To help reach $1.5 billion of “enhanced liquidity,” Sears Holdings Corp. said it struck a deal for a 15-month $500 million secured loan facility, maturing in July 2017, while noting that chairman and chief executive officer Edward Lampert’s ESL Investment Inc. helped provide a portion of the loan and is entitled to related fees.
The company said half was funded under the current facility, and the remaining $250 million can be drawn later. “The loan facility, together with the previously announced $750 million term loan, will provide the company with additional financial flexibility as it executes on its transformation to a more asset-light integrated retailer leveraging its membership-based Shop Your Way program,” the company said.
The retailer said under the terms of loan, it is required to retain a broker to syndicate the loan and that Eastdil Secured has been “engaged by the company to manage the syndication.”
“Any lender who provides a portion of the loan facility as part of the syndication will be entitled to share (based on loan amount and time outstanding) in the origination and funding fees,” the company said. The retailer added that “entities affiliated with ESL Investments Inc.” and Cascade Investment LLC provided $125 million of the initial $250 million “drawn under the loan facility and have committed to provide any portion of the loan facility that is not syndicated to other lenders.”
Lampert “controls ESL Investments Inc.” the retailer said in its statement.
The loan is being secured by mortgages on 13 real estate properties owned by Sears Holdings. There are eight additional real estate properties that can used for future draws on the loan. The company said the terms of the facility were approved by the retailer’s related party transactions subcommittee of the board of directors. Centerview Partners and Weil Gotshal & Manges, which are the subcommittee’s outside financial and legal advisers, advised on the deal.
Robert A. Schriesheim, executive vice president and chief financial officer for Sears Holdings, said the company has an “asset-rich portfolio, which provides us with numerous options to finance our transformation strategy.”
“The expected closing today of the previously announced $750 million term loan, together with this $500 million facility, provides $1.25 billion of committed financing,” Schriesheim said. “When considered together with our previously announced intention to monetize at least $300 million of assets, this set of actions would result in an aggregate of $1.5 billion of enhanced liquidity. As we have consistently demonstrated, we will continue to take actions to adjust our capital structure and manage our business to enable us to execute on our transformation while meeting all of our financial obligations.”