8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  July 31, 2009 (July 30, 2009)

UNITED STATIONERS INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware	0-10653	36-3141189
(State or Other Jurisdiction	(Commission File Number)	(I.R.S. Employer
Of Incorporation)		Identification No.)
One Parkway North Boulevard
Suite 100
Deerfield, Illinois		60015-2559
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code:  (847) 627-7000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

United Stationers Inc.

Item 2.02               Results of Operations and Financial Condition.

The following information, including Exhibit 99.1 and Exhibit 99.2, shall not be deemed “filed” hereunder for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On July 30, 2009, the Registrant issued a press release announcing its financial results for the three- and six- month periods ended June 30, 2009. A copy of the Registrant’s press release is attached as Exhibit 99.1 hereto and is incorporated herein by reference. In addition, a slide presentation summarizing earnings and financial results is attached as Exhibit 99.2 hereto and is incorporated herein by reference.

Item 9.01               Financial Statements and Exhibits.

(d) Exhibits
Exhibit No.	Description
99.1*	Press Release, dated July 30, 2009, announcing financial results for the three- and six- month periods ended June 30, 2009.
99.2*	Earnings Presentation, a slide presentation summarizing earnings and financial results.

* — Included herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	UNITED STATIONERS INC.
	(Registrant)
Dated:  July 31, 2009	/s/ Victoria J. Reich
	Victoria J. Reich
	Senior Vice President and Chief Financial Officer

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EXHIBIT INDEX

(d) Exhibits
Exhibit No.	Description
99.1*	Press Release, dated July 30, 2009, announcing financial results for the three- and six- month periods ended June 30, 2009.
99.2*	Earnings Presentation, a slide presentation summarizing earnings and financial results.
*	— Included herewith.

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EX-99.1

Exhibit 99.1

	news release
Executive Offices		For Further Information Contact:
One Parkway North Blvd.
Suite 100
Deerfield, IL  60015-2559		Richard W. Gochnauer
		President and Chief Executive Officer
		or
		Victoria J. Reich
		Sr. Vice President and Chief Financial Officer
		United Stationers Inc.
		(847) 627-7000

UNITED STATIONERS REPORTS SECOND QUARTER 2009 RESULTS

DEERFIELD, Ill., July 30, 2009 — United Stationers Inc. (NASDAQ: USTR), a leading North American wholesale distributor of business products, today reported its second quarter 2009 results.

Second Quarter Financial Highlights

·GAAP diluted earnings per share declined slightly to $0.88, versus $0.91 a year ago.  Last year included a net charge of $0.05(1) per diluted share from an asset impairment of capitalized software development costs partially offset by a gain on the sale of the company’s former corporate headquarters building.

·Net cash provided by operating activities for the latest six months totaled $243.0 million, versus net cash provided of $63.0 million for the same period last year.  Excluding the impact of accounts receivable sold, net cash provided by operating activities for the six months ended June 30, 2009 was $266.0 million(1) versus $61.0 million(1) in the same period last year.  Cash generated from operations of $266.0 million(1) was used to reduce net borrowings (long-term debt less cash and cash equivalents) to $413.8 million. This decline led to a reduction in interest and other expense of $1.5 million versus the prior-year quarter and $3.6 million compared to the first six months of 2008.

·Net sales for the second quarter declined 7.4% to $1.16 billion.

·Gross margin was 14.1% of sales, down 44 basis points from last year’s second quarter.

·Operating expenses were $122.2 million, or 10.5% of sales, compared with $138.8 million, or 11.1% of sales in the 2008 quarter.  Last year’s operating expenses included a $6.7 million pre-tax asset impairment charge and a pre-tax gain of $4.7 million on the sale of the company’s former corporate headquarters.  Excluding these items, operating expenses for last year’s second quarter were $136.8 million(1) or 10.9%(1) of sales.

·Operating income was $41.2 million, or 3.6% of sales, versus $43.2 million, or 3.5% of sales, in the prior-year quarter.

·Net income was $21.2 million in the second quarter versus $21.5 million in the prior-year quarter.

“United’s results reflected our associates’ excellent efforts to control what we can in the face of difficult market conditions,” said Richard W. Gochnauer, president and chief executive officer.  “While employment and manufacturing trends continued to weaken in the quarter, the rate of change in our sales improved sequentially from the first quarter across most product categories as a result of growth initiatives and a boost from flu-related product sales.  We remained focused on providing great service to our customers and pursuing growth strategies while proactively reducing costs and working capital in light of lower sales.  Our strong cash flow enabled us to further enhance our financial strength and flexibility.”

Second Quarter Performance

Sales in the second quarter of 2009 declined by 7.4% to $1.16 billion, compared with last year’s $1.25 billion.  Weak macro-economic conditions contributed to revenue declines in furniture, industrial, technology and traditional office supplies.  Despite these conditions, the janitorial/breakroom category experienced sales growth.

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Gross margin in the second quarter of 2009 reached $163.4 million, compared with $182.0 million in the same period last year. Gross margin as a percent of sales for the second quarter of 2009 was 14.1%, compared with 14.5% in the prior-year quarter.  The decrease reflected downward pressure from a lower margin sales mix within product categories, and lower purchase volumes resulting in a decline in supplier allowance and purchase discounts.  Significantly lower fuel costs combined with cost reduction strategies and modestly favorable inventory-related items partially offset these pressures.

Operating expenses for the latest quarter were $122.2 million, or 10.5% of sales, compared with $138.8 million, or 11.1% of sales, in the same quarter last year.  During the 2008 quarter, the company completed the sale of its former corporate headquarters, which resulted in a pre-tax gain of $4.7 million.  Conversely, the company recorded a pre-tax asset impairment charge of $6.7 million related to capitalized software development costs.  Excluding the impact of these items, second quarter 2008 operating expenses were $136.8 million(1) or 10.9%(1) of sales.  During the second quarter of 2009, the company’s operating expenses were favorably affected by cost containment actions in payroll, bonus, travel, professional services and distribution-related costs.  The continued weak economic environment required that bad debt reserves be increased but at a lower rate than in the first quarter of 2009.

Operating income for the latest quarter was $41.2 million, or 3.6% of sales, compared with $43.2 million, or 3.5% of sales, in the second quarter of 2008.  After adjusting for the items mentioned earlier, operating income for the second quarter of 2008 was $45.2 million(1) or 3.6%(1) of sales.

Diluted earnings per share for the 2009 quarter were $0.88, down slightly from $0.91 in the prior-year quarter.  Adjusted for the items previously noted, earnings per share for the second quarter of 2008 were $0.96(1).

Six-month Performance

Sales in the first half of 2009 declined by 8.2% to $2.28 billion, compared with $2.50 billion, with one less selling day in 2009.   GAAP diluted earnings per share for year-to-date 2009 were $1.45, compared with $1.79 in the prior year.

Cash Flow and Debt Trends

Net cash provided by operating activities totaled $243.0 million for the six months ended June 30, 2009, versus cash provided of $63.0 million a year ago.  Excluding the effects of accounts receivable sold, net cash provided by operating activities for the first half was $266.0 million(1), compared with $61.0 million(1) in the prior year.  Cash flow used in investing activities totaled $4.7 million in 2009, down from $9.7 million.  Capital spending through the six months ended June 30, 2009 was $4.8 million and is expected to be approximately $15 million for 2009.

Outstanding debt totaled $471.8 million at June 30, 2009.  Outstanding debt plus securitization financing totaled $471.8 million at June 30, 2009, down $245.0 million(1) during the past 12 months.

“Diligent working capital control—and particularly effective inventory management—drove strong cash flow generation for the quarter and first half,” said Gochnauer.  “Our balance sheet remains in excellent condition and provides ample flexibility to support our needs in recessionary times, while putting the company in a favorable position when the economy improves.”

Outlook

“We are encouraged by our second quarter results and the positive impact of internal initiatives,” Gochnauer stated.  “July sales show continued modest improvement on a sequential quarter basis, and are down approximately 5%.  We remain cautious, however, since employment and manufacturing trends are still deteriorating.  Our focus will remain on firmly controlling costs and working capital to maintain alignment with sales, and supporting a strong and conservative balance sheet.  We continue to see strong interest in our services from value-focused customers and suppliers, who wish to reduce their supply chain costs and inventory investments.  Our business is well-positioned to navigate the economic downturn, and to benefit when market conditions improve.”

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Conference Call

United Stationers will hold a conference call followed by a question and answer session on Friday, July 31, 2009 at 10:00 a.m. CT, to discuss second quarter results. To participate, callers within the U.S. should dial (800) 762-8795 and international callers should dial (480) 629-9773 about 10 minutes before the presentation. Provide the operator with the conference call title “Q2 2009 United Stationers Earnings Conference Call.” To listen to the webcast, participants should visit the Investor Information section of the company’s Web site at www.unitedstationers.com several minutes before the event is broadcast and follow the instructions provided to ensure that the necessary audio application is downloaded and installed.  This program is provided at no charge to the user.  In addition, interested parties can access an archived version of the call, also located on the Investor Information section of United Stationers’ Web site, about two hours after the call ends.  This news release, along with a financial slide presentation and other information relating to the call, also will be available on United’s Web site.

Forward-Looking Statements

This news release contains forward-looking statements, including references to goals, plans, strategies, objectives, projected costs or savings, anticipated future performance, results or events and other statements that are not strictly historical in nature. These statements are based on management’s current expectations, forecasts and assumptions. This means they involve a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied here. These risks and uncertainties include, but are not limited to the following: United’s ability to effectively manage its operations and to implement general cost-reduction and margin-enhancement initiatives; United’s reliance on key customers, and the business, credit and other risks inherent in continuing or increased customer concentration; United’s reliance on independent dealers for a significant percentage of its net sales and therefore the importance of the continued independence, viability and success of these dealers; continuing or increasing competitive activity and pricing pressures within existing or expanded product categories, including competition from product manufacturers who sell directly to United’s customers; prevailing economic conditions and changes affecting the business products industry and the general economy; United’s reliance on key suppliers; the impact of variability in supplier pricing, allowance programs, promotional incentives and other terms, conditions and policies; the impact of variability in customer and end-user demand patterns on United’s product offerings and sales mix and, in turn, on customer rebates payable and supplier allowances earned by United; United’s ability to maintain its existing information technology systems and to successfully procure and implement new systems without business disruption or other unanticipated difficulties or costs; United’s ability to effectively identify, consummate and integrate acquisitions; United’s reliance on key management personnel, both in day-to-day operations and in execution of new business initiatives; and the effects of hurricanes, acts of terrorism and other natural or man-made disruptions.  It is not possible to anticipate or foresee all risks and uncertainties, and investors should not consider any list of risks and uncertainties to be exhaustive or complete.

Shareholders, potential investors and other readers are urged to consider these risks and uncertainties in evaluating forward-looking statements and are cautioned not to place undue reliance on the forward-looking statements. For additional information about risks and uncertainties that could materially affect United’s results, please see the company’s Securities and Exchange Commission filings.  The company does not undertake to update any forward-looking statement.  Investors are advised to consult any further disclosure by United regarding the matters discussed inthis release in its filings with the Securities and Exchange Commission and in other written statements it makes from time to time.

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Company Overview

United Stationers Inc. is a leading wholesale distributor of business products, with net sales for 2008 of approximately $5.0 billion.  The company stocks over 100,000 items, including technology products, traditional office products, janitorial and breakroom supplies, office furniture, and industrial supplies.  A network of 67 distribution centers allows it to deliver these products to approximately 30,000 reseller customers.  This network, combined with United’s depth and breadth of inventory, enables the company to ship most products overnight to more than 90% of the U.S. and major cities in Mexico. For more information, visit www.unitedstationers.com.

United Stationers’ common stock trades on the NASDAQ Global Select Market under the symbol USTR.

(1)This is non-GAAP information.  A reconciliation of these items to the most comparable GAAP measures is presented at the end of this news release.  Except as noted, all references within this news release to financial results are presented in accordance with U.S. Generally Accepted Accounting Principles.

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4

United Stationers Inc. and Subsidiaries

Condensed Consolidated Statements of Income

(in thousands, except per share data)

	For the Three Months Ended				For the Six Months Ended
	June 30,				June 30,
	2009		2008		2009		2008
Net sales	$	1,159,195	$	1,251,335	$	2,280,502	$	2,503,809
Cost of goods sold	995,782		1,069,312		1,952,753		2,137,485
Gross profit	163,413		182,023		327,749		366,324
Operating expenses:
Warehousing, marketing and administrative expenses	122,173		138,806		257,625		278,701
Operating income	41,240		43,217		70,124		87,623
Interest expense, net	6,949		6,442		14,129		13,743
Other expense, net	—		1,992		204		4,233
Income before income taxes	34,291		34,783		55,791		69,647
Income tax expense	13,133		13,309		21,112		26,857
Net income	$	21,158	$	21,474	$	34,679	$	42,790
Net income per common share - diluted	$	0.88	$	0.91	$	1.45	$	1.79
Weighted average number of common shares - diluted	23,952		23,659		23,839		23,968

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United Stationers Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(dollars in thousands, except share data)

	As of June 30,						As of
	2009			2008			Dec. 31, 2008
ASSETS
Current assets:
Cash and cash equivalents	$	57,978		$	24,625		$	10,662
Accounts receivable and retained interest in receivables sold, net*	595,612			440,428			610,210
Inventories	519,039			643,316			680,516
Other current assets	24,029			35,059			33,857
Total current assets	1,196,658			1,143,428			1,335,245
Property, plant and equipment, net	138,434			160,695			153,014
Intangible assets, net	65,501			66,426			67,982
Goodwill, net	314,222			314,359			314,441
Other long-term assets	11,375			15,639			10,834
Total assets	$	1,726,190		$	1,700,547		$	1,881,516
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	374,044		$	436,870		$	341,084
Accrued liabilities	152,625			160,461			186,530
Total current liabilities	526,669			597,331			527,614
Deferred income taxes	3,447			29,092			—
Long-term debt	471,800			466,800			663,100
Other long-term liabilities	104,385			49,319			125,164
Total liabilities	1,106,301			1,142,542			1,315,878
Stockholders’ equity:
Common stock, $0.10 par value; authorized - 100,000,000 shares, issued - 37,217,814 shares in 2009 and 2008	3,722			3,722			3,722
Additional paid-in capital	383,722			381,033			382,721
Treasury stock, at cost — shares 13,502,541 and13,823,813 shares at June 30, 2009 and 2008, respectively and 13,687,843 shares at December 31, 2008	(707,891		)	(716,581		)	(712,944		)
Retained earnings	991,768			901,465			957,089
Accumulated other comprehensive loss	(51,432		)	(11,634		)	(64,950		)
Total stockholders’ equity	619,889			558,005			565,638
Total liabilities and stockholders’ equity	$	1,726,190		$	1,700,547		$	1,881,516

*The June 30, 2008 and December 31, 2008 accounts receivable balances do not include $250.0 million and $23.0 million of accounts receivable sold through a securitization program, which qualified for off-balance sheet treatment.  Retained interest in accounts receivable sold was $416.9 million at June 30, 2009, $123.6 million at June 30, 2008 and $327.9 million at December 31, 2008.

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United Stationers Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(in thousands)

	For the Six Months Ended June 30,
	2009			2008
Cash Flows From Operating Activities:
Net income	$	34,679		$	42,790
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	20,813			22,520
Share-based compensation	5,861			4,386
Asset impairment charge	—			6,727
Loss (gain) on the disposition of property, plant and equipment	25			(4,759		)
Amortization of capitalized financing costs	462			515
Excess tax benefits related to share-based compensation	(57		)	(323		)
Deferred income taxes	(7,429		)	(2,757		)
Changes in operating assets and liabilities:
Decrease (increase) in accounts receivable and retained interest inreceivables sold, net	14,566			(23,951		)
Decrease in inventory	161,671			72,157
Decrease in other assets	9,840			5,509
Increase in accounts payable	44,157			9,673
Decrease in checks in-transit	(11,113		)	(21,125		)
Decrease in accrued liabilities	(30,712		)	(35,987		)
Increase (decrease) in other liabilities	189			(12,411		)
Net cash provided by operating activities	242,952			62,964
Cash Flows From Investing Activities:
Capital expenditures	(4,756		)	(19,762		)
ORS Nasco acquisition purchase price adjustment	—			360
Proceeds from the disposition of property, plant and equipment	95			9,707
Net cash used in investing activities	(4,661		)	(9,695		)
Cash Flows From Financing Activities:
(Repayments) borrowings under Revolving Credit Facility	(191,300		)	15,800
Net proceeds from the exercise of stock options	315			1,026
Acquisition of treasury stock, at cost	—			(67,505		)
Excess tax benefits related to share-based compensation	57			323
Payment of debt issuance costs	(51		)	(256		)
Net cash used in financing activities	(190,979		)	(50,612		)
Effect of exchange rate changes on cash and cash equivalents	4			11
Net change in cash and cash equivalents	47,316			2,668
Cash and cash equivalents, beginning of period	10,662			21,957
Cash and cash equivalents, end of period	$	57,978		$	24,625

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United Stationers Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures

Debt-to-Total Capitalization

(dollars in thousands)

	As of June 30,
	2009			2008			Change
Long-term debt	$	471,800		$	466,800		$	5,000
Accounts receivable sold	—			250,000			(250,000		)
Total debt and securitization (adjusted debt)	471,800			716,800			(245,000		)
Stockholders’ equity	619,889			558,005			61,884
Total capitalization	$	1,091,689		$	1,274,805		$	(183,116	)
Adjusted debt-to-total capitalization	43.2		%	56.2		%	(13.0		)%

Note: Adjusted debt-to-total capitalization is provided as an additional liquidity measure. During the first quarter of 2009, the company entered into a new accounts receivable securitization program that was structured to maintain accounts receivable on its balance sheet.  In contrast, the prior securitization facility was structured for off-balance sheet treatment.  Generally Accepted Accounting Principles require that accounts receivable sold under the company’s prior receivables securitization program be reflected as a reduction in accounts receivable and not reported as debt.  Internally, the company considers these accounts receivables sold to be a financing mechanism. The company believes it is helpful to provide readers of its financial statements with a measure that adds these accounts receivable sold to debt, and calculates debt-to-total capitalization on that basis.

Adjusted Cash Flow

(in thousands)

	For the Six Months Ended June 30,
	2009			2008
Cash Flows From Operating Activities:
Net cash provided by operating activities	$	242,952		$	62,964
Excluding the change in accounts receivable sold	23,000			(2,000		)
Net cash provided by operating activities excluding the effects of receivables sold	$	265,952		$	60,964
Cash Flows From Financing Activities:
Net cash used in financing activities	$	(190,979	)	$	(50,612	)
Including the change in accounts receivable sold	(23,000		)	2,000
Net cash used in financing activities including the effects of receivables sold	$	(213,979	)	$	(48,612	)

Note: Net cash provided by operating activities, excluding the effects of receivables sold is presented as an additional liquidity measure. During the first quarter of 2009, the company entered into a new accounts receivable securitization program that was structured to maintain accounts receivable on its balance sheet.  In contrast, the prior securitization facility was structured for off-balance sheet treatment.  Generally Accepted Accounting Principles require that the cash flow effects of changes in the amount of accounts receivable sold under the company’s prior receivables securitization program be reflected within operating cash flows. Internally, the company considers these accounts receivable sold to be a financing mechanism and not a source of cash flow related to operations.  The company believes it is helpful to provide readers of its financial statements with operating cash flows adjusted for the effects of changes in these accounts receivable sold.

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United Stationers Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures

Adjusted Operating Income and Earnings Per Share

(in millions, except per share data)

	For the Three Months Ended June 30,
	2009				2008
			% to					% to
	Amount		Net Sales		Amount			Net Sales
Sales	$	1,159.2	100.00	%	$	1,251.3		100.00	%
Gross profit	$	163.4	14.10	%	$	182.0		14.54	%
Operating Expenses	$	122.2	10.54	%	$	138.8		11.09	%
Asset impairment charge	—		—		(6.7		)	-0.54	%
Gain on the sale of the former corporate headquarters	—		—		4.7			0.38	%
Adjusted operating expenses	$	122.2	10.54	%	$	136.8		10.93	%
Operating income	$	41.2	3.56	%	$	43.2		3.45	%
Operating expense items noted above	—		—		2.0			0.16	%
Adjusted operating income	$	41.2	3.56	%	$	45.2		3.61	%
Net income per share — diluted	$	0.88			$	0.91
Per share operating expense items noted above	—				0.05
Adjusted net income per share — diluted	$	0.88			$	0.96
Weighted average number of common shares — diluted	24.0				23.7

Note: Adjusted Operating Income and Earnings Per Share exclude the effects of a gain on the sale of the company’s former headquarters and the asset impairment charge related to capitalized software development costs.  Generally Accepted Accounting Principles require that the effects of these items be included in the Condensed Consolidated Statements of Income.  The company believes that excluding these items is an appropriate comparison of its ongoing operating results to last year and that it is helpful to provide readers of its financial statements with a reconciliation of these items to its Condensed Consolidated Statements of Income reported in accordance with Generally Accepted Accounting Principles.

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United Stationers Inc. and Subsidiaries

Reconciliation of Non-GAAP Financial Measures

Adjusted Operating Income and Earnings Per Share

(in millions, except per share data)

	For the Six Months Ended June 30,
	2009					2008
				% to					% to
	Amount			Net Sales		Amount			Net Sales
Sales	$	2,280.5		100.00	%	$	2,503.8		100.00	%
Gross profit	$	327.7		14.37	%	$	366.3		14.63	%
Operating expenses	$	257.6		11.30	%	$	278.7		11.13	%
Severance charge related to workforce reduction	(3.4		)	-0.15	%	—			—
Asset impairment charge	—			—		(6.7		)	-0.27	%
Gain on sale of the former corporate headquarters	—			—		4.7			0.19	%
Adjusted operating expenses	$	254.2		11.15	%	$	276.7		11.05	%
Operating income	$	70.1		3.07	%	$	87.6		3.50	%
Operating expense items noted above	3.4			0.15	%	2.0			0.08	%
Adjusted operating income	$	73.5		3.22	%	$	89.6		3.58	%
Net income per share - diluted	$	1.45				$	1.79
Per share operating expense items noted above	0.09					0.05
Adjusted net income per share - diluted	$	1.54				$	1.84
Weighted average number of common shares - diluted	23.8					24.0

Note: Adjusted Operating Income and Earnings Per Share exclude the effects of a gain on the sale of the company’s former headquarters, the asset impairment charge related to capitalized software development costs and a restructuring charge.  Generally Accepted Accounting Principles require that the effects of these items be included in the Condensed Consolidated Statements of Income.  The company believes that excluding these items is an appropriate comparison of its ongoing operating results to last year and that it is helpful to provide readers of its financial statements with a reconciliation of these items to its Condensed Consolidated Statements of Income reported in accordance with Generally Accepted Accounting Principles.

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10

EX-99.2

Exhibit 99.2

1 United Stationers Inc. Earnings Presentation Second Quarter 2009

2 Forward Looking Statements and Non-GAAP Measures This presentation contains forward-looking statements, including references to goals, plans, strategies, objectives, anticipated future performance, results or events and other statements that are not strictly historical in nature. These statements are based on management’s current expectations, forecasts and assumptions. This means they involve a number of risks and uncertainties that could cause actual results to differ materially from those expressed or implied here. These risks and uncertainties include, but are not limited to, the following: United’s ability to manage its operations and respond effectively to prevailing economic conditions and changes affecting the business products industry and the general economy; United’s success in implementing general cost-reduction and margin-enhancement initiatives; United’s reliance on key customers, and the business, credit and other risks inherent in continuing or increased customer concentration; the availability of financing sources to meet United’s business needs; United’s reliance on key suppliers and the supplier allowances and promotional incentives they provide; United’s reliance on independent dealers for a significant percentage of its net sales and therefore the importance of the continued independence, viability and success of these dealers; continuing or increasing competitive activity and pricing pressures within existing or expanded product categories, including competition from product manufacturers who sell directly to United’s customers; the impact of a loss of, or substantial decrease in, the availability of products or service from key suppliers at competitive prices; the impact of variability in customer and end-user demand on United’s product offerings and sales mix and, in turn, on customer rebates payable and supplier allowances earned by United, as well as the cost of liquidating excess or obsolete inventory at a loss; United’s ability to maintain its existing information technology systems and to successfully procure and implement new systems without business disruption or other unanticipated difficulties or costs; United’s ability to effectively identify, consummate and integrate acquisitions; United’s reliance on key management personnel, both in day-to-day operations and in execution of new business initiatives; and the effects of hurricanes, acts of terrorism and other natural or man-made disruptions. Shareholders, potential investors and other readers are urged to consider these risks and uncertainties in evaluating forward-looking statements and are cautioned not to place undue reliance on such forward-looking statements. The forward-looking information in this presentation is given as of this date only, and the Company undertakes no responsibility to update or revise it. For additional information about risks and uncertainties that could materially affect United’s results, please see the company’s Securities and Exchange Commission filings. It is not possible to anticipate or foresee all risks and uncertainties, and investors should not consider any list of risks and uncertainties to be an exhaustive or complete list. * This is non-GAAP information. A reconciliation of these items to the most comparable GAAP measures is presented on the company’s Website (www.unitedstationers.com) under the Investor Information section. Except as noted, all references to financial results within this presentation are presented in accordance with U.S. Generally Accepted Accounting Principles.

3 Q2 2009 Headlines Sales decreased 7.4% to $1.16 billion. Adjusted earnings per diluted share were $0.88, down 8% from adjusted Q2 2008 EPS of $0.96*. Gross Margin rate of 14.1% declined 44 basis points (bps) compared with last year. Operating expenses in Q2 2009 were $122.2 million down 11%* from adjusted expenses of $136.8 million* in the prior-year quarter, and were 10.5% of sales versus 10.9%* in the prior-year quarter. Operating income was 3.6% compared to an adjusted 3.6%* in Q2 2008. Net income declined 1% from $21.5 million in Q2 2008 to $21.2 million in Q2 2009 and benefited from lower interest costs of $1.5 million. Net cash provided by operating activities, adjusted to exclude the impact of accounts receivable sold, was $127.2 million* compared to $15.8 million* in the 2008 quarter. Adjusted debt, including securitization financing, was down $245 million* during the past twelve months to $471.8 million.

4 Second Quarter 2009 P&L % to sales change $ % to Sales $ % to Sales $ change % change Fav (Unfav) $ Millions (except EPS) Q2 2009 Q2 2009 Q2 2008 Q2 2008 Fav (Unfav) Fav (Unfav) basis points Net Sales 1,159.2 1,251.3 (92.1) (7.4%) Gross Margin 163.4 14.10% 182.0 14.54% (18.6) (10.2%) (44) Operating Expense 122.2 10.54% 138.8 11.09% 16.6 12.0% 55 Operating Income 41.2 3.56% 43.2 3.45% (2.0) (4.6%) 11 Interest & Other 6.9 0.60% 8.4 0.67% 1.5 17.9% 7 Taxes 13.1 1.13% 13.3 1.06% 0.2 1.0% (7) Net Income 21.2 1.83% 21.5 1.72% (0.4) (1.7%) 11 Diluted Shares (000s) 23,952 23,659 Diluted EPS 0.88 $ 0.91 $ (0.03) $ (3%) Effective Tax Rate 38.3% 38.3% Adjusted to exclude gain on sale of building and asset impairment charge * Adjusted Operating Income 41.2 3.56% 45.2 3.61% (4.0) (8.8%) (5) Adjusted Net Income 21.2 1.83% 22.7 1.81% (1.5) (6.6%) 2 Adjusted Diluted EPS 0.88 $ 0.96 $ (0.08) $ (7.9%)

5 Year-to-Date 2009 P&L % to sales change $ % to Sales $ % to Sales $ change % change Fav (Unfav) $ Millions (except EPS) YTD Q2 2009 YTD Q2 2009 YTD Q2 2008 YTD Q2 2008 Fav (Unfav) Fav (Unfav) basis points Net Sales 2,280.5 2,503.8 (223.3) (8.9%) Workday Adjusted Sales Growth (8.2%) Gross Margin 327.7 14.37% 366.3 14.63% (38.6) (10.4%) (26) Operating Expense 254.2 11.15% 278.7 11.13% 24.5 8.8% (2) Severance Costs 3.4 0.15% 0.0 0.00% (3.4) 100.0% (15) Operating Income 70.1 3.07% 87.6 3.50% (17.5) (20.0%) (43) Interest & Other 14.3 0.63% 17.9 0.72% 3.6 20.1% 9 Taxes 21.1 0.92% 26.9 1.07% 5.8 21.7% 15 Net Income 34.7 1.52% 42.8 1.71% (8.1) (18.9%) (19) Diluted Shares (000s) 23,839 23,968 Diluted EPS 1.45 $ 1.79 $ (0.34) $ (19.0%) Effective Tax Rate 37.8% 38.6% Adjusted to exclude severance costs, gain on sale of building and asset impairment charge * Adjusted Operating Income 73.5 3.22% 89.6 3.58% (16.1) (18.0%) (36) Adjusted Net Income 36.8 1.61% 44.0 1.76% (7.2) (16.4%) (15) Adjusted Diluted EPS 1.54 $ 1.84 $ (0.30) $ (16.3%)

6 Sales by Product Category – Q2 2009 Technology sales declined in printers, computer accessories and visual communication products. The rate of declining sales improved from the Q1 2009 rate. Traditional office products reflect declines in more durable products while cut-sheet paper sales showed improved growth over Q1 2009. Janitorial/Breakroom improved over Q1 2009 with an increasing share of national accounts and sales related to the H1N1 flu scare. Furniture sales reflect depressed market conditions with a decline similar to Q1 2009. Industrial sales reflect a sharp decline in U.S. manufacturing, pipeline, and commercial construction activity combined with de-stocking in the distributor channel. Sales growth (decline) Category from Q2 2008 Technology (6%) Office Products (6%) Janitorial/ Breakroom 6% Furniture (33%) Industrial (27%) Q2 2009 Industrial 5% Furniture 7% Technology 36% Office Products 27% Janitorial/ Breakroom 25%

7 Sales by Channel – Q2 2009 Independent/Other channel sales decline was similar to Q1 2009 rate. Includes continued strong double-digit growth in new channels. National accounts sales improved from Q1 2009 rate, reflecting growth initiatives and share gains. Sales growth (decline) from Channel Q2 2008 Independent & Other (8%) Nationals (2%) Q2 2009 Nationals 17% Independent & Other 83%

8 Gross Margin Q2 2009 margin rate was below Q2 2008 as a result of continued pressure from a lower margin product mix and lower supplier allowances resulting from inventory reductions. Freight savings due to lower fuel costs and WOW2 initiatives provided a partial offset. dollars in millions $- $25.0 $50.0 $75.0 $100.0 $125.0 $150.0 $175.0 $200.0 10.0% 12.5% 15.0% 17.5% 20.0% Dollars $184.3 $182.0 $197.9 $176.5 $164.3 $163.4 Rate 14.7% 14.5% 14.8% 15.4% 14.7% 14.1% Q1 08 Q2 08 Q3 08 Q4 08 Q1 09 Q2 09

9 Operating Expense* Operating expense dollars were down 11%* versus last year reflecting proactive cost reduction actions, partially offset by higher bad debt provisions of $1 million or 11 bps compared to Q2 2008. Benefits seen from cost reduction actions initiated earlier in the year targeting labor costs, discretionary spending, and variable costs. dollars in millions $- $25.0 $50.0 $75.0 $100.0 $125.0 $150.0 7.5% 10.0% 12.5% 15.0% Dollars $139.9 $136.8 $141.2 $133.5 $132.0 $122.2 Rate 11.2% 10.9% 10.6% 11.7% 11.8% 10.5% Q1 08 Q2 08 * Q3 08 * Q4 08 Q1 09 * Q2 09

10 Operating Income* dollars in millions $- $10.0 $20.0 $30.0 $40.0 $50.0 $60.0 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% Dollars $44.4 $45.2 $56.7 $43.0 $32.3 $41.2 Rate 3.5% 3.6% 4.2% 3.7% 2.9% 3.6% Q1 08 Q2 08 * Q3 08 * Q4 08 Q1 09 * Q2 09

11 Earnings per Share* shares in millions $- $0.20 $0.40 $0.60 $0.80 $1.00 $1.20 EPS $0.88 $0.96 $1.26 $0.95 $0.66 $0.88 Diluted Shares 24.3 23.7 23.7 23.7 23.8 24.0 Q1 08 Q2 08 * Q3 08 * Q4 08 Q1 09 * Q2 09

12 Working Capital Summary Receivables – excluding the effects of securitization – were down 14% from a year ago. Inventories were down 19% versus the prior year and 24% lower than 2008 year-end. Payables leverage was significantly up from depressed levels at year end and above normal positions of 60% – 65% of inventory. $ Millions 3/31/2008 * 6/30/2008 * 9/30/2008 * 12/31/2008 * 3/31/2009 * 6/30/2009 Accounts Receivable, adjusted * 616.1 690.4 753.3 633.2 573.4 595.6 Inventories 640.4 643.3 691.3 680.5 572.2 519.0 Accounts Payable 366.9 436.9 503.5 341.1 318.9 374.0 Q1 08 Q2 08 Q3 08 Q4 08 Q1 09 Q2 09 Trade A/R Days Sales Outstanding 40 42 43 43 43 42 Inventory Turns 6.3 6.7 6.8 5.6 6.1 7.3 A/P as % Inventory 57% 68% 73% 50% 56% 72%

13 Cash Flows Managing inventory down as sales declined in 2009, coupled with improvement in payables leverage, drove $266 million* in adjusted operating cash flow YTD 2009. QTD QTD QTD QTD QTD QTD $ Millions Q1 08 * Q2 08 * Q3 08 * Q4 08 * Q1 09 * Q2 09 Net Income 21.3 21.5 33.1 22.5 13.5 21.2 Depreciation & Amortization 11.2 11.3 10.5 10.5 10.6 10.2 Share-based compensation 2.3 2.1 2.3 2.3 2.9 3.0 Change in Accounts Receivable * 48.1 (74.1) (53.9) 119.1 59.4 (21.8) Change in Inventory 74.8 (2.6) (42.9) 10.2 108.1 53.6 Change in Accounts Payable (81.7) 70.3 66.4 (163.0) (22.3) 55.4 Change in Other Working Capital (33.3) 0.8 22.8 0.6 (30.0) 6.9 Change in Working Capital 7.9 (5.6) (7.6) (33.1) 115.2 94.1 Other 2.5 (13.5) (7.9) 2.1 (3.4) (1.3) Adjusted cash provided by operating activities * 45.2 15.8 30.4 4.3 138.8 127.2 Capital Expenditures (8.0) (11.8) (6.0) (5.9) (2.0) (2.8) Proceeds from disposition of fixed assets - 9.7 8.5 - - 0.1 Net cash (used for) provided by capital expenditures * (8.0) (2.1) 2.5 (5.9) (2.0) (2.7) Free Cash Flow * 37.2 13.7 32.9 (1.6) 136.8 124.5

14 Debt and Capitalization Operating cash flow generated in 2009 has been used for debt reduction. Total adjusted debt down $245 million* during the past 12 months. $ Millions 3/31/2008 * 6/30/2008 * 9/30/2008 * 12/31/2008 * 3/31/2009 * 6/30/2009 Debt 541.9 466.8 491.8 663.1 552.5 471.8 Accounts receivable sold * 185.0 250.0 222.0 23.0 - - Total Adjusted Debt * 726.9 716.8 713.8 686.1 552.5 471.8 Equity 523.3 558.0 591.2 565.6 589.5 619.9 Total capitalization * 1,250.2 1,274.8 1,305.0 1,251.7 1,142.0 1,091.7 Adjusted debt-to-total capitalization * 58.1% 56.2% 54.7% 54.8% 48.4% 43.2% During the first quarter of 2009, the company entered into a new accounts receivable securitization program that was structured to maintain accounts receivable on its balance sheet. In contrast, the previous securitization facility was structured for off-balance sheet treatment.