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Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 28, 2013	Nov. 01, 2013
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 28, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q3
Trading Symbol	OMX
Entity Registrant Name	OFFICEMAX INC
Entity Central Index Key	0000012978
Current Fiscal Year End Date	--12-28
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		87,510,880

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012
Sales	$ 1,664,859	$ 1,744,579	$ 4,964,637	$ 5,219,890
Cost of goods sold and occupancy costs	1,247,373	1,284,177	3,700,854	3,867,198
Gross profit	417,486	460,402	1,263,783	1,352,692
Operating expenses
Operating, selling, and general and administrative expenses	389,127	415,511	1,201,164	1,241,598
Asset impairments and other operating expenses (income), net	(38,429)	11,432	(105,197)	36,698
Operating income	66,788	33,459	167,816	74,396
Interest expense	(16,643)	(16,873)	(49,999)	(52,690)
Interest income	10,687	11,003	32,156	32,820
Gain on extinguishment of non-recourse debt		670,766		670,766
Other income (expense), net	(97)	224	(274)	449
Pre-tax income	60,735	698,579	149,699	725,741
Income tax expense	(28,400)	(263,331)	(68,661)	(272,251)
Net income (loss) attributable to OfficeMax and noncontrolling interest	32,335	435,248	81,038	453,490
Joint venture results attributable to noncontrolling interest	(1,448)	(1,740)	(2,843)	(3,345)
Net income (loss) attributable to OfficeMax	30,887	433,508	78,195	450,145
Preferred dividends	(507)	(522)	(1,514)	(1,581)
Net income (loss) available to OfficeMax common shareholders	$ 30,380	$ 432,986	$ 76,681	$ 448,564
Net income (loss) per common share
Basic	$ 0.35	$ 5.00	$ 0.88	$ 5.18
Diluted	$ 0.34	$ 4.92	$ 0.86	$ 5.12

Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012
Net income attributable to OfficeMax and noncontrolling interest	$ 32,335	$ 435,248	$ 81,038	$ 453,490
Other comprehensive income (loss):
Cumulative foreign currency translation adjustment	9,837	17,888	(13,616)	17,464
Pension and postretirement liability adjustment, net of tax	2,644	2,179	11,249	6,313
Unrealized hedge loss, net of tax				(157)
Other comprehensive income (loss)	12,481	20,067	(2,367)	23,620
Comprehensive income attributable to OfficeMax and noncontrolling interest	44,816	455,315	78,671	477,110
Less: Joint venture results attributable to noncontrolling interest	1,448	1,740	2,843	3,345
Cumulative foreign currency translation adjustment attributable to noncontrolling interest	(557)	2,277	(867)	1,147
Joint venture comprehensive income attributable to noncontrolling interest	891	4,017	1,976	4,492
Comprehensive income attributable to OfficeMax	$ 43,925	$ 451,298	$ 76,695	$ 472,618

Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 28, 2013	Dec. 29, 2012
Current assets:
Cash and cash equivalents	$ 504,201	$ 495,056
Receivables, net	549,597	528,279
Inventories	697,724	812,454
Deferred income taxes and receivables	59,431	68,568
Other current assets	67,756	79,527
Total current assets	1,878,709	1,983,884
Property and equipment:
Land and land improvements	38,920	40,404
Buildings and improvements	498,238	501,055
Machinery and equipment	789,722	797,378
Total property and equipment	1,326,880	1,338,837
Accumulated depreciation	(997,420)	(986,611)
Net property and equipment	329,460	352,226
Intangible assets, net	79,096	80,765
Investment in Boise Cascade Holdings, L.L.C.	40,896	175,000
Timber notes receivable	817,500	817,500
Deferred income taxes	50,240	108,759
Other non-current assets	232,785	266,181
Total assets	3,428,686	3,784,315
Current liabilities:
Accounts payable	573,838	699,636
Income tax payable	1,369	4,222
Accrued expenses and other current liabilities:
Compensation and benefits	91,785	122,662
Other	258,721	219,889
Current portion of debt	6,620	10,232
Total current liabilities	932,333	1,056,641
Long-term debt, less current portion	225,736	225,962
Non-recourse debt	735,000	735,000
Other long-term items:
Compensation and benefits obligations	342,569	365,568
Deferred gain on sale of assets	42,008	179,757
Other long-term liabilities	122,309	142,397
Noncontrolling interest in joint venture	62,062	44,617
OfficeMax shareholders' equity:
Preferred stock-no par value; 10,000,000 shares authorized; Series D ESOP: $.01 stated value; 583,222 and 608,693 shares outstanding	26,245	27,391
Common stock-$2.50 par value; 200,000,000 shares authorized; 87,433,875 and 86,883,521 shares outstanding	218,585	217,209
Additional paid-in capital	1,011,080	1,018,667
Accumulated deficit	(150,220)	(91,373)
Accumulated other comprehensive loss	(139,021)	(137,521)
Total OfficeMax shareholders' equity	966,669	1,034,373
Total liabilities and shareholders' equity	$ 3,428,686	$ 3,784,315

Consolidated Balance Sheets (Parenthetical) - $ / shares	Sep. 28, 2013	Dec. 29, 2012
Preferred stock, no par value
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, Series D ESOP stated value	$ 0.01	$ 0.01
Preferred stock, shares outstanding	583,222	608,693
Common stock, par value	$ 2.50	$ 2.50
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares outstanding	87,433,875	86,883,521

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012
Cash provided by operations:
Net income attributable to OfficeMax and noncontrolling interest	$ 81,038	$ 453,490
Non-cash items in net income:
Recognition of deferred gain from investment in Boise Cascade Holdings, L.L.C.	(137,523)
Depreciation and amortization	55,930	55,704
Non-cash impairment charges		9,791
Pension and other postretirement benefits expense (income)	(285)	529
Non-cash gain on extinguishment of non-recourse debt.		(670,766)
Deferred income tax expense	62,977	250,337
Other	46,683	28,927
Changes in operating assets and liabilities:
Receivables	(18,886)	28,360
Inventories	108,787	69,038
Accounts payable and accrued liabilities	(136,012)	(22,625)
Current and deferred income taxes	(3,013)	12,810
Collection of dividends receivable related to investment in Boise Cascade Holdings, L.L.C.	46,137
Other	(20,609)	(57,765)
Cash provided by operations	85,224	157,830
Cash provided by (used for) investment:
Expenditures for property and equipment	(65,285)	(48,173)
Return of investment in Boise Cascade Holdings, L.L.C.	134,104
Proceeds from sales of assets	3,833	1,667
Other	(997)
Cash provided by (used for) investment	71,655	(46,506)
Cash used for financing:
Common stock	(135,914)	(1,733)
Preferred stock	(1,020)	(1,059)
Borrowings (payments) of short-term debt, net	(2,077)	6,066
Borrowings of long-term debt	1,659
Payments of long-term debt	(3,375)	(37,975)
Purchases of preferred stock	(914)	(187)
Proceeds from exercise of stock options	2,354	398
Payments related to other share-based compensation	(95)	(1,216)
Other	(4,660)
Cash used for financing	(144,042)	(35,706)
Effect of exchange rates on cash and cash equivalents	(3,692)	3,293
Increase in cash and cash equivalents	9,145	78,911
Balance at beginning of the period	495,056	427,111
Balance at end of the period	$ 504,201	$ 506,022

Basis of Presentation

9 Months Ended

Sep. 28, 2013

Basis of Presentation

1. Basis of Presentation

Nature of Operations

OfficeMax Incorporated (“OfficeMax,” the “Company,” “we” or “our”) is a leader in both business-to-business and retail office products distribution. The Company provides office supplies and paper, print and document services, technology products and solutions, office furniture and facilities products to large, medium and small businesses, government offices and consumers. OfficeMax customers are served by approximately 27,000 associates through direct sales, catalogs, the Internet and a network of retail stores located throughout the United States, Canada, Australia, New Zealand and Mexico.

The accompanying quarterly consolidated financial statements include the accounts of OfficeMax and all majority-owned subsidiaries, except our 88%-owned subsidiary that formerly owned assets in Cuba that were confiscated by the Cuban government in the 1960s, which is accounted for as an investment due to various asset restrictions. We also consolidate the variable interest entities in which the Company is the primary beneficiary. All significant intercompany balances and transactions have been eliminated in consolidation. These financial statements are for the thirteen-week and thirty-nine-week periods ended on September 28, 2013 (also referred to as the “third quarter of 2013” or the “three months ended September 28, 2013” and the “first nine months of 2013” or the “nine months ended September 28, 2013,” respectively) and the thirteen-week and thirty-nine-week periods ended on September 29, 2012 (also referred to as the “third quarter of 2012” or the “three months ended September 29, 2012” and the “first nine months of 2012” or the “nine months ended September 29, 2012,” respectively). The Company’s fiscal year ends on the last Saturday in December with the exception of the Company’s international businesses in the OfficeMax, Contract segment that, due primarily to statutory requirements, maintain fiscal years with December 31 year-ends and end their quarters on the last calendar day of the month. Grupo OfficeMax S. de R.L. de C.V. (“Grupo OfficeMax”), our majority-owned joint-venture in Mexico, reported one month in arrears in the first nine months of 2012. This practice was discontinued in the fourth quarter of 2012, resulting in fiscal year 2012 including 13 months for Grupo OfficeMax. This change in accounting policy did not have a material impact on the Company’s financial statements. The fiscal year end for Grupo OfficeMax is the last Saturday in December beginning with the 2012 fiscal year.

The Company manages its business using three reportable segments: OfficeMax, Contract (“Contract segment” or “Contract”); OfficeMax, Retail (“Retail segment” or “Retail”); and Corporate and Other. Management reviews the performance of the Company based on these segments. We present information pertaining to our segments in Note 13, “Segment Information.”

The Company has prepared the quarterly consolidated financial statements included herein pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Some information and note disclosures, which would normally be included in comprehensive annual financial statements prepared in accordance with accounting principles generally accepted in the United States, have been condensed or omitted pursuant to those SEC rules and regulations. These quarterly consolidated financial statements should be read together with the consolidated financial statements and the accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 29, 2012.

The quarterly consolidated financial statements included herein have not been audited by an independent registered public accounting firm, but in the opinion of management, include all adjustments necessary to present fairly the results for the periods indicated. Except as disclosed within these “Notes to Quarterly Consolidated Financial Statements (unaudited),” the adjustments made were of a normal, recurring nature. Quarterly results are not necessarily indicative of results which may be expected for a full year.

Recently Issued or Newly Adopted Accounting Standards

In February 2013, the Financial Accounting Standards Board (“FASB”) issued guidance which expands disclosure requirements for other comprehensive income. The guidance requires the reporting of the effect of the reclassification of items out of accumulated other comprehensive income on each affected net income line item. The guidance is effective for interim and annual periods beginning on or after December 15, 2012 and is to be applied prospectively. This guidance, which was adopted in the first quarter of 2013, affects the presentation of certain elements of the Company’s financial statements, but these changes in presentation did not have a material impact on those financial statements.

In July 2013, the FASB issued guidance which affects the presentation of an unrecognized tax benefit in the Company’s financial statements. The guidance is expected to reduce diversity in practice and better reflect the manner in which an entity would settle at the reporting date any additional income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses, or tax credit carryforwards exist. The guidance is effective prospectively for interim and annual periods beginning after December 15, 2013, with early adoption and retrospective application permitted. The Company anticipates that adoption of this guidance may affect the presentation of certain elements of the Company’s financial statements, but these changes in presentation will not have a material impact on our financial statements.

- Definition

The entire disclosure for organization, consolidation and basis of presentation of financial statements disclosure.

+ References

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+ Details

Merger Agreement

9 Months Ended

Sep. 28, 2013

Merger Agreement

2. Merger Agreement

On February 20, 2013, OfficeMax entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Office Depot, Inc. (“Office Depot”), Dogwood Merger Sub Inc., a wholly owned direct subsidiary of Office Depot, Dogwood Merger Sub LLC, a wholly owned direct subsidiary of Office Depot, Mapleby Holdings Merger Corporation, a wholly owned direct subsidiary of OfficeMax (“New OfficeMax”), and Mapleby Merger Corporation, a wholly owned direct subsidiary of New OfficeMax, pursuant to which, through a series of transactions (the “Merger Transactions”), OfficeMax will become an indirect wholly-owned subsidiary of Office Depot and OfficeMax stockholders will become stockholders of Office Depot.

After giving effect to the Merger Transactions, each share of OfficeMax common stock issued and outstanding immediately prior to the effective time will be converted into the right to receive 2.69 shares of Office Depot common stock (the “exchange ratio”), together with cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, pursuant to the Merger Agreement. The exchange ratio is fixed and will not be adjusted for changes in the market value of shares of Office Depot common stock or OfficeMax common stock. Because the exchange ratio was fixed at the time the Merger Agreement was executed and because the market value of Office Depot common stock and OfficeMax common stock will fluctuate during the pendency of the Merger Transactions, OfficeMax stockholders cannot be sure of the value of the shares of Office Depot common stock they will receive relative to the value of their shares of OfficeMax common stock.

Prior to the closing of the Merger Transactions (the “Closing”), OfficeMax will redeem each issued and outstanding share of OfficeMax Series D preferred stock for shares of OfficeMax common stock (excluding any shares of OfficeMax Series D preferred stock surrendered by the holder for conversion) in accordance with the Certificate of Designation for the OfficeMax Series D preferred stock. The shares of OfficeMax common stock issued upon such redemption or conversion will then be converted as a result of the Merger Transactions into the right to receive shares of Office Depot common stock in accordance with the exchange ratio, together with cash in lieu of fractional shares, if any, and unpaid dividends and distributions, if any, pursuant to the Merger Agreement.

After giving effect to the Merger Transactions, each outstanding OfficeMax stock option will be converted into an option to purchase, on the same terms and conditions as the OfficeMax stock option, a number of shares of Office Depot common stock that is equal to the number of shares of OfficeMax common stock subject to the OfficeMax stock option multiplied by the exchange ratio, at an exercise price per share of Office Depot common stock equal to the exercise price per share of OfficeMax common stock subject to the OfficeMax stock option divided by the exchange ratio. Each other OfficeMax stock-based award will be converted as a result of the Merger Transactions into an award, on the same terms and conditions as the OfficeMax stock-based award, with respect to a number of shares of Office Depot common stock that is equal to the number of shares of OfficeMax common stock underlying such OfficeMax stock-based award multiplied by the exchange ratio, except that any then outstanding OfficeMax stock-based awards that vest based on the attainment of performance goals with a performance period that has not completed prior to the closing date will be converted into time-based awards that will vest at target levels at the originally scheduled vesting date, subject to any accelerated vesting upon a qualifying termination of employment in accordance with the terms of the 2003 OfficeMax Incentive and Performance Plan.

The Closing is subject to various conditions, including (i) approval of OfficeMax’s stockholders; (ii) approval of Office Depot’s stockholders; (iii) the expiration or earlier termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended; (iv) receipt of approvals or clearances required under the Canadian Competition Act and the Mexican Federal Law on Economic Competition; (v) there being no law or injunction, or agreement with a governmental authority under any antitrust laws, prohibiting consummation of the Merger Transactions; (vi) the effectiveness of a registration statement on Form S-4 under the Securities Act of 1933, as amended, with respect to shares of Office Depot common stock to be issued pursuant to the Merger Agreement; (vii) approval for listing such shares on the New York Stock Exchange; (viii) subject to certain exceptions, the accuracy of the representations and warranties of the parties; (ix) compliance by the parties in all material respects with their respective obligations and covenants; (x) the delivery of certain tax opinions from counsel to each of OfficeMax and Office Depot; and (xi) the absence of a material adverse effect. In addition, OfficeMax’s obligation to consummate the Merger Transactions is subject to the completion of certain transactions by and with the holder of Office Depot’s convertible preferred stock. Some of the above conditions, including the approvals of OfficeMax’s and Office Depot’s stockholders and the effectiveness of the registration statement, have already been satisfied.

The Merger Agreement contains certain termination rights in favor of OfficeMax and Office Depot, including if the Merger Transactions are not completed on or before December 31, 2013 (which date will be automatically extended to April 30, 2014 if certain conditions to Closing related to antitrust approvals have not been satisfied). The Merger Agreement also provides that, upon termination of the Merger Agreement under certain circumstances, OfficeMax may be required to pay Office Depot, or Office Depot may be required to pay OfficeMax, a termination fee of $30 million.

We recorded $30.5 million and $49.1 million of expenses in the third quarter and first nine months of 2013, respectively, related to the proposed Merger Transactions which are included in asset impairments and other operating expenses (income), net in the Consolidated Statements of Operations.

Facility Closure Reserves

9 Months Ended

Sep. 28, 2013

Facility Closure Reserves

3. Facility Closure Reserves

We conduct regular reviews of our real estate portfolio to identify underperforming facilities, and close those facilities that are no longer strategically or economically beneficial. We record a liability for the cost associated with a facility closure at its estimated fair value in the period in which the liability is incurred, primarily the location’s cease-use date. Upon closure, unrecoverable costs are included in facility closure reserves and include provisions for the present value of future lease obligations, less contractual or estimated sublease income. These facility closure charges are included in asset impairments and other operating expenses (income), net in the Consolidated Statements of Operations. Accretion expense is recognized over the life of the required payments and is included in operating, selling, and general and administrative expenses in the Consolidated Statements of Operations.

During the first nine months of 2013, we recorded facility closure charges of $4.1 million (all in the third quarter) in our Retail segment associated with the closing of six underperforming domestic stores prior to the end of their lease terms. During the first nine months of 2012, we recorded facility closure charges of $26.9 million in our Retail segment, of which $1.6 million was recorded in the third quarter related to a change in the estimated lease obligation of a previously closed domestic store and $25.3 million was recorded in the first quarter primarily related to the closure of 15 underperforming domestic stores prior to the end of their lease terms.

Facility closure reserve account activity during the first nine months of 2013 was as follows:


	Total
	(thousands)
Balance at December 29, 2012	$	74,643
Charges related to stores closed in 2013		4,121
Transfer of deferred rent and other balances		648
Cash payments		(21,151	)
Accretion		1,884

Balance at September 28, 2013	$	60,145

Reserve balances were classified in the Consolidated Balance Sheets as follows:


	September 28, 2013
	(thousands)
Accrued expenses and other current liabilities—Other	$	19,386
Other long-term liabilities		40,759

Total	$	60,145

The facilities closure reserve consisted of the following:


	September 28, 2013
	(thousands)
Estimated future lease obligations	$	102,353
Less: anticipated sublease income		(42,208	)

Total	$	60,145

Severance and Other Charges

9 Months Ended

Sep. 28, 2013

Severance and Other Charges

4. Severance and Other Charges

The first nine months of 2013 included severance charges recorded in the second quarter of $4.5 million, related primarily to reorganizations in our Contract segment sales and supply chain operations in the U.S., New Zealand and Australia. These charges were included in asset impairments and other operating expenses (income), net in the Consolidated Statements of Operations. There were no such charges in the first nine months 2012.

As of September 28, 2013, $3.7 million of the severance charges remain unpaid and are included in accrued expenses and other current liabilities in the Consolidated Balance Sheets.

Timber Notes/Non-Recourse Debt

9 Months Ended

Sep. 28, 2013

Timber Notes/Non-Recourse Debt

5. Timber Notes/Non-Recourse Debt

In October 2004, we sold our timberland assets in exchange for $15 million in cash plus credit-enhanced timber installment notes in the amount of $1,635 million (the “Installment Notes”). The Installment Notes were issued by single-member limited liability companies formed by affiliates of Boise Cascade, L.L.C. (the “Note Issuers”). The Installment Notes are 15-year non-amortizing obligations and were issued in two equal $817.5 million tranches bearing interest at 5.11% and 4.98%, respectively. In order to support the issuance of the Installment Notes, the Note Issuers transferred a total of $1,635 million in cash to Lehman Brothers Holdings Inc. (“Lehman”) and Wells Fargo & Company (“Wells”) (which at the time was Wachovia Corporation) ($817.5 million to each of Lehman and Wells). Lehman and Wells issued collateral notes (the “Collateral Notes”) to the Note Issuers. Concurrently with the issuance of the Installment and Collateral Notes, Lehman and Wells guaranteed the respective Installment Notes and the Note Issuers pledged the Collateral Notes as security for the performance of the Installment Note obligations.

In December 2004, we completed a securitization transaction in which the Company’s interests in the Installment Notes and related guarantees were transferred to wholly-owned bankruptcy remote subsidiaries. The subsidiaries pledged the Installment Notes and related guarantees and issued securitized notes (the “Securitization Notes”) in the amount of $1,470 million ($735 million through the structure supported by the Lehman guaranty and $735 million through the structure supported by the Wells guaranty). As a result of these transactions, we received $1,470 million in cash. Recourse on the Securitization Notes is limited to the proceeds of the applicable pledged Installment Notes and underlying Lehman or Wells guaranty, and therefore there is no recourse against OfficeMax. The Securitization Notes are 15-year non-amortizing, and were issued in two equal $735 million tranches paying interest of 5.54% and 5.42%, respectively. The Securitization Notes are reported as non-recourse debt in the Company’s Consolidated Balance Sheets.

On September 15, 2008, Lehman, the guarantor of half of the Installment Notes and the Securitization Notes, filed a petition in the United States Bankruptcy Court for the Southern District of New York seeking relief under chapter 11 of the United States Bankruptcy Code. Lehman’s bankruptcy filing constituted an event of default under the $817.5 million Installment Note guaranteed by Lehman (the “Lehman Guaranteed Installment Note”). During the third quarter of 2012, we entered into an agreement that extinguished the Securitization Notes guaranteed by Lehman. Upon effectiveness of the agreement, the trustee for the Securitization Note holders released OfficeMax and its affiliates from the non-recourse liabilities following the transfer from OfficeMax to the trustee for the Securitization Note holders of the claims arising from the bankruptcy, the Lehman Guaranteed Installment Note and the related guaranty.

At the time of the sale of the timberlands in 2004, we generated a tax gain and recognized the related deferred tax liability. The timber installment notes structure allowed the Company to defer the resulting tax liability of $529 million until 2020, the maturity date for the Installment Notes. In the third quarter of 2012, as a result of the agreement transferring our rights to the remaining receivable and the extinguishment of Securitization Notes guaranteed by Lehman, $269 million of the deferred tax gain was recognized. At September 28, 2013, the remaining deferred tax gain of $260 million is related to the Installment Notes guaranteed by Wells (the “Wells Guaranteed Installment Notes”), and will be recognized upon maturity.

Through September 28, 2013, we have received all payments due under the Wells Guaranteed Installment Notes, which have consisted only of interest due on the notes, and have made all payments due on the related Securitization Notes guaranteed by Wells, again consisting only of interest due. As all amounts due on the Wells Guaranteed Installment Notes are current and we have no reason to believe that we will not be able to collect all amounts due according to the contractual terms of the Wells Guaranteed Installment Notes, the notes are reflected in our Consolidated Balance Sheets at their original principal amount of $817.5 million. The Wells Guaranteed Installment Notes and related Securitization Notes are scheduled to mature in 2020 and 2019, respectively. The Securitization Notes have an initial term that is approximately three months shorter than the Wells Guaranteed Installment Notes.

Net Income Per Common Share

9 Months Ended

Sep. 28, 2013

Net Income Per Common Share

6. Net Income Per Common Share

Basic net income per common share is calculated using net income available to holders of our common stock divided by the weighted average number of shares of common stock outstanding during the applicable periods presented. Diluted net income per common share is similar to basic net income per common share except that the weighted average number of shares of common stock outstanding is increased to include, if their inclusion is dilutive, the number of additional shares of common stock that would have been outstanding assuming the issuance of all potentially dilutive shares, such as common stock to be issued upon the exercise of stock options, the vesting of restricted stock units, and the conversion of outstanding preferred stock. Net income per common share was determined by dividing net income, as adjusted, by weighted average shares outstanding as follows:


	Three Months Ended				Nine Months Ended
	September 28, 2013		September 29, 2012		September 28, 2013		September 29, 2012
	(thousands, except per- share amounts)				(thousands, except per- share amounts)
Net income available to OfficeMax common shareholders	$	30,380	$	432,986	$	76,681	$	448,564
Average shares—basic		87,239		86,661		87,063		86,526

Net income available to OfficeMax common shareholders per common share:
Basic	$	0.35	$	5.00	$	0.88	$	5.18

	Three Months Ended				Nine Months Ended
	September 28, 2013		September 29, 2012		September 28, 2013		September 29, 2012
	(thousands, except per- share amounts)				(thousands, except per- share amounts)
Net income available to OfficeMax common shareholders	$	30,380	$	432,986	$	76,681	$	448,564
Preferred dividends eliminated(a)		—		522		—		1,581

Diluted net income attributable to OfficeMax		30,380		433,508		76,681		450,145
Average shares—basic		87,239		86,661		87,063		86,526
Restricted stock, stock options, preferred share conversion and other(a)(b)(c)		1,944		1,443		1,629		1,453

Average shares—diluted		89,183		88,104		88,692		87,979
Diluted net income attributable to OfficeMax per common share:
Diluted	$	0.34	$	4.92	$	0.86	$	5.12

(a)	The assumed conversion of outstanding preferred stock was anti-dilutive for the three and nine months ended September 28, 2013 and therefore no adjustment was required to determine diluted net income attributable to OfficeMax or average shares-diluted.

(b)

Options to purchase 2.4 million and 2.3 million shares of common stock were outstanding during the third quarter and first nine months of 2013, respectively, but were not included in the computation of diluted income per common share because the impact would have been anti-dilutive as such options’ exercise prices were higher than the average market price during those periods.

(c)

Options to purchase 4.2 million and 4.3 million shares of common stock were outstanding during the third quarter and first nine months of 2012, respectively, but were not included in the computation of diluted income per common share because the impact would have been anti-dilutive as such options’ exercise prices were higher than the average market price during those periods.

Income Taxes

9 Months Ended

Sep. 28, 2013

Income Taxes

7. Income Taxes

The Company and its subsidiaries file income tax returns in the U.S. Federal jurisdiction, and multiple state and foreign jurisdictions. Years prior to 2010 are no longer subject to U.S. Federal income tax examination. During the first quarter of 2013, the Company received notice that all audit work related to U.S. federal income tax returns for the years 2006 through 2009 is complete and closed. The Company is no longer subject to state income tax examinations by tax authorities in its major state jurisdictions for years before 2003, and the Company is no longer subject to income tax examinations prior to 2005 for its major foreign jurisdictions.

As discussed in Note 5, “Timber Notes/Non-Recourse Debt,” at the time of the sale of the timberlands in 2004, we generated a tax gain and recognized the related deferred tax liability. The timber installment notes structure allowed the Company to defer the resulting tax liability until 2020, the maturity date for the Installment Notes. As the tax gain associated with the Lehman Guaranteed Installment Note was recognized in 2012, the remaining tax liability of $260 million at September 28, 2013, is related to the Wells Guaranteed Installment Notes and will be recognized when the Wells Guaranteed Installment Notes are paid.

As of September 28, 2013, the Company had $6.3 million of total unrecognized tax benefits, all of which would affect the Company’s effective tax rate if recognized. Any future adjustments would result from the effective settlement of tax positions with various tax authorities. The Company does not anticipate any tax settlements to occur within the next twelve months. The reconciliation of the beginning and ending unrecognized tax benefits is as follows:


	Amount
	(thousands)
Unrecognized gross tax benefits balance at December 29, 2012	$	6,337
Increase related to prior year tax positions		1,111
Decrease related to prior year tax positions		(5	)
Lapse of statute		(374	)
Settlements		(765	)

Unrecognized tax benefits balance at September 28, 2013	$	6,304

During the first nine months of 2013 and 2012, cash payments, net of refunds received, for income taxes were as follows:


	2013		2012
	(thousands)
Cash tax payments, net	$	8,697	$	9,104

Investment in Boise Cascade Holdings, L.L.C.

9 Months Ended

Sep. 28, 2013

Investment in Boise Cascade Holdings, L.L.C.

8. Investment in Boise Cascade Holdings, L.L.C.

In connection with the sale of the paper, forest products and timberland assets in 2004, we invested $175 million in affiliates of Boise Cascade, L.L.C. Due to restructurings conducted by those affiliates, our investment is currently in Boise Cascade Holdings, L.L.C. (“BCH”), a building products company.

Our investment in BCH (the “Boise Investment”) is accounted for under the cost method, as BCH does not maintain separate ownership accounts for its members’ interests, and we do not have the ability to significantly influence the operating and financial policies of BCH. In exchange for investing in BCH, we received voting equity securities and non-voting equity securities.

A subsidiary of BCH, Boise Cascade, L.L.C., filed a registration statement with the SEC in November 2012 to register stock for an initial public offering (the “Boise IPO”). Boise Cascade, L.L.C. completed the Boise IPO on February 11, 2013 and became Boise Cascade Company (“BCC”). In connection with the Boise IPO, BCH’s equity interest in Boise Cascade, L.L.C. was automatically exchanged for 29.7 million shares of common stock of BCC. Subsequent to the Boise IPO, BCH executed a Fourth Amended and Restated Operating Agreement on February 26, 2013, pursuant to which BCH’s then-existing Series B and Series C common units were exchanged for newly issued common units of Boise Cascade Holdings L.L.C., after which OfficeMax owns 5.9 million of the outstanding 29.7 million common units of BCH, representing a 20.01% ownership interest in BCH.

The non-voting securities of BCH were redeemed at the original investment amount of $66 million in February 2013. Prior to the redemption, the non-voting securities accrued dividends daily at the rate of 8% per annum on the liquidation value plus the accumulated dividends. These dividends accumulated semiannually to the extent not paid in cash on the last day of June and December. The accumulated dividend receivable on the non-voting securities of $46.1 million was also collected in February 2013. Our policy was to record the income associated with dividends on the non-voting securities as a reduction of operating, selling and general and administrative expenses in the Consolidated Statements of Operations. The income associated with the dividends on the non-voting securities ceased in the first quarter of 2013 as a result of the redemption of those securities. The Company recognized dividend income on the non-voting securities of $1.0 million in 2013 (all in the first quarter) prior to the redemption, and $2.2 million and $6.3 million during the third quarter and first nine months of 2012, respectively.

The voting securities do not accrue dividends. However, in February and April 2013, we received distributions of $17.3 million and $4.4 million, respectively, related to the voting securities. Based on the accumulated earnings of BCH, these distributions were recorded as reductions in the carrying value of the Boise Investment.

In July 2013, we received a $71.8 million distribution resulting from BCH’s sale of 13.9 million common shares of BCC through a secondary public offering and a repurchase by BCC, from BCH, of 3.9 million shares BCC common stock. Following these transactions, BCH owns 15.8 million shares of BCC common stock. Based on the accumulated earnings of BCH, $46.4 million of the $71.8 million distribution was recorded as a reduction in the carrying value of the Boise Investment. The remaining $25.4 million was recorded as income from dividends on the voting securities in asset impairments and other operating expenses (income), net in the Consolidated Statement of Operations. BCH’s sale of BCC shares is expected to result in OfficeMax being allocated taxable income as a partner of the BCH entity. This allocation of taxable income, in turn, might result in cash taxes being due for the year when combined with OfficeMax’s other taxable income or loss and credits.

The Boise Investment represented a continuing involvement in the operations of the business we sold in 2004. Therefore, $179.8 million of gain realized from the sale was deferred. The redemption of the non-voting equity securities, as well as the portion of the distributions related to the voting equity securities that were recorded as reductions of the carrying value of Boise Investment, triggered recognition of pre-tax operating gains from partial recognition of the deferred gain, approximately $47.7 million and $137.7 million was recorded in the third quarter and nine months ended September 28, 2013, respectively. The gains were reported in asset impairments and other operating expenses (income), net in the Consolidated Statements of Operations for the third quarter and first nine months of 2013, respectively. The remaining $42.0 million of deferred gain attributable to the voting equity securities will be recognized in earnings as the Company’s investment is reduced.

As of September 28, 2013, based on the trading value of the publicly traded shares of BCC on that date, there was no indication of impairment of the Boise Investment.

Debt

9 Months Ended

Sep. 28, 2013

Debt

9. Debt

Credit Agreements

On October 7, 2011, the Company entered into a Second Amended and Restated Loan and Security Agreement (the “Credit Agreement”) with a group of banks. The Credit Agreement permits the Company to borrow up to a maximum of $650 million, of which $50 million is allocated to the Company’s Canadian subsidiary and $600 million is allocated to the Company and its other participating U.S. subsidiaries, in each case subject to a borrowing base calculation that limits availability to a percentage of eligible trade and credit card receivables plus a percentage of the value of eligible inventory less certain reserves. The Credit Agreement may be increased (up to a maximum of $850 million) at the Company’s request and the approval of the lenders participating in the increase, or may be reduced from time to time at the Company’s request, in each case according to the terms detailed in the Credit Agreement. Letters of credit, which may be issued under the Credit Agreement up to a maximum of $250 million, reduce available borrowing capacity. At the end of the third quarter of 2013, the Company was in compliance with all covenants under the Credit Agreement. The Credit Agreement expires on October 7, 2016, although the Company may terminate it earlier upon prior notice. If the Credit Agreement has not been terminated or amended prior to completion of the Merger Transactions, the Merger Transactions will result in a default under the Credit Agreement.

Borrowings under the Credit Agreement are subject to interest at rates based on either the prime rate, the federal funds rate, LIBOR or the Canadian Dealer Offered Rate. An additional percentage, which varies depending on the level of average borrowing availability, is added to the applicable rates. Fees on letters of credit issued under the Credit Agreement are charged at rates between 1.25% and 2.25% depending on the type of letter of credit (i.e., stand-by or commercial) and the level of average borrowing availability. The Company is also charged an unused line fee of between 0.375% and 0.5% on the amount by which the maximum available credit exceeds the average daily outstanding borrowings and letters of credit. The fees on letters of credit were 1.75% and the unused line fee was 0.5% at the end of the third quarter of 2013.

Availability under the Credit Agreement at the end of the third quarter of 2013 was as follows:


	Total
	(millions)
Maximum aggregate available borrowing amount	$	590.4
Less: Stand-by letters of credit		(37.8	)

Amount available for borrowing	$	552.6

There were no borrowings under the Credit Agreement during the first nine months of 2013.

Other

At the end of the third quarter of 2013, Grupo OfficeMax had total outstanding borrowings of $6.1 million. This included $1.0 million outstanding under a 60-month installment note due in the first quarter of 2014 and $1.2 million outstanding under a 54-month installment note due in the third quarter of 2014. Payments on the installment loans are made monthly. The remaining $3.9 million of borrowings is a simple revolving loan. Recourse on the Grupo OfficeMax loans is limited to Grupo OfficeMax. The installment loan maturing in the third quarter of 2014 is secured by certain owned property of Grupo OfficeMax. All other Grupo OfficeMax loan facilities are unsecured.

Cash Paid for Interest

Cash payments for interest, net of interest capitalized and including interest payments related to the Securitization Notes, were $36.0 million and $38.0 million for the first nine months of 2013 and 2012, respectively. Excluding interest payments related to the Securitization Notes, cash payments for interest, net of interest capitalized, were $16.1 million and $18.1 million for the first nine months of 2013 and 2012, respectively. Cash interest payments made on the Securitization Notes are completely offset by interest payments received on the Installment Notes.

Financial Instruments, Derivatives and Hedging Activities

9 Months Ended

Sep. 28, 2013

Financial Instruments, Derivatives and Hedging Activities

10. Financial Instruments, Derivatives and Hedging Activities

Fair Value of Financial Instruments

The carrying amounts of cash and cash equivalents, trade accounts receivable, other assets (non-derivatives), short-term borrowings and trade accounts payable approximate fair value because of the short maturity of these instruments. The following table presents the carrying amounts and estimated fair values of the Company’s other financial instruments at September 28, 2013 and December 29, 2012. The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties.


	September 28, 2013
	Fair Value								Carrying Amount
	Level 1		Level 2		Level 3		Total		Carrying Amount
	(thousands)
Financial assets:
Timber notes receivable	$	—	$	938,255	$	—	$	938,255	$	817,500
Boise Investment	$	—	$	85,411	$	—	$	85,411	$	40,896
Financial liabilities:
Recourse debt	$	18,084	$	210,340	$	—	$	228,424	$	232,356
Non-recourse debt	$	—	$	857,001	$	—	$	857,001	$	735,000


	December 29, 2012
	Fair Value								Carrying Amount
	Level 1		Level 2		Level 3		Total		Carrying Amount
	(thousands)
Financial assets:
Timber notes receivable	$	—	$	986,365	$	—	$	986,365	$	817,500
Financial liabilities:
Recourse debt	$	—	$	229,431	$	—	$	229,431	$	236,194
Non-recourse debt	$	—	$	903,912	$	—	$	903,912	$	735,000

In establishing a fair value, there is a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The basis of the fair value measurement is categorized in three levels, in order of priority, described as follows:

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2: Quoted prices in markets that are not active, or financial instruments for which all significant inputs are observable either directly or indirectly.

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable thus reflecting assumptions about the market participants.

The carrying amounts shown in the table are included in the Consolidated Balance Sheets under the indicated captions. The following methods and assumptions were used to estimate the fair value of each class of financial instruments:

•

Timber notes receivable: Timber notes receivable as of September 28, 2013 consists solely of the Wells Guaranteed Installment Notes. The fair value of the Wells Guaranteed Installment Notes 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 inputs).

•

Boise Investment: The fair value of the Boise Investment is calculated as the sum of the market value of OfficeMax’s indirect investment in BCC, the primary investment of BCH, plus OfficeMax’s portion of any cash held by BCH as of the balance sheet date (together, Level 2 inputs). OfficeMax’s indirect investment in BCC is calculated using the number of shares OfficeMax indirectly holds in BCC multiplied by the closing stock price of BCC as of the last trading day prior to the balance sheet date. Prior to the first quarter of 2013, it was not considered practicable to estimate the fair value of the Boise Investment. BCH and its subsidiaries were untraded companies without observable market inputs. However, as discussed in Note 8, “Investment in Boise Cascade Holdings, L.L.C.,” BCC became a publicly traded company through the Boise IPO executed in the first quarter of 2013. As of September 28, 2013, the Boise Investment constitutes an indirect interest in BCC’s publicly traded securities (NYSE: BCC). The availability of quoted market prices for the indirect investment made the estimate of fair value practicable beginning in the first quarter of 2013.

•

Recourse debt: The Company’s debt instruments are not widely traded. Recourse debt for which there were trades on the last day of the period (the “measurement date”) was valued using the unadjusted quoted price from the last trade on the measurement date (Level 1 input). 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 inputs).

•

Non-recourse debt: Non-recourse debt as of September 28, 2013 consists solely of the Securitization Notes supported by Wells. The fair value of the Securitization Notes supported by Wells 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 inputs).

During the first nine months of 2013, there were no significant changes to the techniques used to measure fair value except as noted above for the estimate of fair value of the Boise Investment. Other than routine borrowings and payments of recourse debt, there were no changes to the financial instruments for which fair value is being calculated. Any changes in the level of inputs for recourse debt is due to the existence or nonexistence of trades on the measurement date from which to obtain unadjusted quoted prices.

Derivatives and Hedging Activities

Changes in foreign currency exchange rates expose us to financial market risk. We occasionally use derivative financial instruments, such as forward exchange contracts, to manage our exposure associated with commercial transactions and certain liabilities that are denominated in a currency other than the currency of the operating unit entering into the underlying transaction. We do not enter into derivative instruments for any other purpose. We do not speculate using derivative instruments. The fair values of derivative financial instruments were not material at the end of the third quarter of 2013 or at 2012 fiscal year-end.

- 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

Retirement and Benefit Plans

9 Months Ended

Sep. 28, 2013

Retirement and Benefit Plans

11. Retirement and Benefit Plans

Components of Net Periodic Benefit Cost (Income)

The following represents the components of net periodic benefit cost (income) for pension and other postretirement benefits which are recorded in operating, selling and general and administrative expense in the Consolidated Statements of Operations:


	Three Months Ended
	Pension Benefits						Other Postretirement Benefits
	September 28, 2013			September 29, 2012			September 28, 2013			September 29, 2012
	(thousands)
Service cost	$	761		$	935		$	39		$	73
Interest cost		11,924			16,171			175			235
Expected return on plan assets		(17,375	)		(20,773	)		—			—
Recognized actuarial loss		5,300			4,488			66			50
Amortization of prior service credits		—			—			(988	)		(1,002	)

Net periodic benefit cost (income)	$	610		$	821		$	(708	)	$	(644	)


	Nine Months Ended
	Pension Benefits						Other Postretirement Benefits
	September 28, 2013			September 29, 2012			September 28, 2013			September 29, 2012
	(thousands)
Service cost	$	2,284		$	2,805		$	119		$	219
Interest cost		35,770			48,515			532			700
Expected return on plan assets		(52,125	)		(62,320	)		—			—
Recognized actuarial loss		15,901			13,465			197			151
Amortization of prior service credits		—			—			(2,963	)		(3,006	)

Net periodic benefit cost (income)	$	1,830		$	2,465		$	(2,115	)	$	(1,936	)

Cash Flows

We expect to make $3.0 million of contributions to the Company’s pension plans in 2013, which we expect to fund with cash. As of September 28, 2013, $2.3 million in cash has been contributed in 2013.

Share-Based Compensation

9 Months Ended

Sep. 28, 2013

Share-Based Compensation

12. Share-Based Compensation

The Company sponsors several share-based compensation plans. The Company recognizes compensation expense from all share-based payment transactions with employees in the consolidated financial statements at fair value. Pre-tax compensation expense related to the Company’s share-based plans was $1.9 million and $2.6 million for the third quarters of 2013 and 2012, respectively, and $6.8 million and $7.7 million for the first nine months of 2013 and 2012, respectively. Compensation expense is generally recognized on a straight-line basis over the vesting period of grants. The total income tax benefit recognized in the Consolidated Statements of Operations for share-based compensation arrangements was $0.7 million and $1.0 million for the third quarters of 2013 and 2012, respectively, and $2.6 million and $3.0 million for the first nine months of 2013 and 2012, respectively.

Restricted Stock and Restricted Stock Units

Restricted stock is restricted until it vests and cannot be sold by the recipient until its restrictions have lapsed. Each restricted stock unit (“RSU”) is convertible into one share of common stock after its restrictions have lapsed. The Company recognizes compensation expense related to these awards over the vesting periods based on the awards’ grant date fair values. The Company calculates the grant date fair value of the RSU awards by multiplying the number of RSUs by the closing price of the Company’s common stock on the grant date. If these awards contain performance criteria, the grant date fair value is set assuming performance at target, and management periodically reviews actual performance against the criteria and adjusts compensation expense accordingly. Pre-tax compensation expense and additional paid-in capital related to restricted stock and RSU awards was $1.1 million and $0.7 million for the third quarters of 2013 and 2012, respectively, and $3.9 million and $1.6 million for the first nine months of 2013 and 2012, respectively. The remaining compensation expense to be recognized related to outstanding restricted stock and RSU awards, net of estimated forfeitures, is approximately $6.1 million and will be recognized through the first quarter of 2016.

As a result of a special non-recurring dividend of $1.50 per share of common stock (the “Special Dividend”), which is further described in Note 14, “Shareholders’ Equity and Noncontrolling Interest,” outstanding RSU awards were equitably adjusted to maintain the awards’ pre-dividend value, under existing anti-dilution provisions of the Company’s share-based compensation plans. The adjustment resulted in an increase in the number of RSUs subject to previously existing RSU awards. The adjustment did not result in additional compensation expense because the fair value of the awards after adjustment was substantially equal to the fair value of the awards before the adjustment.

A summary of restricted stock and RSU activity for the first nine months of 2013 is presented in the following table:


	Shares			Weighted-Average Grant Date Fair Value Per Common Share
Unvested, December 29, 2012		1,317,756		$	10.70
Granted		1,416,052			11.71
Special Dividend adjustment		269,714			11.39
Vested		(26,536	)		11.52
Forfeited		(785,737	)		11.92

Unvested September 28, 2013		2,191,249		$	10.99

In the above table, granted RSUs include 216,730 shares of performance-based RSUs reserved for issuance in 2012 which were not considered granted or outstanding until 2013 when the associated performance measures were established.

Unvested restricted stock and RSUs are not included as shares outstanding in the calculation of basic earnings per share, but, except as described below, are included in the number of shares used to calculate diluted earnings per share as long as all applicable performance criteria are met, and their effect is dilutive. Unvested RSUs outstanding at September 28, 2013 in the above table do not include 215,965 shares of performance-based RSUs that were reserved for issuance in 2012 for which associated performance measures have not yet been established. Therefore, they are not considered granted or outstanding and have been excluded from the number of shares used to calculate diluted earnings per share.

There are 905,710 unvested performance based RSUs as of September 28, 2013 that would be converted into time based RSUs upon completion of the Merger Transactions, including the 215,965 shares of performance-based RSUs discussed above that have been reserved for issuance but are not considered granted in the above table. For more information related to the Merger Transactions, see Note 2, “Merger Agreement.”

Stock Options

The Company’s stock options are issued with an exercise price equal to fair market value on the grant date and typically expire within seven years of the grant date. Stock options granted under the 2003 OfficeMax Incentive and Performance Plan generally vest over a three year period. Pre-tax compensation expense related to stock options was $0.8 million and $1.9 million for the third quarters of 2013 and 2012, respectively, and $2.9 million and $6.1 million for the first nine months of 2013 and 2012, respectively. The remaining compensation expense to be recognized related to outstanding stock options, net of estimated forfeitures, is approximately $1.8 million and will be recognized through the fourth quarter of 2015.

As a result of the Special Dividend discussed in Note 14, “Shareholders’ Equity and Noncontrolling Interest,” outstanding stock options were equitably adjusted to maintain the stock options’ pre-dividend value, under existing anti-dilution provisions of the Company’s share-based compensation plans. The adjustment resulted in an increase in the number of shares underlying each stock option and a decrease in the per-share exercise price of each stock option. The adjustment did not result in additional compensation expense because the fair value of the awards after the adjustment was substantially equal to the fair value of the awards before the adjustment.

A summary of stock option activity for the first nine months of 2013 is presented in the following table:


	Shares			Wtd. Avg. Exercise Price
Balance at December 29, 2012		5,212,738		$	10.57
Options granted		3,500			9.76
Special Dividend adjustment		635,142			9.56
Options exercised		(512,196	)		4.60
Options forfeited and expired		(381,293	)		11.50

Balance at September 28, 2013		4,957,891		$	9.76

Exercisable at September 28, 2013		2,789,496
Weighted average fair value of options granted (Black-Scholes) during 2013	$	5.07

The following table provides summarized information about stock options outstanding at September 28, 2013:


	Options Outstanding						Options Exercisable
Range of Exercise Prices	Options Outstanding		Weighted Average Contractual Life (Years)		Weighted Average Exercise Price		Options Exercisable		Weighted Average Exercise Price
$2.21		12,645		—	$	2.21		12,645	$	2.21
$3.50 – $9.00		2,589,353		5.0		5.09		1,008,158		4.97
$11.00 – $15.00		1,251,698		3.9		13.96		1,032,563		13.76
$16.00 – $22.00		1,104,195		4.1		16.03		736,130		16.03

At September 28, 2013, the aggregate intrinsic value was $19.5 million for outstanding stock options and $7.8 million for those stock options that were exercisable. The aggregate intrinsic value represents the total pre-tax intrinsic value (i.e. the difference between the Company’s closing stock price on the last trading day of the third quarter of 2013 and the exercise price, multiplied by the number of in-the-money stock options at the end of the quarter).

During the first nine months of 2013, the Company granted stock options for 3,500 shares of our common stock and estimated the fair value of each stock option award on the date of grant using the Black-Scholes option pricing model with the following weighted average assumptions: risk-free interest rate of 0.63%, expected annual dividends of $0.08 per share, expected life of 4.5 years and expected stock price volatility of 69.94%.

The risk-free interest rate assumptions are based on the applicable U.S. Treasury Bill rates over the options’ expected lives; the expected life assumptions are based on the time period stock options are expected to be outstanding based on historical experience; and the expected stock price volatility assumptions are based on the historical and implied volatility of the Company’s common stock.

Segment Information

9 Months Ended

Sep. 28, 2013

Segment Information

13. Segment Information

The Company manages its business using three reportable segments: Contract, Retail, and Corporate and Other. Management reviews the performance of the Company based on these segments.

Contract distributes a broad line of items for the office, including office supplies and paper, technology products and solutions, office furniture, print and document services and facilities products. Contract sells directly to large corporate and government offices, as well as to small and medium-sized offices and consumers in the United States, Canada, Australia and New Zealand. This segment markets and sells through field salespeople, outbound telesales, catalogs, the Internet and in some markets, including Canada, Australia and New Zealand, through office products stores. Substantially all products sold by Contract are purchased from third-party manufacturers or industry wholesalers. Contract purchases office papers for its businesses in the U.S., Canada, and Puerto Rico primarily from Boise White Paper, L.L.C., under a paper supply contract entered into on June 25, 2011.

Retail is a retail distributor of office supplies and paper, print and document services, technology products and solutions, office furniture and facilities products. In addition, this segment contracts with large national retail chains to supply office and school supplies to be sold in their stores. Retail office supply stores feature OfficeMax ImPress, an in-store module devoted to print-for-pay and related services. Retail has operations in the United States, Puerto Rico and the U.S. Virgin Islands. Retail also operates office products stores in Mexico through Grupo OfficeMax. Substantially all products sold by Retail are purchased from third-party manufacturers or industry wholesalers. Retail purchases office papers for its U.S. businesses primarily from Boise White Paper, L.L.C., under the paper supply contract described above.

Corporate and Other includes corporate support staff services and certain other legacy expenses as well as the related assets and liabilities. The income and expense related to certain assets and liabilities that are reported in the Corporate and Other segment have been allocated to the Contract and Retail segments.

Management evaluates the segments’ performances using segment income (loss) which is based on operating income after eliminating the effect of certain legacy operating items such as income associated with our Boise Investment and certain other operating items such as store closure costs, costs related to the proposed Merger Transactions, impairment charges and severance charges, all of which are not indicative of our core operations.

The following tables contain details of the Company’s operations by segment:


	Sales		Segment income (loss)(1)			Asset impairment, and other operating income (expenses), net			Operating income
	(thousands)
Three months ended September 28, 2013
Contract	$	841,866	$	8,819		$	—		$	8,819
Retail		822,993		26,223			(4,121	)		22,102
Corporate and Other		—		(6,683	)		42,550			35,867

Total	$	1,664,859	$	28,359		$	38,429		$	66,788

Three months ended September 29, 2012
Contract	$	880,898	$	26,485		$	—		$	26,485
Retail		863,681		27,733			(11,432	)		16,301
Corporate and Other		—		(11,496	)		2,169			(9,327	)

Total	$	1,744,579	$	42,722		$	(9,263	)	$	33,459


	Sales		Segment income (loss)(1)			Asset impairment, and other operating income (expenses), net			Operating income
	(thousands)
Nine months ended September 28, 2013
Contract	$	2,612,819	$	41,304		$	(4,311	)	$	36,993
Retail		2,351,818		44,389			(4,165	)		40,224
Corporate and Other		—		(24,121	)		114,720			90,599

Total	$	4,964,637	$	61,572		$	106,244		$	167,816

Nine months ended September 29, 2012
Contract	$	2,720,320	$	79,276		$	—		$	79,276
Retail		2,499,570		53,400			(36,698	)		16,702
Corporate and Other		—		(27,889	)		6,307			(21,582	)

Total	$	5,219,890	$	104,787		$	(30,391	)	$	74,396

(1)

Beginning in 2013, segment income (loss) for all periods presented excludes dividend income from our Boise Investment due to the redemption of the non-voting securities in the first quarter of 2013 which totaled $1.0 million for the first nine months of 2013 (all in the first quarter) and $2.2 million and $6.3 million during the third quarter and first nine months of 2012, respectively, and were reported in operating, selling and general and administrative expenses in the Consolidated Statements of Operations.

Interest expense, interest income, gain on extinguishment of non-recourse debt and other income, net are not recorded by segments.

- Definition

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

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+ Details

Shareholders' Equity and Noncontrolling Interest

9 Months Ended

Sep. 28, 2013

Shareholders' Equity and Noncontrolling Interest

14. Shareholders’ Equity and Noncontrolling Interest

The following table reflects changes in shareholders’ equity and noncontrolling interest for the first nine months of 2013.


	Shareholders’ Equity			Noncontrolling Interest
	(thousands)
Balance at December 29, 2012	$	1,034,373		$	44,617
Comprehensive income:
Net income attributable to OfficeMax and noncontrolling interest		78,195			2,843
Other comprehensive income:
Foreign currency translation adjustments		(12,749	)		(867	)
Amortization of unrecognized retirement and benefit costs, net of tax		11,249			—

Comprehensive income attributable to OfficeMax and noncontrolling interest		76,695			1,976
Common stock dividends		(135,040	)		—
Preferred stock dividends		(2,009	)		—
Stock-based compensation activity		9,058			—
Non-controlling interest fair value adjustment		(15,493	)		15,493
Other		(915	)		(24	)

Balance at September 28, 2013	$	966,669		$	62,062

Special Dividend

On May 6, 2013, the Company declared a special non-recurring dividend of $1.50 per share of common stock totaling $131.5 million to shareholders of record as of the close of business on June 12, 2013, of which $130.7 million was paid in the third quarter of 2013. As a result of the Special Dividend, outstanding stock options and RSUs were equitably adjusted to maintain the awards’ pre-dividend value under existing anti-dilution provisions of the Company’s share-based compensation plans. See Note 12, “Share-Based Compensation,” for further information.

Preferred Stock

At September 28, 2013, 583,222 shares of 7.375% Series D ESOP convertible preferred stock were outstanding, compared with 608,693 shares outstanding at December 29, 2012. The Series D ESOP convertible preferred stock is shown in the Consolidated Balance Sheets at its liquidation preference of $45 per share. All shares outstanding have been allocated to participants in the plan. Each ESOP preferred share is entitled to one vote, bears an annual cumulative dividend of $3.31875 per share and is convertible at any time by the trustee into common stock using a conversion ratio established in accordance with the Certificate of Designation for the OfficeMax Series D preferred stock (“Certificate of Designation”), which was 0.9312 shares of common stock per share of preferred stock as of September 28, 2013. Upon redemption, ESOP participants receive $45 of cash or common stock and cash, at the Company’s election, for each ESOP preferred share, as the ESOP preferred shares may not be redeemed for less than the liquidation preference.

Changes in Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss) by component includes the following for the first nine months of 2013:


	Pension and Postretirement Liability Adjustment			Foreign Currency Translation Adjustment			Accumulated Other Comprehensive Income (Loss)
	(thousands)
Balance at December 29, 2012	$	(288,450	)	$	150,929		$	(137,521	)
Other comprehensive income (loss) before reclassifications		4,335			(12,749	)		(8,414	)
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of unrecognized retirement and benefit costs		13,135			—			13,135

Current period other comprehensive income (loss)		17,470			(12,749	)		4,721
Income taxes		(6,221	)		—			(6,221	)

Net current period other comprehensive income (loss)		11,249			(12,749	)		(1,500	)

Balance at September 28, 2013	$	(277,201	)	$	138,180		$	(139,021	)

All amounts reclassified out of accumulated other comprehensive income (loss) were recorded in operating, selling, and general and administrative expenses in the Consolidated Statements of Operations.

- Definition

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

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+ Details

Commitments and Guarantees

9 Months Ended

Sep. 28, 2013

Commitments and Guarantees

15. Commitments and Guarantees

Commitments

In accordance with an amended and restated joint venture agreement, the minority owner of Grupo OfficeMax, our joint-venture in Mexico, can elect to require OfficeMax to purchase the minority owner’s 49% interest in the joint venture if certain earnings targets are achieved. Earnings targets are calculated quarterly on a rolling four-quarter basis. Accordingly, the targets may be achieved in one quarter but not in the next. If the earnings targets are achieved and the minority owner elects to require OfficeMax to purchase the minority owner’s interest, the purchase price is based on the joint venture’s earnings and the current market multiples of similar companies. At the end of the third quarter of 2013, Grupo OfficeMax met the earnings targets and the estimated purchase price of the minority owner’s interest was $61.1 million. This represents an increase in the estimated purchase price from the prior year which is attributable to higher market multiples for similar companies as of the measurement date. As the estimated purchase price was greater than the carrying value of the noncontrolling interest as of the end of the year, the Company recorded an adjustment to state the noncontrolling interest at the estimated purchase price, and, as the estimated purchase price approximates fair value, the offset was recorded to additional paid-in capital.

Legal Proceedings and Contingencies

9 Months Ended

Sep. 28, 2013

Legal Proceedings and Contingencies

16. Legal Proceedings and Contingencies

As previously disclosed, eight putative class action lawsuits challenging the Merger Transactions were filed on behalf of a putative class consisting of OfficeMax stockholders.

Six lawsuits were filed in the Circuit Court of the Eighteenth Judicial Circuit of DuPage County, Illinois (the “State Court”): (i) Venkata S. Donepudi v. OfficeMax Incorporated, et al. (Case Number 2013L000188), filed on February 25, 2013; (ii) Beth Koeneke v. OfficeMax Incorporated, et al. (Case Number 2013CH000776), filed on February 28, 2013; (iii) Marc Schmidt v. Saligram, et al. (Case Number 2013MR000411), filed on March 13, 2013; (iv) The Feivel & Helene Gottlieb Defined Benefit Pension Plan v. OfficeMax Incorporated, et al. (Case Number 2013L000246), filed on March 14, 2013; (v) Norman Klumpp v. Bryant, et al. (Case Number 2013CH1107), filed on March 28, 2013; and (vi) J. David Lewis v. OfficeMax Incorporated, et al. (Case Number 2013CH001123), filed on March 29, 2013. The above-referenced actions have been consolidated in Venkata S. Donepudi v. OfficeMax Incorporated, et al. (Case Number 2013L000188) (the “State Action”). A consolidated amended class action complaint was filed in the State Action on April 25, 2013.

Two lawsuits were filed in the United States District Court for the Northern District of Illinois, Eastern Division: (i) Eric Hollander v. OfficeMax Incorporated, et al. (Case Number 1:13-cv-03330), filed on May 2, 2013; and (ii) Thomas and Beverly DeFabio v. OfficeMax Incorporated, et al. (Case Number 1:13-cv-03385), filed on May 6, 2013 (the “Federal Actions”).

The State Action and the Federal Actions named OfficeMax, Office Depot and the directors of OfficeMax, among others, as defendants. Each of the lawsuits was brought by a purported holder or holders of OfficeMax common stock, both individually and on behalf of a putative class of OfficeMax stockholders. The lawsuits generally alleged, among other things, that the directors of OfficeMax breached their fiduciary duties to OfficeMax stockholders by agreeing to a transaction with inadequate and unfair consideration and pursuant to an inadequate and unfair process. The lawsuits further allege that OfficeMax and Office Depot, among others, aided and abetted the OfficeMax directors in the breach of their fiduciary duties. In addition, the lawsuits alleged that the disclosure in the definitive joint proxy statement/prospectus of OfficeMax and Office Depot filed with the SEC on June 10, 2013 was inadequate.

OfficeMax believes that these lawsuits are without merit and that no further disclosure was required to supplement the joint proxy statement/prospectus under applicable laws; however, to eliminate the burden, expense and uncertainties inherent in such litigation, on June 25, 2013, the defendants entered into a Memorandum of Understanding (the “Memorandum of Understanding”) regarding the settlement of the State Action and the Federal Actions. The Memorandum of Understanding outlines the terms of the parties’ agreement in principle to settle and release all claims which were or could have been asserted in the State Action and the Federal Actions. In consideration for such settlement and release, the parties to the State Action and the Federal Actions agreed that OfficeMax and Office Depot would make certain supplemental disclosures to the joint proxy statement/prospectus, which OfficeMax made in a Current Report on Form 8-K filed with the SEC on June 27, 2013. The Memorandum of Understanding contemplates that the parties will attempt in good faith to agree promptly upon a stipulation of settlement to be submitted to the State Court for approval at the earliest practicable time. The stipulation of settlement will be subject to customary conditions, including approval by the State Court, which will consider the fairness, reasonableness and adequacy of such settlement. The stipulation of settlement will provide that OfficeMax (or its successors in interest) will pay, on behalf of all defendants, the plaintiffs’ attorneys’ fees and expenses, subject to approval by the State Court, in the amount of $0.7 million, following dismissal of both the State Action and the Federal Actions with prejudice. There can be no assurance that the parties will ultimately enter into a stipulation of settlement or that the State Court will approve the settlement even if the parties were to enter into such stipulation. In such event, or if the transactions contemplated by the Merger Agreement are not consummated for any reason, the proposed settlement will be null and void and of no force and effect.

Subsequent Events

9 Months Ended

Sep. 28, 2013

Subsequent Events

17. Subsequent Events

On November 1, 2013, the Federal Trade Commission cleared the proposed merger of OfficeMax and Office Depot. The proposed merger is expected to close on November 5, 2013.

On November 4, 2013, as a condition of the proposed merger, all of the shares of Series D ESOP convertible preferred stock were redeemed at a price of $45 per share, plus all accrued and unpaid dividends thereon to the redemption date, paid in shares of OfficeMax common stock.

Basis of Presentation (Policies)	9 Months Ended
Basis of Presentation (Policies)	Sep. 28, 2013
Nature of Operations	*Nature of Operations* OfficeMax Incorporated (“OfficeMax,” the “Company,” “we” or “our”) is a leader in both business-to-business and retail office products distribution. The Company provides office supplies and paper, print and document services, technology products and solutions, office furniture and facilities products to large, medium and small businesses, government offices and consumers. OfficeMax customers are served by approximately 27,000 associates through direct sales, catalogs, the Internet and a network of retail stores located throughout the United States, Canada, Australia, New Zealand and Mexico. The accompanying quarterly consolidated financial statements include the accounts of OfficeMax and all majority-owned subsidiaries, except our 88%-owned subsidiary that formerly owned assets in Cuba that were confiscated by the Cuban government in the 1960s, which is accounted for as an investment due to various asset restrictions. We also consolidate the variable interest entities in which the Company is the primary beneficiary. All significant intercompany balances and transactions have been eliminated in consolidation. These financial statements are for the thirteen-week and thirty-nine-week periods ended on September 28, 2013 (also referred to as the “third quarter of 2013” or the “three months ended September 28, 2013” and the “first nine months of 2013” or the “nine months ended September 28, 2013,” respectively) and the thirteen-week and thirty-nine-week periods ended on September 29, 2012 (also referred to as the “third quarter of 2012” or the “three months ended September 29, 2012” and the “first nine months of 2012” or the “nine months ended September 29, 2012,” respectively). The Company’s fiscal year ends on the last Saturday in December with the exception of the Company’s international businesses in the OfficeMax, Contract segment that, due primarily to statutory requirements, maintain fiscal years with December 31 year-ends and end their quarters on the last calendar day of the month. Grupo OfficeMax S. de R.L. de C.V. (“Grupo OfficeMax”), our majority-owned joint-venture in Mexico, reported one month in arrears in the first nine months of 2012. This practice was discontinued in the fourth quarter of 2012, resulting in fiscal year 2012 including 13 months for Grupo OfficeMax. This change in accounting policy did not have a material impact on the Company’s financial statements. The fiscal year end for Grupo OfficeMax is the last Saturday in December beginning with the 2012 fiscal year. The Company manages its business using three reportable segments: OfficeMax, Contract (“Contract segment” or “Contract”); OfficeMax, Retail (“Retail segment” or “Retail”); and Corporate and Other. Management reviews the performance of the Company based on these segments. We present information pertaining to our segments in Note 13, “Segment Information.” The Company has prepared the quarterly consolidated financial statements included herein pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Some information and note disclosures, which would normally be included in comprehensive annual financial statements prepared in accordance with accounting principles generally accepted in the United States, have been condensed or omitted pursuant to those SEC rules and regulations. These quarterly consolidated financial statements should be read together with the consolidated financial statements and the accompanying notes included in the Company’s Annual Report on Form 10-K for the year ended December 29, 2012. The quarterly consolidated financial statements included herein have not been audited by an independent registered public accounting firm, but in the opinion of management, include all adjustments necessary to present fairly the results for the periods indicated. Except as disclosed within these “Notes to Quarterly Consolidated Financial Statements (unaudited),” the adjustments made were of a normal, recurring nature. Quarterly results are not necessarily indicative of results which may be expected for a full year.
Recently Issued or Newly Adopted Accounting Standards	*Recently Issued or Newly Adopted Accounting Standards* In February 2013, the Financial Accounting Standards Board (“FASB”) issued guidance which expands disclosure requirements for other comprehensive income. The guidance requires the reporting of the effect of the reclassification of items out of accumulated other comprehensive income on each affected net income line item. The guidance is effective for interim and annual periods beginning on or after December 15, 2012 and is to be applied prospectively. This guidance, which was adopted in the first quarter of 2013, affects the presentation of certain elements of the Company’s financial statements, but these changes in presentation did not have a material impact on those financial statements. In July 2013, the FASB issued guidance which affects the presentation of an unrecognized tax benefit in the Company’s financial statements. The guidance is expected to reduce diversity in practice and better reflect the manner in which an entity would settle at the reporting date any additional income taxes that would result from the disallowance of a tax position when net operating loss carryforwards, similar tax losses, or tax credit carryforwards exist. The guidance is effective prospectively for interim and annual periods beginning after December 15, 2013, with early adoption and retrospective application permitted. The Company anticipates that adoption of this guidance may affect the presentation of certain elements of the Company’s financial statements, but these changes in presentation will not have a material impact on our financial statements.

Facility Closure Reserves (Tables)

9 Months Ended

Sep. 28, 2013

Facility Closure Reserve Account Activity

Facility closure reserve account activity during the first nine months of 2013 was as follows:


	Total
	(thousands)
Balance at December 29, 2012	$	74,643
Charges related to stores closed in 2013		4,121
Transfer of deferred rent and other balances		648
Cash payments		(21,151	)
Accretion		1,884

Balance at September 28, 2013	$	60,145

Reserve Balances Classified in Consolidated Balance Sheets

Reserve balances were classified in the Consolidated Balance Sheets as follows:


	September 28, 2013
	(thousands)
Accrued expenses and other current liabilities—Other	$	19,386
Other long-term liabilities		40,759

Total	$	60,145

Summary of Facilities Closure Reserve

The facilities closure reserve consisted of the following:


	September 28, 2013
	(thousands)
Estimated future lease obligations	$	102,353
Less: anticipated sublease income		(42,208	)

Total	$	60,145

Net Income Per Common Share (Tables)

9 Months Ended

Sep. 28, 2013

Computation Of Basic And Diluted Income Per Share

Net income per common share was determined by dividing net income, as adjusted, by weighted average shares outstanding as follows:


	Three Months Ended				Nine Months Ended
	September 28, 2013		September 29, 2012		September 28, 2013		September 29, 2012
	(thousands, except per- share amounts)				(thousands, except per- share amounts)
Net income available to OfficeMax common shareholders	$	30,380	$	432,986	$	76,681	$	448,564
Average shares—basic		87,239		86,661		87,063		86,526

Net income available to OfficeMax common shareholders per common share:
Basic	$	0.35	$	5.00	$	0.88	$	5.18

	Three Months Ended				Nine Months Ended
	September 28, 2013		September 29, 2012		September 28, 2013		September 29, 2012
	(thousands, except per- share amounts)				(thousands, except per- share amounts)
Net income available to OfficeMax common shareholders	$	30,380	$	432,986	$	76,681	$	448,564
Preferred dividends eliminated(a)		—		522		—		1,581

Diluted net income attributable to OfficeMax		30,380		433,508		76,681		450,145
Average shares—basic		87,239		86,661		87,063		86,526
Restricted stock, stock options, preferred share conversion and other(a)(b)(c)		1,944		1,443		1,629		1,453

Average shares—diluted		89,183		88,104		88,692		87,979
Diluted net income attributable to OfficeMax per common share:
Diluted	$	0.34	$	4.92	$	0.86	$	5.12

(a)	The assumed conversion of outstanding preferred stock was anti-dilutive for the three and nine months ended September 28, 2013 and therefore no adjustment was required to determine diluted net income attributable to OfficeMax or average shares-diluted.

(b)

(c)

Income Taxes (Tables)

9 Months Ended

Sep. 28, 2013

Reconciliation of Beginning and Ending Unrecognized Tax Benefits

The reconciliation of the beginning and ending unrecognized tax benefits is as follows:


	Amount
	(thousands)
Unrecognized gross tax benefits balance at December 29, 2012	$	6,337
Increase related to prior year tax positions		1,111
Decrease related to prior year tax positions		(5	)
Lapse of statute		(374	)
Settlements		(765	)

Unrecognized tax benefits balance at September 28, 2013	$	6,304

Cash Payments for Income Taxes, Net

During the first nine months of 2013 and 2012, cash payments, net of refunds received, for income taxes were as follows:


	2013		2012
	(thousands)
Cash tax payments, net	$	8,697	$	9,104

Debt (Tables)

9 Months Ended

Sep. 28, 2013

Borrowings and Availability under Credit Agreements

Availability under the Credit Agreement at the end of the third quarter of 2013 was as follows:


	Total
	(millions)
Maximum aggregate available borrowing amount	$	590.4
Less: Stand-by letters of credit		(37.8	)

Amount available for borrowing	$	552.6

Financial Instruments, Derivatives and Hedging Activities (Tables)

9 Months Ended

Sep. 28, 2013

Carrying Amounts and Estimated Fair Values of Financial Instruments

The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties.


	September 28, 2013
	Fair Value								Carrying Amount
	Level 1		Level 2		Level 3		Total		Carrying Amount
	(thousands)
Financial assets:
Timber notes receivable	$	—	$	938,255	$	—	$	938,255	$	817,500
Boise Investment	$	—	$	85,411	$	—	$	85,411	$	40,896
Financial liabilities:
Recourse debt	$	18,084	$	210,340	$	—	$	228,424	$	232,356
Non-recourse debt	$	—	$	857,001	$	—	$	857,001	$	735,000


	December 29, 2012
	Fair Value								Carrying Amount
	Level 1		Level 2		Level 3		Total		Carrying Amount
	(thousands)
Financial assets:
Timber notes receivable	$	—	$	986,365	$	—	$	986,365	$	817,500
Financial liabilities:
Recourse debt	$	—	$	229,431	$	—	$	229,431	$	236,194
Non-recourse debt	$	—	$	903,912	$	—	$	903,912	$	735,000

Retirement and Benefit Plans (Tables)

9 Months Ended

Sep. 28, 2013

Components Of Net Periodic Benefit Cost (Income)


	Three Months Ended
	Pension Benefits						Other Postretirement Benefits
	September 28, 2013			September 29, 2012			September 28, 2013			September 29, 2012
	(thousands)
Service cost	$	761		$	935		$	39		$	73
Interest cost		11,924			16,171			175			235
Expected return on plan assets		(17,375	)		(20,773	)		—			—
Recognized actuarial loss		5,300			4,488			66			50
Amortization of prior service credits		—			—			(988	)		(1,002	)

Net periodic benefit cost (income)	$	610		$	821		$	(708	)	$	(644	)


	Nine Months Ended
	Pension Benefits						Other Postretirement Benefits
	September 28, 2013			September 29, 2012			September 28, 2013			September 29, 2012
	(thousands)
Service cost	$	2,284		$	2,805		$	119		$	219
Interest cost		35,770			48,515			532			700
Expected return on plan assets		(52,125	)		(62,320	)		—			—
Recognized actuarial loss		15,901			13,465			197			151
Amortization of prior service credits		—			—			(2,963	)		(3,006	)

Net periodic benefit cost (income)	$	1,830		$	2,465		$	(2,115	)	$	(1,936	)

Share-Based Compensation (Tables)

9 Months Ended

Sep. 28, 2013

Summary of Restricted Stock and RSU Activity

A summary of restricted stock and RSU activity for the first nine months of 2013 is presented in the following table:


	Shares			Weighted- Average Grant Date Fair Value Per Common Share
Unvested, December 29, 2012		1,317,756		$	10.70
Granted		1,416,052			11.71
Special Dividend adjustment		269,714			11.39
Vested		(26,536	)		11.52
Forfeited		(785,737	)		11.92

Unvested September 28, 2013		2,191,249		$	10.99

Summary of Stock Option Activity

A summary of stock option activity for the first nine months of 2013 is presented in the following table:


	Shares			Wtd. Avg. Exercise Price
Balance at December 29, 2012		5,212,738		$	10.57
Options granted		3,500			9.76
Special Dividend adjustment		635,142			9.56
Options exercised		(512,196	)		4.60
Options forfeited and expired		(381,293	)		11.50

Balance at September 28, 2013		4,957,891		$	9.76

Exercisable at September 28, 2013		2,789,496
Weighted average fair value of options granted (Black-Scholes) during 2013	$	5.07

Summary of Stock Options Outstanding

The following table provides summarized information about stock options outstanding at September 28, 2013:


	Options Outstanding						Options Exercisable
Range of Exercise Prices	Options Outstanding		Weighted Average Contractual Life (Years)		Weighted Average Exercise Price		Options Exercisable		Weighted Average Exercise Price
$2.21		12,645		—	$	2.21		12,645	$	2.21
$3.50 – $9.00		2,589,353		5.0		5.09		1,008,158		4.97
$11.00 – $15.00		1,251,698		3.9		13.96		1,032,563		13.76
$16.00 – $22.00		1,104,195		4.1		16.03		736,130		16.03

Segment Information (Tables)

9 Months Ended

Sep. 28, 2013

Operations By Segment

The following tables contain details of the Company’s operations by segment:


	Sales		Segment income (loss)(1)			Asset impairment, and other operating income (expenses), net			Operating income
	(thousands)
Three months ended September 28, 2013
Contract	$	841,866	$	8,819		$	—		$	8,819
Retail		822,993		26,223			(4,121	)		22,102
Corporate and Other		—		(6,683	)		42,550			35,867

Total	$	1,664,859	$	28,359		$	38,429		$	66,788

Three months ended September 29, 2012
Contract	$	880,898	$	26,485		$	—		$	26,485
Retail		863,681		27,733			(11,432	)		16,301
Corporate and Other		—		(11,496	)		2,169			(9,327	)

Total	$	1,744,579	$	42,722		$	(9,263	)	$	33,459


	Sales		Segment income (loss)(1)			Asset impairment, and other operating income (expenses), net			Operating income
	(thousands)
Nine months ended September 28, 2013
Contract	$	2,612,819	$	41,304		$	(4,311	)	$	36,993
Retail		2,351,818		44,389			(4,165	)		40,224
Corporate and Other		—		(24,121	)		114,720			90,599

Total	$	4,964,637	$	61,572		$	106,244		$	167,816

Nine months ended September 29, 2012
Contract	$	2,720,320	$	79,276		$	—		$	79,276
Retail		2,499,570		53,400			(36,698	)		16,702
Corporate and Other		—		(27,889	)		6,307			(21,582	)

Total	$	5,219,890	$	104,787		$	(30,391	)	$	74,396

(1)

Shareholders' Equity and Noncontrolling Interest (Tables)

9 Months Ended

Sep. 28, 2013

Schedule of Changes in Shareholders' Equity and Noncontrolling Interest

The following table reflects changes in shareholders’ equity and noncontrolling interest for the first nine months of 2013.


	Shareholders’ Equity			Noncontrolling Interest
	(thousands)
Balance at December 29, 2012	$	1,034,373		$	44,617
Comprehensive income:
Net income attributable to OfficeMax and noncontrolling interest		78,195			2,843
Other comprehensive income:
Foreign currency translation adjustments		(12,749	)		(867	)
Amortization of unrecognized retirement and benefit costs, net of tax		11,249			—

Comprehensive income attributable to OfficeMax and noncontrolling interest		76,695			1,976
Common stock dividends		(135,040	)		—
Preferred stock dividends		(2,009	)		—
Stock-based compensation activity		9,058			—
Non-controlling interest fair value adjustment		(15,493	)		15,493
Other		(915	)		(24	)

Balance at September 28, 2013	$	966,669		$	62,062

Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive income (loss) by component includes the following for the first nine months of 2013:


	Pension and Postretirement Liability Adjustment			Foreign Currency Translation Adjustment			Accumulated Other Comprehensive Income (Loss)
	(thousands)
Balance at December 29, 2012	$	(288,450	)	$	150,929		$	(137,521	)
Other comprehensive income (loss) before reclassifications		4,335			(12,749	)		(8,414	)
Amounts reclassified from accumulated other comprehensive income (loss):
Amortization of unrecognized retirement and benefit costs		13,135			—			13,135

Current period other comprehensive income (loss)		17,470			(12,749	)		4,721
Income taxes		(6,221	)		—			(6,221	)

Net current period other comprehensive income (loss)		11,249			(12,749	)		(1,500	)

Balance at September 28, 2013	$	(277,201	)	$	138,180		$	(139,021	)

Basis of Presentation - Additional Information (Detail)	9 Months Ended
Basis of Presentation - Additional Information (Detail)	Sep. 28, 2013 Employee Segment
Summary Of Significant Accounting Policies [Line Items]
Maximum number of associates \| Employee	27,000
Number of reportable segments \| Segment	3
Cuba
Summary Of Significant Accounting Policies [Line Items]
Percentage of ownership in subsidiary	88.00%

Merger Agreement - Additional Information (Detail) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 28, 2013	Sep. 28, 2013	Feb. 20, 2013
Business Combination, Transactions [Line Items]
Number of shares shareholders will have the right to receive per share of OfficeMax common stock			2.69
Merger agreement termination fee			$ 30.0
Merger related expense	$ 30.5	$ 49.1

Facility Closure Reserves - Additional Information (Detail) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2012 USD ($)	Mar. 31, 2012 USD ($) Store	Sep. 28, 2013 USD ($) Store	Sep. 28, 2012 USD ($)
Restructuring Cost and Reserve [Line Items]
Charges related to stores closed in 2013			$ 4,121
Retail Segment \| United States
Restructuring Cost and Reserve [Line Items]
Charges related to stores closed	$ 1,600	$ 25,300		$ 26,900
Total number of under performing stores \| Store		15	6
Retail Segment \| United States \| Facility Closing
Restructuring Cost and Reserve [Line Items]
Charges related to stores closed in 2013			$ 4,121

Facility Closure Reserves Account Activity (Detail) $ in Thousands	9 Months Ended
	Sep. 28, 2013 USD ($)
Restructuring Cost and Reserve [Line Items]
Balance at December 29, 2012	$ 74,643
Charges related to stores closed in 2013	4,121
Cash payments	(21,151)
Balance at September 28, 2013	60,145
Transfer Of Deferred Rent And Other Balances
Restructuring Cost and Reserve [Line Items]
Adjustment	648
Accretion
Restructuring Cost and Reserve [Line Items]
Adjustment	$ 1,884

Reserve Balances Classified in Consolidated Balance Sheets (Detail) - USD ($) $ in Thousands	Sep. 28, 2013	Dec. 29, 2012
Restructuring Cost and Reserve [Line Items]
Other long-term liabilities	$ 122,309	$ 142,397
Total	60,145	$ 74,643
Facility Closing
Restructuring Cost and Reserve [Line Items]
Accrued expenses and other current liabilities-Other	19,386
Other long-term liabilities	40,759
Total	$ 60,145

Summary of Facilities Closure Reserve (Detail) - USD ($) $ in Thousands	Sep. 28, 2013	Dec. 29, 2012
Restructuring Cost and Reserve [Line Items]
Estimated future lease obligations	$ 102,353
Less: anticipated sublease income	(42,208)
Total	$ 60,145	$ 74,643

Severance and Other Charges - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 28, 2013 USD ($)
Severance And Other Charges [Line Items]
Severance charges	$ 4.5
Severance charges remain unpaid	$ 3.7

Timber Notes Non Recourse Debt - Additional Information (Detail) - USD ($) $ in Millions	1 Months Ended	9 Months Ended
	Oct. 31, 2004	Sep. 28, 2013	Sep. 29, 2012	Sep. 15, 2008	Dec. 31, 2004
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Cash received from sale of timberland assets	$ 15.0
Timber notes receivable	1,635.0
Installment notes, cash transferred	1,635.0
Timber securitization notes					$ 1,470.0
Cash received from the securitization of timber notes					1,470.0
Installment Notes
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber notes receivable - maturity year		2020
Installment Notes \| Tranch One
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber notes receivable	$ 817.5
Timber notes receivable - terms (in years)	15 years
Timber note receivables - interest rates	5.11%
Installment Notes \| Tranch Two
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber notes receivable	$ 817.5
Timber notes receivable - terms (in years)	15 years
Timber note receivables - interest rates	4.98%
Installment Notes \| Lehman Brothers Holdings Inc
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber notes receivable	$ 817.5
Timber notes receivable defaulted as result of Lehman bankruptcy				$ 817.5
Timberland asset sale deferred tax liability recognized			$ 269.0
Installment Notes \| Wells Fargo And Company
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber notes receivable	$ 817.5	$ 817.5
Timber notes receivable - maturity year		2020
Timberlands asset sale deferred tax liability		$ 260.0
Securitization Notes \| Tranch One
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber securitization notes					$ 735.0
Timber securitization notes - terms (in years)					15 years
Timber securitization notes - interest rates					5.54%
Securitization Notes \| Tranch Two
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber securitization notes					$ 735.0
Timber securitization notes - terms (in years)					15 years
Timber securitization notes - interest rates					5.42%
Securitization Notes \| Lehman Brothers Holdings Inc
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber securitization notes					$ 735.0
Securitization Notes \| Wells Fargo And Company
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timber securitization notes					$ 735.0
Timber securitization notes - maturity year		2019
Timberland Assets
Timber Notes/Non-Recourse Debt Receivable And Payable [Line Items]
Timberlands asset sale deferred tax liability		$ 529.0

Computation of Basic and Diluted Income Loss Per Share (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands

3 Months Ended

9 Months Ended

Sep. 28, 2013

Sep. 29, 2012

Sep. 28, 2013

Sep. 29, 2012

Net Income (Loss) Per Common Share [Line Items]

Net income available to OfficeMax common shareholders

$ 30,380

$ 432,986

$ 76,681

$ 448,564

Average shares-basic

87,239

86,661

87,063

86,526

Net income available to OfficeMax common shareholders per common share:

Basic

$ 0.35

$ 5.00

$ 0.88

$ 5.18

Preferred dividends eliminated

^[1]

$ 522

$ 1,581

Diluted net income attributable to OfficeMax

$ 30,380

$ 433,508

$ 76,681

$ 450,145

Restricted stock, stock options, preferred share conversion and other

^[1],[2],[3]

1,944

1,443

1,629

1,453

Average shares-diluted

89,183

88,104

88,692

87,979

Diluted net income attributable to OfficeMax per common share:

Diluted

$ 0.34

$ 4.92

$ 0.86

$ 5.12

[1]	The assumed conversion of outstanding preferred stock was anti-dilutive for the three and nine months ended September 28, 2013 and therefore no adjustment was required to determine diluted net income attributable to OfficeMax or average shares-diluted.
[2]	Options to purchase 2.4 million and 2.3 million shares of common stock were outstanding during the third quarter and first nine months of 2013, respectively, but were not included in the computation of diluted income per common share because the impact would have been anti-dilutive as such options' exercise prices were higher than the average market price during those periods.
[3]	Options to purchase 4.2 million and 4.3 million shares of common stock were outstanding during the third quarter and first nine months of 2012, respectively, but were not included in the computation of diluted income per common share because the impact would have been anti-dilutive as such options' exercise prices were higher than the average market price during those periods.

Computation of Basic and Diluted Income Loss Per Share (Parenthetical) (Detail) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012
Stock Options
Net Income (Loss) Per Common Share [Line Items]
Securities excluded from computation of dilutive income (loss) per share	2.4	4.2	2.3	4.3

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 28, 2013	Dec. 29, 2012
Income Taxes [Line Items]
Total unrecognized tax benefits	$ 6,304	$ 6,337
Installment Notes
Income Taxes [Line Items]
Timber notes receivable - maturity year	2020
Installment Notes \| Wells Fargo And Company
Income Taxes [Line Items]
Timber notes receivable - maturity year	2020
Timberlands asset sale deferred tax liability	$ 260,000

Reconciliation of Beginning and Ending Unrecognized Tax Benefits (Detail) $ in Thousands	9 Months Ended
	Sep. 28, 2013 USD ($)
Income Tax Expense Benefit [Line Items]
Unrecognized gross tax benefits balance at December 29, 2012	$ 6,337
Increase related to prior year tax positions	1,111
Decrease related to prior year tax positions	(5)
Lapse of statute	(374)
Settlements	(765)
Unrecognized tax benefits balance at September 28, 2013	$ 6,304

Cash Payments For Income Taxes Net (Detail) - USD ($) $ in Thousands	9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012
Income Taxes Paid Net [Line Items]
Cash tax payments, net	$ 8,697	$ 9,104

Investment in Boise Cascade Holdings LLC - Additional Information (Detail) - USD ($) $ in Thousands, shares in Millions	1 Months Ended			3 Months Ended		9 Months Ended
	Jul. 31, 2013	Apr. 30, 2013	Feb. 28, 2013	Sep. 28, 2013	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012	Dec. 29, 2012	Dec. 31, 2004
Investments in and Advances to Affiliates [Line Items]
Deferred gain on sale of investment in Boise Cascade Holdings, L.L.C.				$ 42,008		$ 42,008		$ 179,757
Limited Liability Company
Investments in and Advances to Affiliates [Line Items]
Investment in Boise Cascade Holdings, L.L.C.									$ 175,000
Ownership interest in Boise cascade holding LLC, units				5.9		5.9
Ownership interest in Boise cascade holding LLC, percentage				20.01%		20.01%
Deferred gain on sale of investment in Boise Cascade Holdings, L.L.C.								$ 179,757
Deferred gain recognized on sale of investment in Boise Cascade Holdings, L.L.C.				$ 47,700		$ 137,700
Limited Liability Company \| Nonvoting Equity Securities
Investments in and Advances to Affiliates [Line Items]
Dividend income from investment held in Boise Cascade Holdings LLC					$ 2,200	1,000	$ 6,300
Limited Liability Company \| Voting Equity Securities
Investments in and Advances to Affiliates [Line Items]
Dividend income from investment held in Boise Cascade Holdings LLC						25,400
Distributions received related to voting equity securities	$ 71,800	$ 4,400	$ 17,300
Reduction in the carrying value of Boise Investment	$ (46,400)
Deferred gain on sale of investment in Boise Cascade Holdings, L.L.C.				$ 42,008		$ 42,008
Limited Liability Company \| Boise Cascade Holdings, LLC
Investments in and Advances to Affiliates [Line Items]
Total common units issued and outstanding of Boise Cascade Holdings, LLC			29.7
Dividend accrual rate on investment held in Boise Cascade Holdings LLC non-voting securities						8.00%
Sale of common stock of Boise Cascade Company by Boise Cascade Holdings, L.L.C.	13.9
Repurchase of common stock shares by Boise Cascade Company	3.9
Limited Liability Company \| Boise Cascade Holdings, LLC \| Nonvoting Equity Securities
Investments in and Advances to Affiliates [Line Items]
Boise Cascade Holdings LLC redemption of non-voting securities			$ 66,000
Collection of dividends receivable from Boise Cascade Holdings LLC upon redemption of non-voting securities			$ 46,100
Limited Liability Company \| Boise Cascade Holdings, LLC \| Boise Cascade Company
Investments in and Advances to Affiliates [Line Items]
Initial public offering, stock issued			29.7
Remaining number of common shares of Boise Cascade Company owned by Boise Cascade Holdings, L.L.C.	15.8

Debt - Additional Information (Detail) - USD ($) $ in Millions	9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012	Oct. 07, 2011
Grupo OfficeMax
Debt Instrument [Line Items]
Other borrowings	$ 6.1
Including interest payments related to the securitization notes
Debt Instrument [Line Items]
Cash payments for interest, net of interest capitalized	36.0	$ 38.0
Excluding interest payments related to the securitization notes
Debt Instrument [Line Items]
Cash payments for interest, net of interest capitalized	$ 16.1	$ 18.1
Letter of Credit
Debt Instrument [Line Items]
Fees on letters of credit	1.75%
North American Agreement
Debt Instrument [Line Items]
Maximum borrowing capacity under the facility agreement			$ 650.0
Maximum borrowing increase or reduce capacity under the facility agreement			850.0
Unused line fee rate	0.50%
North American Agreement \| Minimum
Debt Instrument [Line Items]
Unused line fee rate	0.375%
North American Agreement \| Maximum
Debt Instrument [Line Items]
Unused line fee rate	0.50%
North American Agreement \| Letter of Credit
Debt Instrument [Line Items]
Maximum borrowing capacity under the facility agreement			250.0
North American Agreement \| Letter of Credit \| Minimum
Debt Instrument [Line Items]
Fees on letters of credit	1.25%
North American Agreement \| Letter of Credit \| Maximum
Debt Instrument [Line Items]
Fees on letters of credit	2.25%
North American Agreement \| Canadian Subsidiary
Debt Instrument [Line Items]
Maximum borrowing capacity under the facility agreement			50.0
North American Agreement \| Other Participating North American Subsidiaries
Debt Instrument [Line Items]
Maximum borrowing capacity under the facility agreement			$ 600.0
60-Month Installment \| Grupo OfficeMax \| Unsecured Debt
Debt Instrument [Line Items]
Other borrowings	$ 1.0
54-Month Installment \| Grupo OfficeMax \| Secured Debt
Debt Instrument [Line Items]
Other borrowings	1.2
Simple Revolving Loan \| Grupo OfficeMax
Debt Instrument [Line Items]
Other borrowings	$ 3.9

Borrowings and Availability under Credit Agreements (Detail) - North American Agreement $ in Millions	Sep. 28, 2013 USD ($)
Debt Instrument [Line Items]
Maximum aggregate available borrowing amount	$ 590.4
Less: Stand-by letters of credit	(37.8)
Amount available for borrowing at the end of the third quarter of 2013	$ 552.6

Carrying Amounts and Estimated Fair Values of Financial Instruments (Detail) - USD ($) $ in Thousands	Sep. 28, 2013	Dec. 29, 2012	Dec. 31, 2004	Oct. 31, 2004
Fair Value of Financial Instruments [Line Items]
Boise Investment	$ 85,411
Fair Value of Recourse Debt	228,424	$ 229,431
Carrying Amount of Timber notes receivable				$ 1,635,000
Boise Investment	40,896	175,000
Carrying Amount of Recourse debt	232,356	236,194
Carrying Amount of Non-recourse debt			$ 1,470,000
Level 1
Fair Value of Financial Instruments [Line Items]
Fair Value of Recourse Debt	18,084
Level 2
Fair Value of Financial Instruments [Line Items]
Boise Investment	85,411
Fair Value of Recourse Debt	210,340	229,431
Wells Fargo And Company
Fair Value of Financial Instruments [Line Items]
Timber notes receivable fair value	938,255	986,365
Fair Value of Non-Recourse Debt	857,001	903,912
Carrying Amount of Timber notes receivable	817,500	817,500
Carrying Amount of Non-recourse debt	735,000	735,000
Wells Fargo And Company \| Level 2
Fair Value of Financial Instruments [Line Items]
Timber notes receivable fair value	938,255	986,365
Fair Value of Non-Recourse Debt	$ 857,001	$ 903,912

Components of Net Periodic Pension and Other Postretirement Benefit Costs (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	$ 761	$ 935	$ 2,284	$ 2,805
Interest cost	11,924	16,171	35,770	48,515
Expected return on plan assets	(17,375)	(20,773)	(52,125)	(62,320)
Recognized actuarial loss	5,300	4,488	15,901	13,465
Net periodic benefit cost (income)	610	821	1,830	2,465
Other Postretirement Benefits
Defined Benefit Plan Disclosure [Line Items]
Service cost	39	73	119	219
Interest cost	175	235	532	700
Recognized actuarial loss	66	50	197	151
Amortization of prior service credits	(988)	(1,002)	(2,963)	(3,006)
Net periodic benefit cost (income)	$ (708)	$ (644)	$ (2,115)	$ (1,936)

Retirement and Benefit Plans - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 28, 2013 USD ($)
Pension and Other Postretirement Benefits Disclosure [Line Items]
Expected pension contribution in 2013	$ 3.0
Pension contribution	$ 2.3

Share Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012	Dec. 29, 2012
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Pre-tax compensation expense	$ 1.9	$ 2.6	$ 6.8	$ 7.7
Total income tax benefit recognized in the income statement for share-based compensation arrangements	$ 0.7	1.0	$ 2.6	3.0
Nonvested RSUs	2,191,249		2,191,249		1,317,756
Expiration of grant date fair value	7 years
Stock option, vesting period	3 years
Aggregate intrinsic value for outstanding stock options	$ 19.5		$ 19.5
Aggregate intrinsic value for exercisable stock options	$ 7.8		$ 7.8
Company granted stock options			3,500
Risk-free interest rate			0.63%
Expected life, in years			4 years 6 months
Expected stock price volatility			69.94%
Expected annual dividend per share			$ 0.08
Special Dividend
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend per share, common stock declared			$ 1.50
Performance Based Restricted Stock Unit
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unvested RSUs outstanding, performance-based RSUs shares	216,730		216,730
Shares of performance-based RSU, reserved for issuance	215,965		215,965
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining compensation expense to be recognized	$ 6.1		$ 6.1
Restricted Stock \| Additional Paid-in Capital
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Pre-tax compensation expense	$ 1.1	0.7	$ 3.9	1.6
Number of performance based RSUs that would be converted into time based RSUs upon completion of the Merger
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Nonvested RSUs	905,710		905,710
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Remaining compensation expense to be recognized	$ 1.8		$ 1.8
Stock Options \| Additional Paid-in Capital
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Pre-tax compensation expense	$ 0.8	$ 1.9	$ 2.9	$ 6.1

Summary of Restricted Stock and Restricted Stock Unit Activity (Detail)	9 Months Ended
	Sep. 28, 2013 $ / shares shares
Share
Unvested, Beginning, Shares \| shares	1,317,756
Granted, Shares \| shares	1,416,052
Special Dividend adjustment \| shares	269,714
Vested, Shares \| shares	(26,536)
Forfeited, Shares \| shares	(785,737)
Unvested, Ending, Shares \| shares	2,191,249
Weighted-Average Grant Date Fair Value Per Common Share
Unvested, Beginning, Weighted-Average Grant Date Fair Value Per Common Share \| $ / shares	$ 10.70
Granted, Weighted-Average Grant Date Fair Value Per Common Share \| $ / shares	11.71
Special Dividend adjustment \| $ / shares	11.39
Vested, Weighted-Average Grant Date Fair Value Per Common Share \| $ / shares	11.52
Forfeited, Weighted-Average Grant Date Fair Value Per Common Share \| $ / shares	11.92
Unvested, Ending, Weighted-Average Grant Date Fair Value Per Common Share \| $ / shares	$ 10.99

Summary of Stock Option Activity (Detail)	9 Months Ended
Summary of Stock Option Activity (Detail)	Sep. 28, 2013 $ / shares shares
Share
Balance at beginning of period, Shares \| shares	5,212,738
Options granted, Shares \| shares	3,500
Special Dividend adjustment \| shares	635,142
Options exercised, Shares \| shares	(512,196)
Options forfeited and expired, Shares \| shares	(381,293)
Balance at end of period, shares \| shares	4,957,891
Exercisable at end of period, Shares \| shares	2,789,496
Weighted average fair value of options granted (Black-Scholes) \| $ / shares	$ 5.07
Wtd. Avg. Exercise Price
Balance at beginning of period, Weighted Average Exercise Price \| $ / shares	10.57
Options granted, Weighted Average Exercise Price \| $ / shares	9.76
Special Dividend adjustment \| $ / shares	9.56
Options exercised, Weighted Average Exercise Price \| $ / shares	4.60
Options forfeited and expired, Weighted Average Exercise Price \| $ / shares	11.50
Balance at end of period, Weighted Average Exercise Price \| $ / shares	$ 9.76

Summary of Stock Options Outstanding (Detail)	9 Months Ended
Summary of Stock Options Outstanding (Detail)	Sep. 28, 2013 $ / shares shares
$2.21
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Minimum Exercise Price	$ 2.21
Options Outstanding \| shares	12,645
Options Outstanding, Weighted Average Exercise Price	$ 2.21
Options Exercisable \| shares	12,645
Options Exercisable, Weighted Average Exercise Price	$ 2.21
$3.50 - $9.00
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Minimum Exercise Price	3.50
Maximum Exercise Price	$ 9.00
Options Outstanding \| shares	2,589,353
Options Outstanding, Weighted Average Contractual Life (Years)	5 years
Options Outstanding, Weighted Average Exercise Price	$ 5.09
Options Exercisable \| shares	1,008,158
Options Exercisable, Weighted Average Exercise Price	$ 4.97
$11.00 - $15.00
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Minimum Exercise Price	11.00
Maximum Exercise Price	$ 15.00
Options Outstanding \| shares	1,251,698
Options Outstanding, Weighted Average Contractual Life (Years)	3 years 10 months 24 days
Options Outstanding, Weighted Average Exercise Price	$ 13.96
Options Exercisable \| shares	1,032,563
Options Exercisable, Weighted Average Exercise Price	$ 13.76
$16.00 - $22.00
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Minimum Exercise Price	16.00
Maximum Exercise Price	$ 22.00
Options Outstanding \| shares	1,104,195
Options Outstanding, Weighted Average Contractual Life (Years)	4 years 1 month 6 days
Options Outstanding, Weighted Average Exercise Price	$ 16.03
Options Exercisable \| shares	736,130
Options Exercisable, Weighted Average Exercise Price	$ 16.03

Segment Information - Additional information (Detail)	9 Months Ended
Segment Information - Additional information (Detail)	Sep. 28, 2013 Segment
Segment Reporting Information [Line Items]
Number of reportable segments	3

Operations By Segment (Detail) - USD ($)
$ in Thousands

3 Months Ended

9 Months Ended

Sep. 28, 2013

Sep. 29, 2012

Sep. 28, 2013

Sep. 29, 2012

Segment Reporting Information [Line Items]

Sales

$ 1,664,859

$ 1,744,579

$ 4,964,637

$ 5,219,890

Asset impairment, and other operating income (expenses), net

38,429

(11,432)

105,197

(36,698)

Operating income (loss)

66,788

33,459

167,816

74,396

Operating Segments

Segment Reporting Information [Line Items]

Sales

1,664,859

1,744,579

4,964,637

5,219,890

Segment income (loss)

^[1]

28,359

42,722

61,572

104,787

Asset impairment, and other operating income (expenses), net

38,429

(9,263)

106,244

(30,391)

Operating income (loss)

66,788

33,459

167,816

74,396

Operating Segments | Contract

Segment Reporting Information [Line Items]

Sales

841,866

880,898

2,612,819

2,720,320

Segment income (loss)

^[1]

8,819

26,485

41,304

79,276

Asset impairment, and other operating income (expenses), net

(4,311)

Operating income (loss)

8,819

26,485

36,993

79,276

Operating Segments | Retail

Segment Reporting Information [Line Items]

Sales

822,993

863,681

2,351,818

2,499,570

Segment income (loss)

^[1]

26,223

27,733

44,389

53,400

Asset impairment, and other operating income (expenses), net

(4,121)

(11,432)

(4,165)

(36,698)

Operating income (loss)

22,102

16,301

40,224

16,702

Operating Segments | Corporate And Other

Segment Reporting Information [Line Items]

Segment income (loss)

^[1]

(6,683)

(11,496)

(24,121)

(27,889)

Asset impairment, and other operating income (expenses), net

42,550

2,169

114,720

6,307

Operating income (loss)

$ 35,867

$ (9,327)

$ 90,599

$ (21,582)

[1]

Operations By Segment (Parenthetical) (Detail) - USD ($) $ in Millions	3 Months Ended	9 Months Ended
	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012
Nonvoting Equity Securities \| Limited Liability Company
Segment Reporting Information [Line Items]
Dividend income from investment in Boise Cascade Holdings, L.L.C.	$ 2.2	$ 1.0	$ 6.3

Schedule of Changes in Shareholders Equity and Noncontrolling Interest (Detail) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 28, 2013	Sep. 29, 2012	Sep. 28, 2013	Sep. 29, 2012
Shareholders' Equity And Noncontrolling Interest [Line Items]
Net income attributable to OfficeMax and noncontrolling interest	$ 32,335	$ 435,248	$ 81,038	$ 453,490
Foreign currency translation adjustments	9,837	17,888	(13,616)	17,464
Amortization of unrecognized retirement and benefit costs, net of tax	2,644	2,179	11,249	6,313
Comprehensive income attributable to OfficeMax and noncontrolling interest	44,816	455,315	78,671	477,110
Preferred stock dividends	(507)	$ (522)	(1,514)	$ (1,581)
Stockholders' Equity
Shareholders' Equity And Noncontrolling Interest [Line Items]
Balance at December 29, 2012			1,034,373
Net income attributable to OfficeMax and noncontrolling interest			78,195
Foreign currency translation adjustments			(12,749)
Amortization of unrecognized retirement and benefit costs, net of tax			11,249
Comprehensive income attributable to OfficeMax and noncontrolling interest			76,695
Common stock dividends			(135,040)
Preferred stock dividends			(2,009)
Stock-based compensation activity			9,058
Non-controlling interest fair value adjustment			(15,493)
Other			(915)
Balance at September 28, 2013	966,669		966,669
Noncontrolling Interest
Shareholders' Equity And Noncontrolling Interest [Line Items]
Balance at December 29, 2012			44,617
Net income attributable to OfficeMax and noncontrolling interest			2,843
Foreign currency translation adjustments			(867)
Comprehensive income attributable to OfficeMax and noncontrolling interest			1,976
Non-controlling interest fair value adjustment			15,493
Other			(24)
Balance at September 28, 2013	$ 62,062		$ 62,062

Shareholders' Equity and Noncontrolling Interest - Additional Information (Detail) $ / shares in Units, $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 28, 2013 USD ($) $ / shares shares	Sep. 28, 2013 USD ($) Right $ / shares shares	Sep. 29, 2012 USD ($)	Dec. 29, 2012 shares
Shareholders' Equity [Line Items]
Common stock dividends paid \| $		$ 135,914	$ 1,733
Preferred stock-shares outstanding \| shares	583,222	583,222		608,693
Series D ESOP Preferred Stock
Shareholders' Equity [Line Items]
Preferred stock-shares outstanding \| shares	583,222	583,222		608,693
Preferred stock - dividend percentage		7.375%
Preferred stock - liquidation preference, per share \| $ / shares	$ 45	$ 45
Preferred Stock - voting right \| Right		1
Cumulative dividend \| $ / shares		$ 3.31875
Preferred stock - conversion shares \| shares	0.9312	0.9312
Special Dividend
Shareholders' Equity [Line Items]
Dividend per share, common stock declared \| $ / shares		$ 1.50
Common stock dividends \| $		$ 131,500
Common stock dividends paid \| $	$ 130,700
Dividend record date		Jun. 12, 2013

Accumulated Other Comprehensive Income Loss (Detail) $ in Thousands	9 Months Ended
	Sep. 28, 2013 USD ($)
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at December 29, 2012	$ (137,521)
Other comprehensive income (loss) before reclassifications	(8,414)
Amortization of unrecognized retirement and benefit costs	13,135
Current period other comprehensive income (loss)	4,721
Income taxes	(6,221)
Net current period other comprehensive income (loss)	(1,500)
Balance at September 28, 2013	(139,021)
Accumulated Defined Benefit Plans Adjustment
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at December 29, 2012	(288,450)
Other comprehensive income (loss) before reclassifications	4,335
Amortization of unrecognized retirement and benefit costs	13,135
Current period other comprehensive income (loss)	17,470
Income taxes	(6,221)
Net current period other comprehensive income (loss)	11,249
Balance at September 28, 2013	(277,201)
Accumulated Translation Adjustment
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance at December 29, 2012	150,929
Other comprehensive income (loss) before reclassifications	(12,749)
Current period other comprehensive income (loss)	(12,749)
Net current period other comprehensive income (loss)	(12,749)
Balance at September 28, 2013	$ 138,180

- Definition

Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.

+ References + Details

Commitments and Guarantees - Additional Information (Detail) $ in Millions	Sep. 28, 2013 USD ($)
Commitments And Guarantees [Line Items]
Percentage of minority owner's interest in joint venture	49.00%
Estimated purchase price of minority owner's interest	$ 61.1

Legal Proceedings and Contingencies - Additional Information (Detail) $ in Millions	9 Months Ended
	Sep. 28, 2013 USD ($)
Merger Agreement with Office Depot
Loss Contingencies [Line Items]
Litigation settlement amount	$ 0.7

Subsequent Events - Additional Information (Detail) - Series D ESOP Preferred Stock - $ / shares	Nov. 04, 2013	Sep. 28, 2013
Subsequent Event [Line Items]
Preferred stock - liquidation preference, per share		$ 45
Subsequent Event
Subsequent Event [Line Items]
Preferred stock - liquidation preference, per share	$ 45