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Published on 3/28/2008 in the Prospect News Special Situations Daily.

Woodbridge, Levitt push for election of their nominees to Office Depot board

By Lisa Kerner

Charlotte, N.C., March 28 - Woodbridge Equity Fund LLLP and Levitt Corp. (together, Woodbridge Group) reached out to fellow Office Depot, Inc. shareholders, urging them to elect the investors' nominees, Mark Begelman and Martin E. Hanaka, to the company's board of directors on April 23 in order to change the status quo.

Begelman is former president and chief operation officer of Office Depot, while Hanaka is the former CEO of Sports Authority, Inc.

The investors said their nominees will bring a new voice and fresh perspective to the board.

Office Depot's nominees are its current chairman and CEO, Steve Odland, and former chairman and CEO David I. Fuente, according to a Woodbridge Group news release.

In its letter to shareholders, Woodbridge Group said Office Depot's stock is undervalued and the company has "significantly underperformed" its competitor, Staples, Inc.

According to Woodbridge Group, Office Depot's stock has fallen 69% over the last two years, closing at a low of $10.86 on March 17.

Office Depot's recent statement that it has a "long-range strategic plan" offers nothing new, the letter said, citing a lack of results in the company's turnaround plan.

On March 18, Office Depot asked its shareholders to reject Woodbridge Group's attempt to nominate two dissident directors to the company's board.

Office Depot accused Woodbridge Group of trying to oust Odland and Fuente in a move that would be "highly disruptive" and damaging to the company.

The Delray Beach, Fla., office products company previously announced that it is in the process of implementing "a strong long-range plan under difficult macroeconomic conditions."

Office Depot hired Peter J. Solomon Co. in November to provide ongoing analytic support and advice regarding capital structure alternatives, a prior Office Depot news release said.


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