Shearman & Sterling advised Sears Hometown and Outlet Stores (SHO) and its Board of Directors’ Independent Committee in an agreement to sell SHO’s Sears Outlet and Buddy's Home Furnishing Stores businesses (together, the Outlet Segment) to Liberty Tax in a deal valued at up to $132.9 million. 

The sale is being made in accordance with a merger agreement between SHO and Transform Holdco, a privately held affiliate of ESL Investments and investment affiliates including Edward S. Lampert (collectively, ESL), the controlling stockholders of SHO. Shearman & Sterling also advised SHO and its Independent Committee in the negotiation of the merger agreement, which gave SHO the opportunity to market and sell the Outlet Segment to a third party. If the sale of the Outlet Segment is completed, the amount paid to SHO’s stockholders, other than ESL, is expected to increase by approximately 44 percent in the merger with Transform Holdco.

The Team