Court Upholds Right of Staples Shareholders to Vote On Staples.com Buyback; Annual Meeting Postponed While Staples Provides Additional Information to Shareholders.Business/Technology Editors FRAMINGHAM, Mass.--(BUSINESS WIRE)--June 5, 2001 The Delaware Chancery Court The Chancery Court of York is an ecclesiastical court for the Province of York of the Church of England. The presiding officer, the Official Principal and Auditor, has been the same person as the Dean of the Arches since the nineteenth century . today ruled that Staples shareholders can vote on a proposal to fold back Staples.com stock into Staples common stock, but ordered that the vote be postponed so that Staples can provide additional information about the proposal to shareholders. The court also ruled that Staples needs to reset the record date for the shareholders vote. "We're delighted with the court's decision, and only slightly disappointed that our shareholders' vote on the reclassification Reclassification The process of changing the class of mutual funds once certain requirements have been met. These requirements are generally placed on load mutual funds. Reclassification is not considered to be a taxable event. of Staples.com stock will be delayed," said Staples Chairman and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. Thomas G. Stemberg. "The court did not challenge the fairness of valuing Staples.com at $7 per share and did not find that the decision-making process of the directors was tainted taint v. taint·ed, taint·ing, taints v.tr. 1. To affect with or as if with a disease. 2. To affect with decay or putrefaction; spoil. See Synonyms at contaminate. 3. by self interest. The court wants additional information given to the shareholders and we plan to do that." The Chancery Court decision, made after a shareholder group moved to stop the reclassification vote, comes on the heels of a report by Institutional Shareholder Services that recommends shareholders vote for the reclassification of Staples.com stock into Staples common stock. Institutional Shareholders Services is an independent research group that makes recommendations on shareholder issues. Its clients are institutional shareholders. The Staples board of directors voted in March to exchange Staples.com stock for Staples stock after concluding that it made sense to combine the two operations because many Staples customers use both the Staples catalog and Staples.com. By integrating the catalog operation with Staples.com, Staples hopes to achieve synergies and efficiencies in how it markets to and services customers in both operations. After a review and analysis of Staples.com and similar e-commerce operations, the board concluded that $7 was a fair value for Staples.com shares. About Staples Staples, Inc. is an $11 billion retailer of office supplies Office supplies is the generic term that refers to all supplies regularly used in offices by businesses and other organizations, from private citizens to governments, who works with the collection, refinement, and output of information (colloquially referred to as "paper work"). , business services, furniture and technology to consumers and businesses from home-based businesses to Fortune 500 companies in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. , Canada, the United Kingdom, Germany, the Netherlands and Portugal. Headquartered outside Boston, Staples invented the office superstore concept and today is the largest operator of office superstores in the world. The company has over 50,000 employees serving customers through more than 1,300 office superstores, mail order catalogs, e-commerce and a contract business. More information about the company is available at http://www.staples.com. Certain information contained in this news release constitutes forward looking statements for purposes of the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions of The Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Actual results may differ materially from those indicated by such forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. as a result of various important factors including risks related to Staples' ability to compete in its highly competitive market, Staples' ability to continue to successfully open new stores, Staples' quarterly operating results being subject to significant fluctuation, Staples' stock price fluctuating based on the expectations of professional securities analysts, the strain on operations due to Staples' rapid growth which can affect operating results, the ability of Staples' foreign operations and Staples.com to become profitable and the ability of Staples to obtain adequate future financing. Additional information concerning these factors is contained in Staples' Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. dated March 15, 2001, which is on file with the Securities and Exchange Commission. |
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