Goldsmith Agio Helms Announces
the Sale by Republic Financial Corporation of
American Identity, Inc. to Staples, Inc.

LOS ANGELES, CA – May 22, 2007: 
Goldsmith Agio Helms is pleased to announce the completed sale of its client, American Identity, Inc. (“American Identity” or the “Company”), a portfolio company of Republic Financial Corporation (“Republic”), to Staples Inc., the world’s largest office products company.  American Identity is a leading multi-channel marketer of customized advertising-specialty items for the $18 billion promotional products industry. 

TRANSACTION HIGHLIGHTS
Ed Villeneuve, a managing director with Goldsmith Agio Helms, commented, “It was a pleasure to represent Republic Financial Corporation in the sale process of its portfolio company, American Identity.  The Company was highly sought-after by both strategic and financial buyers due to its leading market presence, blue-chip customer base, vertically integrated business model, and outstanding management team.  We were very pleased to complete a transaction with Staples, Inc., a preeminent retailer and business services and technology provider whose team impressed our client with their grasp of the Company’s strengths and growth opportunities.  Staples’ team-oriented, positive approach to the acquisition process set the tone for a smooth transition.”

Republic Financial Corporation’s Executive Vice President Robert Possehl concurred, “We are delighted with the outcome of this transaction.  American Identity’s unique market position and customer profile has allowed the Company to join a highly respected corporate team.”

“The American Identity family is thrilled about joining Staples and the opportunity this presents for our customers, employees, and sales organization," said Roger Henry, American Identity chief executive officer. "We are eager to begin working with Staples to accelerate the growth of our business and to leverage Staples' e-commerce expertise and leading supply chain network.”

The completion of this assignment marks the third successful sale by Goldsmith Agio Helms of a Counselor Top 40 promotional products company since 2004.

THE SELLER
Republic Financial Corporation (www.republic-financial.com) is a privately held company with investment interests in a diverse portfolio of operating companies and assets. Representative industries include aviation and aerospace, security software, telecommunications, data services, heavy equipment manufacturing and construction aggregates. The company invests in small market buy-outs, commercial debt, troubled middle-market companies and aviation assets. With a mission of generating superior long-term value, Republic combines its deep expertise in business development and maximizing business growth potential with the experience of key management of its portfolio companies. Since 1971, Republic has invested in assets worth over $1 billion, achieving commercial success by developing creative solutions to difficult and complex business situations.

THE COMPANY
American Identity, Inc. (www.americanidentity.com) is a leading multi-channel marketer of customized advertising-specialty items that serves the $18 billion promotional products industry.  The Company has international distribution that services Fortune 1000 companies as well as small businesses.  American Identity’s scale, vertical integration, technology infrastructure, high service levels, and unique business model make it a true industry leader.  Delivering branded merchandise to its customers via a multi-channel strategy that uses the Internet, catalogs and direct mail, telemarketing, and direct sales, the Company collaborates with its customers to develop full-service corporate identity programs.  With an infrastructure that supports rapid and reliable order turnaround, American Identity is the company of choice for a blue-chip roster of some of the most recognized names in corporate America.

THE  BUYER
Staples Inc. (www.staples.com), the world's largest office products company, offers a wide range of office products, including supplies, technology, furniture, and business services.  With 2006 sales of $18.2 billion, Staples serves consumers and businesses ranging from home-based businesses to Fortune 500 companies in 21 countries throughout North and South America, Europe and Asia.  Headquartered outside of Boston, Staples operates approximately 1,900 office superstores and also serves its customers through mail order catalog, e-commerce and contract businesses.  The company’s Contract division services national organizations with significant office and technology needs as well as medium-to-large regional companies with moderate office and technology expenditures.

ABOUT GOLDSMITH AGIO HELMS
Goldsmith Agio Helms (www.agio.com) is one of the nation's leading independent investment banking firms providing sophisticated corporate finance advisory services to middle-market businesses.  The firm's services include mergers and acquisitions, private placements of debt and equity, distressed advisory and restructuring, and financial advisory and opinion services.  The firm operates internationally from its offices in Minneapolis, New York, Chicago, Los Angeles, and Shanghai and through Agio International, a proprietary partnership of leading independent investment banks with offices in London, Edinburgh, Madrid, Milan, and Zurich.

If you would like more information about this transaction, contact Ed Villeneuve (evilleneuve@agio.com) at 310-551-4111.

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