Replies to post #32996 on Sears Holdings Corp. (fka SHLDQ)

[chemist72]

Ok. That's an idea I haven't heard before.

Interesting. Wonder how far out you have thought on this idea?

A few questions that come to mind:

1) Will old Sears and all its subsidiaries be separate LLCs?

2) Will each LLC (except SHLDQ) issue new stock?

3) Will SHLDQ stock be "transferred" to one of the new LLCs? (Can't actually be "transferred". Would first have to be cancelled and then new shares would have to be registered and then issued to the previous shareholders of SHLDQ common stock.)

tia

[justthefactsmam]

lion,

that's a much easier post to address.

what i have taken your posts to mean in the past is that you believe that shc and its subsidiaries will end up with eddie (esl or whatever you want to call it).

however, shc is the holding company (as in sears holdings corporation) and shc, as the holding company, entered into bankruptcy along with a large number of its subsidiaries. so, collectively, shc and its various debtors became the debtors in the current bankruptcy.

after transform completed the acquisition of substantially all of the go-forward assets, it left shc, the holding company, no longer holding those assets which transform holdco acquired.

essentially, shc was left holding the debt associated with all of the subsidiaries which were transferred to transform holdco. shc was left with the sole responsibility for paying the administrative claims.

shc is currently conducting a large number of going out of business sales and using that money to pay both administrative costs and other claims. at the end of this process, from all accounts which have been provided, shc will be unable to fully satisfy all of these claims. that would leave a liability for anyone seeing to do some type of combination with what's left of the sears which is in bankruptcy.

a good question to ponder is why might shc declare administrative insolvency? if they were to do that, the implication is they are unable to pay less than half a billion dollars in administrative claims which leads one to believe there is no way they could pay the outstanding 6 or 7 billion of debt.

right this minute, transform holdco is an llc wholly owned by lampert. it IS the holding company which is "receiving" the assets which it bought. there have been posts on this board showing that lampert is currently setting up individual llc's in various states as individual business entities under the parent company, transform holdco.

so, it seems the suggestion or solution which you have posted is one which is already being implemented by lampert and it is all being done without any consideration to the sears holdings corporation shell which has been left behind in bankruptcy or the common stock currently being traded under the symbol "shldq".

shldq is NOT the sears entities which eddie purchased via transform holdco.

i take it when you refer to "Sears" you mean shc. if that is the case, then there would be no "along with all its subsidiaries". the assets of those subsidiaries have already been purchased by transform holdco.

as an example and as i have posted on this board before, if you look at new corporate entities being set up in Delaware, there are two which can readily show how lampert is preparing to deal with things.

there are two T F Hoffman Estate LLC's which were set up within the past two months or thereabouts. Transform Holdco purchased SHC's corporate headquarters and corporate campus outside of chicago. I believe that eddie is setting up the 2.2 million square feet of corporate office space he purchased as a separate llc which would be a standalone asset. the other one i believe is the 200+ acres of undeveloped land surrounding the 2.2 million sq. ft. office building. that can be sold and or developed over a number of years to eddie's sole benefit.

i just see no reason for eddie to try to reacquire the shell of what remains of the sears which is still in bankruptcy.