HOFFMAN ESTATES, Ill. — Sears Holdings Corporation (“Holdings,” “we,” “our,” or the “Company”) (NASDAQ: SHLD) today announced a series of actions to position the Company to establish a sustainable capital structure, continue streamlining its operating model and grow profitably for the long term. To facilitate these actions, the Company and certain of its subsidiaries have 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 (the “Court”).
The Company expects to move through the restructuring process as expeditiously as possible and is committed to pursuing a plan of reorganization in the very near term as it continues negotiations with major stakeholders started prior to today’s announcement.
Holdings has received commitments for $300 million in senior priming debtor-in-possession (“DIP”) financing from its senior secured asset-based revolving lenders and is negotiating a $300 millionsubordinated DIP financing with ESL Investments, Inc. (“ESL”). ESL is the Company’s largest stockholder and creditor, and Edward S. Lampert is ESL’s Chairman and Chief Executive Officer. Subject to Court approval, the DIP financing is expected to improve the Company’s financial position immediately and support its operations during the financial restructuring process.
Holdings has filed a number of customary motions with the Court seeking authorization to support its operations during the restructuring process and ensure a smooth transition into Chapter 11. The Company intends to continue payment of employee wages and benefits, honor member programs, and pay vendors and suppliers in the ordinary course for all goods and services provided on or after the filing date.
The Company’s Sears and Kmart stores, and its online and mobile platforms, are open and continue to offer a full range of products and services to members and customers. Holdings’ services and brand businesses will also continue to operate as usual. Customers should expect Holdings’ loyalty programs, including the Shop Your Way membership program, and the Sears and private label credit card rewards programs, to continue as normal. The Company is committed to working with its vendors and other partners to help maintain inventory levels and ensure timely product delivery.
“Over the last several years, we have worked hard to transform our business and unlock the value of our assets,” said Edward S. Lampert, Chairman of Sears Holdings. “While we have made progress, the plan has yet to deliver the results we have desired, and addressing the Company’s immediate liquidity needs has impacted our efforts to become a profitable and more competitive retailer. The Chapter 11 process will give Holdings the flexibility to strengthen its balance sheet, enabling the Company to accelerate its strategic transformation, continue right sizing its operating model, and return to profitability. Our goal is to achieve a comprehensive restructuring as efficiently as possible, working closely with our creditors and other debtholders, and be better positioned to execute on our strategy and key priorities.”
Lampert continued, “As we look toward the holiday season, Sears and Kmart stores remain open for business and our dedicated associates look forward to serving our members and customers. We thank our vendors for their continuing support through the upcoming season and beyond. We also thank our associates for their hard work and commitment to providing millions of Americans with value and convenience.”
Strategic Actions
Holdings intends to reorganize around a smaller store platform of EBITDA-positive stores. The Company believes that a successful reorganization will save the Company and the jobs of tens of thousands of store associates. Holdings is currently in discussions with ESL regarding a stalking-horse bid for the purchase of a large portion of the Company’s store base. There can be no assurance that any transaction will be consummated or on what terms any transaction may occur. Additionally, Holdings expects to market and sell certain of the Company’s assets over the coming months.
Holdings will also close 142 unprofitable stores near the end of the year. Liquidation sales at these stores are expected to begin shortly. This is in addition to the previously announced closure of 46 unprofitable stores that is expected to be completed by November 2018.
Leadership and Board Changes
Holdings has enacted a series of leadership and Board changes in support of the continued transformation and restructuring process:
- CEO Transition: Edward S. Lampert has stepped down from his role as Chief Executive Officer of the Company, effective immediately. He will remain Chairman of the Board. The Company’s Board has created an Office of the CEO, which will be responsible for managing the Company’s day-to-day operations during this process. The Office of the CEO will be composed of Robert A. Riecker, Chief Financial Officer; Leena Munjal, Chief Digital Officer, Customer Experience and Integrated Retail; and Gregory Ladley, President of Apparel and Footwear.
- Formation of Restructuring Committee: The Board has formed a special committee (the “Restructuring Committee”) that will oversee the restructuring process and have decision making authority with respect to transactions involving affiliated parties. The Restructuring Committee consists solely of independent directors and includes Alan J. Carr, Paul G. DePodesta, Ann N. Reese and William L. Transier.
- Appointment of Chief Restructuring Officer: Mohsin Y. Meghji, Managing Partner of M-III Partners, has been appointed Chief Restructuring Officer. Meghji is a nationally recognized U.S. turnaround professional with a track record of revitalizing companies experiencing financial, operational or strategic transitions to maximize value for stakeholders. He has joined the Company’s senior management team and will help lead the Company’s restructuring efforts, reporting to the Restructuring Committee.
- Addition of New Independent Director: William L. Transier, Chief Executive Officer of Transier Advisors LLC, has joined Holdings’ Board as an independent director. In addition to his leadership roles at public companies, Transier has extensive restructuring experience involving companies with complex capital structures and has served on special committees of independent directors responsible for overseeing restructuring processes. This appointment follows the recent addition of Alan J. Carr to the Board.
Advisors
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.
About Sears Holdings Corporation
Sears Holdings Corporation (NASDAQ: SHLD) 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
Here are the 142 Sears and Kmart locations that will be closing:
Kmart
Arkansas
2821 East Main St Russellville, AR 72801-9801
California
215 W Hanford/Armona Rd Lemoore, CA 93245-2302
1351 E Hatch Rd Modesto, CA 95351-5010
375 E Alessandro Blvd Riverside, CA 92508-2463
3247 W Noble Ave Visalia, CA 93277-1841
912 County Line Rd Delano, CA 93215-3823
2530 S Euclid Ave Ontario, CA 91762-6619
3968-A Missouri Flat Road Placerville, CA 95667-5240
Florida
900 N W 76 Boulevard Gainesville, FL 32606-6747
12350 Sw 8Th Street Miami, FL 33184-1510 (Goodwill)
Georgia
400 Crosstown Road Peachtree City, GA 30269-2915
6239 Turner Lake Road Covington, GA 30014-2064
Illinois
3701 Broadway St Quincy, IL 62301-3721 (Ruby Tuesday)
4210 N Harlem Ave Norridge, IL 60706-1277
5000 23Rd Ave Moline, IL 61265-4599
Indiana
430 W Ridge Rd Griffith, IN 46319-1095 (El Centro Mall)
723 3rd Ave Jasper, IN 47546-3639
Iowa
2803 E Kanesville Blvd Council Bluffs, IA 51503-1004
1111 N 2nd Cherokee, IA 51012-1287
2307 Superior Webster City, IA 50595-3165
Kansas
400 South Broadway Salina, KS 67401-4005
7836 State Ave Kansas City, KS 66112-2417
Kentucky
600 C W Stevens Blvd Grayson, KY 41143-1190
Northridge S/C Us Hwy 127 Russell Springs, KY 42642-4559
Louisiana
7000 Veterans Memorial Metairie, LA 70003-4497
Maine
417 Main Street Madawaska, ME 04756-1197
Maryland
835 Solomons Island Rd N Prince Frederick, MD 20678-3912
6163 Oxon Hill Road Oxon Hill, MD 20745-3108
Michigan
06600 M-66 North Charlevoix, MI 49720-9505
1025 M-24 Lake Orion, MI 48360-1429
Missouri
2901-5 N Belt Hwy St. Joseph, MO 64506-2006
7100 NW Prairie View Rd Kansas City, MO 64151-1630 (Zeller Auto Repair)
1 Flower Valley Shp Ctr Florissant, MO 63033-1644
New Jersey
779 Delsea Dr N Glassboro, NJ 08028-1435
New York
987 Route 6 Mahopac, NY 10541-1709
8363 Lewiston Road Batavia, NY 14020-1236
2590 Military Rd Niagara Falls, NY 14304-1506
349 Orchard Park Rd West Seneca, NY 14224-2634
93 West Campbell Rd Schenectady, NY 12306-6800
North Carolina
1530 East Broad Street Statesville, NC 28625-4302
4500 Western Blvd Raleigh, NC 27606-1814 (Choice Auto Repair)
1001 Patton Ave Asheville, NC 28806-3643
Ohio
15891 State Rt 170 East Liverpool, OH 43920-9633
17840 Bagley Rd Middleburg Heights, OH 44130-3401
Oregon
3955 S W Murray Blvd Beaverton, OR 97005-2316 (Glowing Greens LLC)
Pennsylvania
720 Clairton Blvd/Rte 51 Pleasant Hills, PA 15236-4517
528 W Plank Road Altoona, PA 16602-2802
1502 South Fourth St Allentown, PA 18103-4949 (Floreff LLC & Nathan & Alison LLC)
1000 Nutt Rd Phoenixville, PA 19460-2200
1170 Mae Street Hummelstown, PA 17036-9185
100 Tarentum Rd New Kensington, PA 15068-4670
1180 Walnut Bottom Rd Carlisle, PA 17013-9160
3205 Lincoln Hwy Thorndale, PA 19372-1012
111 Hulst Dr, Ste 722 Matamoras, PA 18336-2115
South Carolina
129 West Butler Avenue Mauldin, SC 29662-2534 (Mauldin at Butler LLC)
2302 Cherry Rd Rock Hill, SC 29732-2165
Tennessee
6909 Maynardville Pike Ne Knoxville, TN 37918-5325
Virginia
6364 Springfield Plaza Springfield, VA 22150-3431
118 Waller Mill Rd Williamsburg, VA 23185-2946 (New Oriental Crafts LLC)
2712 W Main St Waynesboro, VA 22980-1618
Washington
1001 E Sunset Drive Bellingham, WA 98226-3510
West Virginia
1701 4Th Ave W Charleston, WV 25387-2415
Wyoming
4000 East 2nd Street Casper, WY 82609-2385
Sears
Alabama
1001 Rainbow Dr Gadsden, AL 35901-5376
Arizona
2250 El Mercado Loop Sierra Vista, AZ 85635-5204
3150 S 4Th Ave Yuma, AZ 85364-8104
6515 E Southern Ave Mesa/East, AZ 85206-3711
7611 W Thomas Rd Phoenix-Desert Sky, AZ 85033-5433
3177 Chandler Village Dr Chandler, AZ 85226-
California
1700 Stoneridge Dr Pleasanton, CA 94588- (Lands’ End)
100 Santa Rosa Plz Santa Rosa, CA 95401-6381 (Lands’ End)
3333 Bristol St Costa Mesa, CA 92626-1811 (Lands’ End)
1011 W Olive Ave Merced, CA 95348-2422
5901 Florin Rd Florin, CA 95823-2302
3751 S Dogwood Ave El Centro, CA 92243-
100 Vintage Faire Mall Modesto, CA 95356-0559
100 Los Cerritos Mall Cerritos, CA 90703-5421
1401 N Montebello Blvd Montebello, CA 90640-2584
3001 Ming Ave Bakersfield, CA 93304-4145
Colorado
10785 W Colfax Ave Lakewood, CO 80215-3807
7001 S University Blvd Centennial, CO 80122-1599 (Lands’ End)
Connecticut
1201 Boston Post Rd Sp 2095 Milford, CT 06460- (Lands’ End)
850 Hartford Tnpk Waterford, CT 06385- (Lands’ End Inc.)
Florida
733 N Highway 231 Panama City, FL 32405-5302
300 Mary Esther Blvd Mry Est/Ft Wltn Bch, FL 32569-1693
1050 S Babcock St Melbourne, FL 32901-3022
3800 Us Highway 98 N Ste 500 Lakeland, FL 33809-3824
303 Us Hwy 301 Blvd W Bradenton, FL 34205-7991
3100 Sw College Rd Ste 300 Ocala, FL 34474-8449
Idaho
460 N Milwaukee St Boise, ID 83704-9122
Illinois
3340 Mall Loop Dr Joliet, IL 60431-1057
Indiana
1251 Us Highway 31 N Greenwood, IN 46142-4503
6780 W Washington St Indianapolis, IN 46241-2999
3401 S Us Highway 41 Terre Haute, IN 47802-4154
Kentucky
4807 Outer Loop Louisville-Okolona, KY 40219-3200
2625 Scottsville Rd Bowling Green, KY 42104-4477
Maryland
15700 Emerald Way Bowie, MD 20716-2200
400 N Center St Westminster, MD 21157-5140
10300 Little Patuxent Pkwy Columbia, MD 21044-3341 (Lands’ End)
Massachusetts
1235 Worcester Rd & Natick, MA 01760 (Lands’ End)
Michigan
900 Briarwood Cir Ann Arbor, MI 48108-1618 (Lands’ End)
2100 Southfield Rd Lincoln Park, MI 48146-2250
Minnesota
425 Rice St St Paul, MN 55103-2123
12431 Wayzata Blvd Minnetonka, MN 55305-1925 (Lands’ End)
Nevada
1245 W Warm Springs Rd Henderson, NV 89014-8740
New Hampshire
50 Fox Run Rd Ste 74 Portsmouth, NH 03801-2858 (Lands’ End)
New Jersey
1500 Highway 35 Middletown, NJ 07748-1831 (Lands’ End)
1750 Deptford Center Rd Deptford, NJ 08096-5282 (Lands’ End)
New Mexico
6600 Menaul Blvd Ne Ste 700 Coronado, NM 87110-3447
New York
75 W Route 59 Ste 100 Nanuet, NY 10954-2701 (Lands’ End)
1111 Franklin Ave Garden City, NY 11530-1617 (Lands’ End)
600 Lee Blvd Yorktown Hts, NY 10598-1142
Rt 394 & Hunt Blvd Lakewood, NY 14750
North Carolina
703 N Berkeley Blvd Goldsboro, NC 27534-3444
400 Cross Creek Mall Fayetteville, NC 28303-7244
11033 Carolina Place Pkwy Pineville, NC 28134-8370 (Lands’ End)
Ohio
5320 Youngstown Rd Niles, OH 44446
Oklahoma
6929 S Memorial Dr Tulsa Woodland Hls, OK 74133-2035
9800 Sw Washington Square Rd Washington Sq, OR 97223-4455 (Lands’ End)
3201 W Main St Norman, OK 73072-4847
Oregon
827 Lancaster Dr Ne Salem (Lancaster), OR 97301-2929
Pennsylvania
880 Butler Street Pittsburgh, PA 15223-1319
5522 Shaffer Rd Ste 129 Dubois, PA 15801-3304
100 Neshaminy Mall Bensalem/ Crnwls Hts, PA 19020-1607
2300 E Lincoln Hwy Langhrn /Oxford Vly, PA 19047-1824 (Lands’ End)
Tennessee
7600H Kingston Pike West Town, TN 37919-5604 (Lands’ End)
2800 N Germantown Prkway Cordova, TN 38133 (Lands’ End Inc.)
2801 Wilma Rudolph Blvd Clarksville, TN 37040-5011
2100 Hamilton Place Blvd Chattanooga, TN 37421-6006
Texas
7508 N Navarro St Victoria, TX 77904-2654
2901 S Capitol Of Texas Hwy Austin/Barton Creek, TX 78746-8101
3450 W Camp Wisdom Rd Southwest Ctr, TX 75237-2504
2501 Irving Mall Irving, TX 75062-5161
6301 Nw Loop 410 Ingram, TX 78238-3824
1000 E 41st Austin, TX 78751-4859
6002 Slide Rd Lubbock, TX 79414-8555
2002 S Expy 83 Harlingen, TX 78552-
2605 Preston Rd Frisco, TX 75034-9434
Virginia
100 Newmarket Fair Mall Hampton, VA 23605-1406
Washington
3500 S Meridian Ste 900 Puyallup, WA 98373-3722
West Virginia
9520 Mall Rd Westover/Morgantown, WV 26501-8524
Wyoming
701 Se Wyoming Blvd Casper, WY 82609-4213
Whirlpool Corporation Statement on Sears Bankruptcy Filing
BENTON HARBOR, Mich. — Whirlpool Corporation (NYSE: WHR) confirms the recently announced Sears Holdings Corporation (“Sears”) bankruptcy will have a very limited impact on Whirlpool’s results of operations. As of September 30, 2018, approximately $30 million or 1% of Whirlpool’s aggregate accounts receivable exposure was related to Sears, and Whirlpool had an immaterial amount of Sears-related inventory. In addition, net sales to Sears represented less than 2% of Whirlpool’s global net sales.
In the past, when faced with a potential volume reduction from any one particular segment of the trade distribution network, Whirlpool has been able to offset such declines with increased sales through a broad distribution network.
“Our products are sold where consumers want to shop with distribution across all big-box retailers, the homebuilding channel and independent retailers,” said Joe Liotine, President, Whirlpool Corporation North America. “We will continue to provide a great array of product offerings and services that meet consumer needs, offering strong brands that deliver innovation to consumers every day.”
Whirlpool does not anticipate this bankruptcy will have any impact on our full-year 2018 EPS guidance or financial results over the long term. Further updates will be provided on Whirlpool’s conference call to discuss third-quarter financial results.
About Whirlpool Corporation
Whirlpool Corporation (NYSE: WHR) is the world’s leading major home appliance company, with approximately $21 billion in annual sales, 92,000 employees and 70 manufacturing and technology research centers in 2017. The company markets Whirlpool, KitchenAid, Maytag, Consul, Brastemp, Amana, Bauknecht, Jenn-Air, Indesit and other major brand names in nearly every country throughout the world. Additional information about the company can be found on Twitter at @WhirlpoolCorp.
Source: Whirlpool Corporation