Sears Holdings Announces Receipt Of Proposal From ESL Investments

HOFFMAN ESTATES, Ill., Sept. 24, 2018 /PRNewswire/ -- Sears Holdings Corporation (the "Company") (NASDAQ: SHLD) today announced that its Board of Directors (the "Board") has received a proposal from ESL Investments, Inc. ("ESL") regarding certain liability management and real estate transactions, as outlined in ESL's Schedule 13D filing on September 24, 2018.  The Board has directed the Company's management and its legal and financial advisors to work closely with ESL, its advisors and the Company's other stakeholders to seek to pursue liability management transactions of the nature described in the proposal, subject to advice of the Company's legal and financial advisors and approval of any final transaction by the Related Party Transactions Subcommittee of the Board and the full Board. The Board has referred the proposed real estate transactions outlined in the proposal to the Special Committee of the Board, which is also engaged in negotiations with ESL concerning the proposals made in ESL's August 14, 2018 letter.

There can be no assurance that any transaction will be consummated or on what terms any transaction may occur.

About Sears Holdings Corporation
Sears Holdings Corporation (NASDAQ: SHLD) is a leading integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve our members - wherever, whenever and however they want to shop. Sears Holdings is home to Shop Your Way®, a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The Company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with full-line and specialty retail stores across the United States. For more information, visit www.searsholdings.com.

Forward-Looking Statements
This press release contains forward-looking statements intended to qualify for the safe harbor from liability established by the Private Securities Litigation Reform Act of 1995. Whenever used, words such as "will," "expect," and other terms of similar meaning are intended to identify such forward-looking statements. Forward-looking statements, including these, are based on the current beliefs and expectations of our management and are subject to significant risks, assumptions and uncertainties, many of which are beyond the Company's control, 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. Detailed descriptions of risks, uncertainties and factors relating to Sears Holdings are discussed in our most recent Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. While we believe that our forecasts and assumptions are reasonable, we caution that actual results may differ materially. 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, except as required by law.

CONTACT:
Sears Holdings Public Relations
(847) 286-8371

SOURCE Sears Holdings Corporation