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2 office retailers exploring a merger

By Bloomberg News


Office Depot Inc. and OfficeMax Inc. are discussing a merger with a deal possible this week, said a person familiar with the matter.

The companies, which both have stores in Hawaii, have been discussing a potential stock swap that would create a single office-supply retailer to compete with Staples Inc. Office Depot, the second-largest office supplies retailer in the U.S., has been exploring options since September, when activist fund Starboard Value LP became its largest shareholder.

A merger would create a company with almost $18 billion in revenue, compared with $25 billion in revenue last year for Staples. A deal also could be a victory for Starboard, which has been pushing Office Depot to create value for shareholders.

Starboard Chief Executive Officer Jeffrey Smith wrote a letter to Office Depot CEO Neil Austrian on Sept. 17 arguing that the retailer's "poor operating performance" has hurt the shares. Smith, whose firm owns 13 percent of the chain, said Office Depot should move to smaller stores and reduce the number of items it sells. The chain also should cut general expenses and "significantly" lower advertising costs, the letter said.

While Starboard would support the idea of a merger, the firm would need to see terms of the deal before approving anything proposed between the two retailers, said a person familiar with the matter.

Julie Treon, a spokes­woman for OfficeMax, wouldn't confirm merger talks. "There have been rumors for a while about consolidation in the marketplace," Treon said by phone. "It's also been our policy not to comment on market rumors or speculation."

Brian Levine, a spokes­man for Office Depot, declined to comment in an email. The Wall Street Journal earlier reported the talks on its website.

Office Depot closed at $4.59 on Feb. 15 in New York, down from a peak of $44.46 in May 2006. That gives the company a stock-market value of $1.31 billion, more than OfficeMax's value of $932.5 million based on last week's $10.75 closing price. OfficeMax closed as high as $54.54 in February 2007.

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