dec. 28, 2019			62,042,477
Net income (loss)	45					45
Other comprehensive income (loss)	(42)				(42)
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)			426,591
Exercise and release of incentive stock (including income tax benefits and withholding)	(4)			(4)
Amortization of long-term incentive stock grants	7			7
Dividends paid on common stock ($0.25 per share)	(13)			(13)
Repurchase of common stock	(30)							(30)
Balance at Mar. 28, 2020	2,135	(1)	$ 1	2,642	(108)	(45)	(1)	(355)
Balance, Shares at Mar. 28, 2020			62,469,068
Balance at Dec. 28, 2019	2,173		$ 1	2,652	(66)	(89)		(325)
Balance, Shares at Dec. 28, 2019			62,042,477
Net income (loss)	(394)
Other comprehensive income (loss)	(29)				(29)
Repurchase of common stock	(30)
Balance at Jun. 27, 2020	1,717		$ 1	2,650	(95)	(484)		(355)
Balance, Shares at Jun. 27, 2020			62,514,546
Balance at Mar. 28, 2020	2,135	$ (1)	$ 1	2,642	(108)	(45)	$ (1)	(355)
Balance, Shares at Mar. 28, 2020			62,469,068
Net income (loss)	(439)					(439)
Other comprehensive income (loss)	13				13
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)			45,478
Exercise and release of incentive stock (including income tax benefits and withholding)	(1)			(1)
Amortization of long-term incentive stock grants	9			9
Balance at Jun. 27, 2020	$ 1,717		$ 1	$ 2,650	$ (95)	$ (484)		$ (355)
Balance, Shares at Jun. 27, 2020			62,514,546

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

+ Details

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) (Parenthetical) - $ / shares	3 Months Ended
	Mar. 28, 2020	Jun. 29, 2019	Mar. 30, 2019
Statement Of Stockholders Equity [Abstract]
Dividend paid on common stock, per share	$ 0.25	$ 0.25	$ 0.25

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Jun. 27, 2020

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Company is a leading provider of business services and supplies, products and technology solutions to small, medium and enterprise businesses, through an integrated business-to-business (“B2B”) distribution platform of dedicated sales professionals and technicians, online presence, and 1,260 retail stores. Through its banner brands Office Depot®, OfficeMax®, CompuCom® and Grand&Toy®, as well as others, the Company offers its customers the tools and resources they need to focus on starting, growing and running their business. The Company’s corporate headquarters is located in Boca Raton, FL, and its primary website is www.officedepot.com.

At June 27, 2020, the Company had three reportable segments (or “Divisions”): Business Solutions Division, Retail Division and the CompuCom Division.

The Condensed Consolidated Financial Statements as of June 27, 2020, and for the 13-week and 26-week periods ended June 27, 2020 (also referred to as the “second quarter of 2020” and “the first half of 2020,” respectively) and June 29, 2019 (also referred to as the “second quarter of 2019” and “the first half of 2019,” respectively) 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. Business acquisitions in 2019 and 2020 are included prospectively from the date of acquisition, thus affecting the comparability of the Company’s financial statements for all periods presented in this report on Form 10-Q.

The Company has prepared the Condensed Consolidated Financial Statements included herein pursuant to the rules and regulations of the SEC. Some information and note disclosures, which would normally be included in comprehensive annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), have been condensed or omitted pursuant to those SEC rules and regulations. The preparation of these Condensed Consolidated Financial Statements requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. For a better understanding of the Company and its Condensed Consolidated Financial Statements, the Company recommends reading these Condensed Consolidated Financial Statements in conjunction with the audited financial statements, which are included in the Company’s 2019 Form 10-K. These interim results are not necessarily indicative of the results that should be expected for the full year.

After obtaining approval of the Company’s shareholders on May 11, 2020, the Company’s Board of Directors determined to set a reverse stock split ratio of 1-for-10 for a reverse stock split of the Company’s outstanding shares of common stock, and a reduction in the number of authorized shares of the Company’s common stock by a corresponding ratio. The reverse stock split was effective on June 30, 2020. All share and per share amounts in the Company’s Condensed Consolidated Financial Statements and notes thereto have been retroactively adjusted for all periods presented to give effect to this reverse stock split.

CORPORATE REORGANIZATION

On March 31, 2020, the Board of Directors of the Company approved proceeding with the Reorganization of the Company's corporate structure into a holding company structure. The Reorganization was completed on June 30, 2020, and Office Depot became a wholly owned subsidiary of a new holding company, The ODP Corporation, which replaced Office Depot as the public company trading on the NASDAQ Stock Market under Office Depot’s current ticker symbol “ODP”. Outstanding shares of Office Depot automatically converted into shares of common stock of The ODP Corporation. The holding company reorganization simplifies the Company’s legal entity and tax structure, more closely aligns the Company’s operating assets to their respective operating channels within the legal entity structure, and is intended to increase its operational flexibility. In addition, the Reorganization is intended to be a tax-free transaction for U.S. federal income tax purposes for the Company’s shareholders.

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. Amounts not yet presented for payment to zero balance disbursement accounts of $16 million and $25 million at June 27, 2020 and December 28, 2019, respectively, are presented in Trade accounts payable and Accrued expenses and other current liabilities.

At June 27, 2020 and December 28, 2019, cash and cash equivalents held outside the United States amounted to $139 million and $190 million, respectively.

Restricted cash consists primarily of short-term cash deposits having original maturity dates of twelve months or less that serve as collateral to certain of the Company’s letters of credit. Restricted cash is valued at cost, which approximates fair value. At both June 27, 2020 and December 28, 2019, restricted cash amounted to $2 million and is included in Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets.

NEW ACCOUNTING STANDARDS

Standards that are not yet adopted:

Defined benefit plan: In August 2018, the Financial Accounting Standards Board (“FASB”) issued an accounting standards update that modifies the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. This accounting update is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted. The Company is evaluating the impact of this new standard and believes the adoption will not have a material impact on its Condensed Consolidated Financial Statements.

Income Taxes: In December 2019, the FASB issued an accounting standards update that simplifies the accounting for income taxes by eliminating certain exceptions to the guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The accounting standards update also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. This accounting update is effective for fiscal years beginning after December 15, 2020 and interim periods within those fiscal years, with early adoption permitted. The Company is evaluating the impact of this new standard and believes the adoption will not have a material impact on its Condensed Consolidated Financial Statements.

Standards that were adopted:

Financial Instruments – Credit Losses: In June 2016, the FASB issued an accounting standards update that modifies the measurement of expected credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The update changes the accounting for credit impairment by adding an impairment model that is based on expected losses rather than incurred losses. In July 2018, the FASB approved an amendment to the new guidance that provides transition relief to the adopting entities and allows for an election of the fair value option on certain financial instruments.

The Company adopted this accounting standard on the first day of the first quarter of 2020, and recognized a cumulative effect adjustment of $1 million, net of tax, to its accumulated deficit related to increasing the allowance for doubtful accounts within its receivables. The adoption of this new guidance did not result in any other changes and did not have a material impact on the Company’s Condensed Consolidated Financial Statements.

Cloud computing arrangements: In August 2018, the FASB issued an accounting standards update that provides guidance regarding the accounting for implementation costs in cloud computing arrangements. The Company adopted this accounting standards update on the first day of the first quarter of 2020 with no material impact on its Condensed Consolidated Financial Statements.

ACQUISITIONS

6 Months Ended

Jun. 27, 2020

Business Combinations [Abstract]

ACQUISITIONS

NOTE 2. ACQUISITIONS

Since 2017, the Company has been undergoing a strategic business transformation to pivot into an integrated B2B distribution platform, with the objective of expanding its product offerings to include value-added services for its customers and capture greater market share. As part of this transformation, the Company has been acquiring businesses to expand its reach and distribution network into geographic areas that were previously underserved. During the first half of 2020, the Company acquired three small independent regional office supply distribution businesses. All three acquisitions were completed in the first quarter of 2020.

The aggregate total purchase consideration, including contingent consideration, for the three acquisitions completed in the first half of 2020 was approximately $20 million, subject to certain customary post-closing adjustments. The aggregate purchase price was primarily funded with cash on hand, with the remainder consisting of contingent consideration estimated to be $2 million, which will be paid in two installments in the second quarters of 2021 and 2022, respectively. The acquisitions were treated as purchases in accordance with ASC 805, Business Combinations (“ASC 805”) which requires allocation of the purchase price to the estimated fair values of assets and liabilities acquired in the transactions including goodwill and other intangible assets. The Company has performed a preliminary purchase price allocation of the aggregate purchase price to the estimated fair values of assets and liabilities acquired in the transactions, including $4 million of customer relationship intangible assets and $10 million of goodwill. An immaterial amount of the aggregate purchase price was allocated to working capital accounts. These assets and liabilities are included in the Condensed Consolidated Balance Sheet as of June 27, 2020. As additional information is obtained about these assets and liabilities within the measurement period (not to exceed one year from the dates of acquisition), the Company will refine its estimates of fair value to allocate the purchase price. The operating results of the acquired office supply distribution businesses are combined with the Company’s operating results subsequent to their purchase dates, and are included in the Business Solutions Division. Certain disclosures set forth under ASC 805, including supplemental pro forma financial information, are not disclosed because the operating results of the acquired businesses, individually and in the aggregate, are not material to the Company.

Based on new information received, the preliminary purchase price allocations of the companies acquired in 2019 have been adjusted during the respective measurement periods. These adjustments were insignificant individually and in the aggregate to the Company’s Condensed Consolidated Financial Statements. The measurement periods for acquisitions completed in the first half of 2019 closed within the first half of 2020.

Under the guidance on accounting for business combinations, merger and integration costs are not included as components of consideration transferred, instead, they are accounted for as expenses in the period in which the costs are incurred. Transaction-related expenses are included in the Merger and restructuring expenses, net line in the Condensed Consolidated Statements of Operations. Refer to Note 3 for additional information about the merger and restructuring expenses incurred during the second quarter and first half of 2020.

MERGER AND RESTRUCTURING ACTIVITY

6 Months Ended

Jun. 27, 2020

Business Combinations [Abstract]

MERGER AND RESTRUCTURING ACTIVITY

NOTE 3. MERGER AND RESTRUCTURING ACTIVITY

Since 2017, the Company has taken actions to optimize its asset base and drive operational efficiencies. These actions include acquiring profitable businesses, closing underperforming retail stores and non-strategic distribution facilities, consolidating functional activities, eliminating redundant positions and disposing of non-strategic businesses and assets. The expenses and any income recognized directly associated with these actions are included in Merger and restructuring expenses, net on a separate line in the Condensed Consolidated Statements of Operations in order to identify these activities apart from the expenses incurred to sell to and service customers. These expenses are not included in the determination of Division operating income. The table below summarizes the major components of Merger and restructuring expenses, net.

	Second Quarter				First Half
(In millions)	2020		2019		2020		2019
Merger and transaction related expenses
Severance and retention	$	—	$	—	$	—	$	1
Transaction and integration		7		5		14		12
Total Merger and transaction related expenses		7		5		14		13
Restructuring expenses
Severance		42		40		42		40
Professional fees		5		16		11		19
Facility closure, contract termination, and other expenses, net		11		8		14		11
Total Restructuring expenses		58		64		67		70
Total Merger and restructuring expenses, net	$	65	$	69	$	81	$	83

MERGER AND TRANSACTION RELATED EXPENSES

In the second quarter and first half of 2020, the Company incurred $7 million and $14 million of merger and transaction related expenses, respectively. Severance and retention include expenses related to the integration of staff functions in connection with business acquisitions and are expensed through the severance and retention period. Transaction and integration include legal, accounting, and other third-party expenses incurred in connection with acquisitions and business integration activities primarily related to CompuCom. Facility closure, contract termination, and other expenses, net relate to facility closure accruals, contract termination costs, gains and losses on asset dispositions, and accelerated depreciation.

RESTRUCTURING EXPENSES

Maximize B2B Restructuring Plan

In May 2020, the Company’s Board of Directors approved a restructuring plan to realign the Company’s operational focus to support its “business-to-business” solutions and IT services business units and improve costs (“Maximize B2B Restructuring Plan”). Implementation of the Maximize B2B Restructuring Plan is expected to be substantially completed by the end of 2023. The Maximize B2B Restructuring Plan aims to generate savings through optimizing the Company’s retail footprint, removing costs that directly support the Retail business and additional measures to implement a company-wide low-cost business model, which will then be invested in accelerating the growth of our business-to-business platform. The plan is broader than restructuring programs we have implemented in the past and includes closing and/or consolidating distribution facilities and retail stores and the reduction of approximately 13,100 employee positions by the end of 2023. The Company is evaluating the number of retail store and distribution facility closures and/or consolidations, as well as the timing of any such closures and/or consolidations, however it is generally understood that closures will approximate the store’s lease termination date. It is estimated that approximately 73 retail stores and one distribution facility will be closed by the end of 2020. Such closures are in addition to the closures the Company anticipates in connection with the Business Acceleration Plan, as discussed below. There were no closures or consolidations under the Maximize B2B Restructuring Plan during the second quarter of 2020. Total estimated restructuring costs related to the Maximize B2B Restructuring Plan are expected to be approximately $143 million, comprised of:

(a)

severance costs of approximately $55 million;

(b)

facility closure costs of approximately $51 million, which are mainly related to retail stores; and

(c)

other costs, including contract termination costs, to facilitate the execution of the Maximize B2B Restructuring Plan of approximately $37 million.

The total costs of approximately $143 million above are expected to be cash expenditures through 2023 funded primarily with cash on hand and cash from operations.

In the second quarter of 2020, the Company incurred $51 million in restructuring expenses associated with the Maximize B2B Restructuring Plan which consisted of $42 million in severance and $9 million of facility closure costs and other that were mainly related to facility closure accruals, gains and losses on asset dispositions, and accelerated depreciation. Of these amounts, $3 million were cash expenditures in the second quarter of 2020.

Business Acceleration Program

In May 2019, the Company’s Board of Directors approved the Business Acceleration Program, which is a company-wide, multi-year, cost reduction and business improvement program to systematically drive down costs, improve operational efficiencies, and enable future growth investments. In connection with the Business Acceleration Program, the Company anticipates closing approximately 90 underperforming retail stores and 8 other facilities, consisting of distribution centers and sales offices, by the end of 2020. In the second quarter and first half of 2020, the Company closed 35 and 47 retail stores, respectively. The Company closed one other facility in the second quarter and first half of 2020, and 7 other facilities were closed as of the end of 2019. Total estimated costs to implement the Business Acceleration Program are expected to be approximately $108 million, of which approximately $100 million are expected to be cash expenditures through 2020 funded primarily with cash on hand and cash from operations. The Company incurred $96 million in restructuring expenses to implement the Business Acceleration Program since its inception in 2019 through the end of the second quarter of 2020. Implementation of the Business Acceleration program is expected to be substantially complete by the end of 2020.

In the second quarter of 2020, the Company incurred $6 million in restructuring expenses associated with the Business Acceleration Program which consisted of $4 million in third-party professional fees, and $2 million of retail store and facility closure costs and other. The Company made cash expenditures of $13 million for the Business Acceleration Program in the second quarter of 2020. In the first half of 2020, the Company incurred $14 million in restructuring expenses associated with the Business Acceleration Program which consisted of $9 million in third-party professional fees, and $5 million of retail store and facility closure costs and other. The Company made cash expenditures of $23 million for the Business Acceleration Program in the first half of 2020.

Other

Included in restructuring expenses in the second quarter and first half of 2019 were costs incurred in connection with the Comprehensive Business Review which concluded at the end of 2019. These costs included severance, facility closure costs, contract termination, accelerated depreciation, relocation and disposal gains and losses, as well as other costs associated with retail store closures. Included in restructuring expenses in the second quarter and first half of 2020 were third-party professional fees incurred in connection with the Reorganization.

MERGER AND RESTRUCTURING ACCRUALS

The activity in the merger and restructuring accruals in the first half of 2020 is presented in the table below. Certain merger and restructuring charges are excluded from the table because they are paid as incurred or non-cash, such as accelerated depreciation and gains and losses on asset dispositions.

	Balance as of								Balance as of
	December 28,		Charges			Cash			June 27,
(In millions)	2019		Incurred			Payments			2020
Termination benefits:
Merger-related accruals	$	1	$	—		$	—		$	1
Maximize B2B Restructuring Plan		—		40			(3	)		37
Business Acceleration Program		13		(1	)		(6	)		6
Lease and contract obligations, accruals for facilities closures and other costs:
Merger-related accruals		—		2			—			2
Maximize B2B Restructuring Plan		—		2			—			2
Business Acceleration Program		5		15			(16	)		4
Comprehensive Business Review		3		—			(1	)		2
Total	$	22	$	58		$	(26	)	$	54

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, in the Condensed Consolidated Balance Sheets.

REVENUE RECOGNITION

6 Months Ended

Jun. 27, 2020

Revenue From Contract With Customer [Abstract]

REVENUE RECOGNITION

NOTE 4. REVENUE RECOGNITION

PRODUCTS AND SERVICES REVENUE

The following table provides information about disaggregated revenue by Division, and major products and services categories.

	Second Quarter of 2020
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	548	$	263	$	—	$	6		$	817
Technology		271		424		58		2			755
Furniture and other		146		135		—		4			285
Services
Technology		—		6		153		(4	)		155
Copy, print, and other		59		84		3		—			146
Total	$	1,024	$	912	$	214	$	8		$	2,158

	Second Quarter of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	745	$	355	$	—	$	4		$	1,104
Technology		315		404		75		—		$	794
Furniture and other		189		95		—		1		$	285
Services
Technology		—		7		181		(4	)	$	184
Copy, print, and other		79		139		2		1		$	221
Total	$	1,328	$	1,000	$	258	$	2		$	2,588

	First Half of 2020
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	1,302	$	683	$	—	$	7		$	1,992
Technology		588		907		122		2			1,619
Furniture and other		322		257		—		4			583
Services
Technology		—		15		322		(7	)		330
Copy, print, and other		146		207		6		—			359
Total	$	2,358	$	2,069	$	450	$	6		$	4,883

	First Half of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	1,506	$	807	$	—	$	6		$	2,319
Technology		639		872		137		1			1,649
Furniture and other		372		201		—		2			575
Services
Technology		—		14		363		(6	)		371
Copy, print, and other		155		281		6		—			442
Total	$	2,672	$	2,175	$	506	$	3		$	5,356

Products revenue includes the sale of:

•

Supplies such as paper, writing instruments, office supplies, cleaning and breakroom items;

•

Technology related products such as toner and ink, printers, computers, tablets and accessories, and electronic storage; and

•

Furniture and other products such as desks, seating, and luggage.

The Company sells its supplies, furniture and other products through its Business Solutions and Retail Divisions, and its technology products through all three Divisions. Customers can purchase products through the Company’s retail stores, electronically through its Internet websites, or through its call centers. Revenues from supplies, technology, and furniture and other product sales are recognized when the customer obtains control of the Company’s product, which occurs at a point in time, typically upon delivery to the customer.

Furniture and other products also include arrangements where customers can make special furniture interior design and installation orders that are customized to their needs. The performance obligations related to these arrangements are satisfied over time.

Services revenue includes the sale of:

•

Technology service offerings provided through the Company’s CompuCom Division, such as technology lifecycle management, end user computing and collaboration, service desk, remote technology monitoring and management, and information technology (“IT”) workforce solutions, as well as technology support services offerings provided in the Company’s retail stores, such as installation and repair, and;

•

Copy, print, and other service offerings such as managed print and fulfillment services, product subscriptions, and sales of third party software, gift cards, warranties, remote support as well as rental income on operating lease arrangements where the Company conveys to its customers the right to use devices and other equipment for a stated period.

The largest offering in the technology service category is end user computing, which provides on-site services to assist corporate end users with their IT needs. Services are either billed on a rate per hour or per user, or on a fixed monthly retainer basis. For the majority of technology service offerings contracts, the Company has the right to invoice the customer for an amount that directly corresponds with the value to the customer of the Company’s performance to date and as such the Company recognizes revenue based on the amount billable to the customer in accordance with the practical expedient provided by the current revenue guidance.

Substantially all of the Company’s other service offerings are satisfied at a point in time and revenue is recognized as such. The largest other service offering is copy and print services, which includes printing, copying, and digital imaging. The majority of copy and print services are fulfilled through retail stores and the related performance obligations are satisfied within a short period of time (generally within the same day).

REVENUE RECOGNITION AND SIGNIFICANT JUDGMENTS

Revenue is recognized upon transfer of control of promised products or services to customers for an amount that reflects the consideration the Company is entitled to receive in exchange for those products or services. For product sales, transfer of control occurs at a point in time, typically upon delivery to the customer. For service offerings, the transfer of control and satisfaction of the performance obligation is either over time or at a point in time. When performance obligations are satisfied over time, the Company evaluates the pattern of delivery and progress each reporting period and, if necessary, adjusts the measure of performance and related revenue recognition. Revenue is recognized net of allowance for returns and net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Shipping and handling costs are considered fulfillment activities and are recognized within the Company’s cost of goods sold.

Contracts with customers could include promises to transfer multiple products and services to a customer. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Determining the standalone selling price also requires judgment. The Company did not have significant revenues generated from such contracts in the first halves of 2020 and 2019.

Products are generally sold with a right of return and the Company may provide other incentives, such as rebates and coupons, which are accounted for as variable consideration when estimating the amount of revenue to recognize. The Company estimates returns and incentives at contract inception and includes the amount in the transaction price for which significant reversal is not probable. These estimates are updated at the end of each reporting period as additional information becomes available.

The Company offers a customer loyalty program that provides customers with rewards that can be applied to future purchases or other incentives. Loyalty rewards are accounted for as a separate performance obligation and deferred revenue is recorded in the amount of the transaction price allocated to the rewards, inclusive of the impact of estimated breakage. The estimated breakage of loyalty

rewards is based on historical redemption rates experienced under the loyalty program. Revenue is recognized when the loyalty rewards are redeemed or expire. As of June 27, 2020 and December 28, 2019, the Company had $10 million and $12 million of deferred revenue related to the loyalty program, respectively, which is included in Accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheets.

The Company recognizes revenue in certain circumstances before product delivery occurs (commonly referred to as bill-and-hold transactions). Revenue from bill-and-hold transactions is recognized when all specific requirements for transfer of control under a bill-and-hold arrangement have been met which include, among other things, a request from the customer that the product be held for future scheduled delivery. For these bill-and-hold arrangements, the associated product inventory is identified separately as belonging to the customer and is ready for physical transfer.

CONTRACT BALANCES

The timing of revenue recognition may differ from the timing of invoicing to customers. A receivable is recognized in the period the Company delivers goods or provides services, and is recorded at the invoiced amount, net of an allowance for doubtful accounts. A receivable is also recognized for unbilled services where the Company’s right to consideration is unconditional, and is recorded based on an estimate of time and materials. Payment terms and conditions vary by contract type, although terms generally include a requirement of payment within 20 to 60 days. In instances where the timing of revenue recognition differs from the timing of invoicing, the Company has determined that the contracts do not include a significant financing component. The primary purpose of the Company’s invoicing terms is to provide customers with simplified and predictable ways of purchasing its products and services.

The Company receives payments from customers based upon contractual billing schedules. Contract assets include amounts related to deferred contract acquisition costs (refer to the section “Costs to Obtain a Contract” below) and if applicable, the Company’s conditional right to consideration for completed performance under a contract. The short- and long-term components of contract assets in the table below are included in Prepaid expenses and other current assets, and Other assets, respectively, in the Condensed Consolidated Balance Sheets. Contract liabilities include payments received in advance of performance under the contract, which are recognized as revenue when the performance obligation is completed under the contract, as well as accrued contract acquisition costs, liabilities related to the Company’s loyalty program and gift cards. The short- and long-term components of contract liabilities in the table below are included in Accrued expenses and other current liabilities, and Deferred income taxes and other long-term liabilities, respectively, in the Condensed Consolidated Balance Sheets.

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers:

	June 27,		December 28,
(In millions)	2020		2019
Trade receivables, net	$	508	$	599
Short-term contract assets		19		23
Long-term contract assets		17		17
Short-term contract liabilities		53		52
Long-term contract liabilities		4		1

In the first halves of 2020 and 2019, the Company did not have any contract assets related to conditional rights. The Company recognized revenues of $19 million and $22 million in the first halves of 2020 and 2019, respectively, which were included in the short-term contract liability balance at the beginning of each respective period. There were no contract assets and liabilities that were recognized in the first halves of 2020 and 2019 as a result of business combinations. There were no significant adjustments to revenue from performance obligations satisfied in previous periods and there were no contract assets recognized at the beginning of each respective period that transferred to receivables in the first halves of 2020 and 2019.

A majority of the purchase orders and statements of work related to contracts with customers require delivery of the product or service within one year or less. For certain service contracts that exceed one year, the Company recognizes revenue at the amount to which it has the right to invoice for services performed. Accordingly, the Company has applied the optional exemption provided by the new revenue recognition standard relating to unsatisfied performance obligations and does not disclose the value of unsatisfied performance obligations for its contracts.

COSTS TO OBTAIN A CONTRACT

The Company recognizes an asset for the incremental costs of obtaining a contract with a customer if it expects the benefit of those costs to be longer than one year. The Company has determined that certain rebate incentive programs meet the requirements to be capitalized. These costs are periodically reviewed for impairment, and are amortized on a straight-line basis over the expected period

of benefit. As of June 27, 2020 and December 28, 2019, capitalized acquisition costs amounted to $36 million and $40 million, respectively, and are reflected in short-term contract assets and long-term contract assets in the table above. In the second quarter and first half of 2020, amortization expense was $7 million and $15 million, respectively. In the second quarter and first half of 2019, amortization expenses was $8 million and $17 million, respectively. The Company had no asset impairment charges related to contract assets in the periods presented herein. There is uncertainty regarding the impacts of COVID-19, the novel coronavirus disease that was declared a pandemic by the World Health Organization on March 11, 2020, on the global and national economies, which could negatively affect our customers and result in future impairments of contract assets.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
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-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

SEGMENT INFORMATION

6 Months Ended

Jun. 27, 2020

Segment Reporting [Abstract]

SEGMENT INFORMATION

NOTE 5. SEGMENT INFORMATION

At June 27, 2020, the Company had three reportable segments: Business Solutions Division, Retail Division and the CompuCom Division. The Business Solutions Division sells nationally branded as well as the Company’s private branded office supply and adjacency products and services to customers in the United States, Puerto Rico, the U.S. Virgin Islands, and Canada. Business Solutions Division customers are served through a dedicated sales force, catalogs, telesales, and electronically through the Company’s Internet websites. The Retail Division includes a chain of retail stores in the United States, Puerto Rico and the U.S. Virgin Islands, which sell office supplies, technology products and solutions, business machines and related supplies, cleaning, breakroom and facilities products, and office furniture as well as offer business services including copying, printing, digital imaging, mailing, shipping and technology support services. In addition, the print needs for retail and business customers are also facilitated through the Company’s regional print production centers. The CompuCom Division provides IT services and products to enterprise organizations in the United States and Canada, and offers a broad range of solutions including technology lifecycle management, end user computing and collaboration, service desk, remote technology monitoring and management, and IT workforce solutions.

The retained global sourcing operations previously included in the former International Division are not significant and have been presented as Other. Also included in Other is the elimination of intersegment revenues of $3 million and $7 million for the second quarter and first half of 2020, respectively, and $3 million and $6 million for the second quarter and first half of 2019, respectively.

The products and services offered by the Business Solutions Division and the Retail Division are similar, but the CompuCom Division’s offerings are focused on IT services and related products. The Company’s three operating segments are its three reportable segments. The Business Solutions Division, the Retail Division and the CompuCom Division are managed separately as they represent separate channels in the way the Company serves its customers, and they are managed accordingly. The accounting policies for each segment are the same as those described in Note 1 of the 2019 Form 10-K. 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 Business Solutions Division, the Retail Division or the CompuCom Division, including asset impairments and merger and restructuring expenses, 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. In addition, the Company regularly evaluates the appropriateness of the reportable segments based on how the business is managed, including decision-making about resources allocation and assessing performance of the segments, particularly in light of organizational changes, merger and acquisition activity and changing laws and regulations. Therefore, the current reportable segments may change in the future.

The following is a summary of sales and operating income (loss) by each of the Divisions and Other, reconciled to consolidated totals.

	Sales
	Second Quarter				First Half
(In millions)	2020		2019		2020		2019
Business Solutions Division	$	1,024	$	1,328	$	2,358	$	2,672
Retail Division		912		1,000		2,069		2,175
CompuCom Division		214		258		450		506
Other		8		2		6		3
Total	$	2,158	$	2,588	$	4,883	$	5,356

	Division Operating Income (Loss)
	Second Quarter				First Half
(In millions)	2020		2019		2020		2019
Business Solutions Division	$	13	$	86	$	53	$	132
Retail Division		18		9		106		76
CompuCom Division		4		1		7		(13	)
Other		—		—		—		—
Total	$	35	$	96	$	166	$	195

A reconciliation of the measure of Division operating income to Consolidated loss before income taxes is as follows:

	Second Quarter						First Half
(In millions)	2020			2019			2020			2019
Total Divisions operating income	$	35		$	96		$	166		$	195
Add/(subtract):
Asset impairments		(401	)		(16	)		(413	)		(45	)
Merger and restructuring expenses, net		(65	)		(69	)		(81	)		(83	)
Unallocated expenses		(25	)		(26	)		(48	)		(58	)
Interest income		—			5			3			11
Interest expense		(11	)		(23	)		(29	)		(46	)
Loss on extinguishment and modification of debt		(12	)		—			(12	)		—
Other income, net		4			2			5			5
Loss before income taxes	$	(475	)	$	(31	)	$	(409	)	$	(21	)

The components of goodwill by segment are provided in the following table:

	Business Solutions			Retail		CompuCom
(In millions)	Division			Division		Division			Total
Balance as of December 28, 2019	$	410		$	78	$	456		$	944
Acquisitions		10			—		—			10
Foreign currency rate impact		—			—		(9	)		(9	)
Impairments		(115	)		—		(237	)		(352	)
Balance as of June 27, 2020	$	305		$	78	$	210		$	593

Refer to Note 2 for additional information on the acquisitions made during the first half of 2020.

Goodwill and indefinite-lived intangible assets are tested for impairment annually as of the first day of fiscal December or more frequently when events or changes in circumstances indicate that impairment may have occurred. During the second quarter of 2020, due to the macroeconomic impacts of COVID-19 on the Company's current and projected future results of operations, the Company determined that an indicator of potential impairment existed to require an interim quantitative goodwill impairment test for its CompuCom and Contract reporting units. The Contract reporting unit is a component of the Business Solutions Division segment. The quantitative goodwill impairment test indicated that the carrying value of the CompuCom and Contract reporting units exceeded their fair value by $237 million and $115 million, respectively. As a result, the Company recorded partial goodwill impairment charges of $237 million and $115 million in the second quarter of 2020 associated with the CompuCom and Contract reporting units, respectively. These non-cash impairment charges are presented within the Asset Impairment line in the accompanying Condensed Consolidated Statements of Operations. After the impairment charges, the CompuCom reporting unit has remaining goodwill of $210 million, and the Contract reporting unit has remaining goodwill of $230 million as of June 27, 2020.

The decline in the fair values of the CompuCom and Contract reporting units resulted from macroeconomic impacts of COVID-19, particularly as it relates to the restrictions and closures imposed on their business customers, which lowered the projected revenue growth rates and profitability levels of the reporting units. The duration of the impacts of the pandemic are expected to be longer than anticipated in the first quarter of 2020, which has significantly impacted the Company’s expectations on timing for its customers returning back to levels of historical operations. For its CompuCom reporting unit, the Company had begun to experience a decline in project-based service revenue due to customer-imposed deferrals late in the first quarter of 2020. During the second quarter of 2020, declines in project-based service revenue continued to deteriorate at a faster pace due to both customer-imposed deferrals and

cancellations. The Company also started to experience declines in its annuity-based service revenue from reduced service volume and declines in its product revenue from deferred or cancelled customer spend on product purchases, due to the continued disruption in the activities of its business customers during the second quarter of 2020. For its Contract reporting unit, the Company had begun experiencing decreased demand for its core product and service offerings late in the first quarter of 2020, mainly as a result of the temporary closure of nonessential businesses which constitute a portion of this reporting unit’s customers, along with the transition of many other business customers to a work-from-home environment. The disruption on the Contract reporting unit’s business customers continued through the second quarter of 2020 as a portion of these businesses are still operating at reduced activity levels or are closed. During the second quarter, the opportunities related to increased sales in cleaning and breakroom supplies and personal protective equipment also did not materialize at levels that were anticipated. In addition, the consideration of incremental risk associated with the uncertainty related to the pace of the economic recovery was also a factor that contributed to the decline in the fair values of both reporting units.

The fair value estimates for both reporting units were based on a blended analysis of the present value of future discounted cash flows and market value approach. The significant estimates used in the discounted cash flow model included the Company’s weighted average cost of capital, projected cash flows and the long-term rate of growth. The assumptions were based on the actual historical performance of the reporting units and took into account the recent and continued weakening of operating results as well as the anticipated rate of recovery, and implied risk premiums based on market prices of our equity and debt as of the assessment date. Significant estimates in the market approach model included identifying similar companies with comparable business factors such as size, growth, profitability, risk and return on investment and assessing comparable revenue and earnings multiples in estimating the fair value of the reporting units. CompuCom’s tradename, which is an indefinite-lived intangible asset, was also tested for impairment using the relief from royalty method and was determined to be impaired as its carrying value exceeded its fair value by $11 million. Accordingly, the Company recorded an impairment charge of $11 million in the second quarter of 2020 related to this asset.

The Company did not identify indicators of impairment related to its other reporting units, which mainly serve consumers through our retail stores and eCommerce platform and have been performing in accordance with forecasts. The Company will continue to evaluate the recoverability of goodwill at the reporting unit level on an annual basis and whenever events or changes in circumstances indicate there may be a potential impairment.

- 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.

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+ Details

INCOME TAXES

6 Months Ended

Jun. 27, 2020

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 6. INCOME TAXES

The Company’s effective tax rate for the second quarter and first half of 2020 differs from the statutory rate of 21% primarily due to the impact of goodwill impairment, state taxes, excess tax deficiencies associated with stock-based compensation awards and certain nondeductible items, adjustments to certain tax benefits and the mix of income and losses across U.S. and non-U.S. jurisdictions. The Company’s effective tax rates in prior periods have varied considerably as a result of several primary factors including the mix of income and losses across U.S. and non-U.S. jurisdictions, the impact of excess tax deficiencies associated with stock-based compensation awards and the derecognition of valuation allowances against deferred tax assets that were not more-likely-than-not realizable in the U.S. and certain non-U.S. jurisdictions. During 2020 and 2019, the mix of income and losses across jurisdictions, although still applicable, has become less of a factor in influencing the Company’s effective tax rates due to the dispositions of the international businesses and improved operating results. As a result, the Company’s effective tax rates are 8% for the second quarter and 4% for the first half of 2020, and 23% for the second quarter and 24% for the first half of 2019. Changes in pretax income projections and the mix of income across jurisdictions could impact the effective tax rate in future quarters.

The Tax Cuts and Jobs Act repealed the corporate Alternative Minimum Tax (“AMT”) and allows unutilized AMT credits to be refunded. For tax years 2018 through 2020, taxpayers could receive 50% of their uncredited balances as a cash refund with any remaining amounts refunded in full in 2021. As of year end 2019, the Company determined it was more-likely-than-not that $22 million of its AMT credits would be refunded and was expected to be received in the third quarter of 2020. During the first quarter of 2020, the Coronavirus Aid, Relief and Economic Security Act (the “CARES Act”) was enacted. The CARES Act allows for the Company to refund 100% of its remaining AMT credits in 2020. The Company filed for the remaining $22 million in the second quarter of 2020 for a total refund of $44 million. The Company received the entire $44 million in the third quarter of 2020. The Company continues to evaluate the other provisions of the CARES Act to determine if they would have any material impact.

During the first quarter of 2020, the Company net settled its Timber notes receivable and Non-recourse debt. The Company has previously recorded a deferred tax liability related to the taxes deferred from the original transaction. The deferred liability was realized in the first quarter of 2020. It is anticipated that certain capital loss carryforwards, available tax credits and net operating losses will offset the resulting gain and no material cash income taxes will be due upon the realization.

The Company continues to have a U.S. valuation allowance for certain U.S. federal credits and state tax attributes, which relate to deferred tax assets that require certain types of income or for income to be earned in certain jurisdictions in order to be realized. The Company will continue to assess the realizability of its deferred tax assets in the U.S. and remaining foreign jurisdictions in future periods. Changes in pretax income projections could impact this evaluation in future periods.

The Company files a U.S. federal income tax return and other income tax returns in various states and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S. federal and state and local income tax examinations for years prior to 2017 and 2013, respectively. The acquired OfficeMax U.S. consolidated group is no longer subject to U.S. federal income tax examination, and with few exceptions, is no longer subject to U.S. state and local income tax examinations for years prior to 2013. The Company’s U.S. federal income tax return for 2017 is currently under review. Generally, the Company is subject to routine examination for years 2012 and forward in its international tax jurisdictions.

It is anticipated that $4 million of 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.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

LOSS PER SHARE

6 Months Ended

Jun. 27, 2020

Earnings Per Share [Abstract]

LOSS PER SHARE

NOTE 7. LOSS PER SHARE

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

	Second Quarter						First Half
(In millions, except per share amounts)	2020			2019			2020			2019
Basic Loss Per Share
Numerator:
Net loss	$	(439	)	$	(24	)	$	(394	)	$	(16	)
Denominator:
Weighted-average shares outstanding		53			55			53			54
Basic loss per share	$	(8.34	)	$	(0.43	)	$	(7.46	)	$	(0.29	)
Diluted Loss Per Share
Numerator:
Net loss	$	(439	)	$	(24	)	$	(394	)	$	(16	)
Denominator:
Weighted-average shares outstanding		53			55			53			54
Effect of dilutive securities:
Stock options and restricted stock		1			—			1			1
Diluted weighted-average shares outstanding		54			55			54			55
Diluted loss per share	$	(8.19	)	$	(0.43	)	$	(7.31	)	$	(0.28	)

Awards of stock options and nonvested shares representing less than 1 million additional shares of common stock were outstanding for both the second quarter and first half of 2020, and less than 1 million for both the second quarter and first half of 2019, but were not included in the computation of diluted weighted-average shares outstanding because their effect would have been antidilutive.

After obtaining approval of the Company’s shareholders on May 11, 2020, the Company’s Board of Directors determined to set a reverse stock split ratio of 1-for-10 for a reverse stock split of the Company’s outstanding shares of common stock, and a reduction in the number of authorized shares of the Company’s common stock by a corresponding ratio. The reverse stock split was effective on June 30, 2020. All share and per share amounts have been retroactively adjusted for all periods presented to give effect to this reverse stock split.

DEBT

6 Months Ended

Jun. 27, 2020

Debt Disclosure [Abstract]

DEBT

NOTE 8. DEBT

In connection with the consummation of the acquisition of CompuCom, the Company entered into a credit agreement, dated as of November 8, 2017 (the “Term Loan Credit Agreement”), which provided for a $750 million term loan facility with a maturity date of November 8, 2022. The Term Loan Credit Agreement was amended in November 2018. The Term Loan Credit Agreement was repaid in full and terminated in April 2020, as further described below.

In May 2011, the Company entered into an amended and restated credit agreement, which was further amended and restated in May 2016, December 2016 and November 2017 (the Amended and Restated Credit Agreement including all amendments is referred to as the “Amended Credit Agreement”). On April 17, 2020, the Company entered into the Third Amended and Restated Credit Agreement (the “Third Amended Credit Agreement”), which provides for a $1.2 billion asset-based revolving credit facility and a $100 million asset-based first-in, last-out term loan facility, for an aggregate principal amount of up to $1.3 billion (the “New Facilities”). The New Facilities mature in April 2025. The Third Amended Credit Agreement replaces the Company’s existing Amended Credit Agreement that was due to mature in May 2021. The Company incurred approximately $6 million of new debt issuance costs under the Third Amended Credit Agreement, which will be recognized in interest expense through April 2025, the maturity date of the New Facilities.

Upon the closing of the transaction, the Company made an initial borrowing in the amount of $400 million under the New Facilities in the second quarter of 2020. These proceeds, along with available cash on hand, were used to repay in full the remaining $388 million balance under the Term Loan Credit Agreement and terminate it and to repay approximately $66 million of borrowings and interest associated with our company owned life insurance policies, which, prior to their repayment were presented as a reduction to the company owned insurance policies asset balances within Other Assets. The Company recognized $12 million of loss from extinguishment and modification of debt related to this transaction in the second quarter of 2020, which primarily included the write-off of the remaining unamortized original issue discount and debt issuance costs of the Term Loan Credit Agreement as of the closing date of the transaction.

As provided in the Third Amended Credit Agreement, available amounts that can be borrowed are based on percentages of certain outstanding accounts receivable, credit card receivables, inventory, cash value of insurance policies and certain specific real estates of the Company. At June 27, 2020, the Company had $708 million of available credit, and revolving loans outstanding totaling $400 million under the Third Amended Credit Agreement. The Company was in compliance with all applicable financial covenants at June 27, 2020.

NON-RECOURSE DEBT

The Installment Notes (the “Timber notes receivable”) and the related Bridge Loan (the “Non-recourse debt”), as defined in the 2019 Form 10-K, both matured on January 29, 2020. The Company received a net principal cash payment of $82.5 million upon maturity of the Installment Notes and the Bridge Loan on January 29, 2020, which were net settled as they were with the same third-party financial institution. Refer to Note 6 for additional information related to the tax impact of this transaction.

STOCKHOLDERS' EQUITY

6 Months Ended

Jun. 27, 2020

Equity [Abstract]

STOCKHOLDERS' EQUITY

NOTE 9. STOCKHOLDERS’ EQUITY

Accumulated other comprehensive loss activity, net of tax, where applicable, is provided in the following table:

	Foreign			Change in
	Currency			Deferred
	Translation			Pension and
(In millions)	Adjustments			Other			Total
Balance at December 28, 2019	$	(29	)	$	(37	)	$	(66	)
Other comprehensive loss activity		(28	)		(1	)		(29	)
Balance at June 27, 2020	$	(57	)	$	(38	)	$	(95	)

TREASURY STOCK

In November 2018, the Board of Directors approved a stock repurchase program of up to $100 million of its common stock effective January 1, 2019, which extends until the end of 2020. In November 2019, the Board of Directors approved an increase in the authorization of the existing stock repurchase program of up to $200 million and extended the program through the end of 2021. The current authorization includes the remaining authorized amount under the existing stock repurchase program. The exact timing of share repurchases will depend on market conditions and other factors, and will be funded through available cash balances. As a result of the continued economic uncertainty due to COVID-19, the Board of Directors temporarily suspended the stock repurchase program on May 5, 2020, however, the repurchase authorization remains effective.

Under the stock repurchase program before its temporary suspension, the Company purchased approximately 22 thousand shares of its common stock at a cost of less than $1 million in the second quarter of 2020 and approximately 1 million shares of its common stock at a cost of $30 million in the first half of 2020. The share amounts of share repurchases have been retroactively adjusted for the impact of the 1-for-10 reverse stock split disclosed in Note 1 above. As of June 27, 2020, approximately $130 million remains available for stock repurchases under the current stock repurchase program that remains temporarily suspended.

At June 27, 2020, there were 10 million common shares held in treasury, which has been retroactively adjusted for the impact of the 1-for-10 reverse stock split disclosed in Note 1 above. The Company’s Third Amended Credit Agreement included certain covenants on restricted payments such as common stock repurchases, based on the Company’s fixed charge coverage ratio, liquidity and borrowing availability. Refer to Note 8 for additional information about the Company’s compliance with financial covenants.

DIVIDENDS ON COMMON STOCK

In order to preserve liquidity during the COVID-19 pandemic and in light of the uncertainties as to its duration and economic impact, on May 5, 2020, the Company’s Board of Directors temporarily suspended the Company’s quarterly cash dividend beginning in the second quarter of 2020. There was no quarterly cash dividend declared and paid in the second quarter of 2020. Prior to the temporary suspension of the Company’s quarterly cash dividend, the Company’s Board of Directors declared a cash dividend of $0.25 per share on its common stock, resulting in total cash payments of $13 million in the first half of 2020. Dividends have been recorded as a reduction to additional paid-in capital as the Company is in an accumulated deficit position. Payment of dividends is permitted under the Company’s Third Amended Credit Agreement provided that the Company has the required minimum liquidity or fixed charge coverage ratio, but may be limited if the Company does not meet the necessary requirements. Refer to Note 8 for additional information about the Company’s compliance with financial covenants.

EMPLOYEE BENEFIT PLANS

6 Months Ended

Jun. 27, 2020

Compensation And Retirement Disclosure [Abstract]

EMPLOYEE BENEFIT PLANS

NOTE 10. EMPLOYEE BENEFIT PLANS

PENSION AND OTHER POSTRETIREMENT BENEFIT PLANS – NORTH AMERICA

The components of net periodic pension expense (benefit) for the Company’s North America pension plans are as follows:

	Second Quarter						First Half
(In millions)	2020			2019			2020			2019
Service cost	$	—		$	2		$	—		$	4
Interest cost		7			9			14			18
Expected return on plan assets		(8	)		(11	)		(16	)		(21	)
Net periodic pension expense (benefit)	$	(1	)	$	—		$	(2	)	$	1

During the first half of 2020, $2 million of cash contributions were made to the North America pension plans. The Company expects to make additional cash contributions of approximately $7 million to the North America pension plans during the remainder of 2020.

PENSION PLAN – UNITED KINGDOM

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

	Second Quarter						First Half
(In millions)	2020			2019			2020			2019
Service cost	$	—		$	—		$	—		$	—
Interest cost		1			1			2			3
Expected return on plan assets		(1	)		(2	)		(2	)		(4	)
Net periodic pension benefit	$	—		$	(1	)	$	—		$	(1	)

The UK pension plan is in a net asset position. During the first half of 2020, cash contributions of $1 million were made to the UK pension plan. The Company is required to make an additional cash contribution of $1 million to the UK pension plan during the remainder of 2020.

Net periodic pension benefits for the North America and UK pension plans and other postretirement benefit plans (the “Plans”) are recorded at the Corporate level. The service cost for the Plans are reflected in Selling, general and administrative expenses, and the other components of net periodic pension benefits are reflected in Other income, net, in the Condensed Consolidated Statements of Operations.

- Definition

The entire disclosure for retirement benefits.

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+ Details

FAIR VALUE MEASUREMENTS

6 Months Ended

Jun. 27, 2020

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

NOTE 11. FAIR VALUE MEASUREMENTS

The Company measures fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. In developing its fair value estimates, the Company uses the following hierarchy:

Level 1:		Quoted prices in active markets for identical assets or liabilities.

Level 2:		Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3:		Significant unobservable inputs that are not corroborated by market data. Generally, these fair value measures are model-based valuation techniques such as discounted cash flows or option pricing models using the Company’s own estimates and assumptions or those expected to be used by market participants.

RECURRING FAIR VALUE MEASUREMENTS

In accordance with GAAP, certain assets and liabilities are required to be recorded at fair value on a recurring basis. The Company’s assets and liabilities that are adjusted to fair value on a recurring basis are money market funds that qualify as cash equivalents, and derivative financial instruments, which may be entered into to mitigate risks associated with changes in foreign currency exchange rates, fuel and other commodity prices and interest rates. Amounts associated with derivative instruments were not significant.

NONRECURRING FAIR VALUE MEASUREMENTS

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets and liabilities at fair value on a nonrecurring basis as required by GAAP. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. In the second quarter and first half of 2020, the Company recognized asset impairment charges

of $401 million and $413 million, respectively. Of these asset impairment charges, $363 million was related to impairment of goodwill in the Contract and CompuCom reporting units and other intangible assets in the second quarter of 2020, and $25 million and $35 million in the second quarter and first half of 2020, respectively, were related to impairment of operating lease right-of-use (“ROU”) assets associated with the Company’s retail store locations, with the remainder primarily relating to impairment of fixed assets and a cost method investment. All impairment charges discussed in the sections below are presented in Asset impairments in the Condensed Consolidated Statements of Operations. Refer to Note 5 for additional information on goodwill impairment charges.

The Company regularly reviews retail store assets for impairment indicators at the individual store level, as this represents the lowest level of identifiable cash flows. When indicators of impairment are present, a recoverability analysis is performed which considers the estimated undiscounted cash flows over the retail store’s remaining life and uses input from retail operations and accounting and finance personnel. These inputs include management’s best estimates of retail store-level sales, gross margins, direct expenses, exercise of future lease renewal options when reasonably certain to be exercised, and resulting cash flows, by their nature, include judgments about how current initiatives will impact future performance. In the second quarter and first half of 2020, the assumptions used within the recoverability analysis for the retail stores were updated to consider current quarter retail store operational results and formal plans for future retail store closures as part of the Company’s restructuring programs, including the probability of closure at the retail store level. While it is generally understood that closures will approximate the store’s lease termination date, it is possible that changes in store performance or other conditions could result in future changes in assumptions utilized. These assumptions reflected declining sales over the forecast period, and gross margin and operating cost assumptions that are consistent with recent actual results and consider plans for future initiatives. The Company also analyzed the impact of the COVID-19 pandemic on store asset recoverability. Due to the nature of products sold, the retail stores were considered to be essential retail commerce by most local jurisdictions and as a result, the substantial majority of these stores remained open and operational with the appropriate safety measures in place during the COVID-19 outbreak. Since late in the first quarter of 2020, the Company has temporarily reduced retail location hours by two hours daily and provides the option of curbside pickup at all locations, with a small number of locations solely providing curbside pickup. The Company’s recoverability assessment included evaluating the impact of these developments.

If the undiscounted cash flows of a retail store cannot support the carrying amount of its assets, the assets are impaired if necessary and written down to estimated fair value. The fair value of retail store assets is determined using a discounted cash flow analysis which uses Level 2 unobservable inputs that are corroborated by market data such as real estate broker’s opinions. Specifically, the analysis uses assumptions of potential rental rates for each retail store location which are based on market data for comparable locations. These estimated cash flows used in the second quarter and first half of 2020 impairment calculation were discounted at a weighted average discount rate of 8%.

The Company will continue to evaluate initiatives to improve performance and lower operating costs. There is uncertainty regarding the impact of the COVID-19 pandemic on the future results of operations, including the forecast period used in the recoverability analysis. To the extent that forward-looking sales and operating assumptions are not achieved and are subsequently reduced, additional impairment charges may result. However, at the end of the second quarter of 2020, the impairment recognized reflects the Company’s best estimate of future performance.

OTHER FAIR VALUE DISCLOSURES

The fair values of cash and cash equivalents, receivables, trade accounts payable and accrued expenses and other current liabilities approximate their carrying values because of their short-term nature.

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

	June 27,				December 28,
	2020				2019
	Carrying		Fair		Carrying		Fair
(In millions)	Amount		Value		Amount		Value
Financial assets:
Timber notes receivable	$	—	$	—	$	819	$	819
Company-owned life insurance		151		151		91		91
Financial liabilities:
Recourse debt:
Revolving credit facility, due 2025		400		400		—		—
Term Loan, due 2022		—		—		393		409
Revenue bonds, due in varying amounts periodically through 2029		186		186		186		186
American & Foreign Power Company, Inc. 5% debentures, due 2030		15		14		15		14
Non-recourse debt — Timber notes		—		—		735		735

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). The Timber notes receivable matured on January 29, 2020. Refer to Note 8 for additional information about the Timber notes receivable.

•

Company-owned life insurance: In connection with the 2013 OfficeMax 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, which is the cash surrender value less any outstanding loans (Level 2 measure). As disclosed in Note 8, all outstanding loans associated with company-owned life insurance policies were repaid during the second quarter of 2020.

•

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). The carrying amount of the revolving credit facility under the Third Amended Credit Agreement approximates fair value because the interest rates vary with market interest rates. The Term Loan Credit Agreement originally due in 2022 was repaid in full and terminated in April 2020. Refer to Note 8 for additional information about the Third Amended Credit Agreement and the Term Loan Credit Agreement.

•

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). The Non-recourse debt matured on January 29, 2020. Refer to Note 8 for additional information about the Non-recourse debt.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

COMMITMENTS AND CONTINGENCIES

3 Months Ended

Mar. 28, 2020

Commitments And Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 12. 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 review by governmental authorities and regulatory agencies, with which the Company cooperates. Many of these lawsuits, investigations, audits and reviews are resolved without material impact to the Company. While claims in these matters may at times assert large demands, the Company does not believe that contingent liabilities related to these matters, either individually or in the aggregate, will materially affect its financial position, results of operations or cash flows.

In May 2017, the Office of Attorney General, State of Texas (''Texas AG'') issued a Civil Investigative Demand (“CID”) to the Company requiring the Company to produce certain documents and materials and to answer certain interrogatories relating to PC Healthcheck, a software program manufactured by a third-party vendor and provided to the Company for its customers prior to December 31, 2016. The Company continues to cooperate with the Texas AG with respect to its investigation. At this time, it is difficult to predict the timing, the likely outcome, and/or potential range of loss, if any, of this matter.

In addition to the foregoing, OfficeMax is named as 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 June 27, 2020, 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 liabilities, our estimated range of reasonably possible losses was approximately $10 million to $20 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.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

6 Months Ended

Jun. 27, 2020

Accounting Policies [Abstract]

BASIS OF PRESENTATION

At June 27, 2020, the Company had three reportable segments (or “Divisions”): Business Solutions Division, Retail Division and the CompuCom Division.

CORPORATE REORGANIZATION

CASH MANAGEMENT

At June 27, 2020 and December 28, 2019, cash and cash equivalents held outside the United States amounted to $139 million and $190 million, respectively.

NEW ACCOUNTING STANDARDS

Standards that are not yet adopted:

Standards that were adopted:

PRODUCTS AND SERVICES REVENUE

The following table provides information about disaggregated revenue by Division, and major products and services categories.

	Second Quarter of 2020
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	548	$	263	$	—	$	6		$	817
Technology		271		424		58		2			755
Furniture and other		146		135		—		4			285
Services
Technology		—		6		153		(4	)		155
Copy, print, and other		59		84		3		—			146
Total	$	1,024	$	912	$	214	$	8		$	2,158

	Second Quarter of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	745	$	355	$	—	$	4		$	1,104
Technology		315		404		75		—		$	794
Furniture and other		189		95		—		1		$	285
Services
Technology		—		7		181		(4	)	$	184
Copy, print, and other		79		139		2		1		$	221
Total	$	1,328	$	1,000	$	258	$	2		$	2,588

	First Half of 2020
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	1,302	$	683	$	—	$	7		$	1,992
Technology		588		907		122		2			1,619
Furniture and other		322		257		—		4			583
Services
Technology		—		15		322		(7	)		330
Copy, print, and other		146		207		6		—			359
Total	$	2,358	$	2,069	$	450	$	6		$	4,883

	First Half of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	1,506	$	807	$	—	$	6		$	2,319
Technology		639		872		137		1			1,649
Furniture and other		372		201		—		2			575
Services
Technology		—		14		363		(6	)		371
Copy, print, and other		155		281		6		—			442
Total	$	2,672	$	2,175	$	506	$	3		$	5,356

Products revenue includes the sale of:

•

Supplies such as paper, writing instruments, office supplies, cleaning and breakroom items;

•

Technology related products such as toner and ink, printers, computers, tablets and accessories, and electronic storage; and

•

Furniture and other products such as desks, seating, and luggage.

Services revenue includes the sale of:

•

REVENUE RECOGNITION AND SIGNIFICANT JUDGMENTS

CONTRACT BALANCES

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers:

	June 27,		December 28,
(In millions)	2020		2019
Trade receivables, net	$	508	$	599
Short-term contract assets		19		23
Long-term contract assets		17		17
Short-term contract liabilities		53		52
Long-term contract liabilities		4		1

COSTS TO OBTAIN A CONTRACT

- Definition

Disclosure of accounting policy for revenue from contract with customer.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

MERGER AND RESTRUCTURING ACTIVITY (Tables)

6 Months Ended

Jun. 27, 2020

Business Combinations [Abstract]

Summary of Major Components of Merger and Restructuring Expenses, Net

The table below summarizes the major components of Merger and restructuring expenses, net.

	Second Quarter				First Half
(In millions)	2020		2019		2020		2019
Merger and transaction related expenses
Severance and retention	$	—	$	—	$	—	$	1
Transaction and integration		7		5		14		12
Total Merger and transaction related expenses		7		5		14		13
Restructuring expenses
Severance		42		40		42		40
Professional fees		5		16		11		19
Facility closure, contract termination, and other expenses, net		11		8		14		11
Total Restructuring expenses		58		64		67		70
Total Merger and restructuring expenses, net	$	65	$	69	$	81	$	83

Facility Closure and Severance Costs

	Balance as of								Balance as of
	December 28,		Charges			Cash			June 27,
(In millions)	2019		Incurred			Payments			2020
Termination benefits:
Merger-related accruals	$	1	$	—		$	—		$	1
Maximize B2B Restructuring Plan		—		40			(3	)		37
Business Acceleration Program		13		(1	)		(6	)		6
Lease and contract obligations, accruals for facilities closures and other costs:
Merger-related accruals		—		2			—			2
Maximize B2B Restructuring Plan		—		2			—			2
Business Acceleration Program		5		15			(16	)		4
Comprehensive Business Review		3		—			(1	)		2
Total	$	22	$	58		$	(26	)	$	54

REVENUE RECOGNITION (Tables)

6 Months Ended

Jun. 27, 2020

Revenue From Contract With Customer [Abstract]

Summary of Disaggregated Revenue by Division, Major Product and Service Categories

The following table provides information about disaggregated revenue by Division, and major products and services categories.

	Second Quarter of 2020
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	548	$	263	$	—	$	6		$	817
Technology		271		424		58		2			755
Furniture and other		146		135		—		4			285
Services
Technology		—		6		153		(4	)		155
Copy, print, and other		59		84		3		—			146
Total	$	1,024	$	912	$	214	$	8		$	2,158

	Second Quarter of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	745	$	355	$	—	$	4		$	1,104
Technology		315		404		75		—		$	794
Furniture and other		189		95		—		1		$	285
Services
Technology		—		7		181		(4	)	$	184
Copy, print, and other		79		139		2		1		$	221
Total	$	1,328	$	1,000	$	258	$	2		$	2,588

	First Half of 2020
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	1,302	$	683	$	—	$	7		$	1,992
Technology		588		907		122		2			1,619
Furniture and other		322		257		—		4			583
Services
Technology		—		15		322		(7	)		330
Copy, print, and other		146		207		6		—			359
Total	$	2,358	$	2,069	$	450	$	6		$	4,883

	First Half of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	1,506	$	807	$	—	$	6		$	2,319
Technology		639		872		137		1			1,649
Furniture and other		372		201		—		2			575
Services
Technology		—		14		363		(6	)		371
Copy, print, and other		155		281		6		—			442
Total	$	2,672	$	2,175	$	506	$	3		$	5,356

Summary of Receivables, Contract Assets and Contract Liabilities from Contracts with Customers

The following table provides information about receivables, contract assets and contract liabilities from contracts with customers:

	June 27,		December 28,
(In millions)	2020		2019
Trade receivables, net	$	508	$	599
Short-term contract assets		19		23
Long-term contract assets		17		17
Short-term contract liabilities		53		52
Long-term contract liabilities		4		1

SEGMENT INFORMATION (Tables)

6 Months Ended

Jun. 27, 2020

Segment Reporting [Abstract]

Summary of Significant Accounts and Balances by Each Divisions and Other

The following is a summary of sales and operating income (loss) by each of the Divisions and Other, reconciled to consolidated totals.

	Sales
	Second Quarter				First Half
(In millions)	2020		2019		2020		2019
Business Solutions Division	$	1,024	$	1,328	$	2,358	$	2,672
Retail Division		912		1,000		2,069		2,175
CompuCom Division		214		258		450		506
Other		8		2		6		3
Total	$	2,158	$	2,588	$	4,883	$	5,356

	Division Operating Income (Loss)
	Second Quarter				First Half
(In millions)	2020		2019		2020		2019
Business Solutions Division	$	13	$	86	$	53	$	132
Retail Division		18		9		106		76
CompuCom Division		4		1		7		(13	)
Other		—		—		—		—
Total	$	35	$	96	$	166	$	195

Reconciliation of Measure of Division Operating Income to Consolidated Loss Before Income Taxes

A reconciliation of the measure of Division operating income to Consolidated loss before income taxes is as follows:

	Second Quarter						First Half
(In millions)	2020			2019			2020			2019
Total Divisions operating income	$	35		$	96		$	166		$	195
Add/(subtract):
Asset impairments		(401	)		(16	)		(413	)		(45	)
Merger and restructuring expenses, net		(65	)		(69	)		(81	)		(83	)
Unallocated expenses		(25	)		(26	)		(48	)		(58	)
Interest income		—			5			3			11
Interest expense		(11	)		(23	)		(29	)		(46	)
Loss on extinguishment and modification of debt		(12	)		—			(12	)		—
Other income, net		4			2			5			5
Loss before income taxes	$	(475	)	$	(31	)	$	(409	)	$	(21	)

Schedule of Goodwill by Segment

The components of goodwill by segment are provided in the following table:

	Business Solutions			Retail		CompuCom
(In millions)	Division			Division		Division			Total
Balance as of December 28, 2019	$	410		$	78	$	456		$	944
Acquisitions		10			—		—			10
Foreign currency rate impact		—			—		(9	)		(9	)
Impairments		(115	)		—		(237	)		(352	)
Balance as of June 27, 2020	$	305		$	78	$	210		$	593

LOSS PER SHARE (Tables)

6 Months Ended

Jun. 27, 2020

Earnings Per Share [Abstract]

Calculation of Loss Per Common Share

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

	Second Quarter						First Half
(In millions, except per share amounts)	2020			2019			2020			2019
Basic Loss Per Share
Numerator:
Net loss	$	(439	)	$	(24	)	$	(394	)	$	(16	)
Denominator:
Weighted-average shares outstanding		53			55			53			54
Basic loss per share	$	(8.34	)	$	(0.43	)	$	(7.46	)	$	(0.29	)
Diluted Loss Per Share
Numerator:
Net loss	$	(439	)	$	(24	)	$	(394	)	$	(16	)
Denominator:
Weighted-average shares outstanding		53			55			53			54
Effect of dilutive securities:
Stock options and restricted stock		1			—			1			1
Diluted weighted-average shares outstanding		54			55			54			55
Diluted loss per share	$	(8.19	)	$	(0.43	)	$	(7.31	)	$	(0.28	)

STOCKHOLDERS' EQUITY (Tables)

6 Months Ended

Jun. 27, 2020

Equity [Abstract]

Accumulated Other Comprehensive Loss Activity, Net of Tax

Accumulated other comprehensive loss activity, net of tax, where applicable, is provided in the following table:

	Foreign			Change in
	Currency			Deferred
	Translation			Pension and
(In millions)	Adjustments			Other			Total
Balance at December 28, 2019	$	(29	)	$	(37	)	$	(66	)
Other comprehensive loss activity		(28	)		(1	)		(29	)
Balance at June 27, 2020	$	(57	)	$	(38	)	$	(95	)

EMPLOYEE BENEFIT PLANS (Tables)

6 Months Ended

Jun. 27, 2020

Compensation And Retirement Disclosure [Abstract]

Components of Net Periodic Pension Expense (Benefit)

The components of net periodic pension expense (benefit) for the Company’s North America pension plans are as follows:

	Second Quarter						First Half
(In millions)	2020			2019			2020			2019
Service cost	$	—		$	2		$	—		$	4
Interest cost		7			9			14			18
Expected return on plan assets		(8	)		(11	)		(16	)		(21	)
Net periodic pension expense (benefit)	$	(1	)	$	—		$	(2	)	$	1

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

	Second Quarter						First Half
(In millions)	2020			2019			2020			2019
Service cost	$	—		$	—		$	—		$	—
Interest cost		1			1			2			3
Expected return on plan assets		(1	)		(2	)		(2	)		(4	)
Net periodic pension benefit	$	—		$	(1	)	$	—		$	(1	)

FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Jun. 27, 2020

Fair Value Disclosures [Abstract]

Schedule of Fair Value of Assets and Liabilities

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

	June 27,				December 28,
	2020				2019
	Carrying		Fair		Carrying		Fair
(In millions)	Amount		Value		Amount		Value
Financial assets:
Timber notes receivable	$	—	$	—	$	819	$	819
Company-owned life insurance		151		151		91		91
Financial liabilities:
Recourse debt:
Revolving credit facility, due 2025		400		400		—		—
Term Loan, due 2022		—		—		393		409
Revenue bonds, due in varying amounts periodically through 2029		186		186		186		186
American & Foreign Power Company, Inc. 5% debentures, due 2030		15		14		15		14
Non-recourse debt — Timber notes		—		—		735		735

Summary of Significant Accounting Policies - Additional Information (Detail) $ in Millions		6 Months Ended
	May 11, 2020	Jun. 27, 2020 USD ($) Store Segment	Dec. 28, 2019 USD ($)
Summary Of Significant Accounting Policies [Line Items]
Number of retail stores \| Store		1,260
Number of reportable segments \| Segment		3
Reverse stock split	1-for-10
Reverse stock split ratio	0.1
Accounts payable and accrued expenses and other current liabilities not yet presented for payment		$ 16	$ 25
Cash and cash equivalents		762	698
Adjustment for adoption of accounting standard		(484)	(89)
Accounting Standards Update 2016-13
Summary Of Significant Accounting Policies [Line Items]
Adjustment for adoption of accounting standard		$ 1
Change in accounting principle, accounting standards update, adopted		true
Change in accounting principle, accounting standards update, immaterial effect		true
Accounting Standards Update 2018-15
Summary Of Significant Accounting Policies [Line Items]
Change in accounting principle, accounting standards update, adopted		true
Change in accounting principle, accounting standards update, immaterial effect		true
Prepaid Expenses and Other Current Assets
Summary Of Significant Accounting Policies [Line Items]
Restricted cash		$ 2	2
Non-US
Summary Of Significant Accounting Policies [Line Items]
Cash and cash equivalents		$ 139	$ 190

Acquisitions - Additional Information (Detail) $ in Millions	6 Months Ended
	Jun. 27, 2020 USD ($) Business	Dec. 28, 2019 USD ($)
Business Acquisition, Acquisition Related Costs [Line Items]
Goodwill	$ 593	$ 944
Multiple Acquisition
Business Acquisition, Acquisition Related Costs [Line Items]
Business combination consideration transferred	20
Contingent consideration liability amount recognized	2
Goodwill	10
Multiple Acquisition \| Customer Relationships
Business Acquisition, Acquisition Related Costs [Line Items]
Intangible assets acquired	$ 4
United States
Business Acquisition, Acquisition Related Costs [Line Items]
Number of business acquired \| Business	3

Summary of Major Components of Merger and Restructuring Expenses, Net (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Merger and transaction related expenses
Severance and retention				$ 1
Transaction and integration	$ 7	$ 5	$ 14	12
Total Merger and transaction related expenses	7	5	14	13
Restructuring expenses
Severance	42	40	42	40
Professional fees	5	16	11	19
Facility closure, contract termination, and other expenses, net	11	8	14	11
Total Restructuring expenses	58	64	67	70
Total Merger and restructuring expenses, net	$ 65	$ 69	$ 81	$ 83

Merger and Restructuring Activity - Additional Information (Detail) $ in Millions		1 Months Ended	3 Months Ended		6 Months Ended		18 Months Ended
	May 08, 2019 USD ($) Store DistributionCenterandSalesOffice	May 31, 2020 USD ($) Store Employee Facility	Jun. 27, 2020 USD ($) Store DistributionCenterandSalesOffice	Jun. 29, 2019 USD ($)	Jun. 27, 2020 USD ($) Store DistributionCenterandSalesOffice	Jun. 29, 2019 USD ($)	Jun. 27, 2020 USD ($) DistributionCenterandSalesOffice	Dec. 28, 2019 DistributionCenterandSalesOffice
Business Acquisition [Line Items]
Merger and transaction related expenses			$ 7	$ 5	$ 14	$ 13
Costs to implement restructuring plan					58
Restructuring cash expenditure					26
Maximize B2B Restructuring Plan
Business Acquisition [Line Items]
Number of expected reduction in employee position \| Employee		13,100
Number of retail stores planned to be closed \| Store		73
Number of facility planned to be closed \| Facility		1
Costs to implement restructuring plan		$ 143	51
Expected restructuring cost paid			3		3		$ 3
Maximize B2B Restructuring Plan \| Cash Expenditures
Business Acquisition [Line Items]
Costs to implement restructuring plan		143
Maximize B2B Restructuring Plan \| Severance and Related Employee Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan		55	42
Maximize B2B Restructuring Plan \| Retail Store and Facility Closure Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan		51	9
Maximize B2B Restructuring Plan \| Other Costs Including Contract Termination Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan		$ 37			2
Business Acceleration Program
Business Acquisition [Line Items]
Number of retail stores planned to be closed \| Store	90
Costs to implement restructuring plan	$ 108		$ 6		$ 14		$ 96
Number of other facilities planned to be closed \| DistributionCenterandSalesOffice	8
Number of retail stores closed \| Store			35		47
Number of other facilities closed \| DistributionCenterandSalesOffice			1		1		1	7
Restructuring cash expenditure			$ 13		$ 23
Business Acceleration Program \| Cash Expenditures
Business Acquisition [Line Items]
Costs to implement restructuring plan	$ 100
Business Acceleration Program \| Retail Store and Facility Closure Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan			2		5
Business Acceleration Program \| Other Costs Including Contract Termination Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan					15
Restructuring cash expenditure					16
Business Acceleration Program \| Third-Party Professional Fees
Business Acquisition [Line Items]
Costs to implement restructuring plan			$ 4		$ 9

Severance and Facility Closure Costs (Detail) - USD ($) $ in Millions		1 Months Ended	3 Months Ended	6 Months Ended	18 Months Ended
	May 08, 2019	May 31, 2020	Jun. 27, 2020	Jun. 27, 2020	Jun. 27, 2020
Restructuring Cost and Reserve [Line Items]
Beginning Balance				$ 22
Charges Incurred				58
Cash Payments				(26)
Ending Balance			$ 54	54	$ 54
Maximize B2B Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Charges Incurred		$ 143	51
Business Acceleration Program
Restructuring Cost and Reserve [Line Items]
Charges Incurred	$ 108		6	14	96
Cash Payments			(13)	(23)
Termination benefits \| Merger related accruals
Restructuring Cost and Reserve [Line Items]
Beginning Balance				1
Ending Balance			1	1	1
Termination benefits \| Maximize B2B Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Charges Incurred				40
Cash Payments				(3)
Ending Balance			37	37	37
Termination benefits \| Business Acceleration Program
Restructuring Cost and Reserve [Line Items]
Beginning Balance				13
Charges Incurred				(1)
Cash Payments				(6)
Ending Balance			6	6	6
Lease and contract obligations, accruals for facilities closures and other costs \| Merger related accruals
Restructuring Cost and Reserve [Line Items]
Charges Incurred				2
Ending Balance			2	2	2
Lease and contract obligations, accruals for facilities closures and other costs \| Maximize B2B Restructuring Plan
Restructuring Cost and Reserve [Line Items]
Charges Incurred		$ 37		2
Ending Balance			2	2	2
Lease and contract obligations, accruals for facilities closures and other costs \| Business Acceleration Program
Restructuring Cost and Reserve [Line Items]
Beginning Balance				5
Charges Incurred				15
Cash Payments				(16)
Ending Balance			4	4	4
Lease and contract obligations, accruals for facilities closures and other costs \| Comprehensive Business Review
Restructuring Cost and Reserve [Line Items]
Beginning Balance				3
Cash Payments				(1)
Ending Balance			$ 2	$ 2	$ 2

Summary of Disaggregated Revenue by Division, Major Product and Service Categories (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Disaggregation Of Revenue [Line Items]
Total sales	$ 2,158	$ 2,588	$ 4,883	$ 5,356
Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	817	1,104	1,992	2,319
Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	755	794	1,619	1,649
Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	285	285	583	575
Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	155	184	330	371
Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	146	221	359	442
Business Solutions Division
Disaggregation Of Revenue [Line Items]
Total sales	1,024	1,328	2,358	2,672
Business Solutions Division \| Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	548	745	1,302	1,506
Business Solutions Division \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	271	315	588	639
Business Solutions Division \| Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	146	189	322	372
Business Solutions Division \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	59	79	146	155
Retail Division
Disaggregation Of Revenue [Line Items]
Total sales	912	1,000	2,069	2,175
Retail Division \| Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	263	355	683	807
Retail Division \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	424	404	907	872
Retail Division \| Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	135	95	257	201
Retail Division \| Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	6	7	15	14
Retail Division \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	84	139	207	281
CompuCom Division
Disaggregation Of Revenue [Line Items]
Total sales	214	258	450	506
CompuCom Division \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	58	75	122	137
CompuCom Division \| Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	153	181	322	363
CompuCom Division \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	3	2	6	6
Other
Disaggregation Of Revenue [Line Items]
Total sales	8	2	6	3
Other \| Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	6	4	7	6
Other \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	2		2	1
Other \| Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	4	1	4	2
Other \| Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	$ (4)	(4)	$ (7)	$ (6)
Other \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales		$ 1

Revenue Recognition - Additional Information (Detail)	3 Months Ended		6 Months Ended
Revenue Recognition - Additional Information (Detail)	Jun. 27, 2020 USD ($)	Jun. 29, 2019 USD ($)	Jun. 27, 2020 USD ($) Segment	Jun. 29, 2019 USD ($)	Dec. 28, 2019 USD ($)
Number of reportable segments \| Segment			3
Deferred liability related to loyalty programs	$ 53,000,000		$ 53,000,000		$ 52,000,000
Recognition of contract assets as a result of business combination			0	$ 0
Revenue recognition included in short-term contract liabilities			19,000,000	22,000,000
Recognition of contract liabilities as a result of business combination			0	0
Significant adjustment to revenue from performance obligations			0	0
Contract with customer, asset, reclassified to receivable			0	0
Capitalized acquisition cost	36,000,000		36,000,000		40,000,000
Capitalized contract cost, amortization	7,000,000	$ 8,000,000	15,000,000	17,000,000
Impairment charges related to contract assets	401,000,000	16,000,000	413,000,000	45,000,000
Contract Assets
Impairment charges related to contract assets	0	$ 0	0	$ 0
Accrued Expenses and Other Current Liabilities
Deferred liability related to loyalty programs	$ 10,000,000		$ 10,000,000		$ 12,000,000

Summary of Receivables, Contract Assets and Contract Liabilities from Contracts with Customers (Detail) - USD ($) $ in Millions	Jun. 27, 2020	Dec. 28, 2019
Contract With Customer Asset And Liability [Abstract]
Trade receivables, net	$ 508	$ 599
Short-term contract assets	19	23
Long-term contract assets	17	17
Short-term contract liabilities	53	52
Long-term contract liabilities	$ 4	$ 1

Segment Information - Additional Information (Detail) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020 USD ($)	Jun. 29, 2019 USD ($)	Jun. 27, 2020 USD ($) Segment	Jun. 29, 2019 USD ($)	Dec. 28, 2019 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments \| Segment			3
Number of operating segments \| Segment			3
Goodwill impairment charges			$ 352
Goodwill	$ 593		593		$ 944
Contract Reporting Unit
Segment Reporting Information [Line Items]
Goodwill, Fair value	115		115
Goodwill impairment charges	115
Goodwill	230		230
Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues	3	$ 3	7	$ 6
Operating Segments \| CompuCom Division
Segment Reporting Information [Line Items]
Goodwill, Fair value	237		237
Goodwill impairment charges	237		237
Goodwill	210		$ 210		$ 456
Operating Segments \| CompuCom Division \| Trade Name
Segment Reporting Information [Line Items]
Indefinite-lived intangible asset, impairment charge	$ 11

Reconciliation of Revenue from Segments to Consolidated (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Segment Reporting Information [Line Items]
Sales	$ 2,158	$ 2,588	$ 4,883	$ 5,356
Business Solutions Division
Segment Reporting Information [Line Items]
Sales	1,024	1,328	2,358	2,672
Retail Division
Segment Reporting Information [Line Items]
Sales	912	1,000	2,069	2,175
CompuCom Division
Segment Reporting Information [Line Items]
Sales	214	258	450	506
Other
Segment Reporting Information [Line Items]
Sales	$ 8	$ 2	$ 6	$ 3

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

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+ Details

Division Operating Income (Loss) (Detail) - Operating Segments - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Division Operating Income (Loss)	$ 35	$ 96	$ 166	$ 195
Business Solutions Division
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Division Operating Income (Loss)	13	86	53	132
Retail Division
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Division Operating Income (Loss)	18	9	106	76
CompuCom Division
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Division Operating Income (Loss)	$ 4	$ 1	$ 7	$ (13)

Reconciliation of Measure of Division Operating Income to Consolidated Loss Before Income Taxes (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Segment Reporting Information [Line Items]
Total Divisions operating income	$ (456)	$ (15)	$ (376)	$ 9
Asset impairments	(401)	(16)	(413)	(45)
Merger and restructuring expenses, net	(65)	(69)	(81)	(83)
Unallocated expenses	(25)	(26)	(48)	(58)
Interest income		5	3	11
Interest expense	(11)	(23)	(29)	(46)
Loss on extinguishment and modification of debt	(12)		(12)
Other income, net	4	2	5	5
Loss before income taxes	(475)	(31)	(409)	(21)
Operating Segments
Segment Reporting Information [Line Items]
Total Divisions operating income	$ 35	$ 96	$ 166	$ 195

Schedule of Goodwill by Segment (Detail) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 27, 2020	Jun. 27, 2020
Goodwill [Line Items]
Balance as of December 28, 2019		$ 944
Acquisitions		10
Foreign currency rate impact		(9)
Impairments		(352)
Balance as of June 27, 2020	$ 593	593
Operating Segments \| Business Solutions Division
Goodwill [Line Items]
Balance as of December 28, 2019		410
Acquisitions		10
Impairments		(115)
Balance as of June 27, 2020	305	305
Operating Segments \| Retail Division
Goodwill [Line Items]
Balance as of December 28, 2019		78
Balance as of June 27, 2020	78	78
Operating Segments \| CompuCom Division
Goodwill [Line Items]
Balance as of December 28, 2019		456
Foreign currency rate impact		(9)
Impairments	(237)	(237)
Balance as of June 27, 2020	$ 210	$ 210

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended			6 Months Ended		12 Months Ended
	Sep. 26, 2020	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019	Dec. 26, 2020
Income Taxes [Line Items]
Effective income tax rate reconciliation, at federal statutory income tax rate, percent		21.00%		21.00%
Effective tax rate		8.00%	23.00%	4.00%	24.00%
Tax cuts and jobs act, alternative minimum tax, tax year description				For tax years 2018 through 2020, taxpayers could receive 50% of their uncredited balances as a cash refund with any remaining amounts refunded in full in 2021.
Tax cuts and jobs act, alternative minimum tax, percentage of uncredited balances received by taxpayers				50.00%
Tax cuts and jobs act, alternative minimum tax, credits refunded		$ 22
Decrease related to current year tax positions				$ 4
Scenario Forecast
Income Taxes [Line Items]
Tax cuts and jobs act, alternative minimum tax, percentage of uncredited balances received by taxpayers						100.00%
Tax cuts and jobs act, alternative minimum tax, credits refunded	$ 44					$ 44
Maximum \| Scenario Forecast
Income Taxes [Line Items]
Tax cuts and jobs act, alternative minimum tax, credits refunded	$ 22

Calculation of Loss Per Common Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended				6 Months Ended
	Jun. 27, 2020	Mar. 28, 2020	Jun. 29, 2019	Mar. 30, 2019	Jun. 27, 2020	Jun. 29, 2019
Basic Loss Per Share
Net loss	$ (439)	$ 45	$ (24)	$ 8	$ (394)	$ (16)
Weighted-average shares outstanding	53		55		53	54
Basic loss per share	$ (8.34)		$ (0.43)		$ (7.46)	$ (0.29)
Diluted Loss Per Share
Net loss	$ (439)	$ 45	$ (24)	$ 8	$ (394)	$ (16)
Weighted-average shares outstanding	53		55		53	54
Stock options and restricted stock	1				1	1
Diluted weighted-average shares outstanding	54		55		54	55
Diluted	$ (8.19)		$ (0.43)		$ (7.31)	$ (0.28)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

+ References

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+ Details

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Loss Per Share - Additional Information (Detail) shares in Millions		3 Months Ended		6 Months Ended
	May 11, 2020	Jun. 27, 2020 shares	Jun. 29, 2019 shares	Jun. 27, 2020 shares	Jun. 29, 2019 shares
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Reverse stock split ratio	0.1
Nonvested Stock Options and Shares \| Minimum
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Shares excluded from computation of diluted earnings per share		1	1	1	1

Debt - Additional Information (Detail) - USD ($) $ in Millions			3 Months Ended	6 Months Ended
	Apr. 17, 2020	Nov. 08, 2017	Jun. 27, 2020	Jun. 27, 2020
Debt Instrument [Line Items]
Loss on extinguishment and modification of debt			$ 12.0	$ 12.0
Debt instrument			82.5	$ 82.5
Non-recourse Debt
Debt Instrument [Line Items]
Maturity date of debt				Jan. 29, 2020
Timber Note Receivable
Debt Instrument [Line Items]
Maturity date of debt				Jan. 29, 2020
Term Loan Facility
Debt Instrument [Line Items]
Senior secured term loan		$ 750.0
Maturity date of debt		Nov. 08, 2022
Repayment of credit agreement	$ 388.0
Third Amended and Restated Credit Agreement
Debt Instrument [Line Items]
Maturity date of debt	Apr. 30, 2025
Maximum borrowing capacity under credit facility	$ 1,300.0
Debt issuance costs	6.0
Borrowing under credit facility			400.0	$ 400.0
Loss on extinguishment and modification of debt	12.0
Available credit under the facility			$ 708.0	$ 708.0
Third Amended and Restated Credit Agreement \| Asset-based Revolving Credit Facility
Debt Instrument [Line Items]
Maximum borrowing capacity under credit facility	1,200.0
Third Amended and Restated Credit Agreement \| Asset-based First-in, Last-out Term Loan Facility
Debt Instrument [Line Items]
Maximum borrowing capacity under credit facility	100.0
Borrowings and Interest Associated with Company Owned Life Insurance Policies
Debt Instrument [Line Items]
Repayment of credit agreement	$ 66.0

Accumulated Other Comprehensive Loss Activity, Net of Tax (Detail) - USD ($) $ in Millions	3 Months Ended				6 Months Ended
	Jun. 27, 2020	Mar. 28, 2020	Jun. 29, 2019	Mar. 30, 2019	Jun. 27, 2020	Jun. 29, 2019
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance	$ 2,135	$ 2,173	$ 2,106	$ 2,126	$ 2,173	$ 2,126
Other comprehensive income (loss)	13	(42)	5	11	(29)	16
Balance	1,717	2,135	2,082	2,106	1,717	2,082
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance		(29)			(29)
Other comprehensive income (loss)					(28)
Balance	(57)				(57)
Change in Deferred Pension and Other
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance		(37)			(37)
Other comprehensive income (loss)					(1)
Balance	(38)				(38)
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance	(108)	(66)	(88)	(99)	(66)	(99)
Other comprehensive income (loss)	13	(42)	5	11	(29)
Balance	$ (95)	$ (108)	$ (83)	$ (88)	$ (95)	$ (83)

- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

+ References

+ Details

- Definition

+ References + Details

Stockholders' Equity - Additional Information (Detail)		1 Months Ended	3 Months Ended			6 Months Ended
Stockholders' Equity - Additional Information (Detail)	May 11, 2020	May 04, 2020 USD ($) shares	Jun. 27, 2020 USD ($) $ / shares shares	Mar. 28, 2020 USD ($)	Mar. 30, 2019 USD ($)	Jun. 27, 2020 USD ($) $ / shares shares	Jun. 29, 2019 USD ($)	Dec. 28, 2019 shares	Nov. 06, 2019 USD ($)	Nov. 30, 2018 USD ($)
Shareholders Equity [Line Items]
Stock repurchase program, temporarily suspended date						May 05, 2020
Stock repurchase program, shares purchased \| shares		22,000				1,000,000
Stock repurchase program, shares purchased at cost				$ 30,000,000	$ 11,000,000	$ 30,000,000
Stock repurchase program, remaining authorized repurchase amount			$ 130,000,000			$ 130,000,000
Reverse stock split	1-for-10
Reverse stock split ratio	0.1
Treasury stock, shares \| shares			9,857,193			9,857,193		8,524,245
Dividends payable, temporarily suspended date						May 05, 2020
Dividend on common stock \| $ / shares			$ 0			$ 0.25
Payments of ordinary dividends, common stock						$ 13,000,000	$ 27,000,000
Maximum
Shareholders Equity [Line Items]
Stock repurchase program, authorized amount									$ 200,000,000	$ 100,000,000
Stock repurchase program, shares purchased at cost		$ 1,000,000

Components of Net Periodic Pension Expense (Benefit) (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
North America
Defined Benefit Plan Disclosure [Line Items]
Service cost		$ 2		$ 4
Interest cost	$ 7	9	$ 14	18
Expected return on plan assets	(8)	(11)	(16)	(21)
Net periodic pension expense (benefit)	(1)		(2)	1
United Kingdom
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	0	0	0
Interest cost	1	1	2	3
Expected return on plan assets	$ (1)	(2)	$ (2)	(4)
Net periodic pension expense (benefit)		$ (1)		$ (1)

Employee Benefit Plans - Additional Information (Detail) $ in Millions	6 Months Ended
	Jun. 27, 2020 USD ($)
North America
Defined Benefit Plan Disclosure [Line Items]
Pension and other postretirement contributions, current period	$ 2
Pension and other postretirement contributions, remainder of fiscal year	7
United Kingdom
Defined Benefit Plan Disclosure [Line Items]
Pension and other postretirement contributions, current period	1
Pension and other postretirement contributions, remainder of fiscal year	$ 1

- Definition

Amount of contribution received by defined benefit plan from employer which increases plan assets.

+ References + Details

Fair Value Measurements - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 27, 2020	Jun. 29, 2019	Jun. 27, 2020	Jun. 29, 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges	$ 401	$ 16	$ 413	$ 45
Impairment of goodwill and other intangible assets	363
Impairment of operating lease ROU assets	$ 25		$ 35
Retail Stores \| Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Percentage used for analysis	8.00%		8.00%

Schedule of Fair Value of Assets and Liabilities (Detail) - USD ($) $ in Millions	Jun. 27, 2020	Dec. 28, 2019
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable		$ 819
Company-owned life insurance	$ 151	91
Recourse Debt \| Revolving credit facility, due 2025
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	400
Non-Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		735
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable		819
Company-owned life insurance	151	91
Carrying Amount \| Recourse Debt \| Revolving credit facility, due 2025
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	400
Carrying Amount \| Non-Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		735
Term Loan, due 2022 \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		409
Term Loan, due 2022 \| Carrying Amount \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value		393
Revenue bonds, due in varying amounts periodically through 2029 \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	186	186
Revenue bonds, due in varying amounts periodically through 2029 \| Carrying Amount \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	186	186
American & Foreign Power Company, Inc. 5% debentures, due 2030 \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	14	14
American & Foreign Power Company, Inc. 5% debentures, due 2030 \| Carrying Amount \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	$ 15	$ 15

Schedule of Fair Value of Assets and Liabilities (Parenthetical) (Detail) - Recourse Debt	6 Months Ended	12 Months Ended
	Jun. 27, 2020	Dec. 28, 2019
Carrying Amount \| Revolving credit facility, due 2025
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2025	2025
Carrying Amount \| Term Loan, due 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2022	2022
Carrying Amount \| Revenue bonds, due in varying amounts periodically through 2029
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2029	2029
Carrying Amount \| American & Foreign Power Company, Inc. 5% debentures, due 2030
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2030	2030
Long-term debt, interest rate	5.00%	5.00%
Fair Value \| Revolving credit facility, due 2025
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2025	2025
Fair Value \| Term Loan, due 2022
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2022	2022
Fair Value \| Revenue bonds, due in varying amounts periodically through 2029
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2029	2029
Fair Value \| American & Foreign Power Company, Inc. 5% debentures, due 2030
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, due date	2030	2030
Long-term debt, interest rate	5.00%	5.00%

Commitments and Contingencies - Additional Information (Detail) $ in Millions	6 Months Ended
	Jun. 27, 2020 USD ($)
Minimum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental liabilities	$ 10
Maximum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental liabilities	$ 20