In this news release from Staples we can read that at the end of the acceptance period the following was tendered (or already with Staples): 95.2% of ordinary shares, 99.7% of preference shares A and 99.1% of convertible bonds. On or before July 2nd, Staples will announce whether the remaining conditions to the offer have been satisfied and whether the offer will be declared unconditional, which obviously is very likely with these high percentages.
Since the minimum level of 95% for a squeeze-out procedure was reached, it is not so obvious if a post acceptance period will take place, since this will take additional time, and will most likely not prevent the necessity for a squeeze-out procedure. If Staples declares the offer unconditional without a post acceptance period, chances are that the share price will drop further from the closing level of EUR 9.17 last Friday.
It is however very likely that the share price in the squeeze-out procedure will be equal to the offer price of EUR 9.25, since the rights of minority shareholders in these situations are fairly well protected, and the offer price will be deemed to be a fair price. Since the procedure will maybe take up to 3 months, it would be normal if the share price of CE will continue to trade at a discount to the offer price, which may give some opportunities to last minute speculators.
zondag 29 juni 2008
Staples' Tender Offer Receives Overwhelming Acceptance from CE Shareholders
donderdag 26 juni 2008
CE closes at EUR 9.26 on Thursday
I thought I would mention that ordinary shares of CE closed at a price higher than the acquisition price today in Amsterdam. With less than 2 hours of trading left, CE started to trade at a price of EUR 9.26, with even some transactions at EUR 9.27, which puzzles me. It seems unlikely that Staples is buying, because that would mean they would have to pay the higher price to all other shareholders who tender their shares. The only reason I can think of, is that there are some shorts that are forced to cover at the last minute, but that seems very irresponsible and strange. Maybe the last trading day will also show some interesting movements.
Read more...woensdag 25 juni 2008
Staples Increases Offer Price per Preference Share A to EUR 3.60
Today, after trading hours in Europe, Staple issued a news release, informing us that they have raised the offer price for the preference shares to EUR 3.60. Apparently the combination of the neutral recommendation by CE, and the concentration of a large number of preference shares in the hands of a few parties has led to this result. It does make sense that Staples has increased the offer, because the holders of preference shares would probably have been successful in achieving a higher value, when Staples wants to liquidate the CE holding company.
In the position statement, CE mentions the following about the preference shares:
"However, the Boards have noted that the Articles of Association of Corporate Express state that cancellation of Preference Shares A is only possible against an amount ("the Cancellation Value") equal to the sum of:
� the “yield basis” of €3.40355; and
� the accrued dividend for the year.
On the basis of the Cancellation Value, the Offer price of €3.15 per Preference Share A does not compare favourably to the Cancellation Value. "
So my guess is that the low offer on the preference shares, which was entirely based on the market price of the preference shares prior to the offer, with only a modest premium, could have resulted in a low tender of these preference shares. This may not have resulted in a failed acquisition, since the 51% minimum level can also be achieved without the preference shares.
But obviously Staples wants to own the whole company, and does not want to be stuck with minority shareholders, who have protection in a squeeze out procedure. They must have reasoned that it is better to deal with it now, instead of later, which can only be sensible.
vrijdag 20 juni 2008
Staples buy unlikely to impact Corporate Express IT operations
I suspect there is not going to be much exciting news anymore with respect to the acquisition of CE by Staples in the next couple of weeks, so anything that gives some insight is welcome. In this article from ARN we can learn a little bit more about the Australian activities of CE. For those who were not aware of this, CE Australia is an indepently listed company, in which CE holds 59% of the shares. It is also one of the more profitable parts of the company. (end of post)
Read more...woensdag 18 juni 2008
CE Extraordinary General Meeting of Shareholders
I assume most readers have not taken the trouble to watch the webcast of the above mentioned meeting. It was a bit of a sad display with dissatisfied shareholders asking questions, mainly to Mr. Meysman, the chairman of the supervisory board. There were however a couple of interesting pieces of information. One is that CE internally had given itself a valuation of EUR 8.50 on a stand alone basis, which gave justification to calling the Staples offer a fair value. Another interesting fact was that Mr. Meysman mentioned that it had been impossible to get enough support for the Lyreco deal, which made it pointless to put this deal to a shareholders vote. I suspect management still doesn't like the Staples deal at all, but just had no option other than going along with it.
In the webcast the approval from the European Commission was mentioned, but also using the Staples press release as the source, like all other press did today. I still find it very strange that we have not seen a press release from the European Commission about the approval. (end of post)
Staples Obtains Clearance in the European Union
In this news release from Staples they announced that clearance has been obtained from the European Commission with respect to the outstanding offer for Corporate Express. It is strange that it has not yet been announced by the European Commission themselves, but I am sure we can expect their news release today. This final regulatory hurdle means it is now all up to the shareholders of CE, and the acquisition is almost a fact. With an expected settlement date of July 9th, and a current share price of 9.21, there is only 0.4% to be earned for risk arbitrage players, which is equal to about 6.0% on an annualized basis. (end of post)
Read more...dinsdag 17 juni 2008
Where is the European clearance?
Today was the day where we expected to receive clearance from the European Union for the acquisition of CE. As Staples mentioned in the news release in the beginning of June when they increased the offer to EUR 9.15 per share:
"Staples is confident that clearance in the European Union will be granted on or before 17 June 2008."
Unless employees of the European Commission are working overtime, no clearance will be received today anymore. Let's hope it is just a time glitch and the clearance will reach us tomorrow, the day of the extraordinary shareholders meeting. If it doesn't, an explanation should be offered to us, either by Staples or by the European Commission. (end of post). Read more...
Fair value settlement CE options
While we are reaching the last stages of the acquisition of CE by Staples, speculators with Euronext listed options, may want to check what will happen with their positions, when they don't liquidate them before the end of the acceptance period. In this case positions will be settled with the so called fair value method, which is explained in this article. Information with respect to volatility and dividend assumptions can be found here. Readers should not be intimidated by the option valuation model that is applied by Euronext. A standard Black & Scholes model, adjusted for dividend, will give a fairly correct estimate of the fair value. It will also show that, after transaction costs, there are not many opportunities left to take advantage of this acquisition. (end of post)
Read more...donderdag 12 juni 2008
Corporate Express publishes Position Statement on Staples offer
This morning CE released a press release announcing the publication of the position statement on Staples' offer to buy the company. The 24 page statement does not offer many new insights, and repeats a lot of known facts. Interestingly the company is taking a neutral stance in respect of the offer for the preference shares. The most interesting new information in the statement was the following:
Furthermore, the two members of the Executive Board will receive a special performance bonus in view of their exceptional efforts over the last period. Mr Ventress will receive an amount equal to €600,000 (before taxes), and Mr Waller will receive an amount of €250,000 (before taxes).This will now effectively be a cost to Staples, but I wonder who made the decision to grant these special performance bonuses. (end of post) Read more...
woensdag 11 juni 2008
Additional information from the CE press conference
Peter Ventres confirmed in the Q&A session of the press conference that a break up fee of EUR 30 million will have to be paid to Lyreco. Mr. Ventress also mentioned that they decided to agree with the deal only last night when Staples agreed to the higher price of EUR 9.25 when they purchased shares outside the regular market. Mr. Ventress refused to disclose who the sellers of the 1.1% of shares were, and stated that this was a question for Staples. Mr. Ventres is very happy and excited about his offer to the new position of president of Staples International, reporting directly to Ron Sargent. (end of post)
Read more...How was a higher price possible?
Many people were under the impression that Staples would not be in a position anymore to increase the offer price further, after they increased the price from EUR 8.00 to EUR 9.15 a week ago. The Dutch Decree on Public Takeover Bids (Besluit openbare biedingen Wft) gives a detailed overview of the process, and both parties have referred to it in their communications with the public. Article 15 of this decree states that the offer price can be increased once, and Staples used that opportunity already. In the news release from CE we can read that article 19 offered another opportunity to increase the price:Prior to finalisation of the agreement with Corporate Express, Staples Acquisition BV purchased 2,085,403 Ordinary Shares, representing approximately 1.1 percent of Corporate Express’ outstanding ordinary share capital, for a price of € 9.25 per Ordinary Share in a transaction other than a regular on market transaction. Therefore, in accordance with Article 19 of the Dutch Decree on Public Takeover Bids (Besluit openbare biedingen Wft), if the Offer is declared unconditional, Staples Acquisition BV will be required to pay (i) € 9.25 per Ordinary Share validly tendered into the Offer (or defectively tendered, provided such defect is waived by Staples Acquisition BV) and (ii) € 9.25 per ADS validly tendered into the Offer (or defectively tendered, provided such defect is waived by Staples Acquisition BV).
The number of shares purchased by Staples in this transaction comes very close to the amount of share options, issued by CE, that are in-the-money. This could of course be a coincidence, and assuming that Staples agreed to buy the exercised employee options would only be speculation.
CE recommends all-cash offer of €9.25 per ordinary share by Staples
As the above title suggests, discussions between CE and Staples have been succesful. In this news release CE informs us that they recommend shareholders to accept the increased offer of EUR 9.25 per ordinary share. The increased offer was possible because Staples purchased ordinary shares at the increased price in a transaction, other than an ordinary market transaction. Under Dutch takeover rules this increased price must apply to all other shareholders as well. Peter Ventress will become President of Staples International, to oversee Staples’ business outside of the United States and Canada and will play a key part in managing the integration of the two businesses going forward. He will report to Ron Sargent, Staples’ Chairman and CEO. You can also read the news release by Staples. (end of post)
Read more...maandag 9 juni 2008
Q&A session Peter Ventress and Eric Bigeard
A couple of days ago Dutch financial website IEX published the answers to questions that were submitted by visitors of their website to Mr. Ventress and Mr. Bigeard. I am posting this, because it gives some information directly from the source, but as can be expected, the answers are very predictable and in line with information we already received through other communications from CE about the Lyreco deal. On a question about the better margin of Lyreco, Mr. Bigeard answers that they have a very sophisticated business model, supported by modern distribution centers and a fully centralized IT system. Mr. Ventress answers that CE has a new strategy since October last year. With an answer like this the deal sounds more like a reverse take over, where Lyreco, with the CEO position, will effectively start managing the combined company, and gets paid handsomely for the privilege. (end of post)
Read more...Reuters: "Staples has 9.5 pct of Corporate Express"
It seems there is a lot of confusion with respect to shares and percentages. Reuters tries to play it safe in this article by mentioning both the 9.5% as reported by the AFM and the 12.3% mentioned by Staples. We know of course that Staples was talking about the percentage of ordinary shares, while the AFM looks at total voting rights, including preference shares. And even the AFM is a little confused, because they consider voting rights on preference shares equal to the voting rights on ordinary shares, while I have reasoned before that a preference share has a voting right equal to about 0.37 ordinary share. This would make the right percentage of Staples' shares, relevant to the shareholders meeting on June 18th equal to 11.1%. (end of post)
Read more...zaterdag 7 juni 2008
AFM notifications Staples and Halcyon
On the website of the AFM we can see that the purchase of ordinary shares by Staples has been registered. According to the information Staples purchased 22,456,115 ordinary shares, representing 9.51% of voting rights. There is also a notification from Halcyon Asset Management LLC, showing a holding of 13,389,000 shares or 5.67% of voting rights. Since only interests above 5% have to be registered, we can't tell if this interest is completely new, or if Halcyon only purchased an amount of shares that just pushed them above the minimum threshold. (end of post)
Read more...vrijdag 6 juni 2008
Staples Sets Offer Price for Senior Subordinated Notes
This news release from Staples is not as exciting as news about the share related offer, but is noteworthy anyway. Since Staples wants to capture most of the enterprise value of CE, and apparently some change of control covenants exist, an offer was made on these notes. It is interesting to read that Staples has received consent from holders of 98.67% of the principal outstanding amount of the 2014 Notes and 99.33% of the 2015 Notes to make some amendments to the indentures governing the notes. I suspect that holders of convertible bonds will behave more like holders of notes than like shareholders, which would mean that if all convertible bonds are tendered, Staples would secure another 16.7 million shares, or 7.4% of total fully diluted voting rights. For the shareholders meeting on June 18, this is however not relevant, because the convertible bonds do not represent actual current voting rights. (end of post)
Read more...CE already in talks with Staples since Tuesday
According to this Dutch article in "Het Financieele Dagblad", CE and Staples have been talking since Tuesday. It claims Peter Ventress invited Ron Sargent already on Tuesday immediately after the offer was increased and they spoke with each other almost all day on Thursday. Although it is not a real due diligence, Staples would have been provided with meaningful information. The article also states that CE regards the increased offer as a major step. Shareholders who explicitly support the Lyreco deal have not come forward yet. (end of post)
Read more...donderdag 5 juni 2008
Corporate Express enters buyout talks with Staples
CE and Staples have moved rapidly, with a spokesperson for CE confirming that the two companies already have begun discussions. In this article from AP we also learn that Lyreco CEO Eric Bigeard is still confident his deal will go through, and that he will continue communicating with shareholders in hopes of finalizing the deal, although he understands CE has agreed to talk to Staples. Further in the article an analyst gets his math wrong, when he confuses ordinary share capital with total fully diluted share capital, but you can judge that for yourself from an earlier post of today. (end of post)
Read more...Corporate Express meets with Staples
The following press release was just issued by CE:
As previously announced Corporate Express NV, one of the world’s leading suppliers of office products, is carefully reviewing Staples’ increased offer of €9.15 per ordinary share. In this context, Corporate Express has invited Staples to enter talks in order to receive further clarification and exchange information.
I wonder what they will discuss, since the opportunity for price discussions seems over. Is CE looking for further ammunition to promote the Lyreco deal, or are they looking for an elegant way to change their recommendation? Time will tell, I guess...(end of post)
Counting votes....
While raising the offer price for CE ordinary shares to 9.15 Euro, Staples also lowered the minimum acceptance condition from 75% of ordinary shares to 51% of the voting rights attached to the fully diluted share capital. This includes preference shares, convertible bonds and options granted. In this post I will try to determine how much potential voting rights there are, although as a disclaimer I must mention I am not an expert in these matters. Also keep in mind that the calculated voting rights for the minimum acceptance are not relevant to the available voting rights for the shareholders meeting on June 18th. A successful acquisition by Staples first needs the shareholders to vote against the Lyreco deal. Following this, the minimum acceptance condition has to be reached.
Ordinary shares
As of March 31st, there are 182,901,621 ordinary shares issued by CE, according to the offer memorandum, giving an equivalent number of voting rights.
Preference shares A
There are 53,281,979 preference shares A outstanding. These shares are subject to a special arrangement with respect to their voting rights. In the annual report of CE we can find the following:Notwithstanding the general provision in the Articles of Association which provides that each share of capital stock is entitled to one vote, an arrangement with the Trust Office exists such that the voting rights attached to the Preference Shares A held by the Trust Office that can be exercised at a General Meeting of Shareholders are determined by reference to the value of the Preference Shares A in proportion to the value of the ordinary shares in the capital of Corporate Express. The voting right is calculated on the basis of the total value of all Preference Shares A (calculated by multiplying the number of Preference Shares A outstanding and the stock market price of one depositary receipt for such Preference Share A) divided by the stock market price of one ordinary share, both on the last trading day of the month prior to the month in which the applicable shareholders’ meeting is convened, capped at a maximum of one vote per Preference Share A.
If I use the closing prices of May 30th, my assumption is that the calculation is the following:(53,281,979 x 3.10) / 8.47 = 19,501,078
2% Subordinated convertible bonds
CE has issued these bonds at par for a value of EUR 115 million, and they currently have a conversion price of approximately EUR 6.87. With a principal value of EUR 1,000 per bond, this gives an exchange ratio of 145.59 shares. With an amount outstanding of EUR 115 million, this is equal to 16,742,850 potential voting rights coming from the convertible bonds.
Share options
In the annual report of CE we can read that there were 2,371,896 options outstanding with an exercise price below the current offer of EUR 9.15. In 2006 and 2007 a number of 3,105,485 options were granted, but they have an exercise price of EUR 14.65 and EUR 10.08 respectively, and we can safely assume that these will not be exercised. Relevant potential voting rights from options are therefore 2,371,896.
Summary
In order to make this acquisition successful for Staples, first the Lyreco deal must be rejected at the shareholders meeting on June 18th. According to my calculations there are a maximum of 202.4 million votes available for that meeting, being the ordinary shares and preference shares. This would mean that Staples needs at least 101.2 million votes. Since they have 23.3% of ordinary shares from committed parties and their own 12.3%, this gives approximately 65.1 million shares at this moment. This means they still need about 36.1 million votes, or almost 20% of ordinary shares. If all preference shares would vote against the Lyreco transaction, this would give Staples 19.5 million shares, which would require just another 9% of ordinary shares.
This probably means that Staples still has to work hard to secure enough votes, but given my assumptions that already a significant part of ordinary shares is in the hands of speculators, their chances look good.
With respect to the next stage of declaring the offer unconditional, we have to add up all current and potential voting rights, including the convertible bonds and share options. This gives a total of 221.5 million voting rights. The amount of votes equal to 51% would be approximately 113 million, or 62% of ordinary shares. In case all preference shares, convertible bonds and options would be tendered, a total of 74.4 million ordinary shares would be required, or 41% of total outstanding ordinary shares.
In case the Lyreco transaction will be rejected by the shareholders I believe there is a very high probability that Staples will be able to secure enough votes to reach the 51% minimum condition to finalize the acquisition.
Staples Purchased 12.3% of CE Ordinary Shares
What we suspected two days ago is already confirmed today by Staples in this news release. A percentage of 12.3% of ordinary shares was purchased by Staples, including authorization from the sellers to vote against the Lyreco deal on June 18th. This is important, because only shareholders on record on May 29th, are allowed to vote on the shareholders meeting. Just buying shares in the open market therefore does not automatically give voting rights to Staples. It is very likely more will follow. (end of post)
Read more...woensdag 4 juni 2008
Staples could start buying CE shares
Ron Sargent, the CEO of Staples spoke with the press today and indicated the company could start buying shares in CE. He did not disclose whether Staples has already been buying, but we will not be surprised if they were part of the action yesterday. There are more interesting pieces of information in this article on CNN Money. One of them is the statement by Mr. Sargent that he is not aware of the report that CE would open their books for Staples. We mentioned this in an earlier post today. "Those reports came from unconfirmed sources, unknown to us," Mr. Sargent said. (end of post)
Read more...Ron Sargent: "A match made in heaven"
In this article on CNN Money, statements from Ron Sargent, the CEO of Staples can be found, indicating that he believes the deal is a match made in heaven at a terrific price for shareholders. He also informs us that he has no intention to acquire the CE-Lyreco combination. In the coming weeks Staples will talk to European institutional shareholders and try to convince them to back the deal. Dutch website DFT also gives us some additional information, mentioning that Ron Sargent called Peter Ventress at 1 am to inform him about the increased offer. Mr. Sargent was pleased that Mr. Ventress did not hang up on him, but promised to study the revised offer. DFT mentioned that ING is one of the institutional shareholders Staples will have discussions with. (end of post)
Read more...Should an investor sell CE shares now?
I just wrote a column giving a short history on the acquisition process from the beginning of February until now. At the end I am making a case why investors should now sell their CE shares. Basically I am arguing that the upside of just some 2% does not compensate for the potential losses in case the acquisition fails. The current low discount to the acquisition price could indicate that Staples is a buyer at the moment, and not ordinary speculators. Unfortunately for international readers it is in Dutch, but I know that Google translate can be of assistance. The column can be read on Dutch site Beursplaza, but also here on my other blog. (end of post)
Here is the beginning of my post. And here is the rest of it.
Corporate Express opens the door for Staples
This morning the Dutch paper "Het Financieele Dagblad" reported that CE will allow Staples access to their records, in order to perform due diligence. This was revealed by sources in and close to the company, according to the paper. The article also states that after the increased offer from Staples terms like "undervaluing" and "hostile" are no longer used, and that CE plans to give a neutral recommendation to its shareholders.
Update: Reuters also picked up on this news (end of post)
dinsdag 3 juni 2008
Some comments on today's action
Today's increased offer was higher than many investors, speculators and analysts had expected. Staples was very cautious not to offer more than strictly necessary, until CE surprised all of us with the Lyreco deal. This was most likely also a surprise for Staples, causing the deal to become more expensive than otherwise would have been necessary. Many observers argued that an increase from EUR 8.00 to EUR 8.50 would probably not be enough, and that an offer of EUR 9.00 would probably convince most CE shareholders. By offering EUR 9.15 Staples apparently allowed itself an additional safety cushion. From the price action in the market today, one could start to think that this offer may do the trick for Staples. In Amsterdam CE closed below the offer price with a share price of EUR 8.93 and a volume of almost 36 million shares traded.
I have argued in another post today that I think it is possible that Staples has been a buyer today. The discount to the offer price just is too small for regular speculators, given the risk that there still is that the acquisition will fail. And because the market price is below the offer price, Staples is allowed to make purchases in the open market. Since there still is a risk that not enough shares will be submitted for the acquisition, it would be wise if Staples would take shares out of the market, to add to the already committed 23.3% of ordinary shares from several parties.
It is however likely that already many shares are in the hands of speculators who are quite willing to exchange their shares for the cash offered by Staples and have no intention to become part of the CE-Lyreco adventure. For them this increased offer is just what they had bet on. In this post I calculated that since the rumours started about an acquisition of CE by Staples, on 6 trading days alone already 129 million shares were traded. Today we added another 36 million shares to this total. If we add all the shares traded on the other trading days with an average of 3-5 million shares a day, there must be a substantial amount of ordinary shares now in the hands of speculators, ready to tender their shares, even if there was a lot of day trading activity.
My guess therefore is that Staples could be buying maybe as much as 10%-20% of ordinary shares, direct or with friendly parties, in the next few weeks, which will increase the chance of success. This may also trigger a reaction from hesitant shareholders who may abandon their preference for the Lyreco deal and also tender their shares. I have not checked the situation with preference shares yet, but will post my findings later. Given that Staples now will settle for 51% of the voting rights instead of 75% of ordinary shares, it may be important that sufficient preference shares will be tendered as well.
With respect to the shareholders circular from CE, we did not learn much more than we already learned in the previous announcement and presentation. I still believe that CE has proposed a very expensive transaction with a lot of risk for shareholder returns, as I explained in this post. Although a merger with Lyreco could make sense, CE is willing to pay too much money for the deal, just to stay out of the hands of Staples. And this will create a company with an incredible amount of goodwill on the balance sheet, and a dangerous amount of leverage. I do not see how this serves the interests of a rational investor.
Another disadvantage of the Lyreco deal in my opinion is the fact that it does not change the exposure that CE has in the US market. They will still need to fight hard in a very competitive market with very motivated competition. This will make it continuously difficult to achieve satisfactory returns for the company in a very dominant market. Obviously the acquisition by Staples takes those problems away, and exchanges considerable uncertainty for absolute certainty. With a price of EUR 9.25 per share this sounds very tempting.
Corporate Express noted today’s announcement
Just to be complete, here is CE's reaction to the increased offer from Staples. As you can read it is very short, and chances are CE has to carefully think now about a response, since it will be difficult to dismiss this increased offer as still "significantly" undervaluing the company.
Read more...More than 20 million shares traded in 1.5 hours
After 1.5 hours of trading, already more than 20 million shares have been traded. Theoretically this is more than 10% of total ordinary shares, and it is very likely trading will continue with high volume for the rest of the day. The big question obviously is who is buying, and who is selling. My guess would be that the sellers are speculators who are pleased with their short term profits, and who feel that the potential additional profits do not compensate for the risk of the deal collapsing, which could lead to a significant drop in the share price of CE. Obviously it is unlikely that these were shareholders with a great sense of loyalty to current CE management.
Buyers must either believe in the Staples deal or in the Lyreco deal. Since I believe that most of the price action in CE shares lately was based on speculation that Staples would increase their offer, I believe it is speculators who favour the Staples deal who are doing the buying.
The fact that the price has increased to the EUR 8.90-9.00 range is however a little confusing. These prices only reflect a discount of 1.6%-2.7% to the offer price, with about a month to go before the deal would close. These discounts look fine for a deal which has full support from both companies and has no regulatory issues, but in this case the fight is not over, and it is a hostile deal in the eyes of CE management. I suspect therefore that it is now insiders buying, who are more interested in making the deal happen than in being properly compensated for risk. The reason I think this at this stage of the game is the following text in the Staples news release:
"Staples Acquisition B.V. confirms that it shall waive the Minimum Acceptance Condition to the Offer set out in section 6.5.1 of the Offer Memorandum if and when prior to the Acceptance Closing Time there have been tendered for acceptance under the Offer such number of Ordinary Shares, including Ordinary Shares represented by ADSs, Preference Shares and Bonds that the votes attached to those securities, together with the votes attached to the same types of securities owned by Staples Acquisition B.V. and/or any of its affiliates at the Acceptance Closing Time, represent at least 51 percent of votes attached to the Ordinary Shares, including Ordinary Shares represented by ADSs, Preference Shares and Bonds issued and outstanding at the Acceptance Closing Time."
Given that the share price of CE is below the revised offer price, Staples is allowed to buy shares. With the demonstrated determination they have to acquire CE, and the lowering of the minimum acceptance condition, it seems logical that they are now an aggressive buyer of CE shares. I would not be surprised if we get a notification from the AFM in the next days showing that Staples themselves has started buying, or possibly a party friendly to the acquisition by Staples.
If however the share price increases to EUR 9.15 or beyond, I will be very surprised and confused, and will need to reconsider my line of thinking.
Staples Increases Its Offer for Corporate Express to EUR 9.15 per Share
It doesn't get more exciting than this. Just moments after the press release from CE about the Lyreco transaction, we get this news release from Staples, raising the offer to EUR 9.15 per share, and lowering the minimum acceptance condition to 51%. I thought I would post this quickly, because we will all need some time to digest all this news. More comments will follow later.....(end of post)
Read more...Shareholders Circular on merger with Lyreco published today
This morning CE published this press release informing us that the shareholders circular on the merger with Lyreco is published today. The Supervisory Board and the Executive Board unanimously strongly recommend that shareholders vote in favour of the transaction with Lyreco. Before doing this, I would suggest taking a look at the documents anyway. By June 12 CE will publish a position statement explaining what their opinion is on the Staples offer and why they do not recommend it to shareholders. (end of post)
Read more...
