Davies and Willkie advising Atlas Holdings; Simpson Thacher representing ODP
The ODP Corporation, a major supplier of business products and technology solutions, has agreed to be acquired by an affiliate of Atlas Holdings in a deal valued at roughly $1 billion. Under the terms of the agreement, Atlas will pay $28 per share in cash—a 34 percent premium over ODP’s closing price on September 19, 2025. Once the transaction is finalized, ODP will become a privately held company and its shares will be delisted from the NASDAQ.
“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 ODP CEO Gerry Smith in a press release. “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 Holdings, which manages a portfolio of manufacturing and distribution businesses worldwide, emphasized its experience in guiding public companies through the transition to private ownership. “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.”
Legal counsel for Atlas Holdings includes Davies Ward Phillips & Vineberg LLP in Canada and Willkie Farr & Gallagher LLP in the United States. Lazard Inc. is serving as financial advisor to Atlas. The ODP Corporation is represented by Simpson Thacher & Bartlett LLP, with J.P. Morgan Securities LLC acting as exclusive financial advisor.
The deal is expected to be completed by the end of 2025, subject to customary closing conditions, including regulatory approvals and approval by The ODP Corporation shareholders.
