Staples, Inc. Commences All Cash Tender Offer for All Outstanding Shares of Essendant
The tender offer and withdrawal rights are scheduled to expire at one minute after 11:59 p.m., New York City time, on October 22, 2018, unless extended in accordance with the terms of the merger agreement. Upon the completion of the transaction, Essendant will become a privately held company. Essendant's network of distribution centers enables it to ship most products overnight to more than ninety percent of the U.S. About Staples. This means the forward-looking statements involve a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements, including, but not limited to: uncertainties as to the timing of the tender offer and the merger; uncertainties as to how many Essendant stockholders will tender their shares in the offer; the possibility that competing offers will be made; the ability to receive the required consents and regulatory approvals to the tender offer and the merger and to satisfy the other conditions to the closing of the proposed acquisition of Essendant by Staples on a timely basis or at all, including under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (HSR Act); the occurrence of events that may give rise to a right of one or both of Essendant and Staples to terminate the merger agreement; the risk that, prior to the completion of the transaction, Essendant's business and its relationships with employees, collaborators, vendors and other business partners could experience significant disruption due to transaction-related uncertainty; the risk that stockholder litigation in connection with the tender offer or the merger may result in significant costs of defense, indemnification and liability; negative effects of the announcement of the proposed acquisition of Essendant by Staples on the market price of Essendant's common stock and/or on Essendant's or Staples' respective businesses, financial condition, results of operations and financial performance; risks associated with transaction-related litigation; the ability of Essendant to retain and hire key personnel; and the risks and uncertainties pertaining to Essendant's business, including those detailed under "Risk Factors" and elsewhere in Essendant's public periodic filings with the SEC.