Staples extends tender for 4 3/8% notes due 2023 related to buyout

By Susanna Moon

Chicago, Aug. 14 – Staples, Inc. extended the cash tender offer for its $500 million of 4 3/8% senior notes due 2023.

The offer will now continue until 11:59 p.m. ET on Sept. 1, extended from 11:59 p.m. ET on Aug. 25.

Holders had tendered $231,631,000, or 46.33%, of the notes as of 5 p.m. ET on Aug. 11, the previous early deadline, according to a company update on Monday.

The consent deadline is now 11:59 p.m. ET on Aug. 18.

As announced July 31, Staples is also soliciting consents to amend the terms of the notes.

Tenders may no longer be withdrawn as of 5 p.m. ET on Aug. 11.

Staples previously said it is carrying out the tender in connection with the acquisition of the company and Arch Parent Inc. As previously announced, Staples is to be acquired by Sycamore Partners in a transaction valued at $6.9 billion.

Closing of the acquisition may result in a change of control under the terms of the notes, the company previously said.

The consent solicitation is to amend the definition of “change of control” so that the acquisition does not trigger this provision.

To make the change, Staples needs consents from holders of a majority of the notes.

For notes tendered before the early deadline, the payment on offer is $1,012.50 per $1,000 principal amount.

The amount includes a consent payment of $30.00 per $1,000.

After the early deadline, the amount on offer will be $982.50 per $1,000 principal amount.

Staples will also pay accrued interest up to but excluding the settlement date.

Settlement is planned to coincide with the acquisition of the company.

Closing of the tender is subject to conditions including completion of the merger, which is expected to take place this year.

BofA Merrill Lynch (888 292-0070 or 980 388-3646) and Deutsche Bank Securities (866 627-0391 or 212 250-2955) are dealer managers and solicitation agents. D.F. King & Co., Inc. (800 870-0126 or stpls@dfking.com) can provide documents.

Staples is a Framingham, Mass., retailer of office supplies.

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