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Saturday, November 21, 
4:32 pm

Staples deadline for Corporate Express hostile takeover nears

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Still no formal announcement, but if Staples Inc.'s plans to take its bid for Corporate Express NV hostile, the Framingham, Mass.-based stationary company must register an official bid for approval to the Dutch market regulator by May 13. So by next week we should have the formal announcement. There were supposedly more exploratory talks between the two companies, but it looks like Staples may go hostile.

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Staples confirmed its intention to bid for Corporate Express via "ordinary share and ADS," and a press release confirmed that preparations were underway for the offer.

Staples expects to submit a request for approval of the offer memorandum in respect of the Offer (the "Offer Memorandum") to the Netherlands Authority for the Financial Markets (Stichting Autoriteit Financiële Markten or "AFM") before May 13, 2008, which is the date by which under Dutch law a request for approval must be submitted to the AFM. In addition, Staples plans to make all necessary competition regulatory filings prior to May 13, 2008.

Corporate Express rejected Staples proposed bid of $3.83 billion in February stating that it was too low. Then Staples scooped up financing for the planned acquisition for Corporate Express and entered into a definitive $3 billion credit agreement with financing arranged by Lehman Brothers Inc., Bank of America Corp. and HSBC Bank USA.

This $3 billion financing, together with its cash reserves and existing revolving credit facility, are sufficient to finance Staples' acquisition of Corporate Express and enable Staples to proceed with its previously announced public offer for all the outstanding ordinary shares and American depositary shares ("ADS") issued by Corporate Express.

So is Staple's bid for Corporate Express too low? Corporate Express' first-quarter results were released Wednesday, and like those of many retailers they were below expectations. First-quarter net profit fell to €8.5 million ($24.5 million) from €15.9 million a year earlier. Stock opened Thursday at $7.52 per share. The original bid Staples made comes to $10.63 per share. What do you think? - Maria Woehr





Comments

From: Richard Escalera,

Too low.

Posted on: May 8, 2008 6:24 PM


From: AG,

why too low?

Posted on: May 8, 2008 9:36 PM


From: Randomness,

The last sentence is very misleading, because the 7.52 is the EUR price in Amsterdam, while the 10.63 is a USD price in New York. After May 13 it will take some weeks before the offer is made to the public. You can check the mentioned website for the timeline.

Posted on: May 9, 2008 2:32 AM


From: Sue Middleton,

What about the employees in Canada, will they be absorbed by Staples if the takeover proceeds? If not, what will happen to them?


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