Service.com provides “stalking horse” bid in court-supervised sale process
Sears Home Improvement business to operate as normal throughout this process
Sears Holdings Corporation (“Holdings” or the “Company”) (OTC Pink: SHLDQ) today announced that it has sought court approval of a “stalking horse” asset purchase agreement with Service.com to acquire the Sears Home Improvement business (“SHIP”) in a sale process under Section 363 of the U.S. Bankruptcy Code. SHIP, which is based in Longwood, Florida, is a unit of the Sears Home Services division.
“A stalking horse offer, agreement, or bid is an attempt by a bankrupt debtor to test the market for the debtor’s assets in advance of an auction of them.”
“The sale of SHIP is an important step for Sears Holdings as we continue working to achieve a comprehensive restructuring,” said Robert A. Riecker, Chief Financial Officer and member of the Office of the Chief Executive. “We look forward to completing this process expeditiously so that we can maximize the value of SHIP and ensure a seamless transition for all of our stakeholders.”
“Service.com is excited about the possibility of combining with SHIP,” said Sandy Kronenberg, Chief Executive Officer of Service.com. “This would not have been feasible without the support of Peter Karmanos’ MadDog Ventures.”
The transaction was approved by the Company’s Restructuring Committee, which consists solely of independent directors. Under the agreement, which is subject to higher or better offers, Service.com intends to purchase SHIP for approximately $60 million in cash. Holdings intends to implement bid procedures to allow other qualified bidders the opportunity to submit competing bids through a court-supervised sale process. Interested bidders are encouraged to contact Lazard Frères & Co. LLC. The Company requested that the Court consider the proposed bid procedures on November 15 at 10:00 a.m. ET.
The auction process and final agreement will be subject to the approval of the Court. In addition, completion of the transaction remains subject to customary closing conditions and regulatory approvals. Holdings anticipates that a sale will be completed by early January 2019.
As previously announced, on October 15, 2018, Holdings and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York.
Additional information is available on the Company’s restructuring website at restructuring.searsholdings.com. For Court filings and other documents related to the court-supervised process, please visit http://restructuring.primeclerk.com/sears, call (844) 384-4460 (for toll-free domestic calls) and +1 (929) 955-2419 (for tolled international calls), or email [email protected]
Weil, Gotshal & Manges LLP is serving as legal counsel, M-III Partners is serving as restructuring advisor and Lazard Frères & Co. LLC is serving as investment banker to Holdings.
Sidley Austin LLP is serving as legal counsel and FINNEA Group LLC is serving as financial advisor to Service.com.
About Sears Holdings Corporation
Sears Holdings Corporation (OTC Pink: SHLDQ) is a leading integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve our members – wherever, whenever and however they want to shop. Sears Holdings is home to Shop Your Way®, a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The Company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with full-line and specialty retail stores across the United States. For more information, visit www.searsholdings.com.
SOURCE Sears Holdings Corporation