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Published on 6/27/2008 in the Prospect News Special Situations Daily.

Staples tender offer for Corporate Express ends

By Lisa Kerner

Charlotte, N.C., June 27 - The acceptance period for Corporate Express NV shareholders to tender ordinary shares - including ordinary shares represented by American Depositary Shares, depositary receipts of preference shares A and the 2% subordinated convertible bonds due 2010 - in Staples, Inc.'s offer ended June 27.

According to Staples, the following securities have been tendered for acceptance under the offer:

• 152,495,551 ordinary shares with a nominal value of €1.20 each, including the ordinary shares represented by ADSs;

• 53,144,811 preference shares A with a nominal value of €1.20 each; and

• €146.51 million principal amount of 2% subordinated convertibles.

The offer began May 19, a Staples news release said.

Following the tender offer, Staples owns 95.2% of the total issued and outstanding ordinary shares of Corporate Express and 99.7% of the total issued and outstanding preference shares A.

Together with the €6.73 million of bonds already held by Staples Acquisition BV, the bonds tendered in the offer represent 99.1% of the total issued and outstanding principal amount of 2% subordinated convertibles, it was reported in the release.

On June 11, Corporate Express announced it approved Staples' latest offer to acquire the company for €9.25 per ordinary share, or €3.1 billion.

Staples is an office superstore based in Framingham, Mass.

Corporate Express is a business-to-business office supply company based in Amsterdam.


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