425
B. Riley 14th Annual
Investor Conference
May 21, 2013
Filed by OfficeMax Incorporated
pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
under the Securities Exchange Act of 1934
Subject Company: OfficeMax Incorporated
Commission File No.: 1-5057
Date: May 21, 2013 


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NO OFFER OR SOLICITATION
This communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy or an invitation to
purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction in connection with OfficeMax’s proposed merger
with Office Depot or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law.  No
offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
IMPORTANT ADDITIONAL INFORMATION FILED WITH THE SEC 
Office Depot has filed with the SEC a registration statement on Form S-4 that includes a preliminary Joint Proxy Statement of OfficeMax and Office
Depot that also constitutes a preliminary prospectus of Office Depot.  The registration statement has not yet become effective.  OfficeMax and Office
Depot plan to mail the definitive Joint Proxy Statement/Prospectus to their respective shareholders in connection with the transaction.  INVESTORS
AND SHAREHOLDERS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED
OR TO BE FILED WITH THE SEC CAREFULLY BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT
OFFICEMAX, OFFICE DEPOT, THE TRANSACTION AND RELATED MATTERS.  Investors and shareholders will be able to obtain free copies of
the definitive Joint Proxy Statement/Prospectus and other documents filed with the SEC by OfficeMax and Office Depot through the website
maintained by the SEC at www.sec.gov.  In addition, investors and shareholders will be able to obtain free copies of the definitive Joint Proxy
Statement/Prospectus and other documents filed by OfficeMax with the SEC by contacting OfficeMax Investor Relations at 263 Shuman Blvd.,
Naperville, Illinois 60563 or by calling 630-864-6800, and will be able to obtain free copies of the definitive Joint Proxy Statement/Prospectus and
other documents filed by Office Depot with the SEC by contacting Office Depot Investor Relations at 6600 North Military Trail, Boca Raton, Florida
33496 or by calling 561-438-7878. 
PARTICIPANTS IN THE SOLICITATION 
OfficeMax and Office Depot and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from
the respective shareholders of OfficeMax and Office Depot in respect of the transaction described in the Joint Proxy Statement/Prospectus.
Information regarding the persons who may, under the rules of the SEC, be deemed participants in the solicitation of the respective shareholders of
OfficeMax and Office Depot in connection with the proposed transaction, including a description of their direct or indirect interests, by security
holdings or otherwise, is set forth in the Joint Proxy Statement/Prospectus.  Information regarding OfficeMax’s directors and executive officers is
contained in OfficeMax’s Annual Report on Form 10-K for the year ended December 29, 2012 and its Proxy Statement on Schedule 14A, dated
March 19, 2013, which are filed with the SEC.  Information regarding Office Depot’s directors and executive officers is contained in Office Depot’s
Annual Report on Form 10-K for the year ended December 29, 2012 and Amendment No. 1 on Form 10-K/A, which are filed with the SEC.


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FORWARD-LOOKING STATEMENTS
Certain statements made in this document and other written or oral statements made by or on behalf of OfficeMax and
Office Depot constitute "forward-looking statements" within the meaning of the federal securities laws, including statements
regarding both companies’ future performance, as well as management's expectations, beliefs, intentions, plans, estimates
or projections relating to the future.  OfficeMax and Office Depot cannot guarantee that the macroeconomy will perform
within the assumptions underlying their respective projected outlook; that their respective initiatives will be successfully
executed and produce the results underlying their respective expectations, due to the uncertainties inherent in new initiatives
including customer acceptance, unexpected expenses or challenges, or slower-than-expected results from initiatives; or that
their respective actual results will be consistent with the forward-looking statements and you should not place undue reliance
on them.  In addition, forward-looking statements could be affected by the following additional factors, among others, related
to the business combination:  the occurrence of any event, change or other circumstances that could give rise to the
termination of the merger agreement or the failure to satisfy closing conditions; the ability to obtain regulatory approvals or
third-party approvals for the transaction and the timing and conditions for such approvals; the ability to obtain approval of the
merger by the stockholders of OfficeMax and Office Depot; the risk that the synergies from the transaction may not be
realized, may take longer to realize than expected, or may cost more to achieve than expected; disruption from the
transaction making it more difficult to maintain relationships with customers, employees or suppliers; the ability to
successfully integrate the businesses; unexpected costs or unexpected liabilities that may arise from the transaction,
whether or not consummated; the inability to retain key personnel; future regulatory or legislative actions that could
adversely affect OfficeMax and Office Depot; and business plans of the customers and suppliers of OfficeMax and Office
Depot.  The forward-looking statements made herein are based on current expectations and speak only as of the date they
are made.  OfficeMax and Office Depot undertake no obligation to publicly update or revise any forward-looking statement,
whether as a result of future events, new information or otherwise.  Important factors regarding OfficeMax and Office Depot
that may cause results to differ from expectations are included in the companies’ respective Annual Reports on Form 10-K
for the year ended December 29, 2012, under 1A "Risk Factors", and in the companies’ other filings with the SEC.


Who We Are
Fortune 500 leading provider of products, solutions, and services for the workplace,
whether for business or at home
Approximately 29,000 employees
Operations and customer base in U.S., Canada, Mexico, Australia and New Zealand
A leading player in ecommerce through OfficeMaxWorkplace.com, OfficeMax.com, and
Reliable.com
941 retail stores in the U.S. and Mexico as of the end of FY2012
* Technology includes ink and toner
Retail Segment:
$3.3 Billion
Contract Segment:
$3.6 Billion
International
31%
U.S.
69%
Supplies
& Paper
57%
Technology*
31%
Furniture
12%
Total Company Sales
Retail
48%
Contract
52%
U.S.
91%
Supplies
& Paper
43%
Technology*
50%
Furniture
7%
Mexico
9%
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Sales at a glance: $6.9 Billion (FY2012)


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“Road to Success”
Vision
The Journey
Product, Services,     
& Solutions
Provider
Business Focus
with SMB Emphasis
Integrated
Omni-Channel Brand
Product Distributor
Individual Customer Focus
Retail Channel Bias
From
To
Foundation
Turnaround
Transformation
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OfficeMax Strategy
Key
Strategies
Key
Enablers
Strategic
Pillars
Key
Foundation
Operational
Turnaround
Balance Sheet
Management
Disruptive &
Innovative Moves
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Objective: Achieve peak operating margins, restore top-line growth, improve ROIC
Breakthrough ideas for cost efficiencies/synergies
Strengthen core
Grow adjacencies
Drive Digital &
Multichannel
Monetize non-core
assets
Non-recourse debt
optics
Legacy items
Optimize store
network
New store formats
New categories
High Caliber              Service & Innovation             Integrated                Strong               
Talent
Culture
Systems                    Execution


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Recent Progress in Executing Strategy
Retail
Delivering omnichannel environment
Expanding services offering
Optimizing tech offering
Associate training driving customer satisfaction
Addressed price impression through visual
merchandising
Reduced ~1 million gross square feet in 2012
(~6 million since beginning of 2005)
Contract
Maintained high customer retention rates
Performance based customer relationships
Expanding adjacencies
Expanded SMB initiative into 12 markets
International turnaround
Digital Initiative
Double digit growth on OfficeMax.com
Numerous website enhancements to improve
customer experience
Implemented new search engines
Enhanced OfficeMaxWorkplace.com
2012
Compuware
“Best
of
the
Web”
award
Monetized Boise non-core
investment, declared special
dividend
Extinguished Lehman notes
Pension lump sum payout
Reinstated quarterly dividend
Launched tech, website, and cloud
services
Launched new small-format
OfficeMax Business Solutions
Center
Expanding our laboratory
environment
Introduced Online Store Pickup
Operational Turnaround
Balance Sheet
Management
Disruptive & Innovative
Moves


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What Customers and Associates are Saying
…store in Shawnee, KS became my
production/marketing arm for my new
successful company.”
Customer,  Shawnee, KS                                         
.
Great service and effective solution
that can be customized to our
business needs.”
Customer, Healthcare Institution
Polite expert knowledge and
personal usage shared…
we now
feel differently about OfficeMax!”
Customer, Scottsdale, AZ
I’m very confident in working at OfficeMax.
Thank you for providing such an awesome
work
environment
for
me
I’ve
been
poached by other companies and I
wouldn’t dream of leaving OfficeMax.”
Store Associate,
Store #583, San Jose, CA
Thank you for making me love my
company again. I want to get out
and tell my customers the great
news about OMX!”
Associate,
Field Sales
The online catalog is easy to
browse through. Next day
delivery, no complications
with returns”
Customer,
Government Agency


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The Next Chapter
A Merger of Equals
Creation of an ~$18B Global Office
Solutions Company


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Enhanced financial performance
Significant synergy opportunities
Financial strength and flexibility
Increased scale and competitiveness
Broader global footprint
Improved customer experience to build brand loyalty
Accelerated innovation
Strategic Benefits of the Merger
Combined company will leverage talented associates
and managers with deep industry knowledge


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Merger Milestones


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