Sears Completes Common Share Offering

Sears Holdings Corporation completed the sale of 40,000,000 common shares of Sears Canada Inc. at US$9.50 per share for aggregate proceeds of US$380 million pursuant to a rights offering made to the holders of Sears Holdings common shares.

Sears Holdings was represented by an in-house team led by Kristin Coleman, General Counsel and Bradley Hanna, Associate General Counsel; and by Daniel Neff, David Shapiro, Eitan Hoenig and Ademola Adewale-Sadik of Wachtell, Lipton, Rosen & Katz in the United States, and by Donald Gilchrist, Jeremy Fraiberg, Robert Lando and Justin Dharamdial (corporate) and Kimberley Wharram (tax) of Osler, Hoskin & Harcourt LLP in Canada.

Sears Canada was represented by in-house counsel Franco Perugini, General Counsel; and by Patricia Koval, David Seville, Cornell Wright, Mile Kurta, Erin Wiley, Adrienne DiPaolo, Shirin Mirsaeidi and Jonah Goldberg of Torys LLP in Canada and the United States. Sears Canada’s special committee of independent directors was represented by Carol Hansell, Brian Calalang and Frederic Duguay of Hansell LLP.