Staples Inc Sample Contracts

Staples Inc – AMENDED AND RESTATED BY-LAWS OF STAPLES, INC. A Delaware corporation (Adopted as of September 12, 2017) (September 12th, 2017)
Staples Inc – NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF STAPLES, INC. (September 12th, 2017)

The address of the corporation’s registered office in the State of Delaware is 1209 Orange Street, in the City of Wilmington, County of New Castle, Delaware 19801. The name of its registered agent at such address is The Corporation Trust Company.

Staples Inc – FIRST AMENDMENT TO PERFORMANCE SHARE AWARD AGREEMENT (September 11th, 2017)

WHEREAS, an Agreement and Plan of Merger (the “Merger Agreement”) was made and entered into on June 28, 2017, by and among Staples, Arch Merger Sub Inc. and Arch Parent Inc.;

Staples Inc – AMENDMENT TO SEVERANCE BENEFITS AGREEMENT (September 11th, 2017)

You are party to a Severance Benefits Agreement, which may have been amended from time to time (the “Agreement”) with Staples, Inc. and/or one of its subsidiaries (“Staples”).  Under the Agreement, you are entitled to certain severance benefits set forth in the Agreement if you experience a Qualified Termination (as defined in the Agreement).

Staples Inc – INDENTURE Dated as of August 28, 2017 between Arch Merger Sub Inc., to be merged with and into Staples, Inc. and Wells Fargo Bank, National Association, as Trustee 8.500% SENIOR NOTES DUE 2025 (August 28th, 2017)

INDENTURE, dated as of August 28, 2017, between Arch Merger Sub Inc., a Delaware corporation (“Merger Sub”), to be merged with and into Staples, Inc., a Delaware corporation (“Staples, Inc.”), and Wells Fargo Bank, National Association, a national banking association, as Trustee.

Staples Inc – Non-Management Director Compensation Summary (August 24th, 2017)

Our non-management directors (“Outside Directors”) will be compensated as follows through a combination of cash payments and equity grants:

Staples Inc – UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL INFORMATION (August 10th, 2017)

The following unaudited pro forma condensed consolidated financial information is presented to illustrate the estimated effects of the pending acquisition of the outstanding ownership interest of Staples, Inc. (“Staples” or “the Company”) by Arch Merger Sub Inc. (“Merger Sub”), a wholly owned subsidiary of Arch Parent Inc. (“Parent”) and the related transactions described below.  The unaudited pro forma condensed consolidated financial information has been developed by applying pro forma adjustments to our historical audited and unaudited financial statements.

Staples Inc – Amendment to Amended and Restated By-laws of Staples, Inc. (June 30th, 2017)

The Amended and Restated By-laws of Staples, Inc. be and hereby are amended by adding in Article V thereto the following provision as a new Section 4 thereof:

Staples Inc – AGREEMENT AND PLAN OF MERGER by and among STAPLES, INC., ARCH MERGER SUB INC. and ARCH PARENT INC. Dated as of June 28, 2017 (June 30th, 2017)
Staples Inc – FOR IMMEDIATE RELEASE Media Contacts: (June 28th, 2017)

FRAMINGHAM, MA, and NEW YORK, NY, June 28, 2017 — Staples, Inc. (NASDAQ: SPLS or the “Company”) and Sycamore Partners, a leading private equity firm, today announced that they have entered into a merger agreement in which investment funds managed by Sycamore Partners will acquire the Company in a transaction that values Staples at an equity value of approximately $6.9 billion.  Under the terms of the merger agreement, all Staples’ stockholders will receive $10.25 per share in cash for each share of common stock they own, which represents a premium of approximately 20 percent to the 10-day volume weighted average stock price for Staples shares for the period ended April 3, 2017, the last trading day prior to widespread media speculation about a potential transaction.

Staples Inc – Dear Staples Associates, Today is an historic and momentous day for Staples, one that puts us on a path to success for years to come. Earlier we announced that Staples has entered into an agreement to be acquired by Sycamore Partners, a leading private equity firm with a track record of accelerating growth for companies. For those of you who are not familiar with private equity firms, they are investment firms that buy operating companies — like ours — and work closely with the management team and associates to drive value creation. (June 28th, 2017)

This is the next chapter in Staples’ story, as we are going back to our roots by becoming privately owned again. As a private company, we will be nimbler and better able to pursue long-term growth opportunities. These are the same qualities exhibited by other successful privately-owned peers such as Hilton Worldwide, Dell and PetSmart. As the world changes, we need to continue to transform. This is the type of change we need to be successful.

Staples Inc – FIRST AMENDMENT TO THE STAPLES, INC. SURVIVOR BENEFIT PLAN (March 9th, 2017)
Staples Inc – REVOCATION OF SEVERANCE BENEFITS AGREEMENT (March 9th, 2017)

THIS AGREEMENT is made and entered into this first day of February, 2017 between Joe Doody (hereinafter referred to as "you"), and Staples, Inc. (“Staples”).

Staples Inc – STAPLES, INC. Amended and Restated Supplemental Executive Retirement Plan (as amended through December 20, 2016) (March 9th, 2017)

WHEREAS, Staples, Inc. (the “Company”) heretofore adopted the Staples, Inc. Supplemental Executive Retirement Plan (the “Plan”), an unfunded plan maintained for the purpose of providing deferred compensation for a select group of management or highly compensated employees within the meaning of the United States Code of Federal Regulations Section 2520.104-23 and Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act of 1974 (“ERISA”); and

Staples Inc – Staples1 (March 9th, 2017)

Staples has developed this Annual Performance Award - APA (the “Plan”) to provide opportunities for eligible associates to earn financial rewards for their role in ensuring Staples meets its annual performance targets. The Plan aims to align the interests of the plan participants with those of our shareholders. Bonus awards are based on actual results measured against pre-established company financial performance. Bonus awards are intended to provide a reward to eligible plan participants and supplement the base salary program.

Staples Inc – STAPLES, INC. EXECUTIVE LIFE INSURANCE PLANS SUMMARY OF PROVISIONS (March 9th, 2017)
Staples Inc – CONTENTS Clause (March 3rd, 2017)
Staples Inc – Memorandum of Understanding ("MoU") dated 23 February 2017 (March 3rd, 2017)

The Parties refer to a share purchase agreement dated 2 February 2017 in relation to the sale and purchase regarding issued shares in the capital of Staples Solutions B.V. by Staples Cyprus Intermediary Holdings Limited as seller to Promontoria Holding 192 B.V. as purchaser (the "SPA"). Capitalised terms used in this MoU that are not defined in this MoU have the meaning ascribed thereto in the SPA.

Staples Inc – BY-LAWS of STAPLES, INC. (as amended and restated through January 24, 2017) (January 24th, 2017)
Staples Inc – For Immediate Release Contacts: (January 5th, 2017)
Staples Inc – Published CUSIP Number: 855031AL4Published Revolving Credit Facility Number: 855031AM2 CREDIT AGREEMENT dated as of November 22, 2016 STAPLES, INC., as the Borrower, THE LENDERS NAMED HEREIN, BANK OF AMERICA, N.A., as Administrative Agent and BARCLAYS BANK PLC,HSBC BANK USA, NATIONAL ASSOCIATIONMUFG UNION BANK, N.A.,andWELLS FARGO BANK, NATIONAL ASSOCIATION,as Co-Syndication Agents, with MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED,BARCLAYS BANK PLC,HSBC SECURITIES (USA) INC., MUFG UNION BANK, N.A.,andWELLS FARGO SECURITIES, LLC Having Acted as Joint Lead Arrangers and Joint Bookrunners (November 22nd, 2016)

This CREDIT AGREEMENT, dated as of November 22, 2016, is by and among (a) STAPLES, INC. (the “Borrower”), a Delaware corporation having its principal place of business at 500 Staples Drive, Framingham, MA 01701, (b) BANK OF AMERICA, N.A. and the other lending institutions listed on Schedule 1 attached hereto (collectively, the “Lenders”), (c) BANK OF AMERICA, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Lenders, as the lender of Swing Line Loans, and as an Issuing Bank, and (d) BARCLAYS BANK PLC, HSBC BANK USA, NATIONAL ASSOCIATION, MUFG UNION BANK, N.A., and WELLS FARGO BANK, NATIONAL ASSOCIATION, as co-syndication agents for the Lenders (collectively, the “Co-Syndication Agents”) and as Issuing Banks.

Staples Inc – Non-Management Director Compensation Summary (August 17th, 2016)

Our non-management directors (“Outside Directors”) will be compensated as follows through a combination of cash payments and equity grants:

Staples Inc – [Staples Letterhead] (June 15th, 2016)
Staples Inc – May 31, 2016 Ronald L. Sargent c/o Staples, Inc. (May 31st, 2016)
Staples Inc – FIRST AMENDMENT TO TERM LOAN CREDIT AGREEMENT (May 18th, 2016)

as of March 9, 2016, among STAPLES ESCROW, LLC, a Delaware limited liability company (the “Escrow Borrower”), STAPLES, INC., a Delaware corporation (“Staples”), and BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent (in such capacities, the “Agent”).

Staples Inc – AMENDMENT TO AMENDMENT NO. 1 TO CREDIT AGREEMENT (May 16th, 2016)

This AMENDMENT TO AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of May 16, 2016 is made by and among STAPLES, INC., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in such capacity, the “Administrative Agent”), and each of the Lenders signatory hereto.  Capitalized terms used but not otherwise defined herein have the respective meanings ascribed to them in the Credit Agreement as defined below.

Staples Inc – TERMINATION AGREEMENT (May 16th, 2016)

This Termination Agreement (this “Agreement”), dated as of May 16, 2016, is by and among Office Depot, Inc., a Delaware corporation (the “Company”), Staples, Inc., a Delaware corporation (“Parent”), and Staples AMS, Inc., a Delaware corporation and a wholly owned Subsidiary of Parent (“Merger Sub” and, together with the Company and Parent, the “Parties”).  Capitalized terms used but not defined herein have the respective meanings given to them in the Merger Agreement (as defined below).

Staples Inc – AMENDMENT NO. 1 TO CREDIT AGREEMENT (May 16th, 2016)

This AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”), dated as of May 16, 2016 is made by and among STAPLES, INC., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in such capacity, the “Administrative Agent”), and each of the Lenders signatory hereto.  Capitalized terms used but not otherwise defined herein have the respective meanings ascribed to them in the Credit Agreement as defined below.

Staples Inc – Staples and Office Depot to Terminate Merger Agreement Staples Announces Strategic Plan to Enhance Value: - Increasing Focus on Mid-Market Customers in North America - Exploring Strategic Alternatives for European Operations - Initiating New $300 Million Cost Reduction Plan - Continuing to Return Cash to Shareholders (May 11th, 2016)

FRAMINGHAM, Mass., May 10, 2016 — Staples, Inc. (Nasdaq: SPLS) today announced that on May 16, 2016, the company and Office Depot, Inc. plan to terminate their merger agreement following U.S. District Court for the District of Columbia’s recent ruling granting the Federal Trade Commission’s request for a preliminary injunction to block the acquisition.  Under the terms of the merger agreement, Staples will pay Office Depot a $250 million break-up fee.  Staples also plans to terminate its agreement to sell more than $550 million in large corporate contract business and related assets to Essendant in connection with the termination of the Office Depot merger agreement.

Staples Inc – Amendment to Severance Benefits Agreement (Amendment C) (March 4th, 2016)
Staples Inc – AMENDMENT NO. 2 TO CREDIT AGREEMENT (February 2nd, 2016)

This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of February 2, 2016 is made by and among STAPLES, INC., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in such capacity, the “Administrative Agent”), and each of the Lenders signatory hereto.  Capitalized terms used but not otherwise defined herein have the respective meanings ascribed to them in the Credit Agreement as defined below.

Staples Inc – AMENDMENT NO. 2 TO CREDIT AGREEMENT (February 2nd, 2016)

This AMENDMENT NO. 2 TO CREDIT AGREEMENT (this “Amendment”), dated as of February 2, 2016 is made by and among STAPLES, INC., a Delaware corporation (the “Borrower”), BANK OF AMERICA, N.A. (“Bank of America”), in its capacity as administrative agent for the Lenders (defined below) (in such capacity, the “Administrative Agent”), and each of the Lenders signatory hereto.  Capitalized terms used but not otherwise defined herein have the respective meanings ascribed to them in the Credit Agreement as defined below.

Staples Inc – Project Warrior $3,000,000,000 ABL Facility Second Amended and Restated Commitment Letter (February 2nd, 2016)

This Second Amended and Restated Commitment Letter amends, restates and supersedes that certain Amended and Restated Commitment Letter (the “First Restated Commitment Letter”) dated as of February 20, 2015, from the Commitment Parties (as defined below), Wells Fargo Bank, National Association (“Wells Fargo”), Wells Fargo Securities, LLC, HSBC Bank USA, N.A., HSBC Securities (USA) Inc., (“HSBC Securities”), PNC Bank, National Association, PNC Capital Markets LLC (“PNCCM”), Toronto Dominion (Texas) LLC, TD Securities (USA) LLC (“TD Securities”), U.S. Bank National Association (“U.S. Bank”) and Guggenheim Securities Holdings, LLC to Staples, Inc., a Delaware Corporation (the “Company” or “you”), which letter amended, restated and superseded that certain Commitment Letter dated as of February 4, 2015 (the “Original Signing Date”) from Bank of America (as defined below), MLPFS (as defined below) and Barclays (as defined below) to you.

Staples Inc – TERM LOAN CREDIT AGREEMENT dated as of February 2, 2016, among STAPLES ESCROW, LLC, as the initial Borrower, STAPLES, INC., The Lenders Party Hereto and BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent, and BANK OF AMERICA, N.A., WELLS FARGO SECURITIES, LLC and HSBC SECURITIES (USA) INC., as Syndication Agents, and PNC CAPITAL MARKETS LLC, TD SECURITIES (USA) LLC, U.S. BANK NATIONAL ASSOCIATION and GUGGENHEIM SECURITIES HOLDINGS, LLC, as Documentation Agents (February 2nd, 2016)

WHEREAS, pursuant to that certain Agreement and Plan of Merger, dated as of February 4, 2015 (as waived and consented to in the Waiver Letter, dated as of February 2, 2016, between Staples and Target (each as defined below), and as further amended, restated, amended and restated, supplemented, consented to, waived or otherwise modified, the “Acquisition Agreement”) by and among Staples, Inc., a Delaware corporation (“Staples”), Staples AMS, Inc., a Delaware corporation and a wholly owned Subsidiary of Staples (“Merger Sub”), and Office Depot, Inc., a Delaware corporation (the “Target”), Staples intends to acquire all of the Equity Interests in the Target;

Staples Inc – ESCROW AGREEMENT (February 2nd, 2016)

ESCROW AGREEMENT (this “Agreement”), dated as of February 2, 2016, among JPMorgan Chase Bank, N.A., as escrow agent, securities intermediary and depositary bank (in each such capacity, the “Escrow Agent”), Barclays Bank PLC, as administrative agent (in such capacity, the “Administrative Agent”) and collateral agent (in such capacity, the “Collateral Agent” and, together with the Administrative Agent, the “Agents” and each an “Agent”) under the Credit Agreement (as defined herein), and Staples Escrow, LLC, a Delaware limited liability company (the “Borrower”, and together with the Agents, sometimes referred to individually as “Party” and collectively as the “Parties”).