Table 1

Sears Holdings Assets Sold/Distributed to Shareholders from 2011-2015

Sale Date

Division

12/2011
9/2012
11/2012
2005-2011
4/2014
7/2015

Orchard Hardware
Sears Hometown
Sears Canada
N/A
Lands End
Real Estate

Buyer
Spin-Off
Spin-Off
Spin-Off
Sears Holdings
Spin-Off
Seritage Growth

Sale Price
Million (s)

Shareholder Benefit/Cost

N/A
N/A
$380M2
N/A
500M
$2.6 Billion

1 Common/1 Preferred Share1 (no cost)

Right to Purchase .218091 Share of SHO
Common shares of Sears Canada (no cost)
Stock Buy Backs $5.9 Billion3
.30 share in Lands End (LE) (no cost)
share of SRG per Share bought4

Remaining 5
Sears Re 6

$10 Billion

Real Estate

$16 Billion

Treasury Stock 7

$5.9 Billion

Sales and Spin-offs and divisions and subsidiaries

Table 2 summarizes Sears Holdings sales of divisions and/or Spin-Offs to Shareholders
between December 2011 and December July 2015. In December 2011 Orchard Hardware was
transferred to shareholders , Sears Hometown in September 2012, it trades under the Symbol (SHO) In
November 2012 Sears Canada was transferred to Shareholders on a pro-rata basis, on April 2014 Lands
End (LE) was transferred to shareholders through a public offering on a pro-rata basis and that company
trades under the Symbol (LE) In July 2015 Sears sold 235 of it's stores to Seritage Growth Properties
(SRG) a publicly traded Real Estate Investment Trust.
Shareholders were given a right to purchase share in the REIT at $30 for every share of Sears
Holding (SHLD) they owned. Also between the 2004-2011 Sears bought back 56.9 Million shares of
common stock at an average cost of $103.70, the company spent $5.9 Billion buying back stock at an
average price of roughly 5 times its current trading price. It's clear they see the value.
If f Sears liquidates after debt they still have roughly $32 Billion in assets which translates to a per
share price of $286 which is roughly 13 Times the $22/ a share price, General Dynamics from 1991-1994
is our historical example of a similar situation and it is a once in a lifetime opportunity as Billionaire
Bruce Berkowitz said when he bought Sears stock at over $40 a share.
1 Sears gave 1 Preferred share and 1 Common Share for every 22.141777 shares of Sears Holding stock
2 This amount was for only 49% of Sears Canada, Sears Holdings still owns 51% of Sears Canada
3 Repurchased stock is listed at cost on the books at cost and it is called Treasury Stock if it has not been canceled.
4 Currently Seritage Growth Properties (SRG) is trading at $39.00 and rights to purchase were at $30 dollars
5 The remaining assets do not include Goodwill, NOL'S or Sears inventory which collectively exceed 4 Billion
6 Sears Re owns KCD, LLC which owns Craftsman, Kenmore and Die Hard Brands and 235 K-mart/Sears Stores
7 Sears bought back $5.9 Billion dollars of stock between 2005-2011 this stock is carried on the books at cost not value.

Table 2
General Dynamics divisions sold in 1991-1993
Sale Date
11/91
2/92
8/92
11/92
3/93
12/93
12/93

Division
Data Systems
Cessna
Missiles
Electronics
Military Aircraft
Material Services
Space Systems

Buyer
CSC
Textron
Hughes Aircraft
Carlyle Group
Lockheed
n/a
Martin Marietta

Total:

Sale Price
in Millions
$ 184
600
450
52
1,525
46
209
$3,066

1991 Revenues in
Millions
a
millions)
$12
797
1,385
218
2,719
n/a
363
$5,494

Sales of divisions and subsidiaries

Table 1 summarizes GDs sales of divisions between November 1991 and December 1993.
GD sold the Data Systems Unit to Computer Sciences Corp. for $184 million, the Cessna
Aircraft subsidiary to Textron for $600 million, its missile business to GMs Hughes Electronics
subsidiary for $450 million, its Electronics Division to Carlyle Group for $52 million, and the lime
and brick operations of its Material Services businesses for $46 million.
To achieve the critical mass goal in GDs core businesses, Anders began discussions with
Lockheed to acquire its tactical military aircraft business to pair with GDs Fort Worth Division.
Lockheed rebuffed GDs overtures but agreed that consolidation was necessary, and in December
1992 offered to acquire GDs jet business for $1.525 billion. The divestiture of one of the
companys core businesses prompted speculation that GD was on a liquidation path.8
In July 1992 Warren Buffet bought 14% of the outstanding stock a in General Dynamics, he
said in his annual letter9 the same year We were lucky in our General Dynamics Purchase I paid
little attention to the company until last summer, when It announced it would repurchase about
30% of it's share through a dutch tender... But then I began studying the company and
accomplishments of Bill Anders in the brief time he'd been CEO 10. And what I saw made my eyes
pop: Bill had a clearly articulated and rational strategy; and he had been focused and imbued with
s sense of urgency in carrying it out; and the results were truly remarkable.

8 Jeff Cole, Lockheed to Buy General Dynamics Fighter Plane Unit, Wall Street Journal, December 10, 1992.
9 See Berkshire Hathaway Investor letter 1992
10 Bill Anders became CEO in January 1991