Boca Raton, Florida-based Office Depot originally posted the deal in a fourth quarter earnings statement on its website Wednesday morning before the merger was officially announced. Oops. The company then removed it, the merger was disclosed and then it was put back online.
ODP shouldn’t feel bad, 700-pound gorilla Google (GOOG) made a similar blunder last October with an earnings report/press release filed with the SEC that read “PENDING LARRY QUOTE” before CEO Larry Page’s quip was inserted. Incidentally, Google blamed printing firm RR Donelley (RRD) for the error.
Back to the actual news, the two office supply chains finally got it together and put the news out after the opening bell (again, a rarity as this type of news usually comes before the open or after the close). The $1.17-billion stock swap entails OMX shareholders getting 2.69 shares of Office Depot for each share of OfficeMax held. That equates to $13.50 per share, based upon Office Depot’s closing price on Tuesday of $5.02.
The transaction is at a 3.8 percent premium to Office Max’s closing price on Tuesday, but at a 26 percent premium to the closing price on Friday, when word of the possible merger was leaked.
Most other details are still undetermined, including the combined company’s name, headquarter location and chief executive officer. Based upon the Office Depot goof with posting the merger, it seems apparent that the companies were in a rush to get the deal done and determine some of the other details later.
Both Office Depot and OfficeMax have been under pressure in recent years with stiff competition coming from large box retailers like Wal-Mart Stores, Inc. (WMT), online companies such as Amazon.com, Inc. (AMZN) and even larger peers such as Staples, Inc. (SPLS).
The combined company would have had pro forma combined revenue for the 12 months ended December 29, 2012 of approximately $18 billion.
The companies said that they expect the merged company to be more competitive with the deal yielding an annual expense savings between $400 million and $600 million within three years.
“In the past decade, with the growth of the internet, our industry has changed dramatically. Combining our two companies will enhance our ability to serve customers around the world, offer new opportunities for our employees, make us a more attractive partner to our vendors, and increase stockholder value,” said Neil Austrian, Chairman and Chief Executive Officer of Office Depot.
Shares of Office Depot have fallen by 9 percent in morning trading to $4.57, while shares of OfficeMax are ahead by less than half of a percent at $13.01.
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