Simpson Thacher represented Sears Holdings Corporation (Sears Holdings) in the spin-off of approximately 44.5% of the common shares of Sears Canada Inc. (Sears Canada) on a pro rata basis to holders of Sears Holdings common stock. Sears Holdings will retain an ownership interest of approximately 51% in Sears Canada. The distribution was made on November 13, 2012 with a value of approximately $565 million. Sears Holdings is a broadline retailer with 2,172 full-line and 1,338 specialty retail stores in the United States operating through Kmart Holding Corporation (Kmart) and Sears, Roebuck and Co. Sears Canada is a multiline retailer with 487 full-line and specialty retail stores in Canada.

The Simpson Thacher team for the spin-off included, among others, Bill Hinman, Kelli Schultz, Emma Channing and Erica Stalnecker (Corporate); Nancy Mehlman and Beatrice Larkin (Tax); and Tristan Brown (Executive Compensation & Employee Benefits).


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