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Sears Holdings Reports Third Quarter Results

HOFFMAN ESTATES, Ill., Nov. 18, 2010 /PRNewswire-FirstCall/ -- Sears Holdings Corporation ("Holdings," "we," "us," "our" or the "Company") (Nasdaq: SHLD) today reported its third quarter 2010 results. In summary, we reported:

    --  Net losses attributable to Holdings' shareholders for the quarter of
        $218 million, or $1.98 per diluted share, in 2010 and $127 million, or
        $1.09 per diluted share, in 2009;
    --  Adjusted EBITDA for the quarter of $(38) million, as compared to $161
        million in the third quarter last year due to declines in our Sears
        segments;
    --  Kmart continued to improve profitability as Adjusted EBITDA increased by
        $24 million and gross margin rate increased 90 basis points over the
        third quarter last year; and
    --  Holdings issued $1.25 billion of term debt and had no borrowings
        outstanding on our domestic revolving credit facility (our "revolver")
        at the end of the quarter as compared to $1.3 billion last year.

"While Kmart improved profitability, our third quarter results were disappointing, in large part due to lower sales of apparel and appliances at Sears," said W. Bruce Johnson, Sears Holdings' interim chief executive officer and president. "Our seasonal apparel sales were down, with the unusually warm weather being a contributing factor. Additionally, during the quarter we reduced our usage of short-term borrowings as we issued $1.25 billion of 6 5/8% senior secured notes. As such, we had no borrowings outstanding on the revolver in contrast to last year's balance of $1.3 billion."

Third Quarter Revenues and Comparable Store Sales

Total revenues decreased $512 million to $9.7 billion for the quarter ended October 30, 2010, as compared to total revenues of $10.2 billion for the quarter ended October 31, 2009. The decline in total revenue for the quarter was primarily a result of a 4.8% decrease in domestic comparable store sales and the effect of having fewer Kmart and Sears Full-line stores in operation, partially offset by an increase of $54 million due to changes in the Canadian foreign exchange rate.

The domestic comparable store sales decrease included declines of 0.7% at Kmart and 8.2% at Sears Domestic. Kmart's quarterly decrease in comparable store sales was primarily driven by the food and consumables and pharmacy categories. The decline in these categories was partially offset by increases in the apparel, toys, consumer electronics and sporting goods categories.

Sears Domestic's sales decline was primarily driven by declines in the home appliances, apparel, and consumer electronics categories, all of which experienced a greater decrease in the month of October. Sears footwear, jewelry, home categories and tires experienced comparable store sales growth during the quarter. The decline in sales of home appliances primarily resulted from overall softness in the appliance market, a lower average selling price realized during the quarter and the effects of delays in transition to new Kenmore products during the quarter. Both Sears and Lands' End experienced declines in their seasonal apparel businesses with the unseasonably warm weather being a contributing factor.

Operating Loss

Holdings' operating loss for the quarter was $292 million in 2010 and $106 million in 2009. The increase in our operating loss of $186 million was primarily the result of a decline in sales coupled with a margin rate reduction of 80 basis points, which resulted in a decrease in our gross margin of $214 million. Sears Domestic's gross margin rate decreased 130 basis points mainly due to reduced margins in home services and appliances, while Sears Canada's gross margin rate declined 280 basis points during the quarter due to increased promotional and clearance markdowns. These declines were partially offset by an increase in gross margin rate of 90 basis points at Kmart in part because of an increase in sales of higher margin categories such as apparel and sporting goods.

Selling and administrative expenses were slightly lower than last year even though we incurred incremental expenses of $30 million related to our continued investment in our multi-channel capabilities and the continued promotion of our Shop Your Way Rewards program, as well as an increase of $12 million due to changes in the Canadian foreign exchange rate. Operating income for the third quarter of 2010 and 2009 includes expenses of $35 million and $54 million, respectively, related to domestic pension plans, store closings and severance. The impact these and other items had on our operating income and earnings is summarized in the attached schedule, "Adjusted Earnings per Share," which provides a reconciliation from GAAP results to our adjusted earnings amounts, including adjusted earnings per diluted share.

Financial Position

During the third quarter, we executed a number of transactions, which reduced our reliance on our revolver. These transactions included:

    --  On September 10, 2010, our Sears Canada subsidiary entered into a
        five-year CAD $800 million credit facility.  At October 30, 2010, Sears
        Canada had drawn approximately CAD $480 million on the facility, and
        including letters of credit, had a remaining capacity of approximately
        CAD $310 million.
    --  On September 15, 2010, Sears Holdings and Sears Canada executed an
        inter-company loan whereby Sears Holdings borrowed $389 million from
        Sears Canada.  Sears Holdings used the loan proceeds to fund its
        seasonal working capital build for the holiday selling season, thereby
        reducing borrowings on its credit facility.  The inter-company loan was
        repaid in full to Sears Canada on November 12, 2010.
    --  On October 12, 2010, Sears Holdings issued $1.25 billion of 6 5/8%
        senior secured notes due 2018. Holdings domestic pension plan purchased
        $250 million of these notes.

Largely because of these transactions, there were no borrowings outstanding on our revolver at the end of the third quarter in 2010, in contrast to the third quarter 2009 when we had $1.3 billion of borrowings outstanding. We had $558 million of letters of credit outstanding on the revolver at the end of the quarter, leaving remaining availability of $1.9 billion. We finished the third quarter with total debt (consisting of short-term borrowings, long-term debt and capitalized lease obligations) of $4.0 billion, up from $3.8 billion at October 31, 2009.

We had cash balances of $806 million at October 30, 2010 ($521 million domestic and $285 million at Sears Canada), as compared to balances of $1.5 billion at October 31, 2009 and $1.7 billion at January 30, 2010. Uses of cash during the first nine months of the year included $560 million for the purchase of additional interest in Sears Canada, repayments of long-term debt of $468 million, $317 million for share repurchases, contributions to our pension and post-retirement benefit plans of $253 million, and cash used to fund seasonal increases in working capital.

Merchandise inventories at October 30, 2010 were $11.2 billion, as compared to $10.8 billion at October 31, 2009. Domestic inventory increased approximately $300 million from $9.9 billion at October 31, 2009 to $10.2 billion at October 30, 2010. The increase was primarily at Kmart and was due to increased investment in the better performing apparel, toys, footwear and sporting good categories, as well as higher inventory balances for items on layaway. Sears Domestic inventory increased due to layaway and increases in tire and appliance merchandise, partially offset by lower consumer electronics balances. Sears Canada's inventory levels increased approximately $125 million from October 31, 2009 to $993 million at October 30, 2010 primarily due to the change in exchange rates, lower third quarter sales and the timing of merchandise receipts.

Share Repurchase

During the 13- and 39- week periods ended October 30, 2010, we repurchased common shares at a total cost of $44 million and $317 million, respectively, under our share repurchase program. Our repurchases for the 13- and 39- week periods ended October 30, 2010 were made at average prices of $61.35 and $73.21 per share, respectively. During the first three quarters of fiscal 2010, we repurchased a total of 4.3 million shares. At October 30, 2010, we had remaining authorization to repurchase $264 million of common shares under the share repurchase program. The share repurchases may be implemented using a variety of methods, which may include open market purchases, privately negotiated transactions, block trades, accelerated share repurchase transactions, the purchase of call options, the sale of put options or otherwise, or by any combination of such methods. Timing will be dependent on prevailing market conditions, alternative uses of capital and other factors.

Adjusted EBITDA

For purposes of evaluating operating performance, we use an Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA") measurement computed as net loss attributable to Sears Holdings Corporation appearing on the statements of operations excluding income attributable to noncontrolling interest, income tax benefit, interest expense, interest and investment income, other loss, depreciation and amortization and gains on sales of assets. In addition, it is adjusted to exclude certain significant items as set forth below. Our management uses Adjusted EBITDA to evaluate the operating performance of our businesses, as well as executive compensation metrics, for comparable periods. Adjusted EBITDA should not be used by investors or other third parties as the sole basis for formulating investment decisions as it excludes a number of important cash and non-cash recurring items.

While Adjusted EBITDA is a non-GAAP measurement, management believes that it is an important indicator of operating performance because:

    --  EBITDA excludes the effects of financing and investing activities by
        eliminating the effects of interest and depreciation costs;
    --  Management considers gains/losses on the sale of assets to result from
        investing decisions rather than ongoing operations; and
    --  Other significant items, while periodically affecting our results, may
        vary significantly from period to period and have a disproportionate
        effect in a given period, which affects the comparability of results.


    Adjusted EBITDA was determined as follows:

                                     13 Weeks Ended        39 Weeks Ended
                                     --------------        --------------
                                    October   October   October   October
                                      30,       31,       30,       31,
                                      2010      2009      2010      2009
                                   --------  --------  --------  --------
    Net loss attributable to SHC
     per statement of operations      $(218)    $(127)    $(241)    $(195)

    Income attributable to
     noncontrolling interest              3        15         9        31
    Income tax benefit                 (147)      (66)     (151)      (94)
    Interest expense                     77        72       213       194
    Interest and investment income       (7)       (5)      (28)      (24)
    Other loss                            -         5         9        52
                                        ---       ---       ---       ---
    Operating loss                     (292)     (106)     (189)      (36)
    Depreciation and amortization       219       224       661       678
    Gain on sales of assets               -       (11)      (53)      (70)
                                                            ---       ---
    Before excluded items               (73)      107       419       572

    Domestic pension expense             31        44        88       128
    Closed store reserve and
     severance                            4        10        13        88
    Adjusted EBITDA as defined         $(38)     $161      $520      $788
                                       ====      ====      ====      ====
    % to revenues                     (0.4)%      1.6%      1.7%      2.6%


    Adjusted EBITDA for our segments are as follows:

                                            13 Weeks Ended
                                            --------------
                              Adjusted EBITDA              % To Revenues
                              ---------------              -------------
                           October      October      October
                             30,          31,          30,        October
                             2010         2009         2010       31, 2009
                          --------     --------     --------     --------
    Kmart                     $(15)        $(39)       (0.4)%        (1.1%)
    Sears Domestic             (81)          86        (1.6)%          1.6%
    Sears Canada (1)            58          114          5.0%          9.4%
                               ---          ---          ---           ---
    Total Adjusted EBITDA     $(38)        $161        (0.4)%          1.6%
                              ====         ====        =====           ===


    (1) Third quarter EBITDA in Canadian dollars was $60 million in 2010
    and $122 million in 2009.


                                            39 Weeks Ended
                                            --------------
                              Adjusted EBITDA               % To Revenues
                              ---------------               -------------
                           October      October      October
                             30,          31,          30,        October
                             2010         2009         2010       31, 2009
                          --------     --------     --------     --------
    Kmart                     $133          $23          1.3%          0.2%
    Sears Domestic             206          512          1.3%          3.1%
    Sears Canada (1)           181          253          5.4%          7.9%
                               ---          ---          ---           ---
    Total Adjusted EBITDA     $520         $788          1.7%          2.6%
                              ====         ====          ===           ===


    (1) The first nine months EBITDA in Canadian dollars was $187 million
    in 2010 and $290 million in 2009.

Quarterly Report on Form 10-Q

For a detailed discussion of the Company's financial results, please see the Company's Quarterly Report on Form 10-Q, which will be filed with the Securities and Exchange Commission and posted to the Company's website at .

Forward-Looking Statements

Results are preliminary and unaudited. This press release contains forward-looking statements about our expectations for the third quarter of fiscal 2010. Forward-looking statements are subject to risks and uncertainties that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Such statements are based upon the current beliefs and expectations of our management and are subject to significant risks and uncertainties. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: our ability to offer merchandise and services that our customers want, including our proprietary brand products; our ability to successfully implement initiatives to improve inventory management and other capabilities; competitive conditions in the retail and related services industries; worldwide economic conditions and business uncertainty, the availability of consumer and commercial credit, changes in consumer confidence, tastes, preferences and spending, and changes in vendor relationships; the impact of seasonal buying patterns, including seasonal fluctuations due to weather conditions, which are difficult to forecast with certainty; our dependence on sources outside the United States for significant amounts of our merchandise; our extensive reliance on computer systems to process transactions, summarize results and manage our business; our reliance on third parties to provide us with services in connection with the administration of certain aspects of our business; impairment charges for goodwill and intangible assets or fixed-asset impairment for long-lived assets; our ability to attract, motivate and retain key executives and other associates; the outcome of pending and/or future legal proceedings, including product liability claims, including proceedings with respect to which the parties have reached a preliminary settlement; and the timing and amount of required pension plan funding. We intend the forward-looking statements to speak only as of the time made and do not undertake to update or revise them as more information becomes available.

About Sears Holdings Corporation

Sears Holdings Corporation is the nation's fourth largest broadline retailer 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, consumer electronics and automotive repair and maintenance. Sears Holdings is the 2010 ENERGY STAR庐 Retail Partner of the Year. 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 the Country Living collection, which is offered by Sears and Kmart. We are the nation's largest provider of home services, with more than 12 million service calls made annually. Sears Holdings Corporation operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation. For more information, visit Sears Holdings' website at .


                                        Sears Holdings Corporation
                                  Consolidated Statements of Operations
                                               (Unaudited)

      Amounts are Preliminary and Subject to
       Change
                                              13 Weeks Ended
                                              --------------
                                               October       October
      millions, except per share data            30,           31,
                                                   2010          2009
                                                   ----          ----
    REVENUES
      Merchandise sales and services             $9,678       $10,190
                                                 ------       -------

    COSTS AND EXPENSES
      Cost of sales, buying and occupancy         7,121         7,419
      Gross margin dollars                        2,557         2,771
      Gross margin rate                            26.4%         27.2%

      Selling and administrative                  2,630         2,664
      Selling and administrative expense as a
       percentage of total revenues                27.2%         26.1%

      Depreciation and amortization                 219           224
      Gain on sales of assets                         -           (11)
          Total costs and expenses                9,970        10,296
                                                  -----        ------

    Operating loss                                 (292)         (106)
    Interest expense                                (77)          (72)
    Interest and investment income                    7             5
    Other loss                                        -            (5)
                                                    ---           ---

    Loss before income taxes                       (362)         (178)
    Income tax benefit                              147            66
                                                    ---           ---

    Net loss                                       (215)         (112)
    Income attributable to noncontrolling
     interest                                        (3)          (15)
                                                    ---           ---

    NET LOSS ATTRIBUTABLE TO HOLDINGS'
      SHAREHOLDERS                                $(218)        $(127)
                                                  =====         =====

    LOSS PER COMMON SHARE ATTRIBUTABLE
      TO HOLDINGS' SHAREHOLDERS
      Diluted loss per share                     $(1.98)       $(1.09)

      Diluted weighted average common shares
       outstanding                                109.9         116.9



      Amounts are Preliminary and Subject to
       Change
                                                   39 Weeks Ended
                                                   --------------
                                              October         October
      millions, except per share data           30,             31,
                                                  2010            2009
                                                  ----            ----
    REVENUES
      Merchandise sales and services           $30,182         $30,796
                                               -------         -------

    COSTS AND EXPENSES
      Cost of sales, buying and occupancy       21,972          22,357
      Gross margin dollars                       8,210           8,439
      Gross margin rate                           27.2%           27.4%

      Selling and administrative                 7,791           7,867
      Selling and administrative expense as a
       percentage of total revenues               25.8%           25.5%

      Depreciation and amortization                661             678
      Gain on sales of assets                      (53)            (70)
          Total costs and expenses              30,371          30,832
                                                ------          ------

    Operating loss                                (189)            (36)
    Interest expense                              (213)           (194)
    Interest and investment income                  28              24
    Other loss                                      (9)            (52)
                                                   ---             ---

    Loss before income taxes                      (383)           (258)
    Income tax benefit                             151              94
                                                   ---             ---

    Net loss                                      (232)           (164)
    Income attributable to noncontrolling
     interest                                       (9)            (31)
                                                   ---             ---

    NET LOSS ATTRIBUTABLE TO HOLDINGS'
      SHAREHOLDERS                               $(241)          $(195)
                                                 =====           =====

    LOSS PER COMMON SHARE ATTRIBUTABLE
      TO HOLDINGS' SHAREHOLDERS
      Diluted loss per share                    $(2.15)         $(1.64)

      Diluted weighted average common shares
       outstanding                               112.3           119.2


                            Sears Holdings Corporation
                       Condensed Consolidated Balance Sheets


    Amounts are Preliminary and Subject to
     Change
                                                      (Unaudited)
                                                      -----------

                                                 October       October January
    millions                                        30,           31,    30,
                                                    2010          2009    2010
                                                    ----          ----    ----
    ASSETS
    Current assets
       Cash and cash equivalents                    $790        $1,468  $1,689
       Restricted cash                                16            59      11
       Receivables                                   688           844     652
       Merchandise inventories                    11,226        10,805   8,705
       Prepaid expenses and other current assets     403           395     381
                                                     ---           ---     ---
       Total current assets                       13,123        13,571  11,438

    Property and equipment, net                    7,448         7,758   7,709
    Goodwill                                       1,392         1,392   1,392
    Trade names and other intangible assets        3,156         3,225   3,208
    Other assets                                     926         1,229   1,061
                                                     ---                 -----
       TOTAL ASSETS                              $26,045       $27,175 $24,808
                                                 =======       ======= =======

    LIABILITIES
    Current liabilities
       Short-term borrowings                        $968        $1,603    $325
       Current portion of long-term debt and
        capitalized lease obligations                499           369     482
       Merchandise payables                        4,616         4,495   3,335
       Unearned revenues                             983         1,016   1,012
       Accrued expenses and other current
        liabilities                                3,616         3,783   3,632
                                                   -----         -----   -----
       Total current liabilities                  10,682        11,266   8,786

    Long-term debt and capitalized lease
     obligations                                   2,570         1,831   1,698
    Pension and post-retirement benefits           2,055         2,001   2,271
    Other long-term liabilities                    2,360         2,752   2,618
                                                   -----                 -----
       Total Liabilities                          17,667        17,850  15,373
                                                  ------        ------  ------

       Total Equity                                8,378         9,325   9,435
                                                   -----         -----   -----

       TOTAL LIABILITIES AND EQUITY              $26,045       $27,175 $24,808
                                                 =======       ======= =======


    Total common shares outstanding                110.0         115.6   114.8


                              Sears Holdings Corporation
                                   Segment Results
                                     (Unaudited)


    Amounts are
     Preliminary and
     Subject to
     Change

                                   13 Weeks Ended October 30, 2010
                                   -------------------------------
    millions, except                    Sears         Sears          Sears
     store data          Kmart        Domestic       Canada        Holdings
                         -----       ---------       ------       ---------
    Merchandise
     sales and
     services            $3,381         $5,142        $1,155         $9,678
                         ------         ------        ------         ------

    Cost of sales,
     buying and
     occupancy            2,586          3,723           812          7,121
    Gross margin
     dollars                795          1,419           343          2,557
    Gross margin
     rate                  23.5%          27.6%         29.7%          26.4%

    Selling and
     administrative         814          1,531           285          2,630
    Selling and
     administrative
     expense as a          24.1%          29.8%         24.7%          27.2%
         percentage of
          total revenues
    Depreciation and
     amortization            37            159            23            219
    Gain on sales of
     assets                   -              -             -              -
    Total costs and
     expenses             3,437          5,413         1,120          9,970
                          -----          -----         -----          -----
    Operating income
     (loss)                $(56)         $(271)          $35          $(292)
                           ====          =====           ===          =====

    Number of:
      Kmart Stores        1,312              -             -          1,312
      Full-Line
       Stores                 -            894           122          1,016
      Specialty Stores        -          1,340           334          1,674
      Total Stores        1,312          2,234           456          4,002
                          =====          =====           ===          =====



                               13 Weeks Ended October 31, 2009
                              -------------------------------
    millions, except                    Sears         Sears          Sears
     store data          Kmart        Domestic       Canada        Holdings
                         -----       ---------       ------       ---------
    Merchandise
     sales and
     services            $3,476         $5,507        $1,207        $10,190
                         ------         ------        ------        -------

    Cost of sales,
     buying and
     occupancy            2,690          3,914           815          7,419
    Gross margin
     dollars                786          1,593           392          2,771
    Gross margin
     rate                  22.6%          28.9%         32.5%          27.2%

    Selling and
     administrative         830          1,556           278          2,664
    Selling and
     administrative
     expense as a          23.9%          28.3%         23.0%          26.1%
         percentage of
          total revenues
    Depreciation and
     amortization            37            162            25            224
    Gain on sales of
     assets                  (9)            (2)            -            (11)
    Total costs and
     expenses             3,548          5,630         1,118         10,296
                          -----          -----         -----         ------
    Operating income
     (loss)                $(72)         $(123)          $89          $(106)
                           ====          =====           ===          =====

    Number of:
      Kmart Stores        1,343              -             -          1,343
      Full-Line
       Stores                 -            912           122          1,034
      Specialty Stores        -          1,268           269          1,537
      Total Stores        1,343          2,180           391          3,914
                          =====          =====           ===          =====


                              Sears Holdings Corporation
                                   Segment Results
                                     (Unaudited)


    Amounts are
     Preliminary
     and Subject to
     Change

                                    39 Weeks Ended October 30, 2010
                                    -------------------------------
    millions,
     except store                        Sears         Sears          Sears
     data                 Kmart        Domestic       Canada        Holdings
                          -----       ---------       ------       ---------
    Merchandise
     sales and
     services            $10,594        $16,251        $3,337        $30,182
                         -------        -------        ------        -------

    Cost of sales,
     buying and
     occupancy             8,043         11,596         2,333         21,972
    Gross margin
     dollars               2,551          4,655         1,004          8,210
    Gross margin
     rate                   24.1%          28.6%         30.1%          27.2%

    Selling and
     administrative        2,426          4,542           823          7,791
    Selling and
     administrative
     expense as a           22.9%          27.9%         24.7%          25.8%
         percentage of
          total revenues
    Depreciation
     and
     amortization            109            479            73            661
    Gain on sales
     of assets                (6)           (47)            -            (53)
    Total costs and
     expenses             10,572         16,570         3,229         30,371
                          ------         ------         -----         ------
    Operating
     income (loss)           $22          $(319)         $108          $(189)
                             ===          =====          ====          =====

    Number of:
      Kmart Stores         1,312              -             -          1,312
      Full-Line
       Stores                  -            894           122          1,016
      Specialty
       Stores                  -          1,340           334          1,674
      Total Stores         1,312          2,234           456          4,002
                           =====          =====           ===          =====



                                39 Weeks Ended October 31, 2009
                               -------------------------------
    millions,
     except store                        Sears         Sears          Sears
     data                 Kmart        Domestic       Canada        Holdings
                          -----       ---------       ------       ---------
    Merchandise
     sales and
     services            $10,825        $16,780        $3,191        $30,796
                         -------        -------        ------        -------

    Cost of sales,
     buying and
     occupancy             8,352         11,821         2,184         22,357
    Gross margin
     dollars               2,473          4,959         1,007          8,439
    Gross margin
     rate                   22.8%          29.6%         31.6%          27.4%

    Selling and
     administrative        2,489          4,616           762          7,867
    Selling and
     administrative
     expense as a           23.0%          27.5%         23.9%          25.5%
         percentage of
          total revenues
    Depreciation
     and
     amortization            109            495            74            678
    Gain on sales
     of assets               (19)            (6)          (45)           (70)
    Total costs and
     expenses             10,931         16,926         2,975         30,832
                          ------         ------         -----         ------
    Operating
     income (loss)         $(106)         $(146)         $216           $(36)
                           =====          =====          ====           ====

    Number of:
      Kmart Stores         1,343              -             -          1,343
      Full-Line
       Stores                  -            912           122          1,034
      Specialty
       Stores                  -          1,268           269          1,537
      Total Stores         1,343          2,180           391          3,914
                           =====          =====           ===          =====


                                            Sears Holdings Corporation
                                                  Adjusted EBITDA

    Amounts are Preliminary and
     Subject to Change
                                               13 Weeks Ended
                                               --------------
    millions                                   October 30, 2010
                                               ----------------
                                              Sears      Sears      Sears
                                  Kmart     Domestic    Canada    Holdings
                                  -----    ---------    ------   ---------

    Operating income (loss) per
     statement of operations         $(56)     $(271)       $35      $(292)
    Depreciation and amortization      37        159         23        219
    Gain on sales of assets             -          -          -          -
                                      ---        ---        ---        ---
    Before excluded items             (19)      (112)        58        (73)

    Closed store reserve and
     severance                          4          -          -          4
    Domestic pension expense            -         31          -         31
    Adjusted EBITDA as defined       $(15)      $(81)       $58       $(38)
                                     ====       ====        ===       ====
    % to  revenues                   -0.4%      -1.6%       5.0%      -0.4%



                                             39 Weeks Ended
                                             --------------
    millions                                 October 30, 2010
                                             ----------------
                                              Sears      Sears      Sears
                                  Kmart     Domestic    Canada    Holdings
                                  -----    ---------    ------   ---------

    Operating income (loss) per
     statement of operations          $22      $(319)      $108      $(189)
    Depreciation and amortization     109        479         73        661
    Gain on sales of assets            (6)       (47)         -        (53)
                                      ---        ---        ---        ---
    Before excluded items             125        113        181        419

    Closed store reserve and
     severance                          8          5          -         13
    Domestic pension expense            -         88          -         88
    Adjusted EBITDA as defined       $133       $206       $181       $520
                                     ====       ====       ====       ====
    % to  revenues                    1.3%       1.3%       5.4%       1.7%



    Amounts are Preliminary and
     Subject to Change
                                        13 Weeks Ended
                                        --------------
    millions                                 October 31, 2009
                                             ----------------
                                             Sears      Sears     Sears
                                  Kmart    Domestic    Canada   Holdings
                                  -----    ---------   ------   ---------

    Operating income (loss) per
     statement of operations        $(72)      $(123)      $89      $(106)
    Depreciation and amortization     37         162        25        224
    Gain on sales of assets           (9)         (2)        -        (11)
                                     ---         ---       ---        ---
    Before excluded items            (44)         37       114        107

    Closed store reserve and
     severance                         5           5         -         10
    Domestic pension expense           -          44         -         44
    Adjusted EBITDA as defined      $(39)        $86      $114       $161
                                    ====         ===      ====       ====
    % to  revenues                  -1.1%        1.6%      9.4%       1.6%



                                       39 Weeks Ended
                                       --------------
    millions                           October 31, 2009
                                       ----------------
                                             Sears      Sears     Sears
                                  Kmart    Domestic    Canada   Holdings
                                  -----    ---------   ------   ---------

    Operating income (loss) per
     statement of operations       $(106)      $(146)     $216       $(36)
    Depreciation and amortization    109         495        74        678
    Gain on sales of assets          (19)         (6)      (45)       (70)
                                     ---         ---       ---        ---
    Before excluded items            (16)        343       245        572

    Closed store reserve and
     severance                        39          41         8         88
    Domestic pension expense           -         128         -        128
    Adjusted EBITDA as defined       $23        $512      $253       $788
                                     ===        ====      ====       ====
    % to  revenues                   0.2%        3.1%      7.9%       2.6%


                                          Sears Holdings Corporation
                                          Adjusted Earnings per Share

    Amounts are Preliminary and
     Subject to Change

                                         13 Weeks Ended October 30, 2010
                                         -------------------------------
                                                             Domestic
                                                              Pension
    millions, except per share data     GAAP                  Expense
                                        ----                ---------
    Cost of sales, buying and
     occupancy impact                   $7,121                            $-
    Selling and administrative
     impact                              2,630                           (31)
    Operating loss impact                 (292)                            31
    Other income (loss) impact               -                             -
    Income tax benefit impact              147                           (12)
    Noncontrolling interest impact          (3)                            -
    After tax and noncontrolling
     interest  impact                     (218)                            19
    Diluted loss per share impact       $(1.98)                          0.18


                                         13 Weeks Ended October 31, 2009
                                         -------------------------------
                                                             Domestic
                                                              Pension
    millions, except per share data     GAAP                  Expense
                                        ----                ---------
    Cost of sales, buying and
     occupancy impact                   $7,419                            $-
    Selling and administrative
     impact                              2,664                           (44)
    Operating loss impact                 (106)                            44
    Other income (loss) impact              (5)                            -
    Income tax benefit impact               66                           (16)
    Noncontrolling interest impact         (15)                            -
    After tax and noncontrolling
     interest  impact                     (127)                            28
    Diluted loss per share impact       $(1.09)                         $0.24


                                         39 Weeks Ended October 30, 2010
                                         -------------------------------
                                                             Domestic
                                                              Pension
    millions, except per share data     GAAP                  Expense
                                        ----                ---------
    Cost of sales, buying and
     occupancy impact                  $21,972                            $-
    Selling and administrative
     impact                              7,791                           (88)
    Gain on sales of assets impact         (53)                            -
    Operating loss impact                 (189)                            88
    Other income (loss) impact              (9)                            -
    Income tax benefit impact              151                           (33)
    Noncontrolling interest impact          (9)                            -
    After tax and noncontrolling
     interest  impact                     (241)                            55
    Diluted loss per share impact       $(2.15)                         $0.49


                                         39 Weeks Ended October 31, 2009
                                         -------------------------------
                                                             Domestic
                                                              Pension
    millions, except per share data     GAAP                  Expense
                                        ----                ---------
    Cost of sales, buying and
     occupancy impact                  $22,357                            $-
    Selling and administrative
     impact                              7,867                          (128)
    Gain on sales of assets impact         (70)                            -
    Operating income impact                (36)                           128
    Other income (loss) impact             (52)                            -
    Income tax benefit impact               94                           (47)
    Noncontrolling interest impact         (31)                            -
    After tax and noncontrolling
     interest  impact                     (195)                            81
    Diluted loss per share impact       $(1.64)                         $0.69



    Amounts are Preliminary and
     Subject to Change

                                       13 Weeks Ended October 30, 2010
                                       -------------------------------
                                         Closed
                                          Store
                                        Reserve        Mark-to-
                                           and          Market
    millions, except per share data    Severance        Losses
                                       ----------           ---------
    Cost of sales, buying and
     occupancy impact                         $(3)                    $-
    Selling and administrative
     impact                                    (1)                     -
    Operating loss impact                       4                      -
    Other income (loss) impact                  -                     (1)
    Income tax benefit impact                  (1)                     -
    Noncontrolling interest impact              -                      -
    After tax and noncontrolling
     interest  impact                           3                     (1)
    Diluted loss per share impact            0.02                  (0.01)


                                       13 Weeks Ended October 31, 2009
                                       -------------------------------
                                         Closed
                                          Store
                                        Reserve        Mark-to-
                                           and          Market
    millions, except per share data    Severance         Gains
                                       ----------           ---------
    Cost of sales, buying and
     occupancy impact                         $(5)                    $-
    Selling and administrative
     impact                                    (5)                     -
    Operating loss impact                      10                      -
    Other income (loss) impact                  -                     (2)
    Income tax benefit impact                  (4)                      1
    Noncontrolling interest impact              -                      -
    After tax and noncontrolling
     interest  impact                           6                     (1)
    Diluted loss per share impact           $0.05                 $(0.01)


                                       39 Weeks Ended October 30, 2010
                                       -------------------------------
                                         Closed
                                          Store
                                        Reserve        Mark-to-
                                           and          Market
    millions, except per share data    Severance        Losses
                                       ----------           ---------
    Cost of sales, buying and
     occupancy impact                         $(5)                    $-
    Selling and administrative
     impact                                    (8)                     -
    Gain on sales of assets impact              -                      -
    Operating loss impact                      13                      -
    Other income (loss) impact                  -                       1
    Income tax benefit impact                  (4)                     -
    Noncontrolling interest impact              -                      -
    After tax and noncontrolling
     interest  impact                           9                       1
    Diluted loss per share impact           $0.09                   $0.01


                                       39 Weeks Ended October 31, 2009
                                       -------------------------------
                                         Closed
                                          Store
                                        Reserve        Mark-to-
                                           and          Market
    millions, except per share data    Severance        Losses
                                       ----------           ---------
    Cost of sales, buying and
     occupancy impact                        $(22)                    $-
    Selling and administrative
     impact                                   (66)                     -
    Gain on sales of assets impact              -                      -
    Operating income impact                    88                      -
    Other income (loss) impact                  -                      34
    Income tax benefit impact                 (32)                    (9)
    Noncontrolling interest impact             (2)                    (9)
    After tax and noncontrolling
     interest  impact                          54                      16
    Diluted loss per share impact           $0.46                   $0.13



    Amounts are
     Preliminary and
     Subject to Change

                          13 Weeks Ended October 30, 2010
                          -------------------------------
                                   Canadian
                                   Dividend
    millions, except                  Tax                     As
     per share data                  Impact                Adjusted
                                  ---------               ---------
    Cost of sales,
     buying and
     occupancy impact                               $-              $7,118
    Selling and
     administrative
     impact                                          -               2,598
    Operating loss
     impact                                          -               (257)
    Other income
     (loss) impact                                   -                 (1)
    Income tax benefit
     impact                                          9                 143
    Noncontrolling
     interest impact                                 -                 (3)
    After tax and
     noncontrolling
     interest  impact                                9               (188)
    Diluted loss per
     share impact                                 0.08       $(1.71)


                       13 Weeks Ended October 31, 2009
                       -------------------------------
    millions, except                   As
     per share data                Adjusted
                                  ---------
    Cost of sales,
     buying and
     occupancy impact                           $7,414
    Selling and
     administrative
     impact                                      2,615
    Operating loss
     impact                                        (52)
    Other income
     (loss) impact                                  (7)
    Income tax benefit
     impact                                         47
    Noncontrolling
     interest impact                               (15)
    After tax and
     noncontrolling
     interest  impact                              (94)
    Diluted loss per
     share impact                               $(0.81)


                          39 Weeks Ended October 30, 2010
                          -------------------------------
                                    Gain on                Canadian
                                   Sales of                Dividend
    millions, except                  Real                   Tax
     per share data                  Estate                Impact
                                   --------               ---------
    Cost of sales,
     buying and
     occupancy impact                               $-                 $-
    Selling and
     administrative
     impact                                          -                  -
    Gain on sales of
     assets impact                                  35                  -
    Operating loss
     impact                                        (35)                 -
    Other income
     (loss) impact                                   -                  -
    Income tax benefit
     impact                                         14                   9
    Noncontrolling
     interest impact                                 -                  -
    After tax and
     noncontrolling
     interest  impact                              (21)                  9
    Diluted loss per
     share impact                               $(0.19)        $0.09


                          39 Weeks Ended October 31, 2009
                          -------------------------------
                                    Gain on
                                   Sales of
    millions, except                  Real                    As
     per share data                  Estate                Adjusted
                                   --------               ---------
    Cost of sales,
     buying and
     occupancy impact                                              $22,335
    Selling and
     administrative
     impact                                                          7,673
    Gain on sales of
     assets impact                                  44                (26)
    Operating income
     impact                                        (44)                136
    Other income
     (loss) impact                                   -                (18)
    Income tax benefit
     impact                                         12                  18
    Noncontrolling
     interest impact                                12                (30)
    After tax and
     noncontrolling
     interest  impact                              (20)               (64)
    Diluted loss per
     share impact                               $(0.17)            $(0.53)

SOURCE Sears Holdings Corporation

SOURCE: Sears Holdings Corporation

Sears Holdings Reports Third Quarter Results

PR Newswire

HOFFMAN ESTATES, Ill., Nov. 18, 2010 /PRNewswire-FirstCall/ -- Sears Holdings Corporation ("Holdings," "we," "us," "our" or the "Company") (Nasdaq: SHLD) today reported its third quarter 2010 results. In summary, we reported:

  • Net losses attributable to Holdings' shareholders for the quarter of $218 million, or $1.98 per diluted share, in 2010 and $127 million, or $1.09 per diluted share, in 2009;
  • Adjusted EBITDA for the quarter of $(38) million, as compared to $161 million in the third quarter last year due to declines in our Sears segments;
  • Kmart continued to improve profitability as Adjusted EBITDA increased by $24 million and gross margin rate increased 90 basis points over the third quarter last year; and
  • Holdings issued $1.25 billion of term debt and had no borrowings outstanding on our domestic revolving credit facility (our "revolver") at the end of the quarter as compared to $1.3 billion last year.

"While Kmart improved profitability, our third quarter results were disappointing, in large part due to lower sales of apparel and appliances at Sears," said W. Bruce Johnson, Sears Holdings' interim chief executive officer and president. 聽"Our seasonal apparel sales were down, with the unusually warm weather being a contributing factor. 聽Additionally, during the quarter we reduced our usage of short-term borrowings as we issued $1.25 billion of 6 5/8% senior secured notes. 聽As such, we had no borrowings outstanding on the revolver in contrast to last year's balance of $1.3 billion."聽

Third Quarter Revenues and Comparable Store Sales

Total revenues decreased $512 million to $9.7 billion for the quarter ended October 30, 2010, as compared to total revenues of $10.2 billion for the quarter ended October 31, 2009. 聽The decline in total revenue for the quarter was primarily a result of a 4.8% decrease in domestic comparable store sales and the effect of having fewer Kmart and Sears Full-line stores in operation, partially offset by an increase of $54 million due to changes in the Canadian foreign exchange rate.

The domestic comparable store sales decrease included declines of 0.7% at Kmart and 8.2% at Sears Domestic. 聽Kmart's quarterly decrease in comparable store sales was primarily driven by the food and consumables and pharmacy categories. 聽The decline in these categories was partially offset by increases in the apparel, toys, consumer electronics and sporting goods categories. 聽

Sears Domestic's sales decline was primarily driven by declines in the home appliances, apparel, and consumer electronics categories, all of which experienced a greater decrease in the month of October. 聽Sears footwear, jewelry, home categories and tires experienced comparable store sales growth during the quarter. 聽 The decline in sales of home appliances primarily resulted from overall softness in the appliance market, a lower average selling price realized during the quarter and the effects of delays in transition to new Kenmore products during the quarter. 聽Both Sears and Lands' End experienced declines in their seasonal apparel businesses with the unseasonably warm weather being a contributing factor. 聽 聽

Operating Loss

Holdings' operating loss for the quarter was $292 million in 2010 and $106 million in 2009. 聽The increase in our operating loss of $186 million was primarily the result of a decline in sales coupled with a margin rate reduction of 80 basis points, which resulted in a decrease in our gross margin of $214 million. 聽Sears Domestic's gross margin rate decreased 130 basis points mainly due to reduced margins in home services and appliances, while Sears Canada's gross margin rate declined 280 basis points during the quarter due to increased promotional and clearance markdowns. 聽These declines were partially offset by an increase in gross margin rate of 90 basis points at Kmart in part because of an increase in sales of higher margin categories such as apparel and sporting goods. 聽

Selling and administrative expenses were slightly lower than last year even though we incurred incremental expenses of $30 million related to our continued investment in our multi-channel capabilities and the continued promotion of our Shop Your WayRewards program, as well as an increase of $12 million due to changes in the Canadian foreign exchange rate. 聽Operating income for the third quarter of 2010 and 2009 includes expenses of $35 million and $54 million, respectively, related to domestic pension plans, store closings and severance. 聽The impact these and other items had on our operating income and earnings is summarized in the attached schedule, "Adjusted Earnings per Share," which provides a reconciliation from GAAP results to our adjusted earnings amounts, including adjusted earnings per diluted share.

Financial Position

During the third quarter, we executed a number of transactions, which reduced our reliance on our revolver. 聽These transactions included:

  • On September 10, 2010, our Sears Canada subsidiary entered into a five-year CAD $800 million credit facility. 聽At October 30, 2010, Sears Canada had drawn approximately CAD $480 million on the facility, and including letters of credit, had a remaining capacity of approximately CAD $310 million.
  • On September 15, 2010, Sears Holdings and Sears Canada executed an inter-company loan whereby Sears Holdings borrowed $389 million from Sears Canada.聽 Sears Holdings used the loan proceeds to fund its seasonal working capital build for the holiday selling season, thereby reducing borrowings on its credit facility.聽 The inter-company loan was repaid in full to Sears Canada on November 12, 2010.
  • On October 12, 2010, Sears Holdings issued $1.25 billion of 6 5/8% senior secured notes due 2018. Holdings domestic pension plan purchased $250 million of these notes. 聽

Largely because of these transactions, there were no borrowings outstanding on our revolver at the end of the third quarter in 2010, in contrast to the third quarter 2009 when we had $1.3 billion of borrowings outstanding.聽 We had $558 million of letters of credit outstanding on the revolver at the end of the quarter, leaving remaining availability of $1.9 billion. 聽We finished the third quarter with total debt (consisting of short-term borrowings, long-term debt and capitalized lease obligations) of $4.0 billion, up from $3.8 billion at October 31, 2009.聽

We had cash balances of $806 million at October 30, 2010 ($521 million domestic and $285 million at Sears Canada), as compared to balances of $1.5 billion at October 31, 2009 and $1.7 billion at January 30, 2010. 聽Uses of cash during the first nine months of the year included $560 million for the purchase of additional interest in Sears Canada, repayments of long-term debt of $468 million, $317 million for share repurchases, contributions to our pension and post-retirement benefit plans of $253 million, and cash used to fund seasonal increases in working capital. 聽

Merchandise inventories at October 30, 2010 were $11.2 billion, as compared to $10.8 billion at October 31, 2009. 聽Domestic inventory increased approximately $300 million from $9.9 billion at October 31, 2009 to $10.2 billion at October 30, 2010. 聽The increase was primarily at Kmart and was due to increased investment in the better performing apparel, toys, footwear and sporting good categories, as well as higher inventory balances for items on layaway. 聽Sears Domestic inventory increased due to layaway and increases in tire and appliance merchandise, partially offset by lower consumer electronics balances. 聽Sears Canada's inventory levels increased approximately $125 million from October 31, 2009 to $993 million at October 30, 2010 primarily due to the change in exchange rates, lower third quarter sales and the timing of merchandise receipts. 聽

Share Repurchase

During the 13- and 39- week periods ended October 30, 2010, we repurchased common shares at a total cost of $44 million and $317 million, respectively, under our share repurchase program. 聽Our repurchases for the 13- and 39- week periods ended October 30, 2010 were made at average prices of $61.35 and $73.21 per share, respectively. 聽During the first three quarters of fiscal 2010, we repurchased a total of 4.3 million shares. 聽At October 30, 2010, we had remaining authorization to repurchase $264 million of common shares under the share repurchase program. 聽The share repurchases may be implemented using a variety of methods, which may include open market purchases, privately negotiated transactions, block trades, accelerated share repurchase transactions, the purchase of call options, the sale of put options or otherwise, or by any combination of such methods. 聽Timing will be dependent on prevailing market conditions, alternative uses of capital and other factors. 聽 聽

Adjusted EBITDA

For purposes of evaluating operating performance, we use an Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA") measurement computed as net loss attributable to Sears Holdings Corporation appearing on the statements of operations excluding income attributable to noncontrolling interest, income tax benefit, interest expense, interest and investment income, other loss, depreciation and amortization and gains on sales of assets. 聽In addition, it is adjusted to exclude certain significant items as set forth below. 聽Our management uses Adjusted EBITDA to evaluate the operating performance of our businesses, as well as executive compensation metrics, for comparable periods. 聽Adjusted EBITDA should not be used by investors or other third parties as the sole basis for formulating investment decisions as it excludes a number of important cash and non-cash recurring items. 聽

While Adjusted EBITDA is a non-GAAP measurement, management believes that it is an important indicator of operating performance because:

  • EBITDA excludes the effects of financing and investing activities by eliminating the effects of interest and depreciation costs;
  • Management considers gains/losses on the sale of assets to result from investing decisions rather than ongoing operations; and
  • Other significant items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, which affects the comparability of results.

Adjusted EBITDA was determined as follows:



13 Weeks Ended


39 Weeks Ended



October 30, 2010


October 31, 2009


October 30, 2010


October 31, 2009

Net loss attributable to SHC per statement of operations


$ 聽 聽 聽 (218)


$ 聽 聽 聽 聽(127)


$ 聽 聽 聽 (241)


$ 聽 聽 聽 聽(195)










Income attributable to noncontrolling interest


3


15


9


31

Income tax benefit


(147)


(66)


(151)


(94)

Interest expense


77


72


213


194

Interest and investment income


(7)


(5)


(28)


(24)

Other loss


-


5


9


52

Operating loss


(292)


(106)


(189)


(36)

Depreciation and amortization


219


224


661


678

Gain on sales of assets


-


(11)


(53)


(70)

Before excluded items


(73)


107


419


572










Domestic pension expense


31


44


88


128

Closed store reserve and severance


4


10


13


88

Adjusted EBITDA as defined


$ 聽 聽 聽 聽(38)


$ 聽 聽 聽 161


$ 聽 聽 聽 聽520


$ 聽 聽 聽 聽788

% to revenues


(0.4)%


1.6%


1.7%


2.6%




Adjusted EBITDA for our segments are as follows:



13 Weeks Ended



Adjusted EBITDA


% To Revenues



October 30, 2010


October 31, 2009


October 30, 2010


October 31, 2009

Kmart


$ 聽 聽 聽 聽 聽(15)


$ 聽 聽 聽 聽 聽 (39)


(0.4)%


(1.1%)

Sears Domestic


(81)


86


(1.6)%


1.6%

Sears Canada (1)


58


114


5.0%


9.4%

Total Adjusted EBITDA


$ 聽 聽 聽 聽 聽(38)


$ 聽 聽 聽 聽 聽 161


(0.4)%


1.6%


(1) Third quarter EBITDA in Canadian dollars was $60 million in 2010 and $122 million in 2009. 聽






39 Weeks Ended



Adjusted EBITDA


% To Revenues



October 30, 2010


October 31, 2009


October 30, 2010


October 31, 2009

Kmart


$ 聽 聽 聽 聽 聽 133


$ 聽 聽 聽 聽 聽 聽 聽23


1.3%


0.2%

Sears Domestic


206


512


1.3%


3.1%

Sears Canada (1)


181


253


5.4%


7.9%

Total Adjusted EBITDA


$ 聽 聽 聽 聽 聽 520


$ 聽 聽 聽 聽 聽 788


1.7%


2.6%


(1) The first nine months EBITDA in Canadian dollars was $187 million in 2010 and $290 million in 2009. 聽



Quarterly Report on Form 10-Q

For a detailed discussion of the Company's financial results, please see the Company's Quarterly Report on Form 10-Q, which will be filed with the Securities and Exchange Commission and posted to the Company's website at .

Forward-Looking Statements

Results are preliminary and unaudited. This press release contains forward-looking statements about our expectations for the third quarter of fiscal 2010. Forward-looking statements are subject to risks and uncertainties that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. Such statements are based upon the current beliefs and expectations of our management and are subject to significant risks and uncertainties. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: our ability to offer merchandise and services that our customers want, including our proprietary brand products; our ability to successfully implement initiatives to improve inventory management and other capabilities; competitive conditions in the retail and related services industries; worldwide economic conditions and business uncertainty, the availability of consumer and commercial credit, changes in consumer confidence, tastes, preferences and spending, and changes in vendor relationships; the impact of seasonal buying patterns, including seasonal fluctuations due to weather conditions, which are difficult to forecast with certainty; our dependence on sources outside the United States for significant amounts of our merchandise; our extensive reliance on computer systems to process transactions, summarize results and manage our business; our reliance on third parties to provide us with services in connection with the administration of certain aspects of our business; impairment charges for goodwill and intangible assets or fixed-asset impairment for long-lived assets; our ability to attract, motivate and retain key executives and other associates; the outcome of pending and/or future legal proceedings, including product liability claims, including proceedings with respect to which the parties have reached a preliminary settlement; and the timing and amount of required pension plan funding. We intend the forward-looking statements to speak only as of the time made and do not undertake to update or revise them as more information becomes available.

About Sears Holdings Corporation

Sears Holdings Corporation is the nation's fourth largest broadline retailer with approximately 3,900 full-line and specialty retail stores in the United States and Canada. 聽Sears Holdings is the leading home appliance retailer as well as a leader in tools, lawn and garden, consumer electronics and automotive repair and maintenance. 聽Sears Holdings is the 2010 ENERGY STAR庐 Retail Partner of the Year. 聽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. 聽It also has the Country Living collection, which is offered by Sears and Kmart. 聽We are the nation's largest provider of home services, with more than 12 million service calls made annually. 聽Sears Holdings Corporation operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation. 聽For more information, visit Sears Holdings' website at .

Sears Holdings Corporation

Consolidated Statements of Operations

(Unaudited)








Amounts are Preliminary and Subject to Change







13 Weeks Ended


39 Weeks Ended


millions, except per share data


October 30,


October 31,


October 30,


October 31,




2010


2009


2010


2009

REVENUES










Merchandise sales and services


$ 聽 聽 聽 聽 聽 聽9,678


$ 聽 聽 聽 聽 聽10,190


$ 聽 聽 聽 聽 聽30,182


$ 聽 聽 聽 聽 聽30,796











COSTS AND EXPENSES










Cost of sales, buying and occupancy


7,121


7,419


21,972


22,357


Gross margin dollars


2,557


2,771


8,210


8,439


Gross margin rate


26.4%


27.2%


27.2%


27.4%












Selling and administrative


2,630


2,664


7,791


7,867


Selling and administrative expense as a percentage of total revenues


27.2%


26.1%


25.8%


25.5%












Depreciation and amortization


219


224


661


678


Gain on sales of assets


-


(11)


(53)


(70)


聽 聽Total costs and expenses


9,970


10,296


30,371


30,832











Operating loss


(292)


(106)


(189)


(36)

Interest expense


(77)


(72)


(213)


(194)

Interest and investment income


7


5


28


24

Other loss


-


(5)


(9)


(52)











Loss before income taxes


(362)


(178)


(383)


(258)

Income tax benefit


147


66


151


94











Net loss


(215)


(112)


(232)


(164)

Income attributable to noncontrolling interest


(3)


(15)


(9)


(31)











NET LOSS ATTRIBUTABLE TO HOLDINGS'










SHAREHOLDERS


$ 聽 聽 聽 聽 聽 聽 聽(218)


$ 聽 聽 聽 聽 聽 聽 聽(127)


$ 聽 聽 聽 聽 聽 聽 聽(241)


$ 聽 聽 聽 聽 聽 聽 聽(195)











LOSS PER COMMON SHARE ATTRIBUTABLE










TO HOLDINGS' SHAREHOLDERS










Diluted loss per share


$ 聽 聽 聽 聽 聽 聽 (1.98)


$ 聽 聽 聽 聽 聽 聽 (1.09)


$ 聽 聽 聽 聽 聽 聽 (2.15)


$ 聽 聽 聽 聽 聽 聽 (1.64)












Diluted weighted average common shares outstanding


109.9


116.9


112.3


119.2



Sears Holdings Corporation

Condensed Consolidated Balance Sheets



Amounts are Preliminary and Subject to Change





(Unaudited)










millions


October 30,


October 31,


January 30,



2010


2009


2010

ASSETS







Current assets







聽 Cash and cash equivalents


$ 聽 聽 聽 聽 聽 聽 聽 790


$ 聽 聽 聽 聽 聽 聽1,468


$ 聽 聽 聽 聽 聽 聽 聽 1,689

聽 Restricted cash


16


59


11

聽 Receivables


688


844


652

聽 Merchandise inventories


11,226


10,805


8,705

聽 Prepaid expenses and other current assets


403


395


381

聽 Total current assets


13,123


13,571


11,438








Property and equipment, net


7,448


7,758


7,709

Goodwill


1,392


1,392


1,392

Trade names and other intangible assets


3,156


3,225


3,208

Other assets


926


1,229


1,061

聽 TOTAL ASSETS


$ 聽 聽 聽 聽 聽26,045


$ 聽 聽 聽 聽 聽27,175


$ 聽 聽 聽 聽 聽 聽 24,808








LIABILITIES







Current liabilities







聽 Short-term borrowings


$ 聽 聽 聽 聽 聽 聽 聽 968


$ 聽 聽 聽 聽 聽 聽1,603


$ 聽 聽 聽 聽 聽 聽 聽 聽 聽325

聽 Current portion of long-term debt and capitalized lease obligations


499


369


482

聽 Merchandise payables


4,616


4,495


3,335

聽 Unearned revenues


983


1,016


1,012

聽 Accrued expenses and other current liabilities


3,616


3,783


3,632

聽 Total current liabilities


10,682


11,266


8,786








Long-term debt and capitalized lease obligations


2,570


1,831


1,698

Pension and post-retirement benefits


2,055


2,001


2,271

Other long-term liabilities


2,360


2,752


2,618

聽 Total Liabilities


17,667


17,850


15,373








聽 Total Equity


8,378


9,325


9,435








聽 TOTAL LIABILITIES AND EQUITY


$ 聽 聽 聽 聽 聽26,045


$ 聽 聽 聽 聽 聽27,175


$ 聽 聽 聽 聽 聽 聽 24,808















Total common shares outstanding


110.0


115.6


114.8



Sears Holdings Corporation

Segment Results

(Unaudited)


Amounts are Preliminary and Subject to Change






13 Weeks Ended October 30, 2010

millions, except store data


Kmart


Sears Domestic


Sears Canada


Sears Holdings

Merchandise sales and services


$ 聽 聽 聽 聽 聽3,381


$ 聽 聽 聽 聽 聽5,142


$ 聽 聽 聽 聽 1,155


$ 聽 聽 聽 聽 聽9,678










Cost of sales, buying and occupancy


2,586


3,723


812


7,121

Gross margin dollars


795


1,419


343


2,557

Gross margin rate


23.5%


27.6%


29.7%


26.4%










Selling and administrative


814


1,531


285


2,630

Selling and administrative expense as a
聽 聽 percentage of total revenues


24.1%


29.8%


24.7%


27.2%

Depreciation and amortization


37


159


23


219

Gain on sales of assets


-


-


-


-

Total costs and expenses


3,437


5,413


1,120


9,970

Operating income (loss)


$ 聽 聽 聽 聽 聽 聽 (56)


$ 聽 聽 聽 聽 聽 (271)


$ 聽 聽 聽 聽 聽 聽 聽35


$ 聽 聽 聽 聽 聽 (292)










Number of:









聽Kmart Stores


1,312


-


-


1,312

聽Full-Line Stores


-


894


122


1,016

聽Specialty Stores


-


1,340


334


1,674

聽Total Stores


1,312


2,234


456


4,002





















13 Weeks Ended October 31, 2009

millions, except store data


Kmart


Sears Domestic


Sears Canada


Sears Holdings

Merchandise sales and services


$ 聽 聽 聽 聽 聽3,476


$ 聽 聽 聽 聽 聽5,507


$ 聽 聽 聽 聽 1,207


$ 聽 聽 聽 聽10,190










Cost of sales, buying and occupancy


2,690


3,914


815


7,419

Gross margin dollars


786


1,593


392


2,771

Gross margin rate


22.6%


28.9%


32.5%


27.2%










Selling and administrative


830


1,556


278


2,664

Selling and administrative expense as a
聽 聽 percentage of total revenues


23.9%


28.3%


23.0%


26.1%

Depreciation and amortization


37


162


25


224

Gain on sales of assets


(9)


(2)


-


(11)

Total costs and expenses


3,548


5,630


1,118


10,296

Operating income (loss)


$ 聽 聽 聽 聽 聽 聽 (72)


$ 聽 聽 聽 聽 聽 (123)


$ 聽 聽 聽 聽 聽 聽 聽89


$ 聽 聽 聽 聽 聽 (106)










Number of:









聽Kmart Stores


1,343


-


-


1,343

聽Full-Line Stores


-


912


122


1,034

聽Specialty Stores


-


1,268


269


1,537

聽Total Stores


1,343


2,180


391


3,914





















Sears Holdings Corporation

Segment Results

(Unaudited)


Amounts are Preliminary and Subject to Change








39 Weeks Ended October 30, 2010

millions, except store data


Kmart


Sears Domestic


Sears Canada


Sears Holdings

Merchandise sales and services


$ 聽 聽 聽 聽10,594


$ 聽 聽 聽 聽16,251


$ 聽 聽 聽 聽 3,337


$ 聽 聽 聽 聽30,182










Cost of sales, buying and occupancy


8,043


11,596


2,333


21,972

Gross margin dollars


2,551


4,655


1,004


8,210

Gross margin rate


24.1%


28.6%


30.1%


27.2%










Selling and administrative


2,426


4,542


823


7,791

Selling and administrative expense as a
聽 聽 percentage of total revenues


22.9%


27.9%


24.7%


25.8%

Depreciation and amortization


109


479


73


661

Gain on sales of assets


(6)


(47)


-


(53)

Total costs and expenses


10,572


16,570


3,229


30,371

Operating income (loss)


$ 聽 聽 聽 聽 聽 聽 聽 22


$ 聽 聽 聽 聽 聽 (319)


$ 聽 聽 聽 聽 聽 聽108


$ 聽 聽 聽 聽 聽 (189)










Number of:









聽Kmart Stores


1,312


-


-


1,312

聽Full-Line Stores


-


894


122


1,016

聽Specialty Stores


-


1,340


334


1,674

聽Total Stores


1,312


2,234


456


4,002





















39 Weeks Ended October 31, 2009

millions, except store data


Kmart


Sears Domestic


Sears Canada


Sears Holdings

Merchandise sales and services


$ 聽 聽 聽 聽10,825


$ 聽 聽 聽 聽16,780


$ 聽 聽 聽 聽 3,191


$ 聽 聽 聽 聽30,796










Cost of sales, buying and occupancy


8,352


11,821


2,184


22,357

Gross margin dollars


2,473


4,959


1,007


8,439

Gross margin rate


22.8%


29.6%


31.6%


27.4%










Selling and administrative


2,489


4,616


762


7,867

Selling and administrative expense as a
聽 聽 percentage of total revenues


23.0%


27.5%


23.9%


25.5%

Depreciation and amortization


109


495


74


678

Gain on sales of assets


(19)


(6)


(45)


(70)

Total costs and expenses


10,931


16,926


2,975


30,832

Operating income (loss)


$ 聽 聽 聽 聽 聽 (106)


$ 聽 聽 聽 聽 聽 (146)


$ 聽 聽 聽 聽 聽 聽216


$ 聽 聽 聽 聽 聽 聽 (36)










Number of:









聽Kmart Stores


1,343


-


-


1,343

聽Full-Line Stores


-


912


122


1,034

聽Specialty Stores


-


1,268


269


1,537

聽Total Stores


1,343


2,180


391


3,914



Sears Holdings Corporation

Adjusted EBITDA




Amounts are Preliminary and Subject to Change








13 Weeks Ended

millions


October 30, 2010


October 31, 2009



Kmart

Sears Domestic

Sears Canada

Sears Holdings


Kmart

Sears Domestic

Sears Canada

Sears Holdings












Operating income (loss) per statement of operations


$ 聽 聽 聽 聽 聽 聽 (56)

$ 聽 聽 聽 聽 聽 (271)

$ 聽 聽 聽 聽 聽 聽 聽 35

$ 聽 聽 聽 聽 聽 (292)


$ 聽 聽 聽 聽 聽(72)

$ 聽 聽 聽 聽(123)

$ 聽 聽 聽 聽 聽 聽89

$ 聽 聽 聽 聽(106)

Depreciation and amortization


37

159

23

219


37

162

25

224

Gain on sales of assets


-

-

-

-


(9)

(2)

-

(11)

Before excluded items


(19)

(112)

58

(73)


(44)

37

114

107












Closed store reserve and severance


4

-

-

4


5

5

-

10

Domestic pension expense


-

31

-

31


-

44

-

44

Adjusted EBITDA as defined


$ 聽 聽 聽 聽 聽 聽 (15)

$ 聽 聽 聽 聽 聽 聽 (81)

$ 聽 聽 聽 聽 聽 聽 聽 58

$ 聽 聽 聽 聽 聽 聽 (38)


$ 聽 聽 聽 聽 聽(39)

$ 聽 聽 聽 聽 聽 聽86

$ 聽 聽 聽 聽 聽114

$ 聽 聽 聽 聽 聽161

% to 聽revenues


-0.4%

-1.6%

5.0%

-0.4%


-1.1%

1.6%

9.4%

1.6%




































39 Weeks Ended

millions


October 30, 2010


October 31, 2009



Kmart

Sears Domestic

Sears Canada

Sears Holdings


Kmart

Sears Domestic

Sears Canada

Sears Holdings












Operating income (loss) per statement of operations


$ 聽 聽 聽 聽 聽 聽 聽 22

$ 聽 聽 聽 聽 聽 (319)

$ 聽 聽 聽 聽 聽 聽 108

$ 聽 聽 聽 聽 聽 (189)


$ 聽 聽 聽 聽(106)

$ 聽 聽 聽 聽(146)

$ 聽 聽 聽 聽 聽216

$ 聽 聽 聽 聽 聽(36)

Depreciation and amortization


109

479

73

661


109

495

74

678

Gain on sales of assets


(6)

(47)

-

(53)


(19)

(6)

(45)

(70)

Before excluded items


125

113

181

419


(16)

343

245

572












Closed store reserve and severance


8

5

-

13


39

41

8

88

Domestic pension expense


-

88

-

88


-

128

-

128

Adjusted EBITDA as defined


$ 聽 聽 聽 聽 聽 聽 133

$ 聽 聽 聽 聽 聽 聽 206

$ 聽 聽 聽 聽 聽 聽 181

$ 聽 聽 聽 聽 聽 聽 520


$ 聽 聽 聽 聽 聽 聽23

$ 聽 聽 聽 聽 聽512

$ 聽 聽 聽 聽 聽253

$ 聽 聽 聽 聽 聽788

% to 聽revenues


1.3%

1.3%

5.4%

1.7%


0.2%

3.1%

7.9%

2.6%



Sears Holdings Corporation

Adjusted Earnings per Share




Amounts are Preliminary and Subject to Change















13 Weeks Ended October 30, 2010

millions, except per share data

GAAP


Domestic Pension Expense


Closed Store Reserve and Severance


Mark-to-Market Losses


Canadian Dividend Tax Impact


As Adjusted

Cost of sales, buying and occupancy impact

$ 聽 聽 聽 聽7,121


$ 聽 聽 聽 聽 聽 聽 聽 聽 聽-


$ 聽 聽 聽 聽 聽 聽 聽 聽(3)


$ 聽 聽 聽 聽 聽 聽 聽 聽 -


$ 聽 聽 聽 聽 聽 聽 聽 聽 聽 聽-


$ 聽 聽 聽 聽7,118

Selling and administrative impact

2,630


(31)


(1)


-


-


2,598

Operating loss impact

(292)


31


4


-


-


(257)

Other income (loss) impact

-


-


-


(1)


-


(1)

Income tax benefit impact

147


(12)


(1)


-


9


143

Noncontrolling interest impact

(3)


-


-


-


-


(3)

After tax and noncontrolling interest 聽impact

(218)


19


3


(1)


9


(188)

Diluted loss per share impact

$ 聽 聽 聽 聽(1.98)


0.18


0.02


(0.01)


0.08


$ 聽 聽 聽 聽 (1.71)


























13 Weeks Ended October 31, 2009



millions, except per share data

GAAP


Domestic Pension Expense


Closed Store Reserve and Severance


Mark-to-Market Gains


As Adjusted



Cost of sales, buying and occupancy impact

$ 聽 聽 聽 聽7,419


$ 聽 聽 聽 聽 聽 聽 聽 聽 聽-


$ 聽 聽 聽 聽 聽 聽 聽 聽(5)


$ 聽 聽 聽 聽 聽 聽 聽 聽 -


$ 聽 聽 聽 聽 聽 聽 聽7,414



Selling and administrative impact

2,664


(44)


(5)


-


2,615



Operating loss impact

(106)


44


10


-


(52)



Other income (loss) impact

(5)


-


-


(2)


(7)



Income tax benefit impact

66


(16)


(4)


1


47



Noncontrolling interest impact

(15)


-


-


-


(15)



After tax and noncontrolling interest 聽impact

(127)


28


6


(1)


(94)



Diluted loss per share impact

$ 聽 聽 聽 聽(1.09)


$ 聽 聽 聽 聽 聽 聽 聽 0.24


$ 聽 聽 聽 聽 聽 聽 0.05


$ 聽 聽 聽 聽 聽 聽(0.01)


$ 聽 聽 聽 聽 聽 聽 聽(0.81)




























39 Weeks Ended October 30, 2010

millions, except per share data

GAAP


Domestic Pension Expense


Closed Store Reserve and Severance


Mark-to-Market Losses


Gain on Sales of Real Estate


Canadian Dividend Tax Impact

Cost of sales, buying and occupancy impact

$ 聽 聽 聽21,972


$ 聽 聽 聽 聽 聽 聽 聽 聽 聽-


$ 聽 聽 聽 聽 聽 聽 聽 聽(5)


$ 聽 聽 聽 聽 聽 聽 聽 聽 -


$ 聽 聽 聽 聽 聽 聽 聽 聽 聽 聽-


$ 聽 聽 聽 聽 聽 聽 聽-

Selling and administrative impact

7,791


(88)


(8)


-


-


-

Gain on sales of assets impact

(53)


-


-


-


35


-

Operating loss impact

(189)


88


13


-


(35)


-

Other income (loss) impact

(9)


-


-


1


-


-

Income tax benefit impact

151


(33)


(4)


-


14


9

Noncontrolling interest impact

(9)


-


-


-


-


-

After tax and noncontrolling interest 聽impact

(241)


55


9


1


(21)


9

Diluted loss per share impact

$ 聽 聽 聽 聽(2.15)


$ 聽 聽 聽 聽 聽 聽 聽 0.49


$ 聽 聽 聽 聽 聽 聽 0.09


$ 聽 聽 聽 聽 聽 聽 0.01


$ 聽 聽 聽 聽 聽 聽 聽(0.19)


$ 聽 聽 聽 聽 聽0.09


























39 Weeks Ended October 31, 2009

millions, except per share data

GAAP


Domestic Pension Expense


Closed Store Reserve and Severance


Mark-to-Market Losses


Gain on Sales of Real Estate


As Adjusted

Cost of sales, buying and occupancy impact

$ 聽 聽 聽22,357


$ 聽 聽 聽 聽 聽 聽 聽 聽 聽-


$ 聽 聽 聽 聽 聽 聽 聽(22)


$ 聽 聽 聽 聽 聽 聽 聽 聽 -




$ 聽 聽 聽22,335

Selling and administrative impact

7,867


(128)


(66)


-




7,673

Gain on sales of assets impact

(70)


-


-


-


44


(26)

Operating income impact

(36)


128


88


-


(44)


136

Other income (loss) impact

(52)


-


-


34


-


(18)

Income tax benefit impact

94


(47)


(32)


(9)


12


18

Noncontrolling interest impact

(31)


-


(2)


(9)


12


(30)

After tax and noncontrolling interest 聽impact

(195)


81


54


16


(20)


(64)

Diluted loss per share impact

$ 聽 聽 聽 聽(1.64)


$ 聽 聽 聽 聽 聽 聽 聽 0.69


$ 聽 聽 聽 聽 聽 聽 0.46


$ 聽 聽 聽 聽 聽 聽 0.13


$ 聽 聽 聽 聽 聽 聽 聽(0.17)


$ 聽 聽 聽 聽 (0.53)



SOURCE Sears Holdings Corporation

CONTACT: Sears Holdings Public Relations, +1-847-286-8371

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