Atlas Holdings

The ODP Corporation Shareholders to Receive $28 Per Share in Cash, Representing a 34% Premium to Closing Stock Price on September 19, 2025

Transaction to Generate Significant Value for The ODP Corporation Shareholders

BOCA RATON, Fla. and GREENWICH, Conn. (BUSINESS WIRE) – The ODP Corporation (NASDAQ:ODP), a leading provider of products, services and technology solutions to businesses and consumers, today announced that it has entered into a definitive agreement to be acquired by an affiliate of Atlas Holdings, which owns and operates a global family of manufacturing and distribution businesses, for $28 per share in cash. The purchase price represents a premium of 34% to The ODP Corporation’s closing share price on September 19, 2025, valuing The ODP Corporation at approximately $1 billion. Upon completion of the transaction, The ODP Corporation will become a privately held company, and shares of common stock will no longer be listed on the NASDAQ stock exchange.

“This transaction, fully supported by our Board, provides a substantial premium for The ODP Corporation’s shareholders and will improve the company’s position for the next phase of growth,” said Gerry P. Smith, Chief Executive Officer of The ODP Corporation. “Atlas brings an understanding of our industry, along with the operational expertise, resources and track record of supporting its companies that will fast forward our B2B growth initiatives and strengthen our position as a trusted partner to our customers. Atlas’ commitment demonstrates their confidence in our future and the strong momentum we’ve achieved through our focus on operational excellence and disciplined execution. We’re excited about our path for the future.”

“Atlas has a long history of transitioning public companies into successful private enterprises and we are uniquely positioned to do just that with The ODP Corporation – an iconic American company,” said Atlas Managing Partner Michael Sher. “Atlas operates like a diversified holding company, and we have a proven record of delivering the human and financial capital necessary to create long-term value in our businesses. The ODP Corporation’s leadership has already taken several steps to mitigate the challenging retail environment, and we are the right partners to support The ODP Corporation’s continued evolution in its next chapter. We look forward to completing this transaction which will provide a positive outcome for The ODP Corporation’s associates, customers, suppliers and shareholders.”

The Board of Directors of The ODP Corporation unanimously approved the transaction, which is expected to be completed by the end of 2025. The transaction is subject to customary closing conditions, including regulatory approvals and approval by The ODP Corporation shareholders.

J.P. Morgan Securities LLC is serving as exclusive financial advisor and Simpson Thacher & Bartlett LLP is serving as legal advisor to The ODP Corporation. Lazard is serving as financial advisor and Willkie Farr & Gallagher LLP is serving as legal advisor to Atlas Holdings.

About The ODP Corporation

The ODP Corporation (NASDAQ:ODP) is a leading provider of products, services, and technology solutions through an integrated business-to-business (B2B) distribution platform and omnichannel presence, which includes world-class supply chain and distribution operations, dedicated sales professionals, online presence and a network of Office Depot and OfficeMax retail stores. Through its operating companies ODP Business Solutions, LLC; Office Depot, LLC; and Veyer, LLC, The ODP Corporation empowers every business, professional, and consumer to achieve more every day. For more information, visit theodpcorp.com.

About Atlas Holdings

Headquartered in Greenwich, Connecticut and founded in 2002, Atlas and its affiliates own and operate 29 companies which employ more than 60,000 associates across 375 facilities worldwide. Atlas operates in sectors such as automotive supply, building materials, capital equipment, construction services, food manufacturing and distribution, metals processing, packaging, paper, power generation, printing, pulp, supply chain management and wood products. Atlas’ companies together generate more than $20 billion in revenues annually.

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