Staples, Inc. Announces Early Results and Pricing of Its Previously
Announced Cash Tender Offer
FRAMINGHAM, Mass. -- January 22, 2013
Staples, Inc. (Nasdaq: SPLS) announced today that as of 5:00 p.m., New York
City time, on January 18, 2013 (the “Early Tender Date”), it had received
tenders for an aggregate principal amount of approximately $633 million of its
outstanding 9.750% Senior Notes due 2014 (the “Notes”) in its previously
announced cash tender offer (the “Tender Offer”). The terms and conditions of
the Tender Offer are set forth in Staples’ Offer to Purchase dated January 7,
2013 (the “Offer to Purchase”), and the related Letter of Transmittal.
Holders of Notes validly tendered and not withdrawn at or prior to the Early
Tender Date and accepted for purchase will be eligible to receive the “Total
Consideration” specified in the table below, which includes the Early Tender
Premium (as defined in the Offer to Purchase). Holders of Notes validly
tendered and not withdrawn after the Early Tender Date but at or prior to
11:59 p.m., New York City time, on February 4, 2013 (such date and time, as it
may be extended, the “Expiration Date”) and accepted for purchase will be
eligible to receive the Tender Offer Consideration, namely the Total
Consideration minus the Early Tender Premium specified in the table below. In
addition to the Total Consideration or Tender Offer Consideration, as
applicable, Holders of Notes accepted for purchase will receive Accrued
Interest (as defined in the Offer to Purchase) on those Notes from the last
interest payment date with respect to those Notes to, but not including, the
applicable Settlement Date (as defined in the Offer to Purchase).
Title of CUSIP Treasury Bloomberg Fixed Tender Offer Early Total
Security Number Security Reference Spread Consideration(1) Premium(1) Consideration(1)
Notes 855030AJ1 Note BBT4 50 bps $1,058.51 $30.00 $1,088.51
due 2014 due
(1) Per $1,000 principal amount of Securities validly tendered.
The principal amount of Notes that may be purchased pursuant to the Tender
Offer will not exceed the maximum tender amount of $750,000,000.
The Tender Offer will expire on the Expiration Date. The Settlement Date for
Notes validly tendered after the Early Tender Date and on or before the
Expiration Date is expected to be February 5, 2013. The withdrawal deadline of
5:00 p.m., New York City time, on January 18, 2013 (the “Withdrawal Deadline”)
has passed and has not been extended. Holders of Notes who validly tendered
their Notes prior to the Withdrawal Deadline, and Holders of Notes who validly
tender their Notes after the Withdrawal Deadline but on or prior to the
Expiration Date, may not withdraw their tendered Notes unless we are required
to extend withdrawal rights under applicable law.
Barclays Capital Inc. and BofA Merrill Lynch are acting as the dealer managers
for the Tender Offer. The information agent and tender agent for the Tender
Offer is D.F. King & Co., Inc. The Tender Offer is made only by the Offer to
Purchase and the related Letter of Transmittal, and the information in this
news release is qualified by reference to such documents. Persons with
questions regarding the Tender Offer should contact Barclays Capital Inc at
(800) 438-3242 (toll-free) or (212) 528-7581 (collect) or BofA Merrill Lynch
at (888) 292-0070 (toll-free) or (980) 387-3907 (collect). Requests for copies
of the Offer to Purchase and Letter of Transmittal should be directed to D.F.
King & Co., Inc. at (800) 431-9643 (toll-free) or (212) 269-5550 (collect).
This release is for informational purposes only and is neither an offer to
purchase nor a solicitation of an offer to sell the Notes. The Tender Offer is
not being made to holders in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction. In any jurisdiction in which the Tender Offer
is required to be made by a licensed broker or dealer, it shall be deemed to
be made by the dealer managers or any other licensed broker or dealer on
behalf of Staples.
Staples is the world’s largest office products company and second largest
internet retailer. The company provides products, services and expertise in
office supplies, copy & print, technology, facilities and breakroom, and
furniture. Staples invented the office superstore concept in 1986 and now has
annual sales of $25 billion, ranking second in the world in eCommerce sales.
With 88,000 associates worldwide, Staples operates in 26 countries throughout
North and South America, Europe, Asia and Australia, making it easy for
businesses of all sizes and consumers. The company is headquartered outside
Certain information contained in this press release constitutes
forward-looking statements, including the statements regarding the timing and
settlement of the tender offer. These statements relate to future events and
can generally be identified by words such as "expects" and "intends".
Forward-looking statements are inherently uncertain. Actual results may differ
materially from those indicated by such forward-looking statements as a result
of risks and uncertainties, including but not limited to changes in national
or regional economies, changes in the interest rate environment and other
factors discussed or referenced in our most recent quarterly report on Form
10-Q filed with the SEC, under the heading "Risk Factors" and elsewhere, and
any subsequent periodic or current reports filed by us with the SEC. In
addition, any forward-looking statements speak only as of the date such
statements are made. While we may elect to update forward-looking statements
at some point in the future, we specifically disclaim any obligation to do so.
Kirk Saville/Owen Davis, 508-253-8530/8468
Chris Powers/Kevin Barry, 508-253-4632/1487
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