Unibail-Rodamco SE plans to proceed with merger by absorption of Rodamco Europe B.V.

Paris, Amsterdam, 2016-Nov-08 — /EPR Retail News/ — In order to simplify the group’s organization, Unibail-Rodamco SE plans to proceed with a merger by absorption of Rodamco Europe B.V. (a Dutch company wholly-owned by Unibail-Rodamco SE) no later than December 31, 2016, subject to the fulfillment of certain conditions precedent. The absorption had initially been planned for Q4-2015.

According to Article R. 236-3 of the French Commercial Code: (i) the draft cross border merger agreement, (ii) the interim financial statements of Rodamco Europe B.V. at September 30, 2016 and the bi-annual financial statements of Unibail-Rodamco SE and (iii) the annual accounts approved by the general meetings and the management reports for the years 2013, 2014 and 2015, will be made available to shareholders of Unibail-Rodamco SE at its head office as of November 7, 2016.

Pursuant to Article L. 236-11 of the French Commercial Code, the merger, if implemented, will not be subject to final approval of an extraordinary general meeting of Unibail-Rodamco SE.

About Unibail-Rodamco

Created in 1968, Unibail-Rodamco SE is Europe’s largest listed commercial property company, with a presence in 11 EU countries, and a portfolio of assets valued at €39.3 billion as of June 30, 2016. As an integrated operator, investor and developer, the Group aims to cover the whole of the real estate value creation chain. With the support of its 1,985 professionals, Unibail-Rodamco applies those skills to highly specialised market segments such as large shopping centres in major European cities and large offices and convention & exhibition centres in the Paris region. The Group distinguishes itself through its focus on the highest architectural, city planning and environmental standards. Its long term approach and sustainable vision focuses on the development or redevelopment of outstanding places to shop, work and relax. Its commitment to environmental, economic and social sustainability has been recognised by inclusion in the FTSE4Good and STOXX Global ESG Leaders indexes. The Group is a member of the CAC 40, AEX 25 and EuroSTOXX 50 indices. It benefits from an A rating from Standard & Poor’s and Fitch Ratings.

For more information, please visit our website www.unibail-rodamco.com

For further information, please contact:
Investor Relations:
Zeineb Slimane
+33 1 76 77 57 22
zeineb.slimane@unibail-rodamco.com

Marine Huet
+33 1 76 77 58 02
marine.huet@unibail-rodamco.com

Media Relations:
Pauline Duclos-Lenoir
+33 1 76 77 57 94
pauline.duclos-lenoir@unibail-rodamco.com

Source: Unibail-Rodamco

Key historical data released on the financial results of Ahold Delhaize post their merger

Zaandam, the Netherlands, 2016-Oct-08 — /EPR Retail News/ — Ahold Delhaize today (October 6, 2016 ) published pro forma combined financial information following the merger between Ahold and Delhaize Group which was completed on July 23, 2016.

The unaudited pro forma information includes key historical data on the results of Ahold Delhaize and provides a comparative basis to facilitate assessment of the current performance of the combined company for illustrative purposes. The information, which may be subject to change, is presented in a format that is aligned with Ahold Delhaize’s future reporting structure and reporting segments.

The pro forma key historical data has been prepared assuming the merger became effective on the first day of Ahold’s 2015 financial year. Delhaize Group’s assets and liabilities have been accounted for at fair value, in accordance with IFRS 3, and calculated on the basis of values/data established on the date of merger completion, i.e. July 23, 2016. No adjustments were made for the difference in number of weeks per quarter. The reporting calendar will be aligned to 13 week quarters for all segments as of the first quarter of 2017.

The following main adjustments to the combined historical data were made to arrive at the pro forma information:

• Exclusion of the performance of remedy stores and other divestments
• Exclusion of merger transaction costs
• Inclusion of Purchase Price Allocation effects on Delhaize assets and liabilities, impacting depreciation and amortization, net interest expense and rent
• Alignment of Global Support Office functions and related costs
• Alignment of foreign exchange rates for consolidation of foreign group entities

Following provisional fair value adjustments were made to the Delhaize balance sheet:

• Property, Plant and Equipment increased by €0.8 billion
• Goodwill & non-amortizable intangibles increased by €5.2 billion, which includes €2.4 billion allocated to Ahold banners
• Other intangible assets increased by €0.9 billion
• Net debt increased by €0.7 billion to €2.7 billion

Media Contacts:

Email: media.relations@aholddelhaize.com
Phone: +31 88 659 9111

Source: Ahold Delhaize Group

U.S. Federal Trade Commission clears Ahold and Delhaize Group merger

Zaandam, the Netherlands, 2016-Jul-29 — /EPR Retail News/ — Zaandam, the Netherlands – Ahold and Delhaize Group have received regulatory clearance for their merger from the United States Federal Trade Commission (FTC). The companies subsequently completed the merger with the signing of the merger deed by Ahold CEO Dick Boer and Delhaize Group CEO Frans Muller today.

Jan Hommen, Ahold Supervisory Board Chairman said: “Today marks the successful completion of this cross-border merger, bringing together two great food retail companies. Ahold Delhaize is ready for a strong start, building on its strong foundation, heritage and complementary businesses.”

Dick Boer, Ahold CEO said: “Completing this merger today is an exciting and historic moment. I would like to thank all associates for their dedication and hard work. With our new leadership team, we look forward to continuing to deliver for our customers and other stakeholders.”

The merger will become effective on Sunday, July 24, 2016 at 00:01 a.m. CET. Ahold Delhaize shares will start trading on Euronext Amsterdam and Euronext Brussels on Monday, July 25 with ticker symbol AD. Ahold Delhaize American Depositary Receipts (ADRs) will trade over-the-counter in the United States and will be quoted on the OTCQX International marketplace.

Visit www.adcombined.com

Media Contacts:

Tim van der Zanden
Head of External Communications
media.relations@aholddelhaize.com
+31 88 6595134

Maud van Gaal
Manager External Communications
media.relations@aholddelhaize.com
+31 88 6595134

Source: Ahold Delhaize

Ahold and Delhaize Group expect to complete their intended merger on July 23, 2016

Zaandam, the Netherlands, 2016-Jul-22 — /EPR Retail News/ — In line with required notification periods for listing purposes, Ahold and Delhaize Group today announced that they expect to complete their intended merger on July 23, 2016, if regulatory clearance has been obtained from the United States Federal Trade Commission by that date.Subject to completion of the merger on July 23, 2016, Ahold Delhaize is expected to start trading on Euronext Amsterdam and Brussels on Monday, July 25, 2016, with ticker symbol AD. Ahold Delhaize American Depositary Receipts (ADRs) will trade over-the-counter in the United States and will be quoted on the OTCQX International marketplace.

Details on the settlement mechanics for holders of Delhaize Group shares are provided in Delhaize Group’s press release of today.

Please visit www.delhaizegroup.com or www.adcombined.com for more information.

Read all about the intended merger

Cautionary notice
This press release includes forward-looking statements, which do not refer to historical facts but refer to expectations based on management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those included in such statements. These forward-looking statements include, but are not limited to, statements as to the expectation of Ahold and Delhaize to complete their merger on July 23, 2016, subject to FTC clearance, and trading and quoting of Ahold Delhaize shares and ADRs. These forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond Ahold’s ability to control or estimate precisely, such as discussed in Ahold’s public filings and other disclosures. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Koninklijke Ahold N.V. does not assume any obligation to update any public information or forward-looking statements in this release to reflect subsequent events or circumstances, except as may be required by law. Outside the Netherlands, Koninklijke Ahold N.V., being its registered name, presents itself under the name of “Royal Ahold” or simply “Ahold.”

Contact:
Phone: +31 88 659 9111

Source: Ahold

Delhaize Group and Ahold expect their merger to complete before the end of July 2016

BRUSSELS, Belgium, 2016-Jul-15 — /EPR Retail News/ — In the context of the intended merger between Delhaize Group and Ahold, the companies have confirmed today that they expect the merger to complete before the end of July, subject to regulatory approval by the Federal Trade Commission of the United States.

In addition, Ahold today provided further details on its €1 billion capital repayment and reverse stock split, which had been announced on June 24, 2015 and approved by Ahold’s shareholders on March 14, 2016. Please refer to Ahold’s press release of today for further details.

On June 24, 2015, Ahold and Delhaize announced their intention to merge. The shareholders’ meetings of both companies approved the merger in March 2016.The Belgian Competition Authority (BCA) granted its conditional approval for the merger in March 2016. FTC clearance is the final regulatory approval requirement for the merger to complete.

Please visit www.delhaizegroup.com, www.ahold.com, or www.adcombined.com for more information.

Delhaize Group

Delhaize Group is a Belgian international food retailer present in seven countries on three continents. On March 31, 2016, Delhaize Group’s sales network consisted of 3 524 stores. In 2015, Delhaize Group recorded €24.4 billion ($27.1 billion) in revenues and €366 million ($407 million) net profit (Group share). At the end of 2015, Delhaize Group employed approximately 154 000 people. Delhaize Group’s stock is listed on NYSE Euronext Brussels (DELB) and the New York Stock Exchange (DEG).

This press release is available in English, French and Dutch. You can also find it on the website http://www.delhaizegroup.com. Questions can be sent to investor@delhaizegroup.com.

Contacts

Investor Relations: + 32 2 412 2151
Media Relations: + 32 2 412 8669

Source: Delhaize Group

SUPERVALU to acquire 22 Food Lion grocery stores that are being sold in connection with the merger between Ahold and Delhaize

MINNEAPOLIS, 2016-Jul-15 — /EPR Retail News/ — SUPERVALU INC. (NYSE:SVU) today announced it has entered into a definitive agreement to acquire 22 Food Lion grocery stores that are being sold in connection with the merger between Ahold and Delhaize. The 22 Food Lion stores are located in northern West Virginia, western Maryland, south central Pennsylvania and northwestern Virginia. The acquired stores will be converted to SUPERVALU’s Shop ‘N Save format and at least initially be operated by SUPERVALU. SUPERVALU is in discussions with certain of its wholesale customers and the Federal Trade Commission (FTC) on ways for its wholesale customers to have an interest in these stores going forward.

SUPERVALU supplies and supports nearly 100 independently-operated Shop ‘N Save stores located primarily in western Pennsylvania and West Virginia. These independently-operated stores are a key component of SUPERVALU’s wholesale business and the network of stores and owners is among the strongest in SUPERVALU’s wholesale business. The 22 acquired stores are expected to benefit from both the scale of the format and similar merchandising and marketing strategies. These stores are not part of SUPERVALU’s corporately-owned Shop ‘n Save retail banner comprised of 44 stores in the St. Louis, Missouri area.

“I’m pleased that SUPERVALU will acquire these stores, which should provide excellent opportunities for our wholesale customers, who were unable to buy them outright,” said SUPERVALU President and CEO Mark Gross. “The stores will operate under our Shop ‘N Save format, which we believe is a great format for us and our wholesale customers. This acquisition is another example of the work we’re doing to grow our business and to deliver creative solutions for our wholesale customers.”

The stores being acquired are conventional supermarkets that are approximately 35,000 square feet in size. As Shop ‘N Save stores, the plan will be to deliver a full-variety meat department, full-service delis and bakeries and an expanded produce department. Additionally, these 22 stores also will receive comprehensive marketing, advertising, and promotional support, including implementation of the Shop ‘N Save loyalty card program, and interactive website and mobile app. The 22 stores currently employ more than 1,200 full and part-time associates and, as part of the acquisition, SUPERVALU anticipates offering employment to substantially all interested employees.

The acquisition of the 22 stores is subject to customary closing conditions, including approval by the FTC, and is expected to be completed in a staggered closing process over the next 105 days.

A complete list of stores and locations follows below.

Food Lion Stores Being Acquired by SUPERVALU

Store Address City ST Zip
761 East Wilson Boulevard Hagerstown MD 21740
22401 Jefferson Boulevard Smithburg MD 21783
18717 North Pointe Drive Hagerstown MD 21742
17718 Virginia Avenue Hagerstown MD 21740
18360 College Road Hagerstown MD 21740
4170 Philadelphia Avenue Chambersburg PA 17202
875 Lincoln Way West Chambersburg PA 17202
500 North Antrim Way Greencastle PA 17225
11105 Buchanan Trail Waynesboro PA 17268
707 Fort Collier Road Winchester VA 22601
2600 Valley Avenue Winchester VA 22601
249 Sunnyside Plaza Circle Winchester VA 22603
609 K East Main Street Purcellville VA 20132
260 Remount Road Front Royal VA 22630
409 North McNeil Road Berryville VA 22611
190 Delco Plaza Winchester VA 22602
380 Fairfax Pike Stephens City VA 22655
159 Grocery Avenue Winchester VA 22602
147 Roaring Lion Drive Hedgesville WV 25427
1140 Winchester Avenue Martinsburg WV 25401
50 Coast Guard Drive Kearneysville WV 25430
1317 Old Courthouse Square Martinsburg WV 25401

About SUPERVALU INC.
SUPERVALU INC. is one of the largest grocery wholesalers and retailers in the U.S. with annual sales of approximately $18 billion. SUPERVALU serves customers across the United States through a network of 3,588 stores composed of 1,796 independent stores serviced primarily by the Company’s food distribution business; 1,360 Save-A-Lot stores, of which 897 are operated by licensee owners; and 200 traditional retail grocery stores (store counts as of February 27, 2016). Headquartered in Minnesota, SUPERVALU has approximately 40,000 employees.

For more information about SUPERVALU visit www.supervalu.com.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995.

Except for the historical and factual information contained herein, the matters set forth in this news release, particularly those pertaining to SUPERVALU’s expectations, guidance, or future operating results, and other statements identified by words such as “estimates,” “anticipates,” “expects,” “projects,” “plans,” “intends,” “will” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including uncertainties as to the timing of the acquisition and satisfaction of the closing conditions, including approval by the FTC, SUPERVALU’s ability to integrate the Food Lion stores into the Shop ‘N Save format and ability to reach agreement on ways for its wholesale customers to have an interest in these new stores, and the resulting business impacts of these new stores. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this news release. Unless legally required, SUPERVALU undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

Contact:

For Investors:
Steve Bloomquist
952-828-4144
Steve.j.bloomquist@supervalu.com

For Media:
Jeff Swanson
952-903-1645
Jeffrey.s.swanson@supervalu.com

Source: SUPERVALU INC.

Delhaize Group and Ahold merger expect completion before the end of July

BRUSSELS, Belgium, 2016-Jul-14 — /EPR Retail News/ — Delhaize Group and Ahold today announced that their United States subsidiaries have reached agreements with buyers to divest a total of 86 stores in a limited number of locations in which the companies’ U.S. subsidiaries both operate. These divestments are being made in connection with the United States Federal Trade Commission’s (FTC) pending review of the proposed merger between the two companies. The divested stores are being sold to well-established supermarket operators.

All of the purchase agreements are subject to FTC approval. The agreements are also subject to FTC clearance and formal completion of the Delhaize Group and Ahold merger, which the companies continue to expect before the end of July.

These store locations represent 4.1% of the Ahold and Delhaize Group companies’ total combined U.S. store count and 3.2% of combined U.S. 2015 net sales.

“Selling stores is a difficult part of any merger process, given the impact on our associates, customers and communities in which we operate,” said Frans Muller, President and Chief Executive Officer, Delhaize Group. “We believe we have made every effort to identify strong buyers for these locations, and we want to thank our loyal associates and customers who have shopped our stores and supported us for so many years. Upon the completion of the merger, we will continue to maintain our local Food Lion and Hannaford brands; however, our new company scale will enable us to accelerate our local market strategies to better serve our customers with nearly 2,000 stores along the East Coast in the United States.”

The buyers of the 86 stores being divested are:

  • New Albertson’s, Inc. (part of Albertsons Companies based in Idaho), purchasing 1 Giant Food store in Salisbury, Maryland;
  • Big Y (based in Massachusetts), purchasing 8 Hannaford stores in eastern Massachusetts;
  • Publix (based in Florida), purchasing 10 MARTIN’S stores in Richmond, Virginia;
  • Saubel’s Markets (based in Pennsylvania), purchasing 1 Food Lion store in York, Pennsylvania
  • Supervalu (based in Minnesota), purchasing 22 Food Lion stores in Maryland, Pennsylvania, Virginia and West Virginia;
  • Tops Markets (based in New York), purchasing 1 Stop & Shop store in Massachusetts as well as  3 Stop & Shop  stores and 2 Hannaford stores in New York; and
  • Weis Markets (based in Pennsylvania), purchasing 38 Food Lion stores in Delaware, Maryland and Virginia.

The divested stores are expected to be converted by the buyers to their new banners and re-opened as supermarkets after any remodeling planned by the buyers.

A full list of the locations being sold by both companies as part of this process is attached as an annex to this press release.

On June 24, 2015, Delhaize Group and Ahold announced their intention to merge. The shareholders’ meetings of both companies approved the merger in March 2016. The Belgian Competition Authority (BCA) granted its conditional approval for the merger in March 2016.  FTC clearance is the remaining regulatory approval requirement for the Ahold and Delhaize Group merger.

Please visit www.delhaizegroup.com, www.ahold.com, or www.adcombined.com for more information.

Delhaize Group 
Delhaize Group is a Belgian international food retailer present in seven countries on three continents. On March 31, 2016, Delhaize Group’s sales network consisted of 3,524 stores. In 2015, Delhaize Group posted €24.4 billion ($27.1 billion) in revenues and €366 million ($407 million) in net profit (Group share). At the end of 2015, Delhaize Group employed approximately 154,000 people. Delhaize Group’s stock is listed on NYSE Euronext Brussels (DELB) and the New York Stock Exchange (DEG).

This press release is available in English, French and Dutch. You can also find it on the website http://www.delhaizegroup.com. Questions can be sent to investor@delhaizegroup.com.

Contacts:

Investor Relations: + 32 2 412 2151
Media Relations: + 32 2 412 8669
U.S. Media: Christy Phillips-Brown
+1-704-310-2221
Cphillips-brown@foodlion.com

Source: Delhaize Group

Staples and Office Depot to contest FTC’s decision to challenge the merger of the two companies

Companies confident in legal position based on competitive dynamics and clear FTC precedent

FRAMINGHAM, Mass. & BOCA RATON, Fla., 2015-12-9 — /EPR Retail News/ — Staples, Inc. (Nasdaq: SPLS) and Office Depot, Inc. (Nasdaq: ODP) today announced that they intend to contest the U.S. Federal Trade Commission’s decision to challenge the merger of the two companies. The companies were informed of the FTC’s decision earlier today.

The proposed acquisition would benefit customers, employees and shareholders, and the companies look forward to a full, impartial judicial review of the competitive effects of the transaction.

Staples and Office Depot will demonstrate that the FTC’s decision is based on a flawed analysis and misunderstanding of the intense competitive landscape in which Staplesand Office Depot compete. In fact, the FTC’s decision to contest the merger contradicts its own unanimous ruling in the Office Depot – OfficeMax merger in 2013, in which the commission declared the market highly competitive. At the time, the FTC ruled that Staples and Office Depot face “strong competition” from “a host” of competitors. The office products landscape has grown even more competitive since then.

“This merger creates an unparalleled opportunity to better serve customers of Staples and Office Depot,” said Ron Sargent, chairman and chief executive officer, Staples. “The combined company would generate significant savings, and we’re committed to investing savings in lower prices for all customers. We’ll also use the savings to continue to invest in our people, technology and customer service.”

Roland Smith, chairman and chief executive officer, Office Depot said, “The combination of Staples and Office Depot is based on creating an organization able to compete in a vibrant market with strong regional players and powerful new national entrants. We are confident that this transaction is consistent with the 2013 FTC statement in the Office Depot-Office Max merger and intend to pursue legal options in order to complete this transaction.”

The acquisition is expected to generate more than $1 billion of net synergies over the three-year integration period as the combined company aggressively reduces global expenses and optimizes its retail footprint. The savings will dramatically accelerate Staples’ strategic reinvention, which is focused on driving growth in delivery businesses and in categories beyond office supplies.

The companies intend to show that the FTC underestimates the disruptive effect of new competitors in the digital economy and ignores the vigorous competition Staples faces from numerous competitors, including office products dealers, manufacturers selling office supplies direct to business customers, dealers in adjacent categories, cooperatives of regional players, Internet resellers, big-box chains and club stores.

Even though Staples and Office Depot disagree with the FTC’s interpretation of the competitive landscape, the companies proposed divesting more than $500 million in commercial business in an effort to complete the transaction and unlock tremendous value for shareholders and customers. The FTC rejected this solution, even though it would strengthen a national competitor, further enable a host of independent office products dealers, and help minority and woman-owned businesses compete for national commercial customers.

“This combination is good for customers. It’s good for shareholders, and it’s good for both companies,” Sargent said. “We intend to complete this transaction and to provide our customers with the lower prices and better service that they deserve.”

IMPORTANT ADDITIONAL INFORMATION

In connection with the proposed merger, Staples has filed with the SEC a registration statement on Form S-4 that includes a proxy statement of Office Depot that also constitutes a prospectus of Staples. Staples filed the final proxy statement/prospectus with the SEC on May 18, 2015. The registration statement was declared effective by theSEC on May 15, 2015. Office Depot mailed the definitive proxy statement/prospectus to stockholders of Office Depot on or about May 19, 2015, and the stockholders approved the transaction on June 19, 2015. The registration statement and the proxy statement/prospectus contain important information about Staples, Office Depot, the transaction and related matters. Investors and security holders are urged to read the registration statement and the proxy statement/prospectus (including all amendments and supplements thereto) carefully.

Investors and security holders may obtain free copies of the registration statement and the proxy statement/prospectus and other documents filed with the SEC by Staples andOffice Depot through the web site maintained by the SEC at www.sec.gov.

In addition, investors and security holders may obtain free copies of the registration statement and the definitive proxy statement/prospectus from Staples by contacting Staples’ Investor Relations Department at 800-468-7751 or from Office Depot by contacting Office Depot’s Investor Relations Department at 561-438-7878.

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

Statements in this document regarding the proposed transaction between Staples and Office Depot, the expected timetable for satisfying conditions to the merger, including receiving regulatory approvals, and completing the transaction, future financial and operating results, benefits and synergies of the transaction, future opportunities for the combined company and any other statements about Staples or Office Depot managements’ future expectations, beliefs, goals, plans or prospects constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing “believes,” “anticipates,” “plans,” “expects,” “may,” “will,” “would,” “intends,” “estimates” and similar expressions) should also be considered to be forward looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward looking statements, including: the ability to consummate the transaction; the risk that regulatory approvals required for the merger are not obtained or are obtained after delays or subject to conditions that are not anticipated; the risk that the financing required to fund the transaction is not obtained; the risk that the other conditions to the closing of the merger are not satisfied; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the merger; uncertainties as to the timing of the merger; competitive responses to the proposed merger; response by activist shareholders to the merger; uncertainty of the expected financial performance of the combined company following completion of the proposed transaction; the ability to successfully integrate Staples’ and Office Depot’s operations and employees; the ability to realize anticipated synergies and cost savings; unexpected costs, charges or expenses resulting from the merger; litigation relating to the merger; the outcome of pending or potential litigation or governmental investigations; the inability to retain key personnel; any changes in general economic and/or industry specific conditions; and the other factors described in Staples’ Annual Report on Form 10-K for the year ended January 31, 2015 and Office Depot’s Annual Report on Form 10-K for the year ended December 27, 2014 and their most recent Quarterly Reports on Form 10-Q each filed with the SEC. Staples and Office Depot disclaim any intention or obligation to update any forward looking statements as a result of developments occurring after the date of this document.

Source: Staples, Inc.

Media Contacts:
Staples:
Kirk Saville, 508-253-8530
or
Office Depot:
Karen Denning, 630-438-7445
or
Investor Contacts:
Staples:
Chris Powers, 508-253-4632
or
Office Depot:
Mike Steele, 561-438-3657

Merger: Staples and Office Depot certified substantial compliance with the Request for Additional Information from US FTC

FRAMINGHAM, Mass. and BOCA RATON, Fla., 2015-9-2 — /EPR Retail News/ — Staples, Inc. (Nasdaq: SPLS) and Office Depot, Inc. (Nasdaq: ODP) today announced that they have certified substantial compliance with the Request for Additional Information (the “Second Request”) from the United States Federal Trade Commission (“FTC”) regarding the proposed merger between Staples and Office Depot.

Additionally, Staples and Office Depot have entered into a timing agreement with the FTC pursuant to which Staples and Office Depot have agreed not to close the proposed merger until at least forty-five full calendar days after each company has certified substantial compliance with the Second Request.

”We are pleased to have completed our submission of documents and information to the FTC in connection with the Second Request,” said Ron Sargent, chairman and chief executive officer, Staples. ”We will continue to work closely with the FTC, and we look forward to completing the transaction.”

“I want to thank our teams for their hard work over the past five months gathering and delivering to the FTC a massive amount of information to complete the Second Request,” said Roland Smith, chairman and chief executive officer, Office Depot.

IMPORTANT ADDITIONAL INFORMATION 

In connection with the proposed merger, Staples has filed with the SEC a registration statement on Form S-4 that includes a proxy statement of Office Depot that also constitutes a prospectus of Staples.  Staples filed the final proxy statement/prospectus with the SEC on May 18, 2015.  The registration statement was declared effective by the SEC on May 15, 2015.  Office Depot mailed the definitive proxy statement/prospectus to stockholders of Office Depot on or about May 19, 2015, and the stockholders approved the transaction on June 19, 2015.  The registration statement and the proxy statement/prospectus contain important information about Staples, Office Depot, the transaction and related matters.  Investors and security holders are urged to read the registration statement and the proxy statement/prospectus (including all amendments and supplements thereto) carefully.

Investors and security holders may obtain free copies of the registration statement and the proxy statement/prospectus and other documents filed with the SEC by Staples and Office Depot through the web site maintained by the SEC at www.sec.gov.

In addition, investors and security holders may obtain free copies of the registration statement and the definitive proxy statement/prospectus from Staples by contacting Staples’ Investor Relations Department at 800-468-7751 or from Office Depot by contacting Office Depot’s Investor Relations Department at 561-438-7878.

SAFE HARBOR FOR FORWARD-LOOKING STATEMENTS

Statements in this document regarding the proposed transaction between Staples and Office Depot, the expected timetable for satisfying conditions to the merger, including receiving regulatory approvals, and completing the transaction, future financial and operating results, benefits and synergies of the transaction, future opportunities for the combined company and any other statements about Staples or Office Depot managements’ future expectations, beliefs, goals, plans or prospects constitute forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Any statements that are not statements of historical fact (including statements containing “believes,” “anticipates,” “plans,” “expects,” “may,” “will,” “would,” “intends,” “estimates” and similar expressions) should also be considered to be forward looking statements.  There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward looking statements, including:  the ability to consummate the transaction; the risk that regulatory approvals required for the merger are not obtained or are obtained after delays or subject to conditions that are not anticipated; the risk that the financing required to fund the transaction is not obtained; the risk that the other conditions to the closing of the merger are not satisfied; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the merger; uncertainties as to the timing of the merger; competitive responses to the proposed merger; response by activist shareholders to the merger; uncertainty of the expected financial performance of the combined company following completion of the proposed transaction; the ability to successfully integrate Staples’ and Office Depot’s operations and employees; the ability to realize anticipated synergies and cost savings; unexpected costs, charges or expenses resulting from the merger; litigation relating to the merger; the outcome of pending or potential litigation or governmental investigations; the inability to retain key personnel; any changes in general economic and/or industry specific conditions; and the other factors described in Staples’ Annual Report on Form 10-K for the year ended January 31, 2015 and Office Depot’s Annual Report on Form 10-K for the year ended December 27, 2014 and their most recent Quarterly Reports on Form 10-Q each filed with the SEC.  Staples and Office Depot disclaim any intention or obligation to update any forward looking statements as a result of developments occurring after the date of this document.

Staples Media Contact:
Kirk Saville, 508-253-8530

Staples Investor Contact:
Chris Powers/Kevin Barry, 508-253-4632/1487

Office Depot Media Contact:
Karen Denning, 630-864-6050

Office Depot Investor Contact:
Michael Steele, 561-438-3657