Grupo Gigante SAB de CV (BMV:GIGANTE *) made an offer to acquire the remaining 50% stake in Office Depot de México S.A. de C.V. from Office Depot, Inc. (NYSE:ODP) for MXN 8.8 billion on February 15, 2013. Grupo Gigante will fund the acquisition through a debt financing commitment received from Credit Suisse AG and BBVA Bancomer, S.A. consisting of Mexican peso denominated senior secured term loans and Dollar denominated senior secured term loans. The agreement includes a termination fee of approximately MXN 440 million in cash if any party backs out of the transaction. For the year ended December 31, 2013, Office Depot de México, S. A. de C. V. reported revenues of MXN 15.1 billion, total assets of MXN 9.4 billion, EBIT of MXN 1.2 billion, consolidated net income of MXN 819 million, Total stockholders' equity of MXN 6.6 billion and total liabilities of MXN 2.8 billion. Office Depot's Board of Directors reviewed and gave due consideration to the offer from Gigante as part of a review of its strategic alternatives, which culminated in the announcement of the agreement and plan of merger with OfficeMax Incorporated on February 20, 2013.

As per the agreement entered into between Office Depot Inc. and OfficeMax Incorporated, the sale of any major asset requires the consent of OfficeMax, which is a standard term and condition of the agreement. The transaction with Grupo Gigante is thus subject to consent of OfficeMax Incorporated. The offer shall expire on February 28, 2013. As of March 15, 2013, the offer period has expired but, the talks to secure a deal shall continue. As of May 31, 2013, negotiations for the transaction were completed and definitive terms of the sale are expected to be announced next week.

Grupo Gigante SAB de CV (BMV:GIGANTE *) signed a definitive agreement to acquire the remaining 50% stake in Office Depot de México S.A. de C.V. from Office Depot, Inc. (NYSE:ODP) for MXN 8.8 billion on June 3, 2013. The deal is conditional on receiving Mexican regulatory approval and Grupo Gigante S.A.B. de C.V. shareholder approval which Office Depot believes will be secured within 30 days. Office Depot expects to use the estimated MXN 7.04 billion ($550 million) in net after-tax proceeds from the sale to redeem 50% of the Office Depot's convertible preferred shares held by BC Partners and its affiliates upon receiving shareholder approval of the planned merger with OfficeMax, as well as to redeem the $150 million of maturing 6.25% bonds due in August 2013. BofA Merrill Lynch acted as the financial advisor to Office Depot. Credit Suisse acted as financial advisor for Grupo Gigante. Javier Martinez del Campo of Jones Day acted as legal advisor for Grupo Gigante. David Schwartzbaum and Joe Gangitano of Greenberg Traurig, LLP acted as legal advisors to Merrill Lynch & Co., Inc. Banco Bilbao Vizcaya Argentaria, S.A. and Vace Partners S.C. acted as the financial advisor and Cravath, Swaine & Moore LLP acted as the legal advisor to Grupo Gigante SAB de CV.

Alexander B. Johnson, Amy Bowerman Freed, William W. Yavinsky, Alessandra Love Simons and Valerie K Brennan of Hogan Lovells US LLP acted as legal advisor for Office Depot, Inc. CCRGA acted as legal advisor for Office Depot de México S.A. de C.V. Morgan, Lewis & Bockius LLP acted as legal advisor for Grupo Gigante SAB de CV. The conversions were done through www.oanda.com as on June 4, 2013.

Grupo Gigante SAB de CV (BMV:GIGANTE *) completed the acquisition of remaining 50% stake in Office Depot de México S.A. de C.V. from Office Depot, Inc. (NYSE:ODP) on July 9, 2013.