Sears Holdings Advised That Sears Canada Senior Officers Intend to Tender or Sell Shares
Natcan Has Tendered 9,690,149 Common Shares to the Offer
Sears Holdings Corporation (NASDAQ: SHLD) announced that it has received notice that five of the eight senior officers of Sears Canada Inc. have indicated that they intend to either accept the Sears Holdings' offer and tender all of the common shares held by them to the Offer or sell the shares into the market prior to the expiration of the Offer, or a combination of both. The five senior officers who have declared their intentions include David Merkley, Senior Vice-President and Chief Financial Officer; Rudi Vezer, Senior Vice-President and Chief Legal Officer; Richard Brown, Senior Vice-President, Merchandising and Marketing; Frank Rocchetti, Senior Vice-President and Operations Officer; and Ethel Taylor, Senior Vice-President, Corporate Store Sales.
As disclosed in the Sears Canada Directors' Circular dated February 21, 2006, the three officers who have yet to declare their intention have recently sold a significant portion of their holdings. In the 90 days prior to the announcement of the Offer, Brent Hollister, Chief Executive Officer, sold approximately 54% of the shares he owned at an average price of C$13.51, after adjusting for the special distribution; Ajit Khanna, Senior Vice-President, Direct, Dealer and Service Sales, sold approximately 67% of the shares he owned at an average price of C$13.48, after adjusting for the special distribution; and Frances Magliochi, Senior Vice-President, Human Resources sold over 92% of the shares she owned at an average price of C$13.36, after adjusting for the special distribution.
Natcan Investment Management, Inc., the largest independent shareholder, has tendered all of the 9,690,149 shares that it beneficially owns or controls to the Offer.
Alan Lacy, Vice Chairman of Sears Holdings commented: "We believe that Sears Canada shareholders should consider the actions of the senior management and the largest independent shareholder when making a decision with respect to whether to tender their Sears Canada common shares. We remain committed to our C$16.86 offer. We continue to believe that it is a full and fair price for the Company and provides much needed liquidity to shareholders. We intend to purchase any and all shares tendered prior to the expiration of the offer."
The offer is open for acceptance until 8:00 p.m. Eastern Standard Time on March 17, 2006.
About Sears Holdings Corporation
Sears Holdings Corporation is the third largest broadline retailer in North America with approximately $55 billion in annual revenues, and with approximately 3,900 full-line and specialty retail stores in the United States and Canada. Sears Holdings is the leading home appliance retailer as well as a leader in tools, lawn and garden, home electronics and automotive repair and maintenance. Key proprietary brands include Kenmore, Craftsman and DieHard, and a broad apparel offering, including such well-known labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the Apostrophe and Covington brands. It also has Martha Stewart Everyday products, which are offered exclusively in the U.S. by Kmart and in Canada by Sears Canada. The company is the continent's largest provider of home services, with more than 14 million service calls made annually. For more information, visit Sears Holdings' website at .
SOURCE: Sears Holdings Corporation
CONTACT: Sears Holdings Public Relations, +1-847-286-8371
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