The ODP Corporation (NASDAQ:ODP) (“ODP” or the “Company”), a
leading provider of business services, products and digital
workplace technology solutions through an integrated B2B
distribution platform and omnichannel presence, which includes
world-class supply chain and distribution operations, online
presence, and approximately 1,000 stores, today announced the final
results of its “Dutch auction” tender offer, which expired at 12:00
midnight, New York City time, at the end of the day on August 12,
2022.
Based on the final count by Computershare, Inc. and its wholly
owned subsidiary Computershare Trust Company, N.A., the depositary
for the tender offer, 14,497 common shares were validly tendered at
or below the purchase price of $36.00 per share and not validly
withdrawn.
In accordance with the terms and conditions of the tender offer
and based on the final count by the depositary, ODP will accept for
payment and purchase all shares that were validly tendered for an
aggregate purchase price of $521,892.00, excluding fees and
expenses relating to the tender offer. These shares represent less
than 1% of ODP’s outstanding common shares. The depositary will
promptly pay for all shares accepted for purchase. Payment for
shares purchased will be made in cash, less any applicable
withholding taxes and without interest.
ODP may, in the future, decide to make share repurchases from
time to time on the open market or in private transactions, subject
to applicable law. Any of these repurchases may be on the same
terms or on terms that are more or less favorable to the selling
shareholders in those transactions than the terms of the tender
offer.
“Our previously announced tender offer and share repurchase
authorization both demonstrate our Board’s commitment to utilizing
our balance sheet capacity and free cash flow generation to enhance
shareholder value,” said Gerry Smith, chief executive officer of
the ODP Corporation. “Following the completion of the tender offer,
we have approximately $599 million left on our current share
repurchase authorization and we intend to execute upon our share
repurchase plans in the coming months depending on market
conditions.”
J.P. Morgan Securities LLC is acting as the dealer manager for
the tender offer. MacKenzie Partners, Inc. is serving as the
information agent and Computershare, Inc. and its wholly owned
subsidiary Computershare Trust Company, N.A. is acting as the
depositary. Questions regarding the tender offer may be directed to
J.P. Morgan Securities LLC at (877) 371-5947 (toll-free).
About The ODP Corporation
The ODP Corporation (NASDAQ:ODP) is a leading provider of
business services and supplies, products and digital workplace
technology solutions to small, medium and enterprise businesses,
through an integrated business-to-business (B2B) distribution
platform, which includes world-class supply chain and distribution
operations, dedicated sales professionals and technicians, online
presence, and approximately 1,000 stores. Through its banner brands
Office Depot®, OfficeMax®, ODP Business Solutions™, Varis™ and
Grand&Toy®, as well as others, the Company offers its customers
the tools and resources they need to focus on their passion of
starting, growing and running their business. For more information,
visit news.theodpcorp.com and investor.theodpcorp.com.
ODP, ODP Business Solutions and Office Depot are trademarks of
The Office Club, Inc. OfficeMax is a trademark of OMX, Inc. Varis
is a trademark of Varis, LLC. Grand&Toy is a trademark of Grand
& Toy, LLC in Canada. ©2022 Office Depot, LLC. All rights
reserved. Any other product or company names mentioned herein are
the trademarks of their respective owners.
FORWARD LOOKING STATEMENTS
This communication may contain forward-looking statements,
including regarding the consummation of the tender offer and
payment for shares purchased in the tender offer. These statements
or disclosures may discuss goals, intentions and expectations as to
future trends, plans, events, results of operations, cash flow or
financial condition, the potential impacts on our business due to
the unknown severity and duration of the COVID-19 pandemic, or
state other information relating to, among other things, the
Company, based on current beliefs and assumptions made by, and
information currently available to, management. Forward-looking
statements generally will be accompanied by words such as
“anticipate,” “believe,” “plan,” “could,” “estimate,” “expect,”
“forecast,” “guidance,” “expectations”, “outlook,” “intend,” “may,”
“possible,” “potential,” “predict,” “project,” “propose” or other
similar words, phrases or expressions, or other variations of such
words. These forward-looking statements are subject to various
risks and uncertainties, many of which are outside of the Company’s
control. There can be no assurances that the Company will realize
these expectations or that these beliefs will prove correct, and
therefore investors and stakeholders should not place undue
reliance on such statements.
Factors that could cause actual results to differ materially
from those in the forward-looking statements include those
described in the Company’s Annual Reports on Form 10-K, Quarterly
Reports on Form 10-Q, and Current Reports on Form 8-K, and the
tender offer statement on Schedule TO relating to the tender offer,
filed with the U.S. Securities and Exchange Commission. The Company
does not assume any obligation to update or revise any
forward-looking statements.
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version on businesswire.com: https://www.businesswire.com/news/home/20220815005199/en/
Tim Perrott Investor Relations 561-438-4629
Tim.Perrott@officedepot.com
Danny Jovic Media Relations 561-438-1594
Danny.Jovic@officedepot.com
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