SUBSEQUENT EVENT
On March 14, 2014, the Company announced that its board of directors approved the previously announced separation of its Lands’ End business by means of a spin-off transaction. To effect the spin-off, Sears Holdings will distribute all of the outstanding shares of common stock of Lands' End, Inc. on a pro rata basis to holders of Sears Holdings common stock, except that holders of Sears Holdings’ restricted stock that is unvested as of the record date will receive cash awards in lieu of Lands' End shares. The cash awards granted to holders of Sears Holdings restricted stock will be subject to the same vesting requirements as the related restricted stock.
In connection with the spin-off, we expect Lands' End to enter into a $515 million term loan and $175 million revolving credit facility. The Company will receive a $500 million dividend from Lands' End immediately prior to consummation of the spin-off. The transaction is expected to be completed in the first quarter of 2014 and we currently expect that the transaction will receive tax-free spin-off treatment.
