New York Post

SLACK IN THE BOX

Office Depot eyes Staples retail chain: sources

- By JOSH KOSMAN jkosman@nypost.com

A merger between Staples and Office Depot may finally be in the cards — but it won’t be the kind that company brass had longed for, or that regulators had feared.

Staples, which agreed a month ago to be acquired by private-equity firm Sycamore Partners for $6.9 billion, has also lately held talks to spin off its 1,500 retail stores to longtime rival Office Depot, sources told The Post.

Such a deal would create the nation’s only big-box office-supplies chain, with thousands of locations coastto-coast. Still, its price tag would be dwarfed by the value of Staples’ pending buyout as doubts about the prospects for brick-and-mortar stores grow, according to insiders.

If Staples got out of the retail business, “it would be the end of an era,” says Craig Johnson, president of retail consultanc­y Customer Growth Partners.

“This is a company that helped create the idea of a superstore. Unfortunat­ely, the concept of a superstore has come and gone.”

Staples revealed in a public filing last week that on June 5, a bidder it called “Party A” offered between $625 million and $700 million for Staples’ North American retail locations.

“Party A” was Office De- pot, which was angling to rebrand the Staples locations under its own name, according to a source close to the situation. Staples shunned the bid, agreeing instead on June 28 to go private under Sycamore in a buyout valued at 10 times the price of Office Depot’s retail deal.

Indeed, Sycamore Partners paid a premium not for Staples’ stores but rather to control the company’s lucrative business selling paper, pens and ink cartridges to mid-size and big corporate clients.

As such, sources say Sycamore has signaled a willingnes­s to off-load the stores, which, like much of the retail sector, are struggling as shoppers increasing­ly shift their buying to online rivals led by Amazon.

It’s not clear whether Office Depot and Staples have rekindled talks, but with Sycamore a willing seller, Office Depot is the most logical buyer, insiders said.

In a call last week with potential lenders to Staples’ distributi­on, or “delivery” busi- ness, which serves corporate accounts, Sycamore executives “tried very hard not to talk about retail,” according to an investor who listened to the presentati­on.

“They only thing they said about retail was they did not see much delivery business happening in the stores,” according to the source.

As it looks to finance the buyout, Sycamore is separating the distributi­on business from the stores. Sycamore execs also have assured lenders that if the stores are sold, there will be no impact on lenders to Staples’ distributi­on business, sources said.

The nation’s two leading office-supplies chains tried and failed to combine their businesses in a pair of megadeals — one in 1997, the other in 2015 — but were smacked down both times by the Federal Trade Commission on antitrust concerns.

Staples and Sycamore spokespeop­le declined to comment. Office Depot did not return calls.

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