Sears Holdings Corp. (fka SHLDQ)

[Scotttrader80]

Independent Committees Approved The Proposed Sale

The Proposed Sale Is For A Fair Price And Maximizes Value For All Stakeholders

47.The Debtors fulfilled their duty when they chose the ESL bid. ESL’s offer provides more value to the estate than any other option, while at the same time saving 45,000 jobs and being supported by the Debtors’ largest creditors. Hr’g Tr. 22:5-11 (Jan. 14, 2019); 18-23538-rdd Doc 2379 Filed 02/04/19 Entered 02/04/19 08:00:13 Main Document Pg 32 of 77

13. As the Debtors’ own models show, in a liquidation scenario creditors would receive only $3.56 billion, whereas ESL’s Bid provides $5.2 billion in value to the estates, including $4 billion in creditor recoveries. Weaver Decl., Ex. 13 (Wind Down Recoveries Presentation (Jan. 14, 2019))

67.The Buyer will emerge with a healthier balance sheet and improved liquidity, giving vendors greater confidence and the Buyer the opportunity for better payable and credit terms than the pre-petition Debtor, Kamlani Dep. 228:17-229:4. Specifically, the Business Plan provides benefits from a revolving credit facility of $1.2 billion, with availability at closing of over $400 million. Kamlani Decl. ¶ 23. Moreover, and its importance cannot be overstated, the Buyer will carry only $1.1 billion in financial debt compared to the $5.5 billion carried by the legacy entity and no going forward pension obligations

https://pacer.psc.uscourts.gov/pscof/login.jsf