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ODP confirms Staples acquisition proposal

January 13, 2021

The ODP Corporation, Office Depot’s parent company confirmed the receipt of the acquisition proposal from Staples.

The ODP Corporation, a provider of business services, products and digital workplace technology solutions through an integrated B2B distribution platform and retail locations, confirmed that it has received a proposal to acquire the Company from USR Parent, Inc., the parent company of Staples and a portfolio company of Sycamore Partners.

The announcement said that consistent with its fiduciary duties, ODP’s Board of Directors is carefully reviewing the proposal in consultation with its financial and legal advisors to determine the course of action that it believes is in the best interests of the Company and its shareholders. As part of its review, the Board is evaluating various components of the proposal, including potential antitrust and other regulatory challenges given USR Parent’s ownership of Staples and past regulatory decisions blocking the combination of the two companies, purchase price, and closing conditionality.

The Company noted that, according to its letter to ODP, USR Parent expects the regulatory process to take at least six months.

While the Board review is underway, the Company and its employees remain focused on positioning the business to deliver value for stakeholders through the implementation of its strategy to build upon the capabilities of its B2B platform, supported by its “Maximise B2B” restructuring plan, to drive future growth, achieve cost savings and pave the way for an enhanced competitive profile that builds on its unique strengths.

ODP shareholders need take no action at this time.

Simpson Thacher & Bartlett LLP and Goldman Sachs & Co. LLC are acting as legal and financial advisor to the Company, respectively.

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