HOFFMAN ESTATES, IL—Cash-strapped Sears Holdings Inc. said in a regulatory filing Friday that it was considering spinning off between 200 and 300 owned stores via a sale-leaseback to a newly formed REIT. Such a transaction could produce “substantial proceeds” for the retailer, which also said Friday that it's expecting to report what would be its ninth consecutive quarter of losses.
Concurrent with the sale-leaseback, if it does occur, SHLD would grant its shareholders the right to purchase shares of common stock or other equity interests of the REIT. The rights offering would fund a portion of the purchase price for the stores, with the balance from mortgage or other debt financing.
The company has already commenced a rights offering of up to $625 million in aggregate principal amount of 8% senior unsecured notes due 2019 and warrants to purchase shares of common stock on a pro rata basis. It follows SHLD's previous announcement that it would sell part of its stake in Sears Canada through a rights offering, through which it expects to raise about $380 million.
With same-store sales expected to be flat year-over-year for the third quarter, SHLD, which owns the Sears and Kmart brands, is turning to other avenues to increase liquidity. It has borrowed from funds controlled by CEO Eddie Lampert, and last month said it would lease a total of about 520,000 square feet of space to European fashion retailer Primark for seven standalone stores that would roll out over the next 12 to 18 months. In the first of these stores, scheduled to open at King of Prussia Mall in suburban Philadelphia, Sears would no longer have a retail presence.
Additionally, SHLD, Macy's and J. C. Penney each have sold their stores at Vallco Mall in Cupertino, CA to an affiliate of Sand Hill Property Co., based in nearby Menlo Park, which seeks to redevelop the 1.3-million-square-foot shopping center. The combined purchase for the three locations was about $200 million, according to published reports; SHLD's SEC filing said it would receive $102.5 million of that total. In common with Penney, SHLD plans to close its Vallco location.
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