Staples, Inc. $1,500,000,000 9.750% Senior Notes due 2014 Underwriting AgreementUnderwriting Agreement • January 14th, 2009 • Staples Inc • Retail-miscellaneous shopping goods stores • New York
Staples, Inc., a Delaware corporation (the “Company”), proposes to issue and sell $1,500,000,000 aggregate principal amount of its 9.750% Senior Notes due 2014 (the “Notes”) to the several underwriters named on Schedule I hereto (the “Underwriters”), for which Barclays Capital Inc., Banc of America Securities LLC and HSBC Securities (USA) Inc. are acting as representatives (the “Representatives”). The Notes will (i) have terms and provisions which are summarized in the Disclosure Package as of the Applicable Time and the Prospectus dated as of the date hereof (each as defined in Section 1(a) hereof) and (ii) be issued pursuant to an Indenture to be dated as of January 15, 2009 (the “Indenture”) between the Company, the Subsidiary Guarantors (defined below) and HSBC Bank USA, National Association, as Trustee (the “Trustee”). The Company’s obligations under the Notes and the Indenture will be unconditionally guaranteed (the “Guarantee”) on an unsecured unsubordinated basis by Staples the
