Staples reprices tender offer for Corporate Express' 8¼%, 7 7/8% notes

By Angela McDaniels

Tacoma, Wash., June 30 - Staples, Inc. revised the amount payable to participants in its tender offer for the 8¼% senior subordinated notes due 2014 and 7 7/8% senior subordinated notes due 2015 issued by Corporate Express NV subsidiary Corporate Express U.S. Finance Inc.

For each $1,000 principal amount of notes, the company said it will pay $1,090.46 for the 8¼% notes and $1,115.33 for the 7 7/8% notes. Holders will also receive accrued interest up to but excluding the payment date, which is expected to be July 17.

The payouts include a $30.00 consent fee for every $1,000 principal amount of notes tendered by the consent deadline, which was 5 p.m. ET on June 5.

The tender offer was repriced because Staples extended it to 11:59 p.m. ET on July 15 from June 27.

The new payouts were determined at 2 p.m. ET on June 30 using the bid-side yield of the 4 7/8% U.S. Treasury note due June 30, 2009 for the 8¼% notes and the 2% U.S. Treasury note due Feb. 28, 2010 for the 7 7/8% notes plus a fixed spread of 50 basis points.

The company previously fixed pricing on June 5. Based on the previously scheduled payment date of June 30, Staples had planned to pay $1,094.35 for the 8¼% notes and $1,117.99 for the 7 7/8% notes.

Staples is conducting the tender offer and a consent solicitation through its subsidiary, Staples Acquisition BV, in connection with its €3.1 billion offer to acquire Corporate Express, which it is carrying out via an €9.25-per-share tender offer for the company's ordinary shares.

Staples Acquisition is seeking consents to proposed amendments to the note indentures that would eliminate most of the restrictive covenants, some event-of-default provisions and other provisions.

Holders who tender must consent to the amendments and vice versa.

The tender offer began on May 22 and is conditioned upon, among other things, the receipt of consents from holders of a majority of each series of notes and satisfaction of the conditions to the tender offer for Corporate Express' shares.

As of midnight ET on June 26, holders had tendered 98.67% of the 8¼% notes and 99.73% of the 7 7/8% notes.

Lehman Brothers Inc. (800 438-3242 or 212 528-7581) is dealer manager and solicitation agent, and Georgeson Inc. (866 201-4446) is the information agent.

Staples, an office superstore based in Framingham, Mass., will finance the offers with proceeds from a $3 billion credit agreement with Lehman Brothers Inc., Bank of America and HSBC Bank USA, with cash reserves and with borrowings under its revolving credit facility.

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

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.