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Press release
Corporate Express declines Staples’ announced offer price
AMSTERDAM - 13-5-2008
Corporate Express NV, one of the world’s leading suppliers of office products, announced today the outcome of its Supervisory and Executive Boards’ considerations of Staples’ revised offer of € 8.00 per ordinary share. For several reasons the boards believe that the revised offer still significantly undervalues Corporate Express and fails to reflect the company’s prospects.
The Company has written the following letter to Ron Sargent, Staples chairman and CEO:
“Dear Ron,
Following our conversation on Friday 9 May, the Supervisory Board and the Executive Board of Corporate Express N.V. met on Monday May 12 and Tuesday May 13 to discuss among other things the offer Staples Inc. intends to make for the company, including its intention to increase its offer price from EUR 7.25 per ordinary share to EUR 8 per ordinary share.
As we have indicated to you, the Supervisory Board and the Executive Board cannot support a potential offer of Staples at this price level. The intended offer of Staples at EUR 8 per ordinary share, still significantly undervalues the business of Corporate Express. At this price level the offer completely ignores the ongoing operating value of the company. Furthermore, it ignores our strategic plan which provides a robust position to outperform our markets. The positive results as published last week, already show evidence of the successful execution of our strategy. Finally, the offer denies our shareholders any share in the synergies that a combination with Staples would yield. These synergies would be significant. At the price level currently indicated by Staples consequently, all synergies would be for the benefit of the Staples shareholders and none for the benefit of our shareholders.
We have endeavored to engage in discussions with you with respect to the apparent disparity in our approaches to the valuation of Corporate Express. We can only conclude that these endeavors have not been successful to date.
Under these circumstances, and after careful consideration, the Supervisory Board and the Executive Board cannot, in performing their duties in the best interests of the company and its shareholders and other stakeholders, recommend the intended offer of Staples to our shareholders. However, we are happy to discuss our views and your views in more detail, as stated at earlier occasions and in our press release of today.
Yours sincerely,
Frank Meysman Peter Ventress
Chairman Supervisory Board Chief Executive Officer”