because institutional investors cannot buy and most cannot retain shares at the current price and most retail investors don't understand bk enough to know what is what in this case. the average retail investor automatically thinks that because the debt is larger than the equity on the balance sheet, their shares will be canceled. however, there are many ways to skin a cat and likewise, for a company to emerge from bk without erasing the common shareholder from the pic. the company could very well plan to issue equity at a future point, at a discount in exchange for a reduction in debt, under the company's new strategic plan to make sears successful again. if the creditors understand that the company is betting $47.20 per share in the form of a $5.2 bil bid for the company, they will probably understand that if the company successfully turns around, their discounted shares could return them far more than the principal and interest that they are currently owed now. say that the company issued them shares at a discount of $2.50 per share in exchange for discounting sears debt with them by 60 or 70%, and sears hit $10 or $20 in the future, the creditors would make 5-8x their money, and the current commons would also make a ton of money. the os would have to increase to 1 billion shares of mostly restricted shares at a price of $2.50, but that would give sears a market cap of $2.5 bil which is still well below the current bid price of $5.2 billion.
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