Sears Chairman Eddie Lampert submitted a revised takeover bid in excess of US$5 billion for the company, a boost from the previous US$4.4 billion proposal, according to a regulatory filing.

  • ESL’s revised proposal maintains conditions from its previous offer, including the requirement that a US$175 million secured real estate loan be funded at closing and ESL providing half of the real estate secured loan, with other lenders providing the balance
  • New bid includes the assumption of additional liabilities by over US$600 million, which includes:
  • Up to US$166 million of payment obligations on goods which Sears ordered and has not yet taken delivery and title prior to closing
  • Up to US$139 million of 503(b)(9) administrative priority claims
  • Up to US$43 million of additional severance costs to be incurred by the Debtors
  • Estimated up to US$180 million of cure costs related to contracts to be assumed by ESL’s Transform Holdco
  • Up to US$135 million of property taxes which ESL’s Transform Holdco will acquire
  • Revised bid also includes acquisition of additional assets that were previously proposed to be left with Sears’ estate
  • Cyrus Capital Partners commits to a new asset-based credit facility related to the rollover commitment, a new secured real estate loan, and certain reporting persons have committed to providing equity
  • Revised bid will terminate 5pm ET on Jan. 13