Office Depot again delayed the deadline for nominating candidates to its board of directors the same week it announced a merger with OfficeMax.
For the second time, it pushed back the director nominations Friday saying it was accommodating Starboard Value, its largest stockholder. The board has put a poison pill in place to stop the New York hedge fund from buying more than 15 percent of the stock.
The new deadline is 10 days after the annual stockholders meeting is publicly announced, according to federal filings. The annual shareholders meeting at which directors are chosen was held April 26 last year.
The Boca-Raton headquartered office supply superstore chain (NYSE: ODP) announced Wednesday a merger with smaller rival OfficeMax (NYSE:OMX), headquartered in Naperville, Ill. Office Depot also announced that sales were down in the fourth quarter 12 percent compared to the prior year and it had $5 million in operating income, according to federal filings, while OfficeMax posted a 7 percent hit to sales in the fourth quarter and a $50 million operating loss.
The merger must be approved by each board and the Federal Trade Commission, but the two companies estimated it should be approved by year end.
Kelly Smallridge, president of the Business Development Board of Palm Beach County, said that limits how much lobbying local economic development people can do for now. But her group, Enterprise Florida and Gov. Rick Scott’s office all have already contacted Office Depot to let company officials know of their interest in keeping the headquarters in Boca Raton, she said.
“They have experienced the level of support we are able to give them,” Smallridge said.
When Office Depot decided to build a $210 million headquarters in Boca, moving operations from Delray Beach in 2008, state and local leaders committed $15 million in incentives and tax breaks if the company met job growth goals. Currently, headquarters has about 1,750 employees.
Until a CEO is chosen, the companies and boards will continue operating independently. Ultimately, the board of the new corporation will be split 50-50 from each company, according to the merger announcement.
In the past, Starboard has tried to increase its sway over companies by nominating people to the board. The company outlined ways for Office Depot to improve profits for shareholders in a letter last year.