Staples Launches Public Offer of EUR 8.00 per Ordinary Share in Cash for Corporate Express



    Staples, Inc. (Nasdaq: SPLS) and its wholly owned subsidiary Staples

    Acquisition B.V. today announced the launch of a public offer of EUR

    8.00 per share in cash for any and all ordinary shares, including

    ordinary shares represented by ADSs, in the share capital of Corporate

    Express N.V., following the receipt of approval of the Offer Memorandum

    from the Netherlands Authority for the Financial Markets (Stichting

    Autoriteit Financiële Markten or AFM).

    The enterprise value, including net debt, for the transaction is

    approximately EUR 2.8 billion (USD 4.3 billion). Staples believes this is a very compelling and attractive offer for

    Corporate Express´ ordinary shareholders. The

    offer, together with the dividend of EUR 0.21 paid on 24 April 2008

    represents a premium of approximately 90 percent to the closing price

    per ordinary share on 4 February 2008, the day before rumors of a

    potential offer for Corporate Express circulated in the market. "We are making this offer directly to the

    shareholders following Corporate Express´ unwillingness to allow us to perform due diligence and negotiate a

    transaction," said Ron Sargent, Staples

    chairman and CEO. "We firmly believe that our

    offer of EUR 8.00 per ordinary share delivers superior value to

    Corporate Express´ shareholders, and does so

    without the risks found in Corporate Express´ long–term business plan. Rather than the uncertainty of potential value

    for Corporate Express´ shareholders, our offer

    provides them with the certainty of realizing immediate and premium

    value for their investment." Staples Acquisition B.V. launched an all cash offer for the preference

    shares A of EUR 3.15 per share. Staples Acquisition B.V. also launched

    an all cash offer for the subordinated convertible bonds due 2010 of EUR

    1,164.72 per bond. The offer for the Corporate Express securities listed above is subject

    to the terms and conditions as set out in the Offer Memorandum

    including but not limited to a minimum acceptance condition of 75

    percent of the ordinary share capital. The acceptance period for the

    tendering of shares and convertible bonds begins on Tuesday, 20 May

    2008, at 9.00 hours CET (3.00 hours EDT) and ends, subject to extension

    in accordance with Section 15 of the Decree, on Friday, 27 June 2008, at

    17.30 hours CET (11.30 hours EDT). Staples obtained antitrust clearance in the United States and

    anticipates that the antitrust clearance in Canada and the European

    Union will be forthcoming in the coming weeks. As announced on 1 April

    2008, Staples has obtained committed financing for the offer. In addition, Staples Acquisition B.V. intends to launch tender offers

    later this week for the 8.25 percent senior subordinated notes due 2014

    and 7.875 percent senior subordinated notes due 2015 issued by Corporate

    Express U.S. Finance Inc., a subsidiary of Corporate Express. Offer Memorandum and further information Corporate Express shareholders and bondholders are advised to review the

    Offer Memorandum (including all documents referenced therein) thoroughly

    and completely and to seek independent advice where appropriate in order

    to reach a balanced judgment with respect to the offer and the Offer

    Memorandum. With due reference to all statements, terms, conditions and

    restrictions included in the Offer Memorandum, shareholders and

    bondholders are invited to tender their ordinary shares, including

    ordinary shares represented by ADSs, preference shares and convertible

    bonds under the offer in the manner and subject to the terms, conditions

    and restrictions set out in the Offer Memorandum. Availability of copy documentation Digital copies of the Offer Memorandum are available on the Staples´ U.S. website (www.staples.com).

    Staples´ U.S. website does not constitute a

    part of, and is not incorporated by reference into, the Offer

    Memorandum. Copies of the Offer Memorandum are also available through

    Georgeson, the Information Agent, ING Bank N.V., the Dutch Settlement

    Agent, and Mellon Investor Services LLC, the U.S. Settlement Agent. The

    contact details for the agents are as follows:

    = = = = = = = = = = =

    ING BANK N.V.ING

    Wholesale Banking Securities ServicesAttn: Paying Agency

    Services DepartmentVan Heenvlietlaan 2201083 CN

    AmsterdamThe NetherlandsTel: +31 20 797 9398Fax:

    +31 20 797 9607Email: iss.pas@mail.ing.nl

    Mellon Investor Services LLC By overnight courier or by hand: BNY Mellon Shareowner Services c/o Mellon Investor ServicesAttn: Corporate Action

    Department, 27th Floor480

    Washington BoulevardJersey City, NJ 07310United States

    of AmericaTel: +1 800 777 3674Fax: +1 201 680 4626To

    confirm facsimile transmissions (for eligible institutions only):Tel:

    +1 201 680 4860 By mail: BNY Mellon Shareowner Services c/o Mellon Investor ServicesAttn: Corporate Action DepartmentP.O.

    Box 3301South Hackensack, NJ 07606United States of

    America - - - - - -

    GeorgesonGeorgeson 2nd Floor68 Upper Thames StreetLondon

    EC4V 3BJUnited KingdomHelp line (hours of

    operation: 9.00 to 17.00 hours CET): European Tel: 00 800 6614 6614U.S. Tel: 1 866 201 4446

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    - - - - - -

    Lehman Brothers is acting as the exclusive financial advisor to Staples

    and Staples Acquisition B.V. on the offer. Clifford Chance LLP is

    providing Dutch legal and tax advice, WilmerHale LLP is providing U.S.

    legal and tax advice, and Weil Gotshal & Manges LLP is providing

    antitrust advice to Staples and Staples Acquisition B.V. in connection

    with the offer. About Staples Staples, Inc. invented the office superstore concept in 1986 and today

    is the world´s largest office products company. With 76,000 talented

    associates, the company is committed to making it easy to buy a wide

    range of office products, including supplies, technology, furniture, and

    business services. With 2007 sales of USD 19.4 billion, Staples serves

    consumers and businesses ranging from home–based businesses to Fortune

    500 companies in 22 countries throughout North and South America, Europe

    and Asia. Headquartered outside of Boston, Staples operates more than

    2,000 office superstores and also serves its customers through mail

    order catalog, e–commerce and contract businesses. More information is

    available at www.staples.com. This is a public announcement pursuant to the provisions of Section 10

    paragraph 3 of the Dutch Decree on Public Takeover Bids (Besluit

    openbare biedingen Wft). This announcement shall not constitute a

    public offer to sell or the solicitation of an offer to buy any

    securities, nor shall there be any sale in securities. The Staples offer

    is made through and is subject to the terms and conditions as set out in

    the Offer Memorandum. Not for release, publication or distribution, in

    whole or in part, in or into Canada or Japan. Certain information contained in this news release may constitute

    forward–looking statements for purposes of the safe harbor provisions of

    the Private Securities Litigation Reform Act of 1995, including but not

    limited to the statements as to Staples´ intentions with respect to the offer to acquire Corporate Express.

    Actual future events may differ materially from those indicated by such

    forward–looking statements as a result of risks and uncertainties

    including but not limited to the fact that the offer made by Staples or

    any other acquisition of Corporate Express will be consummated and those

    other factors discussed or referenced in our most recent annual report

    on Form 10–K filed with the SEC, under the heading "Risk

    Factors" and elsewhere, and any subsequent

    periodic reports filed by us with the SEC. In addition, any

    forward–looking statements represent our estimates only as of today and

    should not be relied upon as representing our estimates as of any

    subsequent date. While we may elect to update forward–looking statements

    at some point in the future, we specifically disclaim any obligation to

    do so, even if our estimates change.