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linda1

02/06/19 10:12 AM

#18334 RE: justthefactsmam #18286

If the “ Securities Consideration “ was to be
paid to the Debtors after the Closing Date of
the 363 Sale then Holdco could first change its
name to Sears.....??? before it issued the new
Debt or Equity Securities.

However, since the APA states that the Buyer’s
Securities are to be paid on the Closing Date
then it could only be in Transform Holdco’s
name since that will also be the day Holdco
owns the Sears trademark name.

Unless of course the Debtors accept an IOU of
the Securities until after the name change of Holdco
to Sears.......?