Sears Holdings Corporation 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.
"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 ABL Advisor previously reported, 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.