Sears Holdings Corp. (fka SHLDQ)

[MrMadness]

Ladies and gentlemen, looks like we got him.

So this will be my third major post discussing the floating opinions and ideas on what is going on with SHLDQ. I'll be doing my best with this to stick only to things that we have documentation to prove, and with that said, hold on tight, this is crazy. (PS, TL;DR at the summary point below)

First of all, this post revolves around the idea that Eddie and his private company are in fact still a part of SHLDQ. To prove this, my first thought was to simply show that private companies own shares of publicly traded stock all the time. Unfortunately, that isn't allowed on OTC, so I was stuck on that for a bit until I realized that Eddie has been playing this game better than anyone I've ever seen, and he's going to make billions off this.

Everyone knows that Eddie and his hedge fund made a 5.2 billion dollar buy of this stock. But the kicker his is that Eddie was also the one who is responsible for making that purchase possible in the first place. It seems like no one bothered to ask how his holdco was allow to make this purchase. Normally, a hedge can't purchase common stock while being traded OTC, except when its a bid for assets due to Chapter 11 bankruptcy, which was filed by sears while Eddie was still chair. This guy literally created the circumstances in which he would be allowed to purchase this thing for himself, and then immediately did it.

Now, Eddie and his private company own 73% of SHLDQ assets, however his ownership is still tied to the stocks value the same as any other common stock. Eddie wants to change this, but he wants to make as much money as possible doing so. Now we get to the interesting NOL's conversation and the overall worth of SHLDQ with these included.

NOL's as I understand them are very complicated, and almost impossible to fully take advantage of. However, thanks to Chapter 11 bankruptcy (which Eddie made sure sears filed for), a buy out would entail almost total control and full usage of the entirety of the tax break. In the previous state that SHLDQ was in, the assets of the company is worth 7.55 billion, with the debt was at 11.28 billion. As chair, Eddie could see sear was failing, but also knew that Chapter 11 bankruptcy offered loopholes for him as a hedge owner and billionaire to make a purchase of SHLDQ that would also allow for an additional 5.2 billion in tax breaks to be added to the deal. Currently, if Eddie purchases the remainder of SHLDQ, he will in fact go from the chairman of a company with a net negative of 2.5 billion, to the private owner of sears with a net gain of 2.5 billion. He literally flips the debt buy filing bankruptcy, stepping down, and purchasing the company in a bid through his private hold co.

Now, what does this mean for us? Currently thanks to our good friend the 8-K, current shareholders would, and will be compensated by either having their shares bought at a premium, or we would be given a share exchange for whatever new company we became a part of.

SUMMARY OF ALL FACTS SO FAR:
Eddie allowed sears to file chapter 11 bankruptcy which allowed for a loophole where not only could he use hedge money to bid for SHLDQ, but also opens up the usage of all 5.2 Billion in NOL's held by SHLDQ. This flips the current debt of SHLDQ from 2.5 billion in the hole, to being 2.5 billion in surplus. Eddie stands to make 2.5 billion for free. It's ridiculous.

NOW FOR SOME SPECULATION, WITH FACTS BACKING IT!
Look, Eddie is going to purchase the rest of SHLDQ. He stands to make 2.5 billion for not doing anything other than being there. I think however he isn't just going to stop at a flat gain. He would have to deal with current shareholders by buying them out (loosing money) or find a way to exchange their shares for a new company. To me, it looks like Eddie will in fact rebrand Sears. The 8-K shows protections for 45000 jobs, conversations with Eddie (which I have links to) show an intent to go public, and with a newly bought sears he could rebrand the SHLDQ, to SHLD and start trading asap on the nasdaq, which would allow for more hedge funding there. This of course would come with a $5 start point since this is the minimum for nasdaq trading. The goal for this man has been to make money from move 1, and I don't see him slowing down. I have fact checked everything here, and will have all links below labeled. It seems like we are in for a serious comeback with this guys, thanks for all the hard work with the research. Let's keep it up and stay vigilant with what news continues to come out.

Schedule 13D amendment num 76.
https://www.sec.gov/Archives/edgar/data/923727/000119312519036184/d673785dsc13da.htm

Original 8-K form (January 17th)
https://www.sec.gov/Archives/edgar/data/1310067/000119312519016016/d689966dex21.htm

Amendments to 8-K
https://www.sec.gov/Archives/edgar/data/1310067/000119312519041193/d704657dex21.htm

Assets/Liability break down (marketwatch)
https://www.marketwatch.com/investing/stock/shldq/financials/balance-sheet

Assets/Liability break down (morningstar)
http://financials.morningstar.com/balance-sheet/bs.html?t=SHLDQ®ion=usa&culture=en-US

Old Bloomberg NOL's discussion (allows carry over)
https://news.bloombergtax.com/daily-tax-report/lamperts-sears-bid-targets-tax-offsets-possibly-worth-billions

Reuters article Eddie Public hint
https://nypost.com/2019/02/13/eddie-lampert-hints-sears-could-eventually-go-public-again/

How NOL's work (breakdown)
https://www.nolo.com/legal-encyclopedia/how-deduct-business-losses-net-operating-losses.html

https://www.wallstreetmojo.com/complete-guide-net-operating-loss/#ma