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HOFFMAN ESTATES, Ill., May 22, 2014 /PRNewswire/ --ÌýSears Holdings Corporation (NASDAQ: SHLD) today announced financial results for its first quarter ended MayÌý3, 2014. Net loss attributable to Holdings' shareholders was $402 million ($3.79 loss per diluted share) for the first quarter of 2014, compared to $279 million ($2.63 loss per diluted share) for the prior year first quarter. Adjusted EBITDA was $(221) million for the first quarter of 2014, compared to $(26) million in the prior year first quarter.

"Sears is undergoing a significant transformation, and we fundamentally are changing the way we do business," said Edward S. Lampert, Sears Holdings' Chairman and Chief Executive Officer. "Our performance in the first quarter highlights the challenges we are facing as well as the progress we are making in this transformation. We are moving away from a company that was heavily based on selling products solely through a store-based network to a member-centric business model focused on providing benefits to our members anytime and anyplace. We are seeing progress in our transformation to a member-centric, integrated retailer, as we continue to invest heavily in driving our Shop Your Way program. Member sales for the first quarter represented their highest level ever, representing 74% of eligible sales. Points redemptions also increased substantially, demonstrating that our members are becoming more engaged with the program and taking advantage of the points that they are earning. While this progress continued, the biggest negative contributor to sales has been from our consumer electronics business at both Sears and Kmart. Without the poor performance of the consumer electronics business, our Sears Domestic comparable store sales would have been positive 0.8%, as compared to positive 0.2%. Finally, as we invest in our new program and platforms, we are continuing to bear the costs of two promotional models, which adversely impacts our margins."

First Quarter Updates:

• Sears Domestic experienced comparable store sales growth of 0.2% as compared to a 2.4% decline last year, despite the continuing impact of consumer electronics industry trends. Excluding the impact of consumer electronics, comparable store sales growthÌýwould have beenÌý0.8%;
• Kmart comparable stores sales were down 2.2% as compared to a 4.6% decline last year, also despite the continuing impact of consumer electronics industry trends, as well as the impact of our grocery & household goods business. Excluding the impact of both, comparable store sales would have declined 0.4%;
• Sales to Shop Your Way members in Sears Full-line and Kmart stores increased to 74% of eligible sales, up from 68% during the first quarter last year;
• Online and multi-channel sales grew 26% over the prior year first quarter;
• Completed the spin-off of Lands' End, from which we received gross proceeds of $500 million;
• We also are continuing to evaluate options to separate our Sears Auto Center business;
• Announced the closure of approximately 80 stores in 2014 and may closeÌýadditional stores during the remainder of the year;
• Continued with our inventory productivity efforts, with consolidated net inventory down approximately $620 million and domestic net inventory down approximately $510 million year-over-year, when excluding the impact of Lands' End inventory;
• Reduced net consolidated debt year-over-year by $692 million, when including our unfunded pension obligation; net domestic debt on the same basis declined by $390 million;
• Reduced net domestic short-term debt by $742 million, or 54%, to $634 million;Ìý
• Increased cash on hand on a consolidated basis to $842 million and domestically cash increased by $218 million to $596 million from the prior year first quarter; and
• Total amount available to borrow under our revolving credit facilities was $1.2 billion on a consolidated basis and domestic availability was $752 million, with net consolidated inventory of $4.1 billion and net domestic inventory of $3.7 billion, providing availability and financial resources of $6.1 billion on a consolidated basis and $5.0 billion on a domestic basis.

On May 14, 2014, we announced that we are exploring strategic alternatives for our 51% interest in Sears Canada (currently valued at approximately $730 million as of May 20, 2014), including a potential sale of our interest or Sears Canada as a whole. We subsequently engaged BofA Merrill Lynch to assist us in connection with those efforts.Ìý

Financial Summary

First Quarter Revenues and Comparable Store Sales

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As set forth in the above table, revenues decreased $573 million to $7.9 billion for the quarter ended MayÌý3, 2014, as compared to revenues of $8.5 billion for the quarter ended MayÌý4, 2013. The revenue decrease included the effect of having fewer Kmart and Sears Full-line stores in operation, which accounted for approximately $185 million of the decline. In addition, the revenue decrease included a $145 million decline at Sears Canada and the separation of the Lands' End business, which was completed on April 4, 2014 and accounted for approximately $90 million of the decline. Revenues for the quarter also declined as a result of lower domestic comparable store sales, which accounted for approximately $60 million of the decline. Finally, we also experienced a revenue decline in our Home Services business during the quarter, as well as a decline in delivery revenues which when combined, accounted for the majority of the other revenue decline.

Sears Canada's revenue decline of $145 million was driven by a 7.6% decline in comparable store sales, which accounted for approximately $45 million of the decline, as well as the effect of having fewer stores in operation, which accounted for approximately $25 million of the decline. Revenues also included a decrease of $59 million due to foreign currency exchange rates.

For the quarter, domestic comparable store sales declined 1.0%, comprised of a decrease of 2.2% at Kmart and an increase of 0.2% at Sears Domestic. The decline at Kmart primarily was driven by declines in the consumer electronics and grocery & household categories. Excluding these two categories, comparable store sales would have declined 0.4%. The increase at Sears Domestic primarily reflects an increase in the home appliances and home categories, which was partially offset by decreases in the lawn & garden, consumer electronics and sporting goods categories, as well as a decline in Sears Auto Centers. Excluding the impact of consumer electronics on both formats and grocery & household on the Kmart format, domestic comparable store sales would have increased 0.3%.

Operating Performance

Gross margin decreased $328 million to $1.8 billion in the first quarter of 2014 due to the above noted decline in sales, as well as a decline in gross margin rate. Gross margin was impacted by increased utility costs and included $87 million from the Lands' End business prior to the separation as compared to $132 million in the prior year first quarter.

The gross margin rate during the quarter for both Kmart and Sears Domestic continued to be impacted by transactions that offer both traditional promotional marketing discounts and Shop Your Way points. As compared to the prior year, Kmart's gross margin rate for the first quarter declined 220 basis points, with decreases experienced in a majority of categories, particularly apparel, home, pharmacy and grocery & household. Sears Domestic's gross margin rate declined 200 basis points for the quarter with decreases experienced in the home appliances (partially due to free delivery) and footwear categories. Sears Canada's gross margin rate declined 460 basis points for the first quarter primarily due to reduced margin in the seasonal, toys, jewelry, home and footwear categories.

Consolidated selling and administrative expenses decreased $129 million in the first quarter of 2014 compared to the prior year quarter and included significant items such as expenses related to our domestic pension plan, store closings and severance of $43 million and $46 million for 2014 and 2013, respectively. In addition, the first quarter of 2014 included expenses of $77 million from the Lands' End business prior to the separation as compared to $114 million in the prior year first quarter. Excluding these items, selling and administrative expenses declined $89 million primarily due to a decrease in payroll expense.

The Company reported an operating loss of $375 million and $247 million for the first quarter of 2014 and 2013, respectively. Operating loss for the first quarter of 2014 and 2013 included significant items which aggregated to operating expense of $35 million and $51 million, respectively. See the attached schedule, "Adjusted Earnings per Share," for a reconciliation from GAAP to as adjusted amounts, including adjusted earnings per diluted share.

The effective tax rate for the first quarter of 2014 was a benefit of 0.7% compared to a benefit of 3.0% in the prior year quarter. The application of the requirements for accounting for income taxes in interim periods, after consideration of our valuation allowance, causes a significant variation in the typical relationship between income tax expense and pretax income. The tax rate in 2014 continues to reflect the effect of not recognizing the benefit of current period losses in certain domestic jurisdictions in which it is not more likely than not that such benefits would be realized. In addition, the first quarter of 2014 benefited from the current period losses attributable to Sears Canada which were partially offset by state and other foreign taxes.

Strong Financial Position and Retail Strategy Update

Rob Schriesheim, Sears Holdings' Chief Financial Officer, said, "Sears has a solid financial position with the flexibility to implement our transformation strategy. During the first quarter, we generated approximately $580 million in additional liquidity, including a $500 million dividend received from Lands' End in connection with the separation of Lands' End through a pro rata distribution to our shareholders. In addition, weÌýhave engaged BofA Merrill Lynch to assist us inÌýexploring strategic alternatives for our 51% interest in Sears Canada Inc., including a potential sale of our interest or Sears Canada as a whole. Our interest in Sears Canada has a current market value of approximatelyÌý$730 million as of May 20, 2014. We also continue to reduce unprofitable stores as leases expire and in some cases will accelerate closings when appropriate. We have announced the closure of approximately 80 underperforming stores in fiscal 2014 and may close additional stores during the remainder of the year. We believe that this reduces the risk to our company and to the vendors who sell to us. As previously indicated, when including the $500 million received in connection with the Lands' End spin-off, we expect to raise in excess ofÌý$1.0 billion in proceeds to Sears Holdings in fiscal 2014, creating value and helping to fund our transformation."

Mr. Schriesheim added, "As we have previously disclosed, we are continuing to evaluate strategic alternatives for our Sears Auto Center business. We have had discussions with third parties regarding a variety of opportunities, including partnership. We are focused on either receiving adequate value from a third party or otherwise positioning the business to allow Sears Holdings' shareholders to benefit from what we believe will be an improvement in the performance of this business."

We had cash balances of $842 million at MayÌý3, 2014 ($596 million domestic and $246 million at Sears Canada) as compared to $1.0 billion ($577 million domestic and $461 million at Sears Canada) at FebruaryÌý1, 2014. The cash proceeds from the $500 million dividend received from Lands' End during the first quarter of 2014 were used to reduce short-term borrowings.

Merchandise inventories at MayÌý3, 2014 were $6.7 billion, as compared to $7.9 billion at MayÌý4, 2013. Domestic inventory decreased by approximately $1.0 billion to $6.1 billion at MayÌý3, 2014. Excluding inventory from the Lands' End business of approximately $346 million, domestic inventory decreased $660 million driven by both store closures and improved productivity. Sears Domestic inventory decreased in virtually all categories, with the most notable decreases in the consumer electronics, tools and home appliances categories. Kmart inventory also decreased in almost all categories with the most notable decreases in the consumer electronics, apparel and drugstore categories.

We had short-term borrowings of $1.2 billion ($1.1 billion domestic credit facility and $159 million commercial paper) at the end of the first quarter of 2014 compared to $1.3 billion ($1.3 billion domestic credit facility and $9 million commercial paper) at February 1, 2014.

At the end of the quarter, the amount available to borrow under our domestic committed $3.275 billion credit facility was $752 million, which reflects the effect of our springing fixed charge coverage ratio covenant and the borrowing base limitation in our revolving credit facility. The total consolidated amount available to borrow was $1.2 billion ($752 million domestic plus, prior to taking into consideration possible reserves, $433 million at Sears Canada) at May 3, 2014.ÌýThe Company can issue up to $500 million of commercial paper.ÌýWe had $159 million, $377 million and $9 million of commercial paper outstanding as of May 3, 2014, May 4, 2013 and February 1, 2014, respectively. In addition, we are permitted to incur up to $760 million in second lien debt, subject to borrowing base requirements.

Total long-term debt (long-term debt and capital lease obligations) was $2.9 billion at both May 3, 2014 and FebruaryÌý1, 2014.

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Adjusted EBITDA for our segments was as follows:

In addition to our net loss determined in accordance with Generally Accepted Accounting Principles ("GAAP"), for purposes of evaluating operating performance, we use an Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization ("Adjusted EBITDA") measurement as well as Adjusted Earnings Per Share ("Adjusted EPS"). Adjusted EBITDA is computed as net loss attributable to Sears Holdings Corporation appearing on the statements of operations excluding loss attributable to noncontrolling interests, income tax benefit, interest expense, interest and investment income, other loss, depreciation and amortization and gain on sales of assets. In addition, it is adjusted to exclude certain significant items as set forth below. Our management uses Adjusted EBITDA to evaluate the operating performance of our businesses, as well as executive compensation metrics, for comparable periods. Adjusted EBITDA should not be used by investors or other third parties as the sole basis for formulating investment decisions as it excludes a number of important cash and non-cash recurring items. While Adjusted EBITDA is a non-GAAP measurement, management believes that it is an important indicator of ongoing operating performance, and useful to the investors, because:

• EBITDA excludes the effects of financing and investing activities by eliminating the effects of interest and depreciation costs;
• Management considers gains/(losses) on the sale of assets to result from investing decisions rather than ongoing operations; and
• Other significant items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, which affects the comparability of results, including the results of the Lands' End business that were included in our results of operations prior to the separation. Adjustments to EBITDA include impairment charges related to fixed assets and intangible assets, closed store and severance charges, domestic pension expense and the Lands' End separation. We have adjusted our results for these items to make our statements more comparable and therefore more useful to investors as the items are not representative of our ongoing operations and reflect past investment decisions.

We also believe that our use of Adjusted EPS provides an appropriate measure for investors to use in assessing our performance across periods, given that this measure provides an adjustment for certain significant items which may vary significantly from period to period, improving the comparability of year-to-year results and is therefore representative of our ongoing performance. Therefore, we have adjusted our results for them to make our statements more useful and comparable. However, we do not, and do not recommend that you, solely use Adjusted EPS to assess our financial and earnings performance. We also use, and recommend that you use, diluted earnings per share in addition to Adjusted EPS in assessing our earnings performance.

In addition to the significant items included in the Adjusted EBITDA calculation, Adjusted EPS includes other significant items which, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, and affects comparability of results.

Share and Debt Repurchase

During the 13-week periods ended MayÌý3, 2014 and MayÌý4, 2013, we did not repurchase any shares of our common stock under our common share repurchase program or any debt under our debt repurchase program. At MayÌý3, 2014, we had approximately $504 million of remaining authorization under our common share repurchase program. The share repurchase program has no stated expiration date and share repurchases may be implemented using a variety of methods, which may include open market purchases, privately negotiated transactions, block trades, accelerated share repurchase transactions, the purchase of call options, the sale of put options or otherwise, or by any combination of such methods. The unused balance of our debt repurchase authorization is $275 million.

Forward-Looking Statements

Results are preliminary and unaudited. This press release contains forward-looking statements about our transformation through our integrated retail strategy, our plans to reconfigure our assets, and possible strategic transactions. Forward-looking statements are subject to risks and uncertainties 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. Such statements are based upon the current beliefs and expectations of our management and are subject to significant risks, assumptions, and uncertainties. In addition, the statements concerning our evaluation of strategic alternatives for our interest in Sears Canada and our Sears Auto Centers business also are subject to risks and uncertainties, including our ability to enter into or complete either or both of such transactions on acceptable terms, on intended timetables or at all, the form or terms and conditions of any such transaction, and the impact of the evaluation and/or completion of any such transaction on our other businesses. There can be no assurance that any of these efforts will be successful. The following additional factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: our ability to offer merchandise and services that our customers want, including our proprietary brand products; our ability to successfully implement our integrated retail strategy to transform our business; our ability to successfully manage our inventory levels; initiatives to improve our liquidity through inventory management and other actions; competitive conditions in the retail and related services industries; worldwide economic conditions and business uncertainty, including the availability of consumer and commercial credit, changes in consumer confidence and spending, the impact of rising fuel prices, and changes in vendor relationships; vendors' lack of willingness to provide acceptable payment terms or otherwise restricting financing to purchase inventory or services; possible limits on our access to our domestic credit facility, which is subject to a borrowing base limitation and a springing fixed charge coverage ratio covenant, capital markets and other financing sources, including additional second lien financings, with respect to which we do not have commitments from lenders; our ability to successfully achieve our plans to generate liquidity through potential transactions or otherwise; our extensive reliance on computer systems, including legacy systems, to implement our integrated retail strategy, process transactions, summarize results, maintain customer, member, associate and Company data, and otherwise manage our business, which may be subject to disruptions or security breaches; potential liabilities in connection with the separation of Lands' End, Inc.; the impact of seasonal buying patterns, including seasonal fluctuations due to weather conditions, which are difficult to forecast with certainty; our dependence on sources outside the United States for significant amounts of our merchandise; our reliance on third parties to provide us with services in connection with the administration of certain aspects of our business and the transfer of significant internal historical knowledge to such parties; impairment charges for goodwill and intangible assets or fixed-asset impairment for long-lived assets; our ability to attract, motivate and retain key executives and other associates; our ability to protect or preserve the image of our brands; the outcome of pending and/or future legal proceedings, including product liability and qui tam claims and proceedings with respect to which the parties have reached a preliminary settlement; the timing and amount of required pension plan funding; and other risks, uncertainties and factors discussed in our most recent Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. 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.

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.ÌýSears Holdings is home to Shop Your Way^tm, 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 more than 2,350 full-line and specialty retail stores in the United States and Canada. For more information, visit .

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

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SOURCE Sears Holdings Corporation