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Published on 2/11/2019 in the Prospect News Distressed Debt Daily.

Sears Holdings, ESL Investments unit complete $5.2 billion asset sale

By Caroline Salls

Pittsburgh, Feb. 11 – ESL Investments, Inc.’s Transform Holdco LLC affiliate has completed its acquisition of substantially all of Sears Holdings Corp.’s go-forward retail footprint and other assets and component businesses for a total consideration of $5.2 billion, according to an ESL news release.

ESL said the new Sears will include 223 Sears and 202 Kmart stores, along with prominent brands and operating businesses, including Kenmore, DieHard, Craftsman, Sears Home Services, Sears Auto Centers and Innovel.

“The best possible outcome has been realized for all stakeholders, including Sears’ many associates,” ESL chief executive officer Edward S. Lampert said in the release.

“ESL looks forward to a new era at Sears and Kmart that builds on their proud histories, while finding new ways to innovate and grow to adapt to the forces transforming the retail industry.”

ESL said new Sears will have a healthier capital structure, including a reduced debt load, that creates the liquidity necessary to invest in its go-forward plan, initiatives to drive margin & EBITDA growth and significantly reduced SG&A expense.

As of the closing of the acquisition, the new Sears had more than $400 million in excess availability on its new asset-backed credit facility. ESL said the new Sears has a plan to be EBITDA positive in fiscal 2019.

The new Sears will be led by the management team that constituted the Office of the Chief Executive of Sears Holdings, consisting of chief financial officer Robert A. Riecker, chief digital officer Leena Munjal and softlines president Greg Ladley. The company intends to conduct a search for a CEO.

Sears is a retailer based in Hoffman Estates, Ill. The company filed bankruptcy on Oct. 15, 2018 in the U.S. Bankruptcy Court for the Southern District of New York under Chapter 11 case number 18-23538.


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