0001564590-19-040995 | 10-Q | XBRL Viewer

$ 1,374

Weighted-average remaining lease term – finance leases

$ 1,181

^[1]

5 years

Weighted-average remaining lease term – operating leases

5 years

Weighted-average discount rate – finance leases

6.40%

Weighted-average discount rate – operating leases

6.80%

Property and Equipment, Net

Finance lease right-of-use assets

$ 51

Accrued Expenses and Other Current Liabilities

Operating Leases liability, Current

368

^[1]

Short-Term Borrowings and Current Maturities of Long-Term Debt

Long-Term Debt, Net of Current Maturities

Finance Leases, Current

Finance Leases, Non-current

$ 59

[1]

Operating lease payments include $122 million related to options to extend lease terms that are reasonably certain of being exercised and exclude $3 million of legally binding lease payments for an additional operating lease signed but not yet commenced. This operating lease will commence in fiscal year 2020 with a lease term of 10 years.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) (Parenthetical) - $ / shares	3 Months Ended
	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018
Statement Of Stockholders Equity [Abstract]
Dividend paid on common stock, per share	$ 0.025	$ 0.025	$ 0.025	$ 0.025	$ 0.025	$ 0.025

Earnings Per Share - Additional Information (Detail) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Nonvested Stock Options and Shares
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]
Shares excluded from computation of diluted earnings per share	13	6	8	7

EARNINGS PER SHARE

9 Months Ended

Sep. 28, 2019

Earnings Per Share [Abstract]

EARNINGS PER SHARE

NOTE 7. EARNINGS PER SHARE

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

	Third Quarter				Year-to-Date
(In millions, except per share amounts)	2019		2018		2019		2018
Basic Earnings Per Share
Numerator:
Net income from continuing operations	$	60	$	60	$	44	$	113
Income from discontinued operations, net of tax		—		—		—		5
Net income	$	60	$	60	$	44	$	118
Denominator:
Weighted-average shares outstanding		546		551		545		555
Basic earnings per share:
Continuing operations	$	0.11	$	0.11	$	0.08	$	0.20
Discontinued operations		—		—		—		0.01
Net earnings per share	$	0.11	$	0.11	$	0.08	$	0.21
Diluted Earnings Per Share
Numerator:
Net income from continuing operations	$	60	$	60	$	44	$	113
Income from discontinued operations, net of tax		—		—		—		5
Net income	$	60	$	60	$	44	$	118
Denominator:
Weighted-average shares outstanding		546		551		545		555
Effect of dilutive securities:
Stock options and restricted stock		3		13		8		9
Diluted weighted-average shares outstanding		549		564		553		564
Diluted earnings per share:
Continuing operations	$	0.11	$	0.11	$	0.08	$	0.20
Discontinued operations		—		—		—		0.01
Net diluted earnings per share	$	0.11	$	0.11	$	0.08	$	0.21

Awards of stock options and nonvested shares representing approximately 13 million and 8 million additional shares of common stock were outstanding for the third quarter and year-to-date 2019, respectively, and approximately 6 million and 7 million for the third quarter and year-to-date 2018, but were not included in the computation of diluted weighted-average shares outstanding because their effect would have been antidilutive.

Discontinued Operations - Additional Information (Detail)	3 Months Ended
	Sep. 24, 2016 Group
Discontinued Operations And Disposal Groups [Abstract]
Number of disposal groups	4

Schedule of Maturities of Lease Liabilities Under Operating and Finance Leases (Detail)
$ in Millions

Sep. 28, 2019

USD ($)

2019 (excluding year-to-date 2019)

$ 124

^[1]

Operating leases, 2020

442

^[1]

Operating leases, 2021

358

^[1]

Operating leases, 2022

289

^[1]

Operating leases, 2023

220

^[1]

Operating leases, Thereafter

435

^[1]

Operating leases, Total minimum payments

1,868

^[1]

Operating Leases, Less imputed interest

(319)

^[1]

Operating Leases, Total

1,549

^[1]

2019 (excluding year-to-date 2019)

1,181

^[1]

Finance Leases, Thereafter

Finance leases, Total minimum payments

Finance Leases, Less imputed interest

(14)

Finance Leases, Total

Accrued Expenses and Other Current Liabilities

Operating Leases, Current

368

^[1]

Short-Term Borrowings and Current Maturities of Long-Term Debt

Long-Term Debt, Net of Current Maturities

Finance Leases, Current

Finance Leases, Non-current

$ 59

[1]

MERGER AND RESTRUCTURING ACTIVITY (Tables)

9 Months Ended

Sep. 28, 2019

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.

	Third Quarter				Year-to-Date
(In millions)	2019		2018		2019		2018
Merger and transaction related expenses, net
Severance and retention	$	—	$	4	$	1	$	9
Transaction and integration		6		5		18		16
Facility closure, contract termination, and other expenses, net		—		2		—		10
Total Merger and transaction related expenses, net		6		11		19		35
Restructuring expenses
Severance		—		—		40		—
Professional fees		12		3		31		9
Facility closure, contract termination, and other expenses, net		4		—		15		1
Total Restructuring expenses		16		3		86		10
Total Merger and restructuring expenses, net	$	22	$	14	$	105	$	45

Facility Closure and Severance Costs

The activity in the merger and restructuring accruals in year-to-date 2019 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 29,		Charges		Cash			Adjustments			September 28,
(In millions)	2018		Incurred		Payments			(a)			2019
Termination benefits:
Merger-related accruals	$	3	$	1	$	(3	)	$	—		$	1
Comprehensive Business Review		—		—		—			—			—
Business Acceleration Program		—		41		(25	)		—			16
Lease and contract obligations, accruals for facilities closures and other costs:
Merger-related accruals		10		—		—			(10	)		—
Comprehensive Business Review		5		5		(4	)		(3	)		3
Business Acceleration Program		—		34		(29	)		—			5
Total	$	18	$	81	$	(61	)	$	(13	)	$	25

(a)

Represents reclassification of operating lease obligations associated with facility closures to Operating lease ROU assets on the Condensed Consolidated Balance Sheet in accordance with the new lease accounting standard.

Reconciliation of Measure of Division Operating Income to Consolidated Income Before Income Taxes (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Segment Reporting Information [Line Items]
Total Divisions operating income	$ 108	$ 105	$ 117	$ 230
Asset impairments	(5)		(50)
Merger and restructuring expenses, net	(22)	(14)	(105)	(45)
Unallocated expenses	(23)	(19)	(80)	(90)
Interest income	5	7	16	18
Interest expense	(22)	(31)	(68)	(91)
Other income, net	2	4	7	11
Income from continuing operations before income taxes	93	85	72	168
Operating Segments
Segment Reporting Information [Line Items]
Total Divisions operating income	$ 158	$ 138	$ 352	$ 365

Major Component of Discontinued Operations, Net of Tax (Detail) - Discontinued Operations, Held-for-Sale $ in Millions	9 Months Ended
	Sep. 29, 2018 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Sales	$ 115
Cost of goods sold and occupancy costs	88
Operating expenses	21
Restructuring charges	1
Other expense, net	(1)
Net increase of loss on discontinued operations held for sale	(1)
Net loss on sale of discontinued operations	(4)
Income tax benefit	(6)
Discontinued operations, net of tax	$ 5

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

9 Months Ended

Sep. 28, 2019

Accounting Policies [Abstract]

BASIS OF PRESENTATION

Office Depot, Inc. including its consolidated subsidiaries (“Office Depot” or the “Company”), is a leading provider of business services and supplies, products and technology solutions to small, medium and enterprise businesses, through a fully integrated business-to-business (“B2B”) distribution platform of 1,317 retail stores, online presence, and dedicated sales professionals and technicians. 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.

As of September 28, 2019, the Company had three reportable segments (or “Divisions”): Business Solutions Division, Retail Division and the CompuCom Division.

The Condensed Consolidated Financial Statements as of September 28, 2019, and for the 13-week and 39-week periods ended September 28, 2019 (also referred to as the “third quarter of 2019” and “year-to-date 2019,” respectively) and September 29, 2018 (also referred to as the “third quarter of 2018” and “year-to-date 2018,” 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 2018 and 2019 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 U.S. Securities and Exchange Commission (“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 2018 Form 10-K. These interim results are not necessarily indicative of the results that should be expected for the full year.

CASH MANAGEMENT

The cash management process generally utilizes zero balance accounts which provide for the settlement of the related disbursement and cash concentration accounts on a daily basis. As of September 28, 2019 and December 29, 2018, Trade accounts payable and Accrued expenses and other current liabilities, in the aggregate, included $16 million and $27 million, respectively, of amounts not yet presented for payment drawn in excess of disbursement account book balances, after considering offset provisions.

At September 28, 2019, cash and cash equivalents from continuing operations held outside the United States amounted to $161 million.

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 September 28, 2019 and December 29, 2018, restricted cash amounted to $2 million and is included in Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheets.

LEASING ARRANGEMENTS

The Company conducts a substantial portion of its business in leased properties. Some of the Company’s leases contain escalation clauses and renewal options. The Company recognizes rental expense for operating leases that contain predetermined fixed escalation clauses on a straight-line basis over the expected term of the lease.

Prior to the adoption of the new lease accounting standard on the first day of fiscal 2019, the expected term of a lease was calculated from the date the Company first took possession of the facility, including any periods of free rent, and extended through the non-cancellable period and any option or renewal periods management believed were reasonably assured of being exercised. Rent abatements and escalations were considered in the calculation of minimum lease payments in the Company’s lease classification assessment and in determining straight-line rent expense for operating leases. Straight-line rent expense was also adjusted to reflect

any allowances or reimbursements provided by the lessor. When required under lease agreements, estimated costs to return facilities to original condition were accrued over the lease period.

Subsequent to the adoption of the new lease accounting standard, the Company first determines whether an arrangement is a lease at inception. Once that determination is made, leasing arrangements are presented on the Condensed Consolidated Balance Sheet as follows:

•

Finance leases:

Property and equipment, net – leases which were referred to as capital leases under the old accounting standard;

Short-term borrowings and current maturities of long-term debt – short-term obligations to make lease payments arising from the finance lease;

Long-term debt, net of current maturities – long-term obligations to make lease payments arising from the finance lease.

•

Operating leases:

Operating lease right-of-use (“ROU”) assets – the Company’s right to use the underlying asset for the lease term;

Accrued expenses and other current liabilities – short-term obligations to make lease payments arising from the operating lease;

Operating lease liabilities – long-term obligations to make lease payments arising from the operating lease.

Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of the future minimum lease payments over the lease term. As the rate implicit in the lease is not readily determinable for any of the leases, the Company has utilized its incremental borrowing rate based on the information available at commencement date in determining the present value of future payments. The Company uses the rate of interest that a lessee would have to pay to borrow on a collateralized basis over a similar term in an amount equal to the lease payments in a similar economic environment. The operating lease ROU asset also includes any lease payments made prior to commencement and excludes lease incentives and initial direct costs incurred. Certain leases include one or more options to renew, with renewal terms that can extend the lease from five to 25 years or more, which is generally at the Company’s discretion. Any option or renewal periods management believed were reasonably certain of being exercised are included in the lease term. Operating lease expense for lease payments is recognized on a straight-line basis over the lease term.

The Company has lease agreements with lease and non-lease components, for which it has made an accounting policy election to account for these as a single lease component. Refer to the “New Accounting Standards” section below for more information including the impact on the Condensed Consolidated Financial Statements relating to the adoption of the new lease accounting standard.

CHANGE IN METHOD OF APPLYING AN ACCOUNTING PRINCIPLE

During the third quarter of 2019, the Company decided to change its annual goodwill impairment assessment date from the first day of the third quarter to the first day of fiscal month December. The change in measurement date represents a change in method of applying an accounting principle. This change is preferable because it aligns the Company’s impairment testing procedures with its annual business planning and budgeting process, which occurs in the fourth quarter of each year, and with the timing of the development of its multi-year strategic plan. This change in accounting principle related to the annual testing date will not delay, accelerate or avoid an impairment charge. This change will not be applied retrospectively as it is impracticable to do so because retrospective application would require application of significant estimates and assumptions with the use of hindsight. Accordingly, the change will be applied prospectively. In addition, this change will not have a material impact on the Company’s financial statements.

The Company also completed its annual goodwill impairment test during the quarter and concluded that the fair value of each reporting unit exceeded their respective carrying amount. Refer to Note 5 “Segment Information” for more information.

NEW ACCOUNTING STANDARDS

Standards that are not yet adopted:

•

Financial Instruments – Credit Losses: In June 2016, the Financial Accounting Standards Board (“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 will change 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. This accounting standards update, as amended, is effective

for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, with early adoption permitted for fiscal years beginning after December 15, 2018. The Company is evaluating the impact of this new standard but believes the adoption will not have a material impact on its 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. This accounting update is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, with early adoption permitted. The Company is evaluating the impact of this new standard but believes the adoption will not have a material impact on its Condensed Consolidated Financial Statements.

•

Fair value measurements: In August 2018, the FASB issued an accounting standards update that adds, removes, and modifies the disclosure requirements related to fair value measurements. This accounting update is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, with early adoption permitted. The Company is evaluating the impact of this new standard but believes the adoption will not have a material impact on its Condensed Consolidated Financial Statements.

•

Defined benefit plan: In August 2018, the 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 but believes the adoption will not have a material impact on its Condensed Consolidated Financial Statements.

Standards that were adopted:

•

Leases: In February 2016, the FASB issued an accounting standards update that requires lessees to recognize most leases on their balance sheets related to the rights and obligations created by those leases. The accounting treatment for finance leases and lessors remains relatively unchanged. The accounting standards update also requires additional qualitative and quantitative disclosures related to the nature, timing and uncertainty of cash flows arising from leases. The initial standard required a modified retrospective transition approach, with application, including disclosures, in all comparative periods presented. In July 2018, the FASB approved an amendment to the new guidance that introduced an alternative modified retrospective transition approach granting companies the option of using the effective date of the new standard as the date of initial application. The Company adopted the standard on the first day of the first quarter of 2019 using this alternative transition approach.

The Company elected the transition package of practical expedients that is permitted by the standard. The package of practical expedients allows the Company to not reassess previous accounting conclusions regarding whether existing arrangements are or contain leases, the classification of existing leases, and the treatment of initial direct costs. The Company did not elect the hindsight transition practical expedient allowed for by the new standard, which allows entities to use hindsight when determining lease term and impairment of operating lease ROU assets. Additionally, the Company elected certain other practical expedients offered by the new standard which it will apply to all asset classes, including the option not to separate lease and non-lease components and instead to account for them as a single lease component and the option not to recognize ROU assets and related liabilities that arise from short-term leases (i.e., leases with terms of twelve months or less that do not include an option to purchase the underlying asset that the Company is reasonably certain to exercise).

Substantially all of the Company’s retail store locations, supply chain facilities, certain corporate facilities and copy print equipment are subject to operating lease arrangements. As a result, the standard had material impacts on the Condensed Consolidated Balance Sheet, but did not have an impact on the Condensed Consolidated Statement of Operations and Condensed Consolidated Statement of Cash Flows. The most significant impacts of the standard on the Condensed Consolidated Balance Sheet on the date of adoption were as follows:

Recognition of $1.4 billion Operating lease right-of-use assets and $1.6 billion Operating lease liabilities;

Derecognition of approximately $41 million of Property and equipment, net and $39 million of financing obligations associated with non-owned properties that were capitalized under previously existing build-to-suit lease accounting rules;

Cumulative effect of $15 million adoption date adjustments to Accumulated deficit comprised of a $20 million impairment charge, net of tax effect, to the operating lease ROU assets, primarily because the fair market value of certain retail stores was lower than their carrying value prior to the adoption date; $4 million deferred gain, net of tax effect, related to transactions accounted for as sales and operating leasebacks under the previous lease accounting standard; and a $1 million credit, net of tax effect, arising from the derecognition of assets and liabilities

associated with non-owned properties that were capitalized under previously existing build-to-suit lease accounting rules.

As part of its adoption of the new lease accounting standard, the Company also implemented new internal controls and updated accounting policies and procedures, operational processes and documentation practices to enable the preparation of financial information on adoption. Refer to Note 8 for additional disclosures required as a result of the adoption of this new standard.

•

Goodwill: In January 2017, the FASB issued an accounting standards update that simplifies how entities assess goodwill for impairment. The revised guidance eliminates the requirement to perform a hypothetical purchase price allocation to measure goodwill impairment. Under this accounting update, a goodwill impairment loss should instead be measured at the amount by which the carrying amount of a reporting unit exceeds its fair value, not to exceed the carrying amount of goodwill. This accounting standards update is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years, with early adoption permitted. The Company early adopted this accounting standards update with no material impact to its Condensed Consolidated Financial Statements.

PRODUCTS AND SERVICES REVENUE

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

	Third Quarter of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	758	$	495	$	—	$	4		$	1,257
Technology		302		422		71		—			795
Furniture and other		204		119		—		2			325
Services
Technology		—		7		176		(3	)		180
Copy, print, and other		86		134		5		—			225
Total	$	1,350	$	1,177	$	252	$	3		$	2,782

	Third Quarter of 2018
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	760	$	516	$	—	$	3		$	1,279
Technology		323		493		51		(3	)		864
Furniture and other		195		113		—		2			310
Services
Technology		1		8		212		(1	)		220
Copy, print, and other		85		124		5		—			214
Total	$	1,364	$	1,254	$	268	$	1		$	2,887

	Year-to-Date 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	2,264	$	1,302	$	—	$	10		$	3,576
Technology		941		1,294		209		1			2,445
Furniture and other		576		320		—		4			900
Services
Technology		—		21		539		(9	)		551
Copy, print, and other		241		415		10		1			667
Total	$	4,022	$	3,352	$	758	$	7		$	8,139

	Year-to-Date 2018
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	2,212	$	1,358	$	—	$	7		$	3,577
Technology		1,004		1,481		154		(8	)		2,631
Furniture and other		546		314		—		4			864
Services
Technology		1		24		641		(2	)		664
Copy, print, and other		227		374		8		—			609
Total	$	3,990	$	3,551	$	803	$	1		$	8,345

•

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

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 call centers, electronically through its Internet websites, or through its retail stores. 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 end user computing support, managed information technology (“IT”) services, data center monitoring and management, service desk, network infrastructure, IT workforce solutions, mobile device management, IT integration solutions and cloud services, as well as technology support services offerings provided in the Company’s retail stores, such as installation and repair

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 information technology 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 in 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 in 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 during the third quarter and year-to-date 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 a deferred liability 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 September 28, 2019, the Company had $12 million of deferred liability related to the loyalty program, 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, and 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:

	September 28,		December 29,
(In millions)	2019		2018
Trade receivables, net	$	665	$	655
Short-term contract assets		25		22
Long-term contract assets		15		17
Short-term contract liabilities		50		52
Long-term contract liabilities		1		1

During the third quarter and year-to-date 2019, the Company did not have any contract assets related to conditional rights. The Company recognized revenues of $25 million during year-to-date 2019 which were included in the short-term contract liability balance at the beginning of the period. There were no contract assets and liabilities that were recognized during the third quarter and year-to-date 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 the period that transferred to receivables during the third quarter and year-to-date 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 September 28, 2019, capitalized acquisition costs amounted to $40 million, which is reflected in short-term contract assets and long-term contract assets in the table above. During the third quarter and year-to-date 2019, amortization expense was $9 million and $26 million, respectively, and there was no impairment loss in relation to costs capitalized. The Company had no asset impairment charges related to contract assets in the periods presented herein.

Components of Lease Expense (Detail) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 28, 2019	Sep. 28, 2019
Finance lease cost:
Amortization of right-of-use assets	$ 5	$ 13
Interest on lease liabilities	2	4
Operating lease cost	107	327
Short-term lease cost	2	5
Variable lease cost	27	92
Sublease income	(1)	(2)
Total lease cost	$ 142	$ 439

Future Minimum Lease Payments due under Non-Cancelable Portions of Leases (Detail) $ in Millions	Dec. 29, 2018 USD ($)
Leases [Abstract]
2019	$ 466
2020	374
2021	285
2022	214
2023	144
Thereafter	235
Total before sublease income	1,718
Less sublease income	(11)
Total	$ 1,707

Debt - Additional Information (Detail) - USD ($)			1 Months Ended	3 Months Ended	9 Months Ended
Debt - Additional Information (Detail) - USD ($)	Oct. 31, 2019	Nov. 08, 2017	May 31, 2011	Sep. 28, 2019	Sep. 28, 2019
Term Loan Facility
Debt Instrument [Line Items]
Senior secured term loan		$ 750,000,000
Maturity date of debt		Nov. 08, 2022
Amended Credit Agreement
Debt Instrument [Line Items]
Maturity date of debt			May 13, 2021
Expiration period under the new Facility			5 years
Maximum borrowing capacity under revolving credit facility			$ 1,200,000,000
Available credit under the Facility				$ 962,000,000	$ 962,000,000
Amount outstanding under letters of credit				65,000,000	$ 65,000,000
Average borrowings under the Facility				$ 0
Non-Recourse Debt
Debt Instrument [Line Items]
Maturity date of debt					Oct. 31, 2019
Non-Recourse Debt \| Timber Note Receivable
Debt Instrument [Line Items]
Maturity date of debt					Jan. 29, 2020
Non-Recourse Debt \| Subsequent Event \| Term Loan Agreement
Debt Instrument [Line Items]
Maturity date of debt	Jan. 29, 2020
Bridge loan for refinancing of debt	$ 735,000,000
Debt variable rate terms	3-month LIBOR
Non-Recourse Debt \| Subsequent Event \| LIBOR \| Term Loan Agreement
Debt Instrument [Line Items]
Debt, basis spread on variable rate	0.75%

Income Taxes - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended				9 Months Ended
	Dec. 28, 2019	Sep. 28, 2019	Mar. 30, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Income Taxes [Line Items]
Effective income tax rate reconciliation, at federal statutory income tax rate, percent		21.00%			21.00%
Effective tax rate		35.00%		29.00%	39.00%	33.00%
Tax cuts and jobs act, alternative minimum tax, tax year description					For tax years 2018 through 2020, taxpayers may 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, reclassified amount from non-current deferred tax assets to income tax receivables			$ 45
Maximum \| Scenario Forecast
Income Taxes [Line Items]
Tax cuts and jobs act, alternative minimum tax, credits refunded	$ 45

Schedule of Fair Value of Assets and Liabilities (Detail) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable	$ 826	$ 835
Company-owned life insurance	91	91
Non-Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	737	750
Carrying Amount
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Timber notes receivable	825	842
Company-owned life insurance	91	91
Carrying Amount \| Non-Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	737	754
Term Loan, due 2022 \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	430	490
Term Loan, due 2022 \| Carrying Amount \| Recourse Debt
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term debt, fair value	411	463
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	184
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	$ 14	$ 14

STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 28, 2019

Equity [Abstract]

STOCKHOLDERS' EQUITY

NOTE 10. STOCKHOLDERS’ EQUITY

Accumulated other comprehensive income (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 29, 2018	$	(50	)	$	(49	)	$	(99	)
Other comprehensive income activity		6			1			7
Balance at September 28, 2019	$	(44	)	$	(48	)	$	(92	)

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 and may be suspended or discontinued at any time. However, the Company’s ability to repurchase its common stock in 2019 is subject to certain restrictions under the Company’s Term Loan Credit Agreement. During year-to-date 2019, the Company purchased approximately 4 million shares of its common stock at a cost of $10 million, excluding commissions, and as of September 28, 2019, approximately $90 million remains available for stock repurchases under the current stock repurchase authorization. During the third quarter of 2019, the Company did not repurchase any of its common stock.

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 new authorization includes the remaining authorized amount under the existing stock repurchase program. Accordingly, the Company will have approximately $190 million available for share repurchases.

The stock repurchase authorization permits the Company to repurchase stock from time-to-time through a combination of open market repurchases, privately negotiated transactions, 10b5-1 trading plans, accelerated stock repurchase transactions and/or other derivative transactions. The exact number and timing of stock repurchases will depend on market conditions and other factors, and will be funded through available cash balances. Refer to the “Unregistered Sales of Equity Securities and Use of Proceeds” section in Part II, “Other Information” for additional information.

DIVIDENDS ON COMMON STOCK

In the third quarter and year-to-date 2019, the Company’s Board of Directors declared a quarterly cash dividend in the amount of $0.025 per share on its common stock, resulting in total cash payments of $14 million and $41 million, respectively. 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 Amended Credit Agreement provided that the Company has the required minimum liquidity or fixed charge ratio, but may be limited if the Company does not meet the necessary requirements. Additionally, under the Company’s Term Loan Credit Agreement, payment of dividends is permitted subject to compliance with an annual limit.

Calculation of Net Earnings Per Common Share (Detail) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended						9 Months Ended
	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 28, 2019	Sep. 29, 2018
Basic Earnings Per Share
Net income from continuing operations	$ 60			$ 60			$ 44	$ 113
Income from discontinued operations, net of tax								5
Net income	$ 60	$ (24)	$ 8	$ 60	$ 16	$ 41	$ 44	$ 118
Weighted-average shares outstanding	546			551			545	555
Continuing operations	$ 0.11			$ 0.11			$ 0.08	$ 0.20
Discontinued operations								0.01
Net basic earnings per common share	$ 0.11			$ 0.11			$ 0.08	$ 0.21
Diluted Earnings Per Share
Net income from continuing operations	$ 60			$ 60			$ 44	$ 113
Income from discontinued operations, net of tax								5
Net income	$ 60	$ (24)	$ 8	$ 60	$ 16	$ 41	$ 44	$ 118
Weighted-average shares outstanding	546			551			545	555
Stock options and restricted stock	3			13			8	9
Diluted weighted-average shares outstanding	549			564			553	564
Continuing operations	$ 0.11			$ 0.11			$ 0.08	$ 0.20
Discontinued operations								0.01
Net diluted earnings per common share	$ 0.11			$ 0.11			$ 0.08	$ 0.21

SEGMENT INFORMATION

9 Months Ended

Sep. 28, 2019

Segment Reporting [Abstract]

SEGMENT INFORMATION

NOTE 5. SEGMENT INFORMATION

At September 28, 2019, 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 dedicated sales forces, catalogs, telesales, and electronically through the Company’s Internet websites. The Retail Division includes retail stores in the United States, Puerto Rico and the U.S. Virgin Islands, which offer office supplies, technology products and solutions, business machines and related supplies, print, cleaning, breakroom and facilities products, and office furniture as well as business services including copying, printing, 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 end user computing support, managed IT services, data center monitoring and management, service desk, network infrastructure, IT workforce solutions, mobile device management, IT integration solutions and cloud services.

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 $9 million for the third quarter and year-to-date 2019, respectively, and $4 million and $10 million for the third quarter and year-to-date 2018, 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. 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
	Third Quarter				Year-to-Date
(In millions)	2019		2018		2019		2018
Business Solutions Division	$	1,350	$	1,364	$	4,022	$	3,990
Retail Division		1,177		1,254		3,352		3,551
CompuCom Division		252		268		758		803
Other		3		1		7		1
Total	$	2,782	$	2,887	$	8,139	$	8,345

	Division Operating Income (Loss)
	Third Quarter				Year-to-Date
(In millions)	2019		2018		2019			2018
Business Solutions Division	$	71	$	67	$	203		$	189
Retail Division		84		70		160			165
CompuCom Division		3		1		(11	)		12
Other		—		—		—			(1	)
Total	$	158	$	138	$	352		$	365

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

	Third Quarter						Year-to-Date
(In millions)	2019			2018			2019			2018
Total Divisions operating income	$	158		$	138		$	352		$	365
Add/(subtract):
Asset impairments		(5	)		—			(50	)		—
Merger and restructuring expenses, net		(22	)		(14	)		(105	)		(45	)
Unallocated expenses		(23	)		(19	)		(80	)		(90	)
Interest income		5			7			16			18
Interest expense		(22	)		(31	)		(68	)		(91	)
Other income, net		2			4			7			11
Income from continuing operations before income taxes	$	93		$	85		$	72		$	168

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 29, 2018	$	387	$	78	$	449	$	914
Acquisitions		20		—		—		20
Foreign currency rate impact		—		—		4		4
Balance as of September 28, 2019	$	407	$	78	$	453	$	938

Refer to Note 2 for additional information on the acquisitions made during year-to-date 2019.

During the third quarter of 2019, the Company performed its annual goodwill impairment test using a quantitative assessment that combined the income approach and the market approach valuation methodologies, and concluded that the fair value of each reporting unit exceeded their respective carrying amount as of the assessment date, which was the first day of the quarter. The Company also did not identify any impairment related to its indefinite-lived intangible assets that were tested quantitatively as of the assessment date. The Company continues to monitor the performance of its Contract reporting unit, a component of the Business Solutions Division segment, and its CompuCom reporting unit, which both passed the quantitative assessment with margins in excess of those determined in the Company’s 2018 annual assessment. The CompuCom Division reported an operating loss for year-to-date 2019 that was mainly driven by temporary shortfalls in revenue and profitability in the first quarter of 2019, and has improved its operational performance during the second and third quarters. The Company continues to undertake several actions to improve the future operating performance of CompuCom, including the use of automation and technology to further improve service efficiency, simplifying organizational structures to improve service velocity, and aligning sales efforts to better serve its customers and accelerate cross-selling opportunities. The anticipated impacts of these actions are reflected in key assumptions used in the quantitative assessment, and if not realized, could result in future impairment of goodwill and indefinite-lived intangible assets for the CompuCom reporting unit.

COMMITMENTS AND CONTINGENCIES

9 Months Ended

Sep. 28, 2019

Commitments And Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

NOTE 13. 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 January 2017 and May 2017, the Consumer Protection Divisions of each of the Office of Attorney General, State of Washington ("Washington AG'') and the Office of Attorney General, State of Texas (''Texas AG''), respectively, each 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. In September 2019, the Washington AG, to resolve its investigation into the PC Healthcheck product, has agreed in principle to accept payment of $900,000 and the Company has agreed to implement a compliance certification, record creation and maintenance program, subject to the completion of mutually satisfactory definitive documentation. The settlement conditions of the Washington AG are similar to the program required under the Stipulation to Entry of Order for Permanent Injunction and Monetary Judgment entered on March 29, 2019 by the U.S. District Court for the Southern District of Florida as a result of a CID issued by the Federal Trade Commission in 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 the Texas state matters.

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 September 28, 2019, 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.

INCOME TAXES

9 Months Ended

Sep. 28, 2019

Income Tax Disclosure [Abstract]

INCOME TAXES

NOTE 6. INCOME TAXES

The Company’s effective rates for the third quarter and year-to-date 2019 differ from the statutory rate of 21% enacted as part of the Tax Cuts and Jobs Act primarily due to the impact of state taxes 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 2019 and 2018, 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 35% for the third quarter and 39% for year-to-date 2019, and 29% for the third quarter and 33% for year-to-date 2018. 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 may receive 50% of their uncredited balances as a cash refund with any remaining amounts refunded in full in 2021. The Company determined it is more-likely-than-not that $45 million of its AMT credits will be refunded and is expected to be received in the fourth quarter of 2019. Accordingly, the Company reclassified $45 million from non-current deferred tax assets to income tax receivables in the first quarter of 2019. The Company has not made a determination of the amount, if any, that may become a receivable in 2020 related to 2019 operations versus be utilized to offset any Federal tax liability.

During the third quarter of 2019, the Company entered into an agreement replacing existing debt collateralized by the Timber notes receivable with a term loan. The Company has previously recorded a deferred tax liability related to the taxes deferred from the original transaction. The deferred liability will be realized no later than 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 not reasonably possible that certain tax positions will be resolved within the next 12 months. Additionally, the Company anticipates that it is reasonably possible that new issues will be raised or resolved by tax authorities that may require changes to the balance of unrecognized tax benefits; however, an estimate of such changes cannot be reasonably made.

Schedule of Maturities of Lease Liabilities Under Operating and Finance Leases (Parenthetical) (Detail) $ in Millions	9 Months Ended
	Sep. 28, 2019 USD ($)
Leases [Line Items]
Operating cash flows from operating leases	$ 366
Operating Lease, term	10 years
Options
Leases [Line Items]
Operating cash flows from operating leases	$ 122
Legally Binding Lease Payments
Leases [Line Items]
Operating cash flows from operating leases	$ 3

Revenue Recognition - Additional Information (Detail)	3 Months Ended	9 Months Ended
Revenue Recognition - Additional Information (Detail)	Sep. 28, 2019 USD ($)	Sep. 28, 2019 USD ($) Segment	Dec. 29, 2018 USD ($)
Number of reportable segments \| Segment		3
Deferred liability related to loyalty programs	$ 50,000,000	$ 50,000,000	$ 52,000,000
Recognition of contract assets as a result of business combination	0	0
Revenue recognition included in short-term contract liabilities		25,000,000
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	40,000,000	40,000,000
Capitalized contract cost, amortization	9,000,000	26,000,000
Capitalized contract cost, impairment loss	0	0
Impairment charges related to contract assets	5,000,000	50,000,000
Contract Assets
Impairment charges related to contract assets	0	0
Accrued Expenses and Other Current Liabilities
Deferred liability related to loyalty programs	$ 12,000,000	$ 12,000,000

Acquisitions - Additional Information (Detail) $ in Millions	3 Months Ended			9 Months Ended
	Dec. 28, 2019 USD ($)	Jun. 29, 2019 Business	Mar. 30, 2019 USD ($) Business	Sep. 28, 2019 USD ($) Business	Dec. 29, 2018 USD ($)
Business Acquisition, Acquisition Related Costs [Line Items]
Goodwill				$ 938	$ 914
Contingent consideration, liability, amount recognized					$ 25
Contingent consideration liability, amount paid			$ 23
Contingent consideration payments up to amount of acquisition-date liability			12	12
Contingent consideration payments in excess of acquisition-date liability			$ 11	11
Scenario Forecast
Business Acquisition, Acquisition Related Costs [Line Items]
Contingent consideration liability, amount paid	$ 2
Trade Name
Business Acquisition, Acquisition Related Costs [Line Items]
Intangible assets acquired				4
Multiple Acquisition
Business Acquisition, Acquisition Related Costs [Line Items]
Business combination consideration transferred				25
Goodwill				20
Multiple Acquisition \| Customer Relationships
Business Acquisition, Acquisition Related Costs [Line Items]
Intangible assets acquired				$ 1
United States
Business Acquisition, Acquisition Related Costs [Line Items]
Number of business acquired \| Business		2	2	4

Segment Information - Additional Information (Detail) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019 USD ($)	Sep. 29, 2018 USD ($)	Sep. 28, 2019 USD ($) Segment	Sep. 29, 2018 USD ($)
Segment Reporting Information [Line Items]
Number of reportable segments			3
Number of operating segments			3
Intersegment Eliminations
Segment Reporting Information [Line Items]
Revenues \| $	$ 3	$ 4	$ 9	$ 10

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 28, 2019	Oct. 30, 2019
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 28, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q3
Trading Symbol	ODP
Entity Registrant Name	OFFICE DEPOT INC
Entity Central Index Key	0000800240
Entity Current Reporting Status	Yes
Current Fiscal Year End Date	--12-28
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		546,484,255
Entity Shell Company	false
Entity File Number	1-10948
Entity Tax Identification Number	59-2663954
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
Title of 12(b) Security	Common Stock, par value $0.01 per share
Security Exchange Name	NASDAQ

FAIR VALUE MEASUREMENTS (Tables)

9 Months Ended

Sep. 28, 2019

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.

	September 28,				December 29,
	2019				2018
	Carrying		Fair		Carrying		Fair
(In millions)	Amount		Value		Amount		Value
Financial assets:
Timber notes receivable	$	825	$	826	$	842	$	835
Company-owned life insurance		91		91		91		91
Financial liabilities:
Recourse debt:
Term Loan, due 2022		411		430		463		490
Revenue bonds, due in varying amounts periodically through 2029		186		186		186		184
American & Foreign Power Company, Inc. 5% debentures, due 2030		14		14		14		14
Non-recourse debt — Timber notes		737		737		754		750

FAIR VALUE MEASUREMENTS

9 Months Ended

Sep. 28, 2019

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

NOTE 12. FAIR VALUE MEASUREMENTS

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

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

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

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

RECURRING FAIR VALUE MEASUREMENTS

In accordance with GAAP, certain assets and liabilities are required to be recorded at fair value on a recurring basis. The Company’s assets and liabilities that are adjusted to fair value on a recurring basis are money market funds that qualify as cash equivalents, and derivative financial instruments. As of September 28, 2019 and December 29, 2018, the Company did not have any money market funds that had floating net asset values that required measurement.

The fair values of the Company’s foreign currency contracts and fuel contracts are the amounts receivable or payable to terminate the agreements at the reporting date, taking into account current exchange rates and commodity prices. The values are based on market-based inputs or unobservable inputs that are corroborated by market data. Amounts associated with these derivative financial instruments were not significant for the reported periods. At September 28, 2019, Prepaid expenses and other current assets in the Condensed Consolidated Balance Sheet included less than $1 million related to derivative foreign currency and fuel contracts. At December 29, 2018, Accrued expenses and other current liabilities in the Condensed Consolidated Balance Sheet included less than $1 million related to derivative foreign currency and fuel contracts.

NONRECURRING FAIR VALUE MEASUREMENTS

In addition to assets and liabilities that are recorded at fair value on a recurring basis, the Company records certain assets and liabilities at fair value on a nonrecurring basis as required by GAAP. Generally, assets are recorded at fair value on a nonrecurring basis as a result of impairment charges. In the third quarter and year-to-date 2019, the Company recognized asset impairment charges of $5 million and $50 million, respectively. Of these asset impairment charges, $2 million and $41 million, respectively, were related to impairment of operating lease ROU assets associated with the Company’s retail store locations, with the remainder primarily relating to impairment of fixed assets.

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 third quarter and year-to-date 2019, 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 additional retail store closures. 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.

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 third quarter and year-to-date 2019 impairment calculation were discounted at a weighted average discount rate of 7%.

The Company will continue to evaluate initiatives to improve performance and lower operating costs. 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 third quarter and year-to-date 2019, 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.

	September 28,				December 29,
	2019				2018
	Carrying		Fair		Carrying		Fair
(In millions)	Amount		Value		Amount		Value
Financial assets:
Timber notes receivable	$	825	$	826	$	842	$	835
Company-owned life insurance		91		91		91		91
Financial liabilities:
Recourse debt:
Term Loan, due 2022		411		430		463		490
Revenue bonds, due in varying amounts periodically through 2029		186		186		186		184
American & Foreign Power Company, Inc. 5% debentures, due 2030		14		14		14		14
Non-recourse debt — Timber notes		737		737		754		750

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

•

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

•

Company-owned life insurance: In connection with the 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 (Level 2 measure).

•

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

•

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

- 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

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Statement Of Income And Comprehensive Income [Abstract]
Net income	$ 60	$ 60	$ 44	$ 118
Other comprehensive income (loss), net of tax, where applicable:
Foreign currency translation adjustments	(9)	3	6	(16)
Reclassification of foreign currency translation adjustments realized upon disposal of business				29
Other			1
Total other comprehensive income (loss), net of tax, where applicable	(9)	3	7	13
Comprehensive income	$ 51	$ 63	$ 51	$ 131

- Definition

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

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Millions	Total	Common Stock	Additional Paid-in Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit	Treasury Stock
Balance at Dec. 30, 2017	$ 2,120	$ 6	$ 2,711	$ (78)	$ (273)	$ (246)
Balance, Shares at Dec. 30, 2017		610,353,994
Net income (loss)	41				41
Other comprehensive income (loss)	14			14
Exercise and release of incentive stock (including income tax benefits and withholding)	(3)		(3)
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)		3,862,224
Amortization of long-term incentive stock grants	3		3
Dividends paid on common stock	(14)		(14)
Adjustment for adoption of accounting standard	(4)				(4)
Balance at Mar. 31, 2018	2,157	$ 6	2,697	(64)	(236)	(246)
Balance, Shares at Mar. 31, 2018		614,216,218
Balance at Dec. 30, 2017	2,120	$ 6	2,711	(78)	(273)	(246)
Balance, Shares at Dec. 30, 2017		610,353,994
Net income (loss)	118
Other comprehensive income (loss)	13
Balance at Sep. 29, 2018	2,197	$ 6	2,684	(65)	(160)	(268)
Balance, Shares at Sep. 29, 2018		614,128,907
Balance at Mar. 31, 2018	2,157	$ 6	2,697	(64)	(236)	(246)
Balance, Shares at Mar. 31, 2018		614,216,218
Net income (loss)	16				16
Other comprehensive income (loss)	(3)			(3)
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)		198,549
Acquisition escrow shares returned	(1)		(1)
Acquisition escrow shares returned (in shares)		(248,200)
Amortization of long-term incentive stock grants	9		9
Dividends paid on common stock	(14)		(14)
Repurchase of common stock	(8)					(8)
Balance at Jun. 30, 2018	2,156	$ 6	2,691	(67)	(220)	(254)
Balance, Shares at Jun. 30, 2018		614,166,567
Net income (loss)	60				60
Other comprehensive income (loss)	3			3
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)		(37,660)
Amortization of long-term incentive stock grants	7		7
Dividends paid on common stock	(14)		(14)
Repurchase of common stock	(14)					(14)
Other	(1)			(1)
Balance at Sep. 29, 2018	2,197	$ 6	2,684	(65)	(160)	(268)
Balance, Shares at Sep. 29, 2018		614,128,907
Balance at Dec. 29, 2018	2,126	$ 6	2,677	(99)	(173)	(285)
Balance, Shares at Dec. 29, 2018		614,170,704
Net income (loss)	8				8
Other comprehensive income (loss)	11			11
Exercise and release of incentive stock (including income tax benefits and withholding)	(7)		(7)
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)		5,932,430
Amortization of long-term incentive stock grants	8		8
Dividends paid on common stock	(14)		(14)
Repurchase of common stock	(11)					(11)
Adjustment for adoption of accounting standard	(15)				(15)
Balance at Mar. 30, 2019	2,106	$ 6	2,664	(88)	(180)	(296)
Balance, Shares at Mar. 30, 2019		620,103,134
Balance at Dec. 29, 2018	2,126	$ 6	2,677	(99)	(173)	(285)
Balance, Shares at Dec. 29, 2018		614,170,704
Net income (loss)	44
Other comprehensive income (loss)	7			7
Balance at Sep. 28, 2019	2,127	$ 6	2,653	(92)	(144)	(296)
Balance, Shares at Sep. 28, 2019		620,394,831
Balance at Mar. 30, 2019	2,106	$ 6	2,664	(88)	(180)	(296)
Balance, Shares at Mar. 30, 2019		620,103,134
Net income (loss)	(24)				(24)
Other comprehensive income (loss)	5			5
Exercise and release of incentive stock (including income tax benefits and withholding)	(1)		(1)
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)		155,939
Amortization of long-term incentive stock grants	9		9
Dividends paid on common stock	(13)		(13)
Balance at Jun. 29, 2019	2,082	$ 6	2,659	(83)	(204)	(296)
Balance, Shares at Jun. 29, 2019		620,259,073
Net income (loss)	60				60
Other comprehensive income (loss)	(9)			(9)
Exercise and release of incentive stock (including income tax benefits and withholding) (in shares)		135,758
Amortization of long-term incentive stock grants	8		8
Dividends paid on common stock	(14)		(14)
Balance at Sep. 28, 2019	$ 2,127	$ 6	$ 2,653	$ (92)	$ (144)	$ (296)
Balance, Shares at Sep. 28, 2019		620,394,831

Summary of Disaggregated Revenue by Division, Major Product and Service Categories (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Disaggregation Of Revenue [Line Items]
Total sales	$ 2,782	$ 2,887	$ 8,139	$ 8,345
Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	1,257	1,279	3,576	3,577
Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	795	864	2,445	2,631
Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	325	310	900	864
Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	180	220	551	664
Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	225	214	667	609
Business Solutions Division
Disaggregation Of Revenue [Line Items]
Total sales	1,350	1,364	4,022	3,990
Business Solutions Division \| Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	758	760	2,264	2,212
Business Solutions Division \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	302	323	941	1,004
Business Solutions Division \| Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	204	195	576	546
Business Solutions Division \| Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales		1		1
Business Solutions Division \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	86	85	241	227
Retail Division
Disaggregation Of Revenue [Line Items]
Total sales	1,177	1,254	3,352	3,551
Retail Division \| Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	495	516	1,302	1,358
Retail Division \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	422	493	1,294	1,481
Retail Division \| Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	119	113	320	314
Retail Division \| Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	7	8	21	24
Retail Division \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	134	124	415	374
CompuCom Division
Disaggregation Of Revenue [Line Items]
Total sales	252	268	758	803
CompuCom Division \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales	71	51	209	154
CompuCom Division \| Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	176	212	539	641
CompuCom Division \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales	5	5	10	8
Other
Disaggregation Of Revenue [Line Items]
Total sales	3	1	7	1
Other \| Products, Supplies
Disaggregation Of Revenue [Line Items]
Total sales	4	3	10	7
Other \| Products, Technology
Disaggregation Of Revenue [Line Items]
Total sales		(3)	1	(8)
Other \| Products, Furniture and Other
Disaggregation Of Revenue [Line Items]
Total sales	2	2	4	4
Other \| Services, Technology
Disaggregation Of Revenue [Line Items]
Total sales	$ (3)	$ (1)	(9)	$ (2)
Other \| Services, Copy Print and Other
Disaggregation Of Revenue [Line Items]
Total sales			$ 1

REVENUE RECOGNITION (Tables)

9 Months Ended

Sep. 28, 2019

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.

	Third Quarter of 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	758	$	495	$	—	$	4		$	1,257
Technology		302		422		71		—			795
Furniture and other		204		119		—		2			325
Services
Technology		—		7		176		(3	)		180
Copy, print, and other		86		134		5		—			225
Total	$	1,350	$	1,177	$	252	$	3		$	2,782

	Third Quarter of 2018
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	760	$	516	$	—	$	3		$	1,279
Technology		323		493		51		(3	)		864
Furniture and other		195		113		—		2			310
Services
Technology		1		8		212		(1	)		220
Copy, print, and other		85		124		5		—			214
Total	$	1,364	$	1,254	$	268	$	1		$	2,887

	Year-to-Date 2019
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	2,264	$	1,302	$	—	$	10		$	3,576
Technology		941		1,294		209		1			2,445
Furniture and other		576		320		—		4			900
Services
Technology		—		21		539		(9	)		551
Copy, print, and other		241		415		10		1			667
Total	$	4,022	$	3,352	$	758	$	7		$	8,139

	Year-to-Date 2018
(In millions)	Business Solutions Division		Retail Division		CompuCom Division		Other			Total
Major products and services categories
Products
Supplies	$	2,212	$	1,358	$	—	$	7		$	3,577
Technology		1,004		1,481		154		(8	)		2,631
Furniture and other		546		314		—		4			864
Services
Technology		1		24		641		(2	)		664
Copy, print, and other		227		374		8		—			609
Total	$	3,990	$	3,551	$	803	$	1		$	8,345

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:

	September 28,		December 29,
(In millions)	2019		2018
Trade receivables, net	$	665	$	655
Short-term contract assets		25		22
Long-term contract assets		15		17
Short-term contract liabilities		50		52
Long-term contract liabilities		1		1

Summary of Significant Accounting Policies - Additional Information (Detail)
$ in Millions

3 Months Ended

9 Months Ended

Dec. 30, 2018

USD ($)

Sep. 28, 2019

USD ($)

Mar. 30, 2019

USD ($)

Mar. 31, 2018

USD ($)

Sep. 28, 2019

USD ($)

Store

Segment

Dec. 29, 2018

USD ($)

Summary Of Significant Accounting Policies [Line Items]

Number of retail stores | Store

1,317

Number of reportable segments | Segment

Accounts payable and accrued expenses and other current liabilities not yet presented for payment

$ 16

$ 27

Cash and cash equivalents

588

$ 588

658

Lessee, operating lease, existence of option to extend [true false]

true

1,374

$ 1,374

Cumulative effect adjustments to accumulated deficit

^[1]

1,181

$ 15

$ 4

Impairment charge, net of tax effect, to ROU assets

$ 2

$ 41

Accounting Standards Update 2016-02

Summary Of Significant Accounting Policies [Line Items]

$ 1,400

Derecognition of property and equipment, net

1,600

Financing obligations derecognized

Cumulative effect adjustments to accumulated deficit

Impairment charge, net of tax effect, to ROU assets

Deferred gain, net of tax effect, related to sales and operating leasebacks

Derecognition of assets and liabilities, net of tax

$ 1

Minimum

Summary Of Significant Accounting Policies [Line Items]

Extend renewal terms of the lease

5 years

Maximum

Summary Of Significant Accounting Policies [Line Items]

Extend renewal terms of the lease

25 years

Prepaid Expenses and Other Current Assets

Summary Of Significant Accounting Policies [Line Items]

Restricted cash

$ 2

Non-US

Summary Of Significant Accounting Policies [Line Items]

Cash and cash equivalents

$ 161

[1]

DEBT

9 Months Ended

Sep. 28, 2019

Debt Disclosure [Abstract]

DEBT

NOTE 9. 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 provides 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 Company was in compliance with all applicable financial covenants associated with the Term Loan Credit Agreement at September 28, 2019.

In May 2011, the Company entered into an amended and restated credit agreement, which was amended and restated in May 2016 for an additional five years, and was further amended in December 2016 and November 2017 (the Amended and Restated Credit Agreement including all amendments is referred to as the “Amended Credit Agreement”). The Amended Credit Agreement provides for a revolving credit facility of up to $1.2 billion and will mature on May 13, 2021. As provided in the Amended Credit Agreement, available amounts that can be borrowed are based on percentages of certain outstanding accounts receivable, credit card receivables, and inventory of the Company. At September 28, 2019, the Company had $962 million of available credit, and letters of credit outstanding totaling $65 million under the Amended Credit Agreement. There were no borrowings under the Amended Credit Agreement in the third quarter of 2019 and the Company was in compliance with all applicable financial covenants at September 28, 2019.

NON-RECOURSE DEBT

The Installment Notes (the “Timber notes receivable”) and the related Securitization Notes (the “Non-recourse debt”), as defined in the 2018 Form 10-K, are scheduled to mature on January 29, 2020 and October 31, 2019, respectively. During the third quarter of 2019, the Company, through a bankruptcy remote indirect subsidiary, entered into a term loan agreement which provides for it to receive a $735 million loan on October 31, 2019 (the “Bridge Loan”) that will be used to refinance the Non-recourse debt. The Bridge Loan is also non-recourse to the Company, and is secured by the Timber notes receivable. The Bridge Loan incurs interest at a rate equal to 3-month LIBOR plus 0.75% per annum from October 31, 2019 through January 29, 2020 when it will mature. Both the Timber notes receivable and the Bridge Loan are with the same third-party financial institution, and they will be settled on a net basis at maturity.

SEGMENT INFORMATION (Tables)

9 Months Ended

Sep. 28, 2019

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
	Third Quarter				Year-to-Date
(In millions)	2019		2018		2019		2018
Business Solutions Division	$	1,350	$	1,364	$	4,022	$	3,990
Retail Division		1,177		1,254		3,352		3,551
CompuCom Division		252		268		758		803
Other		3		1		7		1
Total	$	2,782	$	2,887	$	8,139	$	8,345

	Division Operating Income (Loss)
	Third Quarter				Year-to-Date
(In millions)	2019		2018		2019			2018
Business Solutions Division	$	71	$	67	$	203		$	189
Retail Division		84		70		160			165
CompuCom Division		3		1		(11	)		12
Other		—		—		—			(1	)
Total	$	158	$	138	$	352		$	365

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

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

	Third Quarter						Year-to-Date
(In millions)	2019			2018			2019			2018
Total Divisions operating income	$	158		$	138		$	352		$	365
Add/(subtract):
Asset impairments		(5	)		—			(50	)		—
Merger and restructuring expenses, net		(22	)		(14	)		(105	)		(45	)
Unallocated expenses		(23	)		(19	)		(80	)		(90	)
Interest income		5			7			16			18
Interest expense		(22	)		(31	)		(68	)		(91	)
Other income, net		2			4			7			11
Income from continuing operations before income taxes	$	93		$	85		$	72		$	168

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 29, 2018	$	387	$	78	$	449	$	914
Acquisitions		20		—		—		20
Foreign currency rate impact		—		—		4		4
Balance as of September 28, 2019	$	407	$	78	$	453	$	938

LEASES

9 Months Ended

Sep. 28, 2019

Leases [Abstract]

LEASES

NOTE 8. LEASES

The Company leases retail stores and other facilities, vehicles, and equipment under operating lease agreements. Facility leases typically are for a fixed non-cancellable term with one or more renewal options. In addition to rent payments, the Company is required to pay certain variable lease costs such as real estate taxes, insurance and common-area maintenance on most of the facility leases. For leases beginning in 2019, the Company accounts for lease components (e.g., fixed payments including rent) and non-lease components (e.g., real estate taxes, insurance costs and common-area maintenance costs) as a single lease component. Many lease agreements contain tenant improvement allowances, rent holidays, and/or rent escalation clauses. Certain leases contain provisions for additional rent to be paid if sales exceed a specified amount, though such payments have been immaterial during the periods presented. The Company subleases certain real estate to third parties, consisting mainly of operating leases for space within the retail stores.

The components of lease expense were as follows:

	Third Quarter			Year-to-Date
(In millions)	2019			2019
Finance lease cost:
Amortization of right-of-use assets	$	5		$	13
Interest on lease liabilities		2			4
Operating lease cost		107			327
Short-term lease cost		2			5
Variable lease cost		27			92
Sublease income		(1	)		(2	)
Total lease cost	$	142		$	439

Supplemental cash flow information related to leases was as follows:

	Year-to-Date
(In millions)	2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from finance leases	$	4
Operating cash flows from operating leases		366
Financing cash flows from finance leases		16
Right-of-use assets obtained in exchange for new finance lease liabilities		21
Right-of-use assets obtained in exchange for new operating lease liabilities		211

Supplemental balance sheet information related to leases was as follows:

	September 28,
(In millions, except lease term and discount rate)	2019
Property and equipment, net	$	51
Operating lease right-of-use assets		1,374
Accrued expenses and other current liabilities		368
Short-term borrowings and current maturities of long-term debt		18
Long-term debt, net of current maturities		59
Operating lease liabilities		1,181
Weighted-average remaining lease term – finance leases	5 years
Weighted-average remaining lease term – operating leases	5 years
Weighted-average discount rate – finance leases		6.4	%
Weighted-average discount rate – operating leases		6.8	%

Maturities of lease liabilities as of September 28, 2019 were as follows:

	September 28, 2019
	Operating			Finance
(In millions)	Leases⁽¹⁾			Leases
2019 (excluding year-to-date 2019)	$	124		$	7
2020		442			21
2021		358			20
2022		289			16
2023		220			12
Thereafter		435			15
		1,868			91
Less imputed interest		(319	)		(14	)
Total	$	1,549		$	77

Reported as of September 28, 2019
Accrued expenses and other current liabilities	$	368		$	—
Short-term borrowings and current maturities of long-term debt		—			18
Long-term debt, net of current maturities		—			59
Operating lease liabilities		1,181			—
Total	$	1,549		$	77

(1)

Adoption of the new lease accounting standard using the alternative transition method required the Company to provide relevant disclosures in accordance with ASC 840, Leases for all prior periods presented. The table below represents future minimum lease payments due under the non-cancelable portions of leases including facility leases that were accrued as store closure costs as of December 29, 2018. The table was updated from the version previously included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2018 within the Notes to Consolidated Financial Statements to adjust for certain inconsistencies that management identified in the first quarter of fiscal year 2019 during the implementation of ASC 842, Leases. Specifically, the Company corrected the schedule to include additional lease commitments for option periods at the time of execution as opposed to the original extension date.

	December 29,
(In millions)	2018
2019	$	466
2020		374
2021		285
2022		214
2023		144
Thereafter		235
		1,718
Less sublease income		(11	)
Total	$	1,707

DISCONTINUED OPERATIONS

9 Months Ended

Sep. 28, 2019

Discontinued Operations And Disposal Groups [Abstract]

DISCONTINUED OPERATIONS

NOTE 14. DISCONTINUED OPERATIONS

In the third quarter of 2016, the Company’s Board of Directors approved a plan to sell substantially all operations of the former International Division through four disposal groups (Europe, South Korea, Oceania and mainland China) (the “International Operations”). Collectively, these dispositions represent a strategic shift that had a major impact on the Company’s operations and financial results and have been accounted for as discontinued operations. As of the end of fiscal 2018, the sale of the International Operations was complete, and there are no further discontinued operations in 2019.

For year-to-date 2018, the major components of Discontinued operations, net of tax presented were as follows:

	Third Quarter		Year-to-Date
(In millions)	2018		2018
Sales	$	—	$	115
Cost of goods sold and occupancy costs		—		88
Operating expenses		—		21
Restructuring charges		—		1
Other expense, net		—		(1	)
Net increase of loss on discontinued operations held for sale		—		(1	)
Net loss on sale of discontinued operations		—		(4	)
Income tax benefit		—		(6	)
Discontinued operations, net of tax	$	—	$	5

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Millions

Sep. 28, 2019

Dec. 29, 2018

Current assets:

Cash and cash equivalents

$ 588

$ 658

Receivables, net

919

885

Inventories

1,025

1,065

Prepaid expenses and other current assets

103

Timber notes receivable, current maturities

825

Total current assets

3,460

2,683

Property and equipment, net

699

763

Other intangible assets, net

1,374

Goodwill

938

914

395

422

Timber notes receivable

842

Deferred income taxes

220

284

Other assets

257

258

Total assets

7,343

6,166

Current liabilities:

Trade accounts payable

1,037

1,110

Accrued expenses and other current liabilities

1,277

978

Income taxes payable

Short-term borrowings and current maturities of long-term debt

105

Non-recourse debt, current maturities

737

Total current liabilities

3,156

2,185

Deferred income taxes and other long-term liabilities

175

300

Pension and postretirement obligations, net

111

Long-term debt, net of current maturities

593

690

Commitments and contingencies

^[1]

1,181

Non-recourse debt

754

Total liabilities

5,216

4,040

Stockholders' equity:

Common stock — authorized 800,000,000 shares of $0.01 par value; issued shares — 620,394,831 at September 28, 2019 and 614,170,704 at December 29, 2018; outstanding shares — 546,484,255 at September 28, 2019 and 543,833,428 at December 29, 2018

Additional paid-in capital

2,653

2,677

Accumulated other comprehensive loss

(92)

(99)

Accumulated deficit

(144)

(173)

Treasury stock, at cost — 73,910,576 shares at September 28, 2019 and 70,337,276 shares at December 29, 2018

(296)

(285)

Total stockholders' equity

2,127

2,126

Total liabilities and stockholders’ equity

$ 7,343

$ 6,166

[1]

Stockholders' Equity - Additional Information (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 28, 2019	Sep. 28, 2019	Sep. 29, 2018	Nov. 06, 2019	Nov. 30, 2018
Shareholders Equity [Line Items]
Stock repurchase program, shares purchased		4,000,000
Stock repurchase program, shares purchased at cost excluding commissions		$ 10,000,000
Stock repurchase program, remaining authorized repurchase amount	$ 90,000,000	90,000,000
Common stock repurchased	0
Dividend on common stock	$ 0.025
Payments of ordinary dividends, common stock	$ 14,000,000	$ 41,000,000	$ 42,000,000
Subsequent Event
Shareholders Equity [Line Items]
Stock repurchase program, remaining authorized repurchase amount				$ 190,000,000
Maximum
Shareholders Equity [Line Items]
Stock repurchase program, authorized amount					$ 100,000,000
Maximum \| Subsequent Event
Shareholders Equity [Line Items]
Stock repurchase program, authorized amount				$ 200,000,000

EMPLOYEE BENEFIT PLANS

9 Months Ended

Sep. 28, 2019

Compensation And Retirement Disclosure [Abstract]

EMPLOYEE BENEFIT PLANS

NOTE 11. 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:

	Third Quarter						Year-to-Date
(In millions)	2019			2018			2019			2018
Service cost	$	2		$	1		$	6		$	3
Interest cost		9			8			27			26
Expected return on plan assets		(11	)		(11	)		(32	)		(32	)
Net periodic pension expense (benefit)	$	—		$	(2	)	$	1		$	(3	)

During year-to-date 2019, $2 million of cash contributions were made to the North American pension plans. The Company expects the additional cash contributions to the North America pension plans during the remainder of 2019 to not be significant.

PENSION PLAN – UNITED KINGDOM

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

	Third Quarter						Year-to-Date
(In millions)	2019			2018			2019			2018
Service cost	$	—		$	—		$	—		$	—
Interest cost		1			2			4			5
Expected return on plan assets		(1	)		(2	)		(5	)		(6	)
Net periodic pension benefit	$	—		$	—		$	(1	)	$	(1	)

The UK pension plan is in a net asset position. During year-to-date 2019, cash contributions of $2 million were made to the UK pension plan.

Net periodic pension benefits for the North America and UK pension 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.

Employee Benefit Plans - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 28, 2019 USD ($)
North America
Defined Benefit Plan Disclosure [Line Items]
Pension and other postretirement contributions, current period	$ 2
United Kingdom
Defined Benefit Plan Disclosure [Line Items]
Pension and other postretirement contributions, current period	$ 2

LEASES (Tables)

9 Months Ended

Sep. 28, 2019

Leases [Abstract]

Components of Lease Expense

The components of lease expense were as follows:

	Third Quarter			Year-to-Date
(In millions)	2019			2019
Finance lease cost:
Amortization of right-of-use assets	$	5		$	13
Interest on lease liabilities		2			4
Operating lease cost		107			327
Short-term lease cost		2			5
Variable lease cost		27			92
Sublease income		(1	)		(2	)
Total lease cost	$	142		$	439

Supplemental Cash Flow Information Related to Leases

Supplemental cash flow information related to leases was as follows:

	Year-to-Date
(In millions)	2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from finance leases	$	4
Operating cash flows from operating leases		366
Financing cash flows from finance leases		16
Right-of-use assets obtained in exchange for new finance lease liabilities		21
Right-of-use assets obtained in exchange for new operating lease liabilities		211

Supplemental Balance Sheet Information Related to Leases

Supplemental balance sheet information related to leases was as follows:

	September 28,
(In millions, except lease term and discount rate)	2019
Property and equipment, net	$	51
Operating lease right-of-use assets		1,374
Accrued expenses and other current liabilities		368
Short-term borrowings and current maturities of long-term debt		18
Long-term debt, net of current maturities		59
Operating lease liabilities		1,181
Weighted-average remaining lease term – finance leases	5 years
Weighted-average remaining lease term – operating leases	5 years
Weighted-average discount rate – finance leases		6.4	%
Weighted-average discount rate – operating leases		6.8	%

Schedule of Maturities of Lease Liabilities Under Operating and Finance Leases

Maturities of lease liabilities as of September 28, 2019 were as follows:

	September 28, 2019
	Operating			Finance
(In millions)	Leases⁽¹⁾			Leases
2019 (excluding year-to-date 2019)	$	124		$	7
2020		442			21
2021		358			20
2022		289			16
2023		220			12
Thereafter		435			15
		1,868			91
Less imputed interest		(319	)		(14	)
Total	$	1,549		$	77

Reported as of September 28, 2019
Accrued expenses and other current liabilities	$	368		$	—
Short-term borrowings and current maturities of long-term debt		—			18
Long-term debt, net of current maturities		—			59
Operating lease liabilities		1,181			—
Total	$	1,549		$	77

(1)

Future Minimum Lease Payments due under Non-Cancelable Portions of Leases

The table below represents future minimum lease payments due under the non-cancelable portions of leases including facility leases that were accrued as store closure costs as of December 29, 2018. The table was updated from the version previously included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2018 within the Notes to Consolidated Financial Statements to adjust for certain inconsistencies that management identified in the first quarter of fiscal year 2019 during the implementation of ASC 842, Leases. Specifically, the Company corrected the schedule to include additional lease commitments for option periods at the time of execution as opposed to the original extension date.

	December 29,
(In millions)	2018
2019	$	466
2020		374
2021		285
2022		214
2023		144
Thereafter		235
		1,718
Less sublease income		(11	)
Total	$	1,707

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

9 Months Ended

Sep. 28, 2019

Accounting Policies [Abstract]

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

NOTE 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

As of September 28, 2019, the Company had three reportable segments (or “Divisions”): Business Solutions Division, Retail Division and the CompuCom Division.

CASH MANAGEMENT

At September 28, 2019, cash and cash equivalents from continuing operations held outside the United States amounted to $161 million.

LEASING ARRANGEMENTS

any allowances or reimbursements provided by the lessor. When required under lease agreements, estimated costs to return facilities to original condition were accrued over the lease period.

•

Finance leases:

Property and equipment, net – leases which were referred to as capital leases under the old accounting standard;

Short-term borrowings and current maturities of long-term debt – short-term obligations to make lease payments arising from the finance lease;

Long-term debt, net of current maturities – long-term obligations to make lease payments arising from the finance lease.

•

Operating leases:

Operating lease right-of-use (“ROU”) assets – the Company’s right to use the underlying asset for the lease term;

Accrued expenses and other current liabilities – short-term obligations to make lease payments arising from the operating lease;

Operating lease liabilities – long-term obligations to make lease payments arising from the operating lease.

CHANGE IN METHOD OF APPLYING AN ACCOUNTING PRINCIPLE

NEW ACCOUNTING STANDARDS

Standards that are not yet adopted:

•

Standards that were adopted:

•

Recognition of $1.4 billion Operating lease right-of-use assets and $1.6 billion Operating lease liabilities;

associated with non-owned properties that were capitalized under previously existing build-to-suit lease accounting rules.

•

MERGER AND RESTRUCTURING ACTIVITY

9 Months Ended

Sep. 28, 2019

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 its 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.

	Third Quarter				Year-to-Date
(In millions)	2019		2018		2019		2018
Merger and transaction related expenses, net
Severance and retention	$	—	$	4	$	1	$	9
Transaction and integration		6		5		18		16
Facility closure, contract termination, and other expenses, net		—		2		—		10
Total Merger and transaction related expenses, net		6		11		19		35
Restructuring expenses
Severance		—		—		40		—
Professional fees		12		3		31		9
Facility closure, contract termination, and other expenses, net		4		—		15		1
Total Restructuring expenses		16		3		86		10
Total Merger and restructuring expenses, net	$	22	$	14	$	105	$	45

•

Merger and transaction related expenses, net: 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. Also included in the merger and transaction related expenses, net are $5 million of integration expenses associated with the OfficeMax merger, all of which were incurred in the first half of 2018, and $2 million and $5 million of facility closure costs in the third quarter and year-to-date 2018, respectively. All integration activities associated with the OfficeMax merger were completed in 2018.

•

Restructuring expenses: In May 2019, the Company’s Board of Directors approved a company-wide, multi-year, cost reduction and business improvement program to systematically drive down costs, improve operational efficiencies, and enable future growth investments. Under this program (the “Business Acceleration Program”), the Company has made and will continue to make organizational realignments stemming from process improvements, increased leverage of technology and accelerated use of automation. This has resulted and will continue to result in the elimination of certain positions and a flatter organization. In connection with the Business Acceleration Program, the Company also anticipates closing approximately 90 underperforming retail stores in 2020 and 2021, and 9 other facilities, consisting of distribution centers and sales offices, of which 7 were closed as of the end of the third quarter of 2019. Total estimated costs to implement the Business Acceleration Program are expected to be approximately $122 million, comprised of:

(a)

severance and related employee costs of approximately $40 million

(b)

recruitment and relocation costs of approximately $2 million

(c)

retail store and facility closure costs of approximately $26 million

(d)

third-party costs to facilitate the execution of the Business Acceleration Program of approximately $46 million

(e)

other costs of approximately $8 million

Of the aggregate costs to implement the Business Acceleration Program, approximately $110 million are expected to be cash expenditures through 2021 funded primarily with cash on hand and cash from operations. In fiscal 2019, the Company expects to incur approximately $85 million, of which approximately $70 million will be cash, for severance and related employee costs, recruitment and relocation, and third-party costs including legal and consulting fees under the Business Acceleration Program. Of the $70 million cash expenditures expected in 2019, approximately $59 million has been paid through the end of the third quarter of 2019.

In the third quarter of 2019, the Company incurred $16 million in restructuring expenses associated with the Business Acceleration Program which consisted of $1 million of retail store and facility closure costs, $12 million in professional fees, and $3 million of other costs. Included in restructuring expenses in year-to-date 2019 are $40 million of severance costs, $4

million of retail store and facility closure costs, $31 million in third-party professional fees, and $4 million of other costs incurred in connection with the Business Acceleration Program.

Also included in restructuring expenses in the third quarter and year-to-date 2019 and 2018 are costs incurred in connection with the Comprehensive Business Review, a program the Company announced in 2016. These costs include severance, facility closure costs, contract termination, accelerated depreciation, relocation and disposal gains and losses, as well as other costs associated with retail store closures. In the third quarter and year-to-date 2019, the Company closed 3 and 44 retail stores, respectively, and expects to close approximately 10 additional stores through the end of the Comprehensive Business Review program in 2019.

Additionally, restructuring expenses in the third quarter and year-to-date 2018 also reflect professional fee expenses incurred in connection with the Company’s multi-year strategic transformation which began in 2017. All activities associated with the multi-year strategic transformation plan were completed in 2018.

MERGER AND RESTRUCTURING ACCRUALS

	Balance as of										Balance as of
	December 29,		Charges		Cash			Adjustments			September 28,
(In millions)	2018		Incurred		Payments			(a)			2019
Termination benefits:
Merger-related accruals	$	3	$	1	$	(3	)	$	—		$	1
Comprehensive Business Review		—		—		—			—			—
Business Acceleration Program		—		41		(25	)		—			16
Lease and contract obligations, accruals for facilities closures and other costs:
Merger-related accruals		10		—		—			(10	)		—
Comprehensive Business Review		5		5		(4	)		(3	)		3
Business Acceleration Program		—		34		(29	)		—			5
Total	$	18	$	81	$	(61	)	$	(13	)	$	25

(a)

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.

Components of Net Periodic Pension Expense (Benefit) (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
North America
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 2	$ 1	$ 6	$ 3
Interest cost	9	8	27	26
Expected return on plan assets	(11)	(11)	(32)	(32)
Net periodic pension expense (benefit)		(2)	1	(3)
United Kingdom
Defined Benefit Plan Disclosure [Line Items]
Service cost	0	0	0	0
Interest cost	1	2	4	5
Expected return on plan assets	$ (1)	$ (2)	(5)	(6)
Net periodic pension expense (benefit)			$ (1)	$ (1)

Schedule of Goodwill by Segment (Detail) $ in Millions	9 Months Ended
Schedule of Goodwill by Segment (Detail) $ in Millions	Sep. 28, 2019 USD ($)
Goodwill [Line Items]
Balance as of December 29, 2018	$ 914
Acquisitions	20
Foreign currency rate impact	4
Balance as of September 28, 2019	938
Operating Segments \| Business Solutions Division
Goodwill [Line Items]
Balance as of December 29, 2018	387
Acquisitions	20
Balance as of September 28, 2019	407
Operating Segments \| Retail Division
Goodwill [Line Items]
Balance as of December 29, 2018	78
Balance as of September 28, 2019	78
Operating Segments \| CompuCom Division
Goodwill [Line Items]
Balance as of December 29, 2018	449
Foreign currency rate impact	4
Balance as of September 28, 2019	$ 453

STOCKHOLDERS' EQUITY (Tables)

9 Months Ended

Sep. 28, 2019

Equity [Abstract]

Accumulated Other Comprehensive Income (Loss) Activity, Net of Tax

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

	Foreign			Change in
	Currency			Deferred
	Translation			Pension and
(In millions)	Adjustments			Other			Total
Balance at December 29, 2018	$	(50	)	$	(49	)	$	(99	)
Other comprehensive income activity		6			1			7
Balance at September 28, 2019	$	(44	)	$	(48	)	$	(92	)

Accumulated Other Comprehensive Income (Loss) Activity, Net of Tax (Detail) - USD ($) $ in Millions	3 Months Ended						9 Months Ended
	Sep. 28, 2019	Jun. 29, 2019	Mar. 30, 2019	Sep. 29, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 28, 2019	Sep. 29, 2018
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance	$ 2,082	$ 2,106	$ 2,126	$ 2,156	$ 2,157	$ 2,120	$ 2,126	$ 2,120
Other comprehensive income (loss)	(9)	5	11	3	(3)	14	7	13
Balance	2,127	2,082	2,106	2,197	2,156	2,157	2,127	2,197
Foreign Currency Translation Adjustments
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance			(50)				(50)
Other comprehensive income (loss)							6
Balance	(44)						(44)
Change in Deferred Pension and Other
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance			(49)				(49)
Other comprehensive income (loss)							1
Balance	(48)						(48)
Accumulated Other Comprehensive Income (Loss)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance	(83)	(88)	(99)	(67)	(64)	(78)	(99)	(78)
Other comprehensive income (loss)	(9)	5	11	3	(3)	14	7
Balance	$ (92)	$ (83)	$ (88)	$ (65)	$ (67)	$ (64)	$ (92)	$ (65)

EARNINGS PER SHARE (Tables)

9 Months Ended

Sep. 28, 2019

Earnings Per Share [Abstract]

Calculation of Net Earnings Per Common Share

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

	Third Quarter				Year-to-Date
(In millions, except per share amounts)	2019		2018		2019		2018
Basic Earnings Per Share
Numerator:
Net income from continuing operations	$	60	$	60	$	44	$	113
Income from discontinued operations, net of tax		—		—		—		5
Net income	$	60	$	60	$	44	$	118
Denominator:
Weighted-average shares outstanding		546		551		545		555
Basic earnings per share:
Continuing operations	$	0.11	$	0.11	$	0.08	$	0.20
Discontinued operations		—		—		—		0.01
Net earnings per share	$	0.11	$	0.11	$	0.08	$	0.21
Diluted Earnings Per Share
Numerator:
Net income from continuing operations	$	60	$	60	$	44	$	113
Income from discontinued operations, net of tax		—		—		—		5
Net income	$	60	$	60	$	44	$	118
Denominator:
Weighted-average shares outstanding		546		551		545		555
Effect of dilutive securities:
Stock options and restricted stock		3		13		8		9
Diluted weighted-average shares outstanding		549		564		553		564
Diluted earnings per share:
Continuing operations	$	0.11	$	0.11	$	0.08	$	0.20
Discontinued operations		—		—		—		0.01
Net diluted earnings per share	$	0.11	$	0.11	$	0.08	$	0.21

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018
Cash flows from operating activities of continuing operations:
Net income	$ 44	$ 118
Income from discontinued operations, net of tax		5
Net income from continuing operations	44	113
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	154	142
Amortization of debt discount and issuance costs	6	7
Charges for losses on receivables and inventories	22	30
Asset impairments	50
Compensation expense for share-based payments	25	19
Deferred income taxes and deferred tax asset valuation allowances	23	44
Contingent consideration payments in excess of acquisition-date liability	(11)
Changes in working capital and other	(99)	200
Net cash provided by operating activities of continuing operations	214	555
Cash flows from investing activities of continuing operations:
Capital expenditures	(123)	(121)
Businesses acquired, net of cash acquired	(21)	(64)
Other investing activities	2	4
Net cash used in investing activities of continuing operations	(142)	(181)
Cash flows from financing activities of continuing operations:
Net payments on long and short-term borrowings	(74)	(74)
Cash dividends on common stock	(41)	(42)
Share purchases for taxes, net of proceeds from employee share-based transactions	(9)	(4)
Repurchase of common stock for treasury	(11)	(22)
Contingent consideration payments up to amount of acquisition-date liability	(12)
Acquisition of non-controlling interest		(18)
Other financing activities	2	1
Net cash used in financing activities of continuing operations	(145)	(159)
Cash flows from discontinued operations:
Operating activities of discontinued operations	0	11
Investing activities of discontinued operations	0	66
Net cash provided by discontinued operations		77
Effect of exchange rate changes on cash and cash equivalents	3	(4)
Net increase (decrease) in cash and cash equivalents	(70)	288
Cash, cash equivalents and restricted cash at beginning of period	660	639
Cash, cash equivalents and restricted cash at end of period — continuing operations	$ 590	$ 927

Summary of Receivables, Contract Assets and Contract Liabilities from Contracts with Customers (Detail) - USD ($) $ in Millions	Sep. 28, 2019	Dec. 29, 2018
Contract With Customer Asset And Liability [Abstract]
Trade receivables, net	$ 665	$ 655
Short-term contract assets	25	22
Long-term contract assets	15	17
Short-term contract liabilities	50	52
Long-term contract liabilities	$ 1	$ 1

DISCONTINUED OPERATIONS (Tables)

9 Months Ended

Sep. 28, 2019

Discontinued Operations And Disposal Groups [Abstract]

Major Component of Discontinued Operations, Net of Tax

For year-to-date 2018, the major components of Discontinued operations, net of tax presented were as follows:

	Third Quarter		Year-to-Date
(In millions)	2018		2018
Sales	$	—	$	115
Cost of goods sold and occupancy costs		—		88
Operating expenses		—		21
Restructuring charges		—		1
Other expense, net		—		(1	)
Net increase of loss on discontinued operations held for sale		—		(1	)
Net loss on sale of discontinued operations		—		(4	)
Income tax benefit		—		(6	)
Discontinued operations, net of tax	$	—	$	5

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
-Section 50
-Paragraph 3A
-URI http://asc.fasb.org/extlink&oid=109226691&loc=SL51724579-110230

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109222650&loc=d3e1474-107760

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 5D
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721677-107760

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 45
-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=109222160&loc=SL51721533-107759

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 3A
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721659-107760

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 4B
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721665-107760

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 5C
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721675-107760

Reference 9: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 7
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=109222650&loc=d3e1361-107760

Reference 11: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 5A
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721671-107760

Reference 12: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 5B
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721673-107760

Reference 13: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 4A
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721663-107760

+ Details

Reconciliation of Revenue from Segments to Consolidated (Detail) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2019	Sep. 29, 2018	Sep. 28, 2019	Sep. 29, 2018
Segment Reporting Information [Line Items]
Sales	$ 2,782	$ 2,887	$ 8,139	$ 8,345
Business Solutions Division
Segment Reporting Information [Line Items]
Sales	1,350	1,364	4,022	3,990
Retail Division
Segment Reporting Information [Line Items]
Sales	1,177	1,254	3,352	3,551
CompuCom Division
Segment Reporting Information [Line Items]
Sales	252	268	758	803
Other
Segment Reporting Information [Line Items]
Sales	$ 3	$ 1	$ 7	$ 1

Commitments and Contingencies - Additional Information (Detail)	9 Months Ended
	Sep. 28, 2019 USD ($)
Commitments and Contingencies Disclosure [Line Items]
Payments for legal settlements	$ 900,000
Minimum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental liabilities	10,000,000
Maximum
Commitments and Contingencies Disclosure [Line Items]
Losses for environmental liabilities	$ 20,000,000

Merger and Restructuring Activity - Additional Information (Detail) $ in Millions		3 Months Ended		6 Months Ended	9 Months Ended
	May 08, 2019 USD ($) Store DistributionCenterandSalesOffice	Sep. 28, 2019 USD ($) Store DistributionCenterandSalesOffice	Sep. 29, 2018 USD ($)	Jun. 30, 2018 USD ($)	Sep. 28, 2019 USD ($) Store	Sep. 29, 2018 USD ($)
Business Acquisition [Line Items]
Transaction and integration		$ 6	$ 5		$ 18	$ 16
Facility closure, contract termination, and other expenses, net			$ 2			10
Costs to implement restructuring plan					81
Other restructuring costs		$ 4			15	1
Business Acceleration Program
Business Acquisition [Line Items]
Number of retail stores planned to be closed \| Store	90
Number of other facilities planned to be closed \| DistributionCenterandSalesOffice	9
Number of other facilities closed \| DistributionCenterandSalesOffice		7
Costs to implement restructuring plan	$ 122	$ 16
Expected restructuring cost, remainder of fiscal 2019	85
Other restructuring costs		3			4
Business Acceleration Program \| Cash Expenditures through 2021
Business Acquisition [Line Items]
Costs to implement restructuring plan	110
Business Acceleration Program \| Employee Recruitment and Relocation Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan	2
Business Acceleration Program \| Retail Store and Facility Closure Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan	26	1			4
Business Acceleration Program \| Third-Party Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan	46
Business Acceleration Program \| Other Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan	8				34
Business Acceleration Program \| Severance cost
Business Acquisition [Line Items]
Costs to implement restructuring plan	40				40
Expected restructuring cost paid		59			59
Business Acceleration Program \| Severance cost \| Cash
Business Acquisition [Line Items]
Expected restructuring cost for fiscal 2019	$ 70
Business Acceleration Program \| Third-Party Professional Fees
Business Acquisition [Line Items]
Costs to implement restructuring plan					$ 31
Business Acceleration Program \| Professional Fees
Business Acquisition [Line Items]
Costs to implement restructuring plan		$ 12
Comprehensive Business Review
Business Acquisition [Line Items]
Number of retail stores closed \| Store		3			44
Additional number of retail stores planned to be close \| Store					10
Comprehensive Business Review \| Other Costs
Business Acquisition [Line Items]
Costs to implement restructuring plan					$ 5
OfficeMax Merger
Business Acquisition [Line Items]
Transaction and integration				$ 5
Facility closure, contract termination, and other expenses, net		$ 2				$ 5

Supplemental Cash Flow Information Related to Leases (Detail) $ in Millions	9 Months Ended
	Sep. 28, 2019 USD ($)
Leases [Abstract]
Operating cash flows from finance leases	$ 4
Operating cash flows from operating leases	366
Financing cash flows from finance leases	16
Right-of-use assets obtained in exchange for new finance lease liabilities	21
Right-of-use assets obtained in exchange for new operating lease liabilities	$ 211

Fair Value Measurements - Additional Information (Detail) - USD ($)	3 Months Ended	9 Months Ended
	Sep. 28, 2019	Sep. 28, 2019	Dec. 29, 2018
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Asset impairment charges	$ 5,000,000	$ 50,000,000
Impairment of operating lease ROU assets	$ 2,000,000	$ 41,000,000
Retail Stores \| Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Percentage used for analysis	7.00%	7.00%
Derivative Foreign Currency and Fuel Contract \| Maximum
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Accrued expenses and other current liabilities	$ 1,000,000	$ 1,000,000	$ 1,000,000

ACQUISITIONS

9 Months Ended

Sep. 28, 2019

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, including four small independent regional office supply distribution businesses during year-to-date 2019. These acquisitions continue to expand the Company’s reach and distribution network into geographic areas that were previously underserved. Of these four acquisitions, two were completed in the first quarter of 2019, and two were completed in the second quarter of 2019.

The aggregate total purchase consideration, including contingent consideration, for the four acquisitions completed in year-to-date 2019 was approximately $25 million, subject to certain customary post-closing adjustments. The aggregate purchase price was primarily funded with cash on hand. 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 transaction 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 $1 million of customer relationship intangible assets, $4 million of trade name intangible assets and $20 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 September 28, 2019. 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.

During 2018, the Company recognized a contingent consideration liability of $25 million in connection with the acquisition of an enterprise IT solutions integrator and managed services provider. In the first quarter of 2019, the Company paid $23 million of this contingent consideration liability, of which $12 million was treated as a financing cash outflow on the Condensed Consolidated Statement of Cash Flows because it related to the acquisition-date accrual, and $11 million was presented as a cash outflow from operating activities as it was accrued subsequent to the acquisition date based on new information obtained on the financial performance of the acquired entity. The remaining $2 million of this contingent consideration liability will be paid during the fourth quarter of 2019 and will be treated as a cash outflow from operating activities.

Based on new information received, the preliminary purchase price allocations of the companies acquired in 2018 and 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 year-to-date 2018 closed within year-to-date 2019. 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 third quarter and year-to-date 2019.

Severance and Facility Closure Costs (Detail) - USD ($)
$ in Millions

3 Months Ended

9 Months Ended

May 08, 2019

Sep. 28, 2019

$ 18

(61)

Adjustments

^[1]

(13)

Business Acceleration Program

$ 25

Termination benefits | Merger related accruals

$ 122

(3)

Termination benefits | Business Acceleration Program

(25)

Other Costs | Merger related accruals

Other Costs | Comprehensive Business Review

Adjustments

^[1]

(10)

(4)

Adjustments

^[1]

(3)

Other Costs | Business Acceleration Program

$ 8

(29)