Основная статистика
| LEI | 529900RE3G7SXL60V884 |
| CIK | 1548309 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Sears Hometown and Outlet Stores, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| November 4, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. 15-12B - - 15-12B 15-12B 1 d830072d1512b.htm 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 001-35641 Sears Hometown Stores, Inc. (Exa |
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| October 29, 2019 |
Second Amended and Restated Certificate of Incorporation of Sears Hometown Stores, Inc. EX-3.1 Exhibit 3.1 SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEARS HOMETOWN STORES, INC. Sears Hometown Stores, Inc. (the “Corporation”), a corporation organized and existing under the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify that: A. The present name of the corporation is Sears Hometown Stores, Inc. The Corporation was originally formed |
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| October 29, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 23, 2019 Sears Hometown Stores, Inc. |
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| October 28, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / ESL PARTNERS, L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 21)* Sears Hometown Stores, Inc. (formerly known as Sears Hometown and Outlet Stores, Inc.) (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite |
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| October 23, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. S-8 POS - - S-8 POS S-8 POS As filed with the Securities and Exchange Commission on October 23, 2019 Registration No. |
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| October 23, 2019 |
Amended and Restated Bylaws of Sears Hometown Stores, Inc. EX-3.2 Exhibit 3.2 BYLAWS OF SEARS HOMETOWN STORES, INC. ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office shall be established and maintained at the office of The Corporation Trust Company, in the City of Wilmington, in the County of New Castle, in the State of Delaware, and said corporation shall be the registered agent of this corporation (the “Corporation”) in charge thereo |
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| October 23, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): October 23, 2019 Sears Hometown Stores, Inc. |
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| October 23, 2019 |
Amended and Restated Certificate of Incorporation of Sears Hometown Stores, Inc. EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SEARS HOMETOWN STORES, INC. ARTICLE ONE The name of the corporation is Sears Hometown Stores, Inc. (the “Corporation”). ARTICLE TWO The registered office of the Corporation in the State of Delaware is located at Corporation Trust Center, 1209 Orange Street, Wilmington, County of New Castle, Delaware, 19801, and the name of the |
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| October 23, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / Sears Hometown & Outlet Stores, Inc. - SC 13E3/A SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 3) Sears Hometown Stores, Inc. (Name of Issuer) SEARS HOMETOWN STORES, INC. TRANSFORM HOLDCO LLC TRANSFORM MERGER CORPORATION ESL PARTNERS, L.P. ESL INVESTMENTS, INC. EDWARD S. LAMPERT RBS PAR |
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| September 19, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 3, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| September 19, 2019 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2019 RESULTS Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: September 19, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2019 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for the quarter ended August |
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| September 19, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 19, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporatio |
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| September 18, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. NT 10-Q - - NT 10-Q NT 10-Q 1 d806843dnt10q.htm NT 10-Q OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response .......................... 2.50 SEC FILE NUMBER 001 - 35641 CUSIP NUMBER 812 362101 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ |
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| September 13, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. DEFM14C - - DEFM14C DEFM14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| September 13, 2019 |
EX-99.C.8 May 2019 DISCUSSION MATERIALS SHOS “Go-Shop” Transaction Concept [ DRAFT – Subject to Change] Exhibit (c)(8) ESL, through Transform Holdco LLC (“Transform”), would agree to acquire Sears Hometown and Outlet (“SHO” or the “Company”) for [$TBD] per share and allow the company to market and sell the Outlet business (including the Buddy’s store operated by SHO) over a 120 to 150 day period N |
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| September 13, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / Sears Hometown & Outlet Stores, Inc. - SC 13E3/A SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 2) Sears Hometown and Outlet Stores, Inc. (Name of Issuer) SEARS HOMETOWN AND OUTLET STORES, INC. TRANSFORM HOLDCO LLC TRANSFORM MERGER CORPORATION ESL PARTNERS, L.P. ESL INVESTMENTS, INC. EDW |
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| September 13, 2019 |
EX-99.C.3 Exhibit (c)(3) PROJECT BOOTS Special Committee Materials April 2019 DRAFT Subject to changeExhibit (c)(3) PROJECT BOOTS Special Committee Materials April 2019 DRAFT Subject to change TABLE OF CONTENTS Executive Summary 2 SHO Market Data 4 SHO Financial Projections 9 Summary Valuation Analysis 12 Additional Analyses 19 1TABLE OF CONTENTS Executive Summary 2 SHO Market Data 4 SHO Financial |
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| September 13, 2019 |
[Remainder of the page intentionally left blank] EX-99.D.2 Exhibit (d)(2) Execution Version June 1, 2019 Transform Holdco LLC 3333 Beverly Road Hoffman Estates, IL 60179 Attention: Edward S. Lampert, Chief Executive Officer Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, among Sea |
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| September 13, 2019 |
EX-99.C.6 APRIL 2019 SHOS SHARE PRICE ANALYSIS Exhibit (c)(6) STOCK PRICE PERFORMANCE – LAST TWELVE MONTHS STOCK PRICE PERFORMANCE – SINCE OCTOBER 12, 2012 SHO SPINOUT Source: Capital IQ as of April 24, 2019. SUMMARY HISTORICAL STOCK PRICE PERFORMANCE $2.34 $2.34 Key events, news and SHC activity RECENT KEY EVENTS Source: Capital IQ as of April 24, 2019. SUMMARY HISTORICAL STOCK PRICE PERFORMANCE |
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| September 13, 2019 |
EX-99.C.10 Calculations based on 22.7M shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees including advisory, legal, financing and amendment fees. ESL PROPOSAL [ DRAFT – Subject to Change] Exhibit (c)(10) Calculations based on 23.4M shares outstanding, including 0.7M RSUs ILLUSTRATIVE VALUATION |
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| September 13, 2019 |
EX-99.C.2 February 2019 Valuation Discussion Materials Prepared for the Independent Committee of the Board DRAFT Subject to change Exhibit (c)(2) Summary Historical and Projected Financial Performance 2 Summary Stock Price Performance 8 Summary Valuation Analysis 12 Material Relationship with SHC 20 Appendix 23 TABLE OF CONTENTS SUMMARY HISTORICAL AND PROJECTED FINANCIAL PERFORMANCE Adjusted to ex |
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| September 13, 2019 |
EX-99.C.4 LIQUIDATION OVERVIEW Source: Management Liquidation Plan. Selling Hometown assets to Transform Holdco for similar net proceeds that the Company is expected to realize upon a liquidation of the assets potentially allows for an additional ~$14M debt reduction Source: Management Business Plan. HOMETOWN TRANSACTION ANALYSIS Illustrative For Discussion Purposes Only Exhibit (c)(4) Source: Man |
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| September 13, 2019 |
EX-99.C.11 Calculations based on 22.7M shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees including advisory, legal, financing and amendment fees. Maximum post-closing liability shall not exceed $5M with the Net Proceeds being reduced by an amount equal to 25% of the maximum post-closing liabil |
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| September 13, 2019 |
EX-99.C.12 May 2019 PROJECT BOOTS Board Materials DRAFT Subject to change Exhibit (c)(12) Summary Transaction Terms 2 SHO Market Data 4 SHO Financial Projections 8 Summary Valuation Analysis 10 Other Analysis 16 TABLE OF CONTENTS Based on 22.7M of Common Shares Outstanding. Based on net debt of $118.3M as of end of April 2019. Based on ESL’s initial offer. SELECTED PROPOSED TRANSACTION TERMS Acqui |
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| September 13, 2019 |
EX-99.C.14 May 2019 PROJECT BOOTS Special Committee and Board Materials Exhibit (c)(14) Summary Transaction Terms 2 SHO Market Data 4 SHO Financial Projections 8 Summary Valuation Analysis 10 Other Analysis 16 TABLE OF CONTENTS Based on 22.7M of Common Shares Outstanding. Based on net debt of $118.7M as of end of Q1 2019. SELECTED PROPOSED TRANSACTION TERMS Acquiror Per Share Consideration Go-Shop |
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| September 13, 2019 |
EX-99.C.15 Exhibit (c)(15) SEARS OUTLET BOARD UPDATE AUGUST 25, 2019 ConfidentialExhibit (c)(15) SEARS OUTLET BOARD UPDATE AUGUST 25, 2019 Confidential VINTAGE CAPITAL BID – CALCULATION OF NET PROCEEDS Below is the calculation of net proceeds to current SHOS shareholders, which reflect the current bid by Liberty Tax, an affiliate of Vintage Capital § Vintage Capital submitted a preemptive Letter o |
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| September 13, 2019 |
EX-99.C.7 A. Adjusts price as if higher sale value was obtained upfront from ESL (a) 62.5% of Inventory Book Value (est. at $176.4M). (b) Implied going-concern value based on ESL’s $2.25 bid. (c) Does not include the potential impact of RSUs outstanding. Contingent Value Mechanism [ DRAFT – Subject to Change] ESL/Transform Bid Implied Value Illustrative Valuation Range and Adjusted Value to Shareh |
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| September 13, 2019 |
EX-99.C.9 ILLUSTRATIVE VALUATION RANGE (a) Assumes buyer of Outlet taking on all Outlet-related liabilities. ESL PROPOSAL [ DRAFT – Subject to Change] Exhibit (c)(9) |
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| September 13, 2019 |
EX-99.C.5 Note: All methodologies assume a net debt of $119.5M as of March 2019. The SOTP analysis assumes a valuation of Hometown at 70% NOLV of its inventory. VALUATION SUMMARY DRAFT Preliminary; Subject to Change Exhibit (c)(5) |
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| September 13, 2019 |
EX-99.C.13 Calculations based on fully-diluted shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees and expenses, including advisory, legal, financing and amendment fees. Assumes no taxes paid, given SHO basis in Outlet assets and SHO NOLs. Assumes no excess working capital is delivered to Outlet |
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| September 4, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. PRER14C - - PRER14C PRER14C 1 d754394dprer14c.htm PRER14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 (Amendment No. 1) Check the appropriate box: ☒ Preliminary Information Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14C-5(d)(2)) ☐ Definit |
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| September 4, 2019 |
EX-99.C.3 Exhibit (c)(3) PROJECT BOOTS Special Committee Materials April 2019 DRAFT Subject to changeExhibit (c)(3) PROJECT BOOTS Special Committee Materials April 2019 DRAFT Subject to change TABLE OF CONTENTS Executive Summary 2 SHO Market Data 4 SHO Financial Projections 9 Summary Valuation Analysis 12 Additional Analyses 19 1TABLE OF CONTENTS Executive Summary 2 SHO Market Data 4 SHO Financial |
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| September 4, 2019 |
EX-99.C.14 May 2019 PROJECT BOOTS Special Committee and Board Materials Exhibit (c)(14) Summary Transaction Terms 2 SHO Market Data 4 SHO Financial Projections 8 Summary Valuation Analysis 10 Other Analysis 16 TABLE OF CONTENTS Based on 22.7M of Common Shares Outstanding. Based on net debt of $118.7M as of end of Q1 2019. SELECTED PROPOSED TRANSACTION TERMS Acquiror Per Share Consideration Go-Shop |
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| September 4, 2019 |
EX-99.C.8 May 2019 DISCUSSION MATERIALS SHOS “Go-Shop” Transaction Concept [ DRAFT – Subject to Change] Exhibit (c)(8) ESL, through Transform Holdco LLC (“Transform”), would agree to acquire Sears Hometown and Outlet (“SHO” or the “Company”) for [$TBD] per share and allow the company to market and sell the Outlet business (including the Buddy’s store operated by SHO) over a 120 to 150 day period N |
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| September 4, 2019 |
EX-99.C.7 A. Adjusts price as if higher sale value was obtained upfront from ESL (a) 62.5% of Inventory Book Value (est. at $176.4M). (b) Implied going-concern value based on ESL’s $2.25 bid. (c) Does not include the potential impact of RSUs outstanding. Contingent Value Mechanism [ DRAFT – Subject to Change] ESL/Transform Bid Implied Value Illustrative Valuation Range and Adjusted Value to Shareh |
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| September 4, 2019 |
EX-99.C.5 Note: All methodologies assume a net debt of $119.5M as of March 2019. The SOTP analysis assumes a valuation of Hometown at 70% NOLV of its inventory. VALUATION SUMMARY DRAFT Preliminary; Subject to Change Exhibit (c)(5) |
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| September 4, 2019 |
EX-99.C.6 APRIL 2019 SHOS SHARE PRICE ANALYSIS Exhibit (c)(6) STOCK PRICE PERFORMANCE – LAST TWELVE MONTHS STOCK PRICE PERFORMANCE – SINCE OCTOBER 12, 2012 SHO SPINOUT Source: Capital IQ as of April 24, 2019. SUMMARY HISTORICAL STOCK PRICE PERFORMANCE $2.34 $2.34 Key events, news and SHC activity RECENT KEY EVENTS Source: Capital IQ as of April 24, 2019. SUMMARY HISTORICAL STOCK PRICE PERFORMANCE |
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| September 4, 2019 |
EX-99.C.11 Calculations based on 22.7M shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees including advisory, legal, financing and amendment fees. Maximum post-closing liability shall not exceed $5M with the Net Proceeds being reduced by an amount equal to 25% of the maximum post-closing liabil |
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| September 4, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. CORRESP - - CORRESP 1 filename1.htm September 4, 2019 VIA EDGAR David M. Plattner Special Counsel Office of Mergers and Acquisitions U.S. Securities and Exchange Commission Division of Corporate Finance 100 F Street N.E. Washington, D.C. 20549 Re: Sears Hometown and Outlet Stores, Inc. Schedule 13E-3 filed by Sears Hometown and Outlet Stores, Inc., Transform Holdco LLC, Transform Merger Corporation, ESL Partn |
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| September 4, 2019 |
EX-99.C.13 Calculations based on fully-diluted shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees and expenses, including advisory, legal, financing and amendment fees. Assumes no taxes paid, given SHO basis in Outlet assets and SHO NOLs. Assumes no excess working capital is delivered to Outlet |
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| September 4, 2019 |
[Remainder of the page intentionally left blank] EX-99.D.2 Exhibit (d)(2) Execution Version June 1, 2019 Transform Holdco LLC 3333 Beverly Road Hoffman Estates, IL 60179 Attention: Edward S. Lampert, Chief Executive Officer Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, among Sea |
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| September 4, 2019 |
EX-99.C.15 Exhibit (c)(15) SEARS OUTLET BOARD UPDATE AUGUST 25, 2019 ConfidentialExhibit (c)(15) SEARS OUTLET BOARD UPDATE AUGUST 25, 2019 Confidential VINTAGE CAPITAL BID – CALCULATION OF NET PROCEEDS Below is the calculation of net proceeds to current SHOS shareholders, which reflect the current bid by Liberty Tax, an affiliate of Vintage Capital § Vintage Capital submitted a preemptive Letter o |
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| September 4, 2019 |
EX-99.C.9 ILLUSTRATIVE VALUATION RANGE (a) Assumes buyer of Outlet taking on all Outlet-related liabilities. ESL PROPOSAL [ DRAFT – Subject to Change] Exhibit (c)(9) |
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| September 4, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / Sears Hometown & Outlet Stores, Inc. - SC 13E3/A SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES AND EXCHANGE ACT OF 1934 (Amendment No. 1) Sears Hometown and Outlet Stores, Inc. (Name of Issuer) SEARS HOMETOWN AND OUTLET STORES, INC. TRANSFORM HOLDCO LLC TRANSFORM MERGER CORPORATION ESL PARTNERS, L.P. ESL INVESTMENTS, INC. EDW |
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| September 4, 2019 |
EX-99.C.10 Calculations based on 22.7M shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees including advisory, legal, financing and amendment fees. ESL PROPOSAL [ DRAFT – Subject to Change] Exhibit (c)(10) Calculations based on 23.4M shares outstanding, including 0.7M RSUs ILLUSTRATIVE VALUATION |
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| September 4, 2019 |
EX-99.C.12 May 2019 PROJECT BOOTS Board Materials DRAFT Subject to change Exhibit (c)(12) Summary Transaction Terms 2 SHO Market Data 4 SHO Financial Projections 8 Summary Valuation Analysis 10 Other Analysis 16 TABLE OF CONTENTS Based on 22.7M of Common Shares Outstanding. Based on net debt of $118.3M as of end of April 2019. Based on ESL’s initial offer. SELECTED PROPOSED TRANSACTION TERMS Acqui |
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| September 4, 2019 |
EX-99.C.2 February 2019 Valuation Discussion Materials Prepared for the Independent Committee of the Board DRAFT Subject to change Exhibit (c)(2) Summary Historical and Projected Financial Performance 2 Summary Stock Price Performance 8 Summary Valuation Analysis 12 Material Relationship with SHC 20 Appendix 23 TABLE OF CONTENTS SUMMARY HISTORICAL AND PROJECTED FINANCIAL PERFORMANCE Adjusted to ex |
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| September 4, 2019 |
EX-99.C.4 LIQUIDATION OVERVIEW Source: Management Liquidation Plan. Selling Hometown assets to Transform Holdco for similar net proceeds that the Company is expected to realize upon a liquidation of the assets potentially allows for an additional ~$14M debt reduction Source: Management Business Plan. HOMETOWN TRANSACTION ANALYSIS Illustrative For Discussion Purposes Only Exhibit (c)(4) Source: Man |
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| September 3, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / Ods Capital Llc - SC 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. n/a) Sears Hometown and Outlet Stores, Inc. (Name of Issuer) COMMON STOCK (Title of Class of Securities) 812362101 (CUSIP Number) August 23, 2019 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| August 28, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / ESL PARTNERS, L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 20)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas 75219 (214) 651-5000 (Name, A |
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| August 27, 2019 |
EX-2.3 Exhibit 2.3 Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, Illinois 60192 August 27, 2019 Transform Holdco LLC Transform Merger Corporation 3333 Beverly Road Hoffman Estates, IL 60179 Attention: Luke J. Valentino, General Counsel Re: Agreement and Plan of Merger Ladies and Gentlemen: We refer to the Agreement and Plan of Merger, dated as of June 1 |
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| August 27, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): August 27, 2019 Sears Hometown and Outlet Stores, Inc. |
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| August 27, 2019 |
EX-2.4 Exhibit 2.4 EXECUTION VERSION EQUITY AND ASSET PURCHASE AGREEMENT by and between SEARS HOMETOWN AND OUTLET STORES, INC., FRANCHISE GROUP NEWCO S, LLC and solely for purposes of Section 10.17, LIBERTY TAX, INC. Dated as of August 27, 2019 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Certain Defined Terms 1 Section 1.2 Definitions 15 Section 1.3 Interpretation and Rules of Const |
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| August 27, 2019 |
Action by Written Consent of ESL Partners, L.P. and Edward S. Lampert, dated as of August 27, 2019 EX-2.5 Exhibit 2.5 SEARS HOMETOWN AND OUTLET STORES, INC. ACTION BY WRITTEN CONSENT OF STOCKHOLDERS The undersigned stockholders of Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the “Company”), constituting the holders of a majority of the outstanding shares of common stock, par value $0.01 per share, of the Company, acting pursuant to Section 228 of the General Corporation Law o |
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| August 27, 2019 |
LIBERTY TAX, INC. TO ACQUIRE OUTLET BUSINESS FROM SEARS HOMETOWN AND OUTLET STORES, INC. EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE: August 27, 2019 LIBERTY TAX, INC. TO ACQUIRE OUTLET BUSINESS FROM SEARS HOMETOWN AND OUTLET STORES, INC. VIRGINIA BEACH, Va. and HOFFMAN ESTATES, Ill., August 27, 2019/Business Wire/ — Liberty Tax, Inc. (“Liberty Tax”) (OTC Pink: TAXA), the parent company of Liberty Tax Service and Buddy’s Home Furnishings, and Sears Hometown and Outlet Stores, Inc. (“Se |
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| August 23, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / ESL PARTNERS, L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 19)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas 75219 (214) 651-5000 (Name, A |
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| August 19, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / ESL PARTNERS, L.P. - SC 13D/A Activist Investment SC 13D/A 1 d772985dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 18)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas |
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| July 26, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. PREM14C - - PREM14C PREM14C Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 26, 2019 |
EX-99.(c)(4) LIQUIDATION OVERVIEW Source: Management Liquidation Plan. Selling Hometown assets to Transform Holdco for similar net proceeds that the Company is expected to realize upon a liquidation of the assets potentially allows for an additional ~$14M debt reduction Source: Management Business Plan. HOMETOWN TRANSACTION ANALYSIS Illustrative For Discussion Purposes Only Exhibit (c)(4) Source: |
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| July 26, 2019 |
EX-99.(c)(10) Calculations based on 22.7M shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees including advisory, legal, financing and amendment fees. ESL PROPOSAL [ DRAFT – Subject to Change] Exhibit (c)(10) Calculations based on 23.4M shares outstanding, including 0.7M RSUs ILLUSTRATIVE VALUAT |
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| July 26, 2019 |
EX-99.(c)(5) Note: All methodologies assume a net debt of $119.5M as of March 2019. The SOTP analysis assumes a valuation of Hometown at 70% NOLV of its inventory. VALUATION SUMMARY DRAFT Preliminary; Subject to Change Exhibit (c)(5) |
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| July 26, 2019 |
EX-99.(c)(13) Calculations based on fully-diluted shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees and expenses, including advisory, legal, financing and amendment fees. Assumes no taxes paid, given SHO basis in Outlet assets and SHO NOLs. Assumes no excess working capital is delivered to Out |
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| July 26, 2019 |
EX-99.(c)(14) May 2019 PROJECT BOOTS Special Committee and Board Materials Exhibit (c)(14) Summary Transaction Terms 2 SHO Market Data 4 SHO Financial Projections 8 Summary Valuation Analysis 10 Other Analysis 16 TABLE OF CONTENTS Based on 22.7M of Common Shares Outstanding. Based on net debt of $118.7M as of end of Q1 2019. SELECTED PROPOSED TRANSACTION TERMS Acquiror Per Share Consideration Go-S |
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| July 26, 2019 |
EX-99.(c)(6) APRIL 2019 SHOS SHARE PRICE ANALYSIS Exhibit (c)(6) STOCK PRICE PERFORMANCE – LAST TWELVE MONTHS STOCK PRICE PERFORMANCE – SINCE OCTOBER 12, 2012 SHO SPINOUT Source: Capital IQ as of April 24, 2019. SUMMARY HISTORICAL STOCK PRICE PERFORMANCE $2.34 $2.34 Key events, news and SHC activity RECENT KEY EVENTS Source: Capital IQ as of April 24, 2019. SUMMARY HISTORICAL STOCK PRICE PERFORMAN |
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| July 26, 2019 |
EX-99.(c)(3) Exhibit (c)(3) PROJECT BOOTS Special Committee Materials April 2019 DRAFT Subject to changeExhibit (c)(3) PROJECT BOOTS Special Committee Materials April 2019 DRAFT Subject to change TABLE OF CONTENTS Executive Summary 2 SHO Market Data 4 SHO Financial Projections 9 Summary Valuation Analysis 12 Additional Analyses 19 1TABLE OF CONTENTS Executive Summary 2 SHO Market Data 4 SHO Financ |
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| July 26, 2019 |
EX-99.(c)(2) February 2019 Valuation Discussion Materials Prepared for the Independent Committee of the Board DRAFT Subject to change Exhibit (c)(2) Summary Historical and Projected Financial Performance 2 Summary Stock Price Performance 8 Summary Valuation Analysis 12 Material Relationship with SHC 20 Appendix 23 TABLE OF CONTENTS SUMMARY HISTORICAL AND PROJECTED FINANCIAL PERFORMANCE Adjusted to |
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| July 26, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / Sears Hometown & Outlet Stores, Inc. - SC 13E3 SC 13E3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT UNDER SECTION 13(e) OF THE SECURITIES AND EXCHANGE ACT OF 1934 Sears Hometown and Outlet Stores, Inc. (Name of Issuer) SEARS HOMETOWN AND OUTLET STORES, INC. TRANSFORM HOLDCO LLC TRANSFORM MERGER CORPORATION ESL PARTNERS, L.P. ESL INVESTMENTS, INC. EDWARD S. LAMPERT RBS P |
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| July 26, 2019 |
EX-99.(c)(8) May 2019 DISCUSSION MATERIALS SHOS “Go-Shop” Transaction Concept [ DRAFT – Subject to Change] Exhibit (c)(8) ESL, through Transform Holdco LLC (“Transform”), would agree to acquire Sears Hometown and Outlet (“SHO” or the “Company”) for [$TBD] per share and allow the company to market and sell the Outlet business (including the Buddy’s store operated by SHO) over a 120 to 150 day perio |
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| July 26, 2019 |
EX-99.(c)(9) ILLUSTRATIVE VALUATION RANGE (a) Assumes buyer of Outlet taking on all Outlet-related liabilities. ESL PROPOSAL [ DRAFT – Subject to Change] Exhibit (c)(9) |
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| July 26, 2019 |
EX-99.(c)(12) May 2019 PROJECT BOOTS Board Materials DRAFT Subject to change Exhibit (c)(12) Summary Transaction Terms 2 SHO Market Data 4 SHO Financial Projections 8 Summary Valuation Analysis 10 Other Analysis 16 TABLE OF CONTENTS Based on 22.7M of Common Shares Outstanding. Based on net debt of $118.3M as of end of April 2019. Based on ESL’s initial offer. SELECTED PROPOSED TRANSACTION TERMS Ac |
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| July 26, 2019 |
EX-99.(c)(7) A. Adjusts price as if higher sale value was obtained upfront from ESL (a) 62.5% of Inventory Book Value (est. at $176.4M). (b) Implied going-concern value based on ESL’s $2.25 bid. (c) Does not include the potential impact of RSUs outstanding. Contingent Value Mechanism [ DRAFT – Subject to Change] ESL/Transform Bid Implied Value Illustrative Valuation Range and Adjusted Value to Sha |
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| July 26, 2019 |
[Remainder of the page intentionally left blank] EX-99.(d)(2) Exhibit (d)(2) Execution Version June 1, 2019 Transform Holdco LLC 3333 Beverly Road Hoffman Estates, IL 60179 Attention: Edward S. Lampert, Chief Executive Officer Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, among |
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| July 26, 2019 |
EX-99.(c)(11) Calculations based on 22.7M shares outstanding ILLUSTRATIVE VALUATION RANGE Assumes buyer of Outlet taking on all Outlet-related liabilities. Placeholder estimate for transaction fees including advisory, legal, financing and amendment fees. Maximum post-closing liability shall not exceed $5M with the Net Proceeds being reduced by an amount equal to 25% of the maximum post-closing lia |
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| June 21, 2019 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2019 RESULTS Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: June 21, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2019 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," "us," or the "Company") (NASDAQ: SHOS) today reported results for the quarter ended May 4, 2019. Overview of Unaudit |
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| June 21, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 21, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) (C |
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| June 21, 2019 |
Exhibit 10.1 May , 2019 Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, Illinois 60192 Retention Agreement Dear : Sears Hometown and Outlet Stores, Inc. (including any successor thereto, by way of merger or otherwise, the “Company,” “we,” “our,” or “us”), in recognition of the present uncertainty regarding the future of the Company and the possibility of |
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| June 21, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MAY 4, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| June 19, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. NT 10-Q - - NT 10-Q NT 10-Q 1 d758151dnt10q.htm NT 10-Q OMB APPROVAL OMB Number: 3235-0058 Expires: February 28, 2022 Estimated average burden hours per response .......................... 2.50 SEC FILE NUMBER 001 - 35641 CUSIP NUMBER 812 362101 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check One): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ |
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| June 3, 2019 |
EX-99.2 Exhibit 99.2 FOR IMMEDIATE RELEASE: June 3, 2019 TRANSFORM HOLDCO LLC TO ACQUIRE SEARS HOMETOWN AND OUTLET STORES, INC. All-Cash Transaction Will Reunite the Sears Family of Stores Acquisition is Subject to a Marketing Process and Potential Premerger Sale of Outlet Segment to a Third Party HOFFMAN ESTATES, Ill., June 3, 2019/Business Wire/ – Transform Holdco LLC (“Transform” or “the new Se |
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| June 3, 2019 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): June 1, 2019 Sears Hometown and Outlet Stores, Inc. |
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| June 3, 2019 |
SEARS HOMETOWN AND OUTLET STORES, INC. ACTION BY WRITTEN CONSENT OF STOCKHOLDERS EX-99.1 Exhibit 99.1 SEARS HOMETOWN AND OUTLET STORES, INC. ACTION BY WRITTEN CONSENT OF STOCKHOLDERS The undersigned stockholders of Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the “Company”), constituting the holders of a majority of the outstanding shares of common stock, par value $0.01 per share, of the Company, acting pursuant to Section 228 of the General Corporation Law |
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| June 3, 2019 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER dated as of June 1, 2019 among SEARS HOMETOWN AND OUTLET STORES, INC., TRANSFORM HOLDCO LLC and TRANSFORM MERGER CORPORATION TABLE OF CONTENTS PAGE Article 1 Definitions 2 Section 1.01. Definitions 2 Section 1.02. Other Definitional and Interpretative Provisions 13 Article 2 The Merger 13 Section 2.01. The Merger 13 Section 2.02. Conversion of Shares |
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| June 3, 2019 |
EX-2.2 Exhibit 2.2 Execution Version EDWARD S. LAMPERT June 1, 2019 Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, IL 60192 Re: Merger Agreement Ladies and Gentlemen, I refer to the Agreement and Plan of Merger (the “Merger Agreement”) among Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the “Company”), Transform Holdco, LLC, a Delaware |
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| June 3, 2019 |
[Remainder of the page intentionally left blank] EX-99.13 2 d747707dex9913.htm EX-99.13 Exhibit 99.13 Execution Version June 1, 2019 Transform Holdco LLC 3333 Beverly Road Hoffman Estates, IL 60179 Attention: Edward S. Lampert, Chief Executive Officer Ladies and Gentlemen: Reference is made to that certain Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as o |
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| June 3, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / ESL PARTNERS, L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 17)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas 75219 (214) 651-5000 (Name, A |
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| May 30, 2019 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): May 29, 2019 Sears Hometown and Outlet Stores, Inc. |
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| May 14, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. / ESL PARTNERS, L.P. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 16)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas 75219 (214) 651-5000 (Name, A |
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| May 6, 2019 |
SHOS / Sears Hometown and Outlet Stores, Inc. DEFA14A DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ |
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| May 6, 2019 |
DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ |
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| May 3, 2019 |
EXHIBIT 10.54 EXECUTION VERSION WAIVER, CONSENT AND FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT This Waiver, Consent and First Amendment to Amended and Restated Credit Agreement (this “Amendment”) is made as of this 3rd day of May, 2019, by and among: SEARS AUTHORIZED HOMETOWN STORES, LLC, a Delaware limited liability company, for itself and as agent (in such capacity, the “Lead Borro |
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| May 3, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED FEBRUARY 2, 2019 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact Name of Registr |
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| May 3, 2019 |
Exhibit 24 POWER OF ATTORNEY The undersigned, being a director and an officer of SEARS HOMETOWN AND OUTLET STORES, INC. |
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| May 3, 2019 |
Subsidiaries of the registrant. Exhibit 21 Subsidiaries of Sears Hometown and Outlet Stores, Inc. As of April 11, 2019 Jurisdiction of Formation Sears Authorized Hometown Stores, LLC Delaware Sears Home Appliance Showrooms, LLC Delaware Sears Outlet Stores, LLC Delaware Gift Card Operations, LLC Delaware Leasing Operations, LLC Delaware Outlet Merchandising, LLC Delaware |
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| April 19, 2019 |
SEARS HOMETOWN AND OUTLET STORES, INC. ACTION BY WRITTEN CONSENT OF STOCKHOLDERS Exhibit 99.1 SEARS HOMETOWN AND OUTLET STORES, INC. ACTION BY WRITTEN CONSENT OF STOCKHOLDERS The undersigned stockholders of Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the “Company”), constituting the holders of a majority of the outstanding shares of common stock, par value $0.01 per share, of the Company, acting pursuant to Section 228 of the General Corporation Law of the |
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| April 19, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 15, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) ( |
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| April 19, 2019 |
Amended and Restated Bylaws of Sears Hometown and Outlet Stores, Inc. EXHIBIT 3.1 AMENDED AND RESTATED BYLAWS OF SEARS HOMETOWN AND OUTLET STORES, INC. April 15, 2019 ARTICLE I MEETINGS OF STOCKHOLDERS SECTION 1.1 Annual Meetings. If required by applicable law, an annual meeting of stockholders shall be held for the election of directors at such date, time and place, if any, either within or without the State of Delaware, as may be designated by resolution of the Bo |
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| April 15, 2019 |
SEARS HOMETOWN AND OUTLET STORES, INC. ACTION BY WRITTEN CONSENT OF STOCKHOLDERS EX-99.8 Exhibit 99.8 SEARS HOMETOWN AND OUTLET STORES, INC. ACTION BY WRITTEN CONSENT OF STOCKHOLDERS The undersigned stockholders of Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the “Company”), constituting the holders of a majority of the outstanding shares of common stock, par value $0.01 per share, of the Company, acting pursuant to Section 228 of the General Corporation Law |
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| April 15, 2019 |
ESL Investments, Inc. 1170 Kane Concourse Bay Harbor Islands, FL 33154 EX-99.9 Exhibit 99.9 ESL Investments, Inc. 1170 Kane Concourse Bay Harbor Islands, FL 33154 April 15, 2019 Board of Directors Sears Hometown and Outlet Stores, Inc. 5500 Trillium Blvd., Suite 501 Hoffman Estates, IL 60192 Members of the Board: As you know, on April 5, 2019, Transform Holdco LLC (“Transform”) sent you a non-binding proposal to acquire all of the outstanding shares of Sears Hometown |
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| April 15, 2019 |
ESL Investments, Inc. 1170 Kane Concourse Bay Harbor Islands, FL 33154 EX-99.10 Exhibit 99.10 ESL Investments, Inc. 1170 Kane Concourse Bay Harbor Islands, FL 33154 April 15, 2019 To: Stockholders of Sears Hometown and Outlet Stores, Inc. Fellow Stockholders: As you know, on April 5, 2019, Transform Holdco LLC (“Transform”) sent a non-binding proposal to the Board of Directors (the “Board”) of Sears Hometown and Outlet Stores, Inc. (the “Company”) to acquire all of t |
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| April 15, 2019 |
Schedule 13D (Amendment No. 15) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 15)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas 75219 |
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| April 8, 2019 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 80-0808358 001-35641 (State or Other Jurisdiction (Commission (IRS Emp |
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| April 8, 2019 |
Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE April 8, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. ANNOUNCES RECEIPT OF TRANSACTION PROPOSAL FROM TRANSFORM HOLDCO HOFFMAN ESTATES, IL - Sears Hometown and Outlet Stores, Inc. (“our,” “we,” or the “Company”) (NASDAQ: SHOS) today announced that it received a pro |
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| April 8, 2019 |
Transform Holdco LLC 3333 Beverly Road Hoffman Estates, Illinois 60179 EX-99.7 Exhibit 99.7 Transform Holdco LLC 3333 Beverly Road Hoffman Estates, Illinois 60179 Board of Directors Sears Hometown and Outlet Stores, Inc. 5500 Trillium Blvd., Suite 501 Hoffman Estates, IL 60192 Members of the Board: Transform Holdco LLC is pleased to present this proposal to acquire all of the outstanding shares of Sears Hometown and Outlet Stores, Inc. (the “Company”) not already own |
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| April 8, 2019 |
Schedule 13D (Amendment No. 14) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 14)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Suite 700 Dallas, Texas 75219 |
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| March 28, 2019 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2018 RESULTS INVESTOR RELATIONS CONTACT: E.J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: March 29, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2018 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for its fiscal year and quarte |
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| March 28, 2019 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 29, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) ( |
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| March 27, 2019 |
8-K 1 sho8k-q42018erannouncement.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 27, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State |
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| March 18, 2019 |
Exhibit 10.1 Amendments Agreement March 12, 2019 This Amendments Agreement (this “Amendment”) is between (1) Transform SR LLC (“SR”), Transform KM LLC (“KM”), Transform SR Holdings LLC (“SR Holdings”), and Transform SR Holding Management LLC (“SRH”) and (2) Sears Hometown and Outlet Stores, Inc. (“SHO”), Sears Authorized Hometown Stores, LLC (“SAHS”), and Sears Outlet Stores, L.L.C., (“Outlet”). S |
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| March 18, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 12, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) ( |
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| February 21, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 20, 2019 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation |
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| February 14, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* SEARS HOMETOWN AND OUTLET STORES, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 812362101 (CUSIP Number) December 31, 2018 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| December 7, 2018 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED NOVEMBER 3, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| December 6, 2018 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS THIRD QUARTER 2018 RESULTS Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: December 7, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS THIRD QUARTER 2018 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for the quarter ended November |
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| December 6, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) |
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| December 6, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 6, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) |
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| September 7, 2018 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED AUGUST 4, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| September 6, 2018 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2018 RESULTS Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: September 7, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2018 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for the quarter ended August |
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| September 6, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 7, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation |
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| August 29, 2018 |
Results of Operations and Financial Condition, Other Events 8-K 1 a8k-082918prexearningsrele.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 29, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State |
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| June 8, 2018 |
Results of Operations and Financial Condition, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) (Co |
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| June 8, 2018 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MAY 5, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| June 7, 2018 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2018 RESULTS EX-99.1 2 sho-060818q118xearningsrel.htm EXHIBIT 99.1 Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: June 8, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2018 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for the |
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| June 7, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 8, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) (Co |
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| June 6, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 6, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) (Co |
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| June 4, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| May 24, 2018 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 23, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| May 18, 2018 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 18, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| May 18, 2018 |
a51818shopresentation Sears Hometown and Outlet Stores, Inc. Performance and Strategy Update May 18, 2018 1 2017 FINANCIAL RESULTS OVERVIEW 2 2017 Performance Results Overview (Fiscal Year 2017 v. Fiscal Year 2016): Net loss decreased $36.8 million to $95.1 million from $131.9 millionFISCAL YEAR ($Millions) Comparable store sales decreased 8.4% 2017 2016 2015 2014 NET SALES Gross margin ra |
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| May 18, 2018 |
SHOS / Sears Hometown and Outlet Stores, Inc. PROXY SUPPLEMENT UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| May 18, 2018 |
a51818shopresentation Sears Hometown and Outlet Stores, Inc. Performance and Strategy Update May 18, 2018 1 2017 FINANCIAL RESULTS OVERVIEW 2 2017 Performance Results Overview (Fiscal Year 2017 v. Fiscal Year 2016): Net loss decreased $36.8 million to $95.1 million from $131.9 millionFISCAL YEAR ($Millions) Comparable store sales decreased 8.4% 2017 2016 2015 2014 NET SALES Gross margin ra |
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| April 18, 2018 |
SHOS / Sears Hometown and Outlet Stores, Inc. DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ |
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| April 18, 2018 |
SHOS / Sears Hometown and Outlet Stores, Inc. DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confide |
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| April 18, 2018 |
Exhibit 24 POWER OF ATTORNEY The undersigned, being a director and an officer of SEARS HOMETOWN AND OUTLET STORES, INC. |
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| April 18, 2018 |
Subsidiaries of the registrant. Exhibit 21 Subsidiaries of Sears Hometown and Outlet Stores, Inc. As of February 3, 2018 Jurisdiction of Formation Sears Authorized Hometown Stores, LLC Delaware Sears Home Appliance Showrooms, LLC Delaware Sears Outlet Stores, L.L.C. Delaware |
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| April 18, 2018 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED FEBRUARY 3, 2018 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact Name of Registr |
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| April 18, 2018 |
Exhibit 10.23 Amendment No. 9 to Services Agreement December 15, 2017 This is Amendment No. 9 to Services Agreement (this “Amendment”) between Sears Holdings Management Corporation (“SHMC”) and Sears Hometown and Outlet Stores, Inc. (“SHO”). This Amendment amends the Services Agreement between SHMC and SHO dated August 8, 2012, as amended (the “Services Agreement”). Terms and Conditions For and in |
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| April 18, 2018 |
Exhibit 10.44 October 11, 2017 Mr. Michael A. Gray Senior Vice President, Store Operations Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, Illinois 60192 Amendment to Cash Incentive Agreement Dear Mike: I refer to your May 24, 2017 Cash Incentive Agreement. In paragraph 1 of your Cash Incentive Agreement, the references to “January 27, 2018” are hereby am |
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| April 18, 2018 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation) ( |
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| April 18, 2018 |
INVESTOR RELATIONS CONTACT: E.J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: April 19, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FOURTH QUARTER AND FISCAL YEAR 2017 RESULTS AND ANNOUNCES ANNUAL MEETING DATE HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported resu |
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| February 20, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 16, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| February 20, 2018 |
Exhibit 10.2 [Execution Version] [Conformed Signatures] GUARANTY AND SECURITY AGREEMENT by SEARS AUTHORIZED HOMETOWN STORES, LLC as Lead Borrower and THE OTHER BORROWERS AND GUARANTORS PARTY HERETO FROM TIME TO TIME and GORDON BROTHERS FINANCE COMPANY, as Agent Dated as of February 16, 2018 TABLE OF CONTENTS Page PREAMBLE 1 RECITALS 1 AGREEMENT 2 ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1. |
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| February 20, 2018 |
SEARS HOMETOWN AND OUTLET STORES, INC. ANNOUNCES $40 MILLION TERM LOAN Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: February 20, 2018 SEARS HOMETOWN AND OUTLET STORES, INC. ANNOUNCES $40 MILLION TERM LOAN HOFFMAN ESTATES, IL - Sears Hometown and Outlet Stores, Inc. (?SHO,? ?our,? ?we,? or the ?Company?) (NASDAQ: SHOS) today announced that its three operating subsidiaries, Sea |
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| February 20, 2018 |
EX-10.1 2 sho0220188kex101.htm EXHIBIT 10.1 Exhibit 10.1 [EXECUTION COPY] [CONFORMED SIGNATURES] TERM LOAN CREDIT AGREEMENT Dated as of February 16, 2018 among SEARS AUTHORIZED HOMETOWN STORES, LLC, as the Lead Borrower for The Borrowers Named Herein SEARS HOMETOWN AND OUTLET STORES, INC., as the Parent GORDON BROTHERS FINANCE COMPANY as Agent and The Lenders Party Hereto GORDON BROTHERS FINANCE C |
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| February 14, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* SEARS HOMETOWN AND OUTLET STORES, INC. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 812362101 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| December 1, 2017 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 28, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| December 1, 2017 |
Cash Incentive Agreement dated November 29, 2017 between the registrant and David Buckley. Exhibit 10.1 November 29, 2017 Mr. David Buckley Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, Illinois 60192 Cash Incentive Agreement Dear David: Sears Hometown and Outlet Stores, Inc. (the “Company,” “we,” “our,” or “us”) is pleased to offer you a cash incentive, on the terms and conditions of this letter agreement, to which we and you agree. 1.The ca |
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| November 30, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incor |
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| November 30, 2017 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS THIRD QUARTER 2017 RESULTS Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: December 1, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS THIRD QUARTER 2017 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for the quarter ended October 2 |
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| November 27, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 27, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Inco |
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| November 9, 2017 |
SC 13D/A 1 d493119dsc13da.htm SCHEDULE 13D (AMENDMENT NO. 13) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 13)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, |
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| September 8, 2017 |
Exhibit 10.3 The use of “[***]” in this Exhibit indicates that a confidential portion has been omitted pursuant to a request for confidential treatment and the omitted material has been filed separately with the Securities and Exchange Commission. PURCHASE AGREEMENT FOR EXCESS AND SALVAGE MERCHANDISE Under this Agreement Innovel Solutions, Inc. (“Innovel”) is selling excess and salvage merchandise |
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| September 8, 2017 |
Exhibit 10.1 Amendment No. 8 to Services Agreement July 10, 2017 This is the Amendment No. 8 to Services Agreement (this “Amendment”) between Sears Holdings Management Corporation (“SHMC”) and Sears Hometown and Outlet Stores, Inc. (“SHO”). This Amendment amends the Services Agreement between SHMC and SHO dated August 8, 2012, as amended (the “Services Agreement”). Capitalized terms used but not d |
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| September 8, 2017 |
Exhibit 10.2 Amendment No. 2 to Amended and Restated Merchandising Agreement This Amendment No. 2 (“Amendment”), dated as of July 10, 2017, is entered into by and between (1) Sears, Roebuck and Co., a New York corporation (“SRC”), Kmart Corporation, a Michigan corporation (“Kmart” and, together with SRC, “Seller”) and Sears Holdings Corporation, a Delaware corporation (“SHC”) and (2) Sears Hometow |
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| September 8, 2017 |
Exhibit 10.4 Amendment No. 1 to Store License Agreement This Amendment No. 1 (“Amendment”), to that certain Store License Agreement dated August 8, 2012 (the “Agreement”) between SEARS ROEBUCK AND CO., a New York corporation (“Sears”), and SEARS AUTHORIZED HOMETOWN STORES, LLC, a Delaware limited liability company (“SAHS”), is made by the parties thereto and is effective as of July 10, 2017 (the “ |
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| September 8, 2017 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q/A (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q/A (Amendment No. |
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| September 6, 2017 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JULY 29, 2017 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| September 6, 2017 |
Exhibit 10.4 Amendment No. 1 to Store License Agreement This Amendment No. 1 (“Amendment”), to that certain Store License Agreement dated August 8, 2012 (the “Agreement”) between SEARS ROEBUCK AND CO., a New York corporation (“Sears”), and SEARS AUTHORIZED HOMETOWN STORES, LLC, a Delaware limited liability company (“SAHS”), is made by the parties thereto and is effective as of July 10, 2017 (the “ |
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| September 6, 2017 |
Exhibit 10.2 Amendment No. 2 to Amended and Restated Merchandising Agreement This Amendment No. 2 (“Amendment”), dated as of July 10, 2017, is entered into by and between (1) Sears, Roebuck and Co., a New York corporation (“SRC”), Kmart Corporation, a Michigan corporation (“Kmart” and, together with SRC, “Seller”) and Sears Holdings Corporation, a Delaware corporation (“SHC”) and (2) Sears Hometow |
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| September 6, 2017 |
Exhibit 10.1 Amendment No. 8 to Services Agreement July 10, 2017 This is the Amendment No. 8 to Services Agreement (this “Amendment”) between Sears Holdings Management Corporation (“SHMC”) and Sears Hometown and Outlet Stores, Inc. (“SHO”). This Amendment amends the Services Agreement between SHMC and SHO dated August 8, 2012, as amended (the “Services Agreement”). Capitalized terms used but not d |
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| September 6, 2017 |
Exhibit 10.3 The use of “[***]” in this Exhibit indicates that a confidential portion has been omitted pursuant to a request for confidential treatment and the omitted material has been filed separately with the Securities and Exchange Commission. PURCHASE AGREEMENT FOR EXCESS AND SALVAGE MERCHANDISE Under this Agreement Innovel Solutions, Inc. (“Innovel”) is selling excess and salvage merchandise |
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| September 5, 2017 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2017 RESULTS Exhibit Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Senior Vice President and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: September 6, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2017 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for the quarter ended |
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| September 5, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 6, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Inco |
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| August 31, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 1, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Inco |
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| August 17, 2017 |
EX-10.1 Exhibit 10.1 Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, IL 60192 August 15, 2017 Mr. E. J. Bird 15 Blazing Star Trail Landrum, SC 29356 Dear E. J.: We are pleased to extend our offer for you to serve as the Senior Vice President and Chief Financial Officer of Sears Hometown and Outlet Stores, Inc. (?SHO?). In this position you will report to |
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| August 17, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): August 15, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| August 17, 2017 |
EX-10.2 Exhibit 10.2 Sears Hometown and Outlet Stores, Inc. Stock Units Agreement August 15, 2017 This is a Stock Units Agreement between Sears Hometown and Outlet Stores, Inc. (the ?Company?) and the individual who has executed this Stock Units Agreement following the words ?Grant Holder?s Signature? (the ?Grant Holder?). The term ?this Agreement? means collectively this Stock Units Agreement and |
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| August 17, 2017 |
Executive Severance Agreement August 15, 2017 EX-10.4 Exhibit 10.4 Executive Severance Agreement August 15, 2017 This Executive Severance Agreement (this ?Agreement?) is between Sears Hometown and Outlet Stores, Inc. (together with its subsidiaries ?SHO?) and E. J. Bird (?Executive?). Preliminary Statement In accordance with, and subject to, the terms and conditions of an Offer Letter dated August 15, 2017, Executive has agreed to serve as SH |
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| August 17, 2017 |
EX-10.3 Exhibit 10.3 August 15, 2017 Mr. E. J. Bird 15 Blazing Star Trail Landrum, SC 29356 Dear E. J.: Incentive/Retention Agreement We consider your continued service and dedication to Sears Hometown and Outlet Stores, Inc. (the ?Company? or ?we?) as Senior Vice President and Chief Financial Officer to be important to our business. We are pleased to offer you a cash incentive/retention award as |
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| June 1, 2017 |
Sears Hometown and Outlet Stores 10-Q (Quarterly Report) Document U NITED S TATES S ECURITIES A ND E XCHANGE C OMMISSION W ASHINGTON , DC 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 29, 2017 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| June 1, 2017 |
Exhibit Exhibit 10.1 Amendment 7 to Services Agreement Dated: April 7, 2017 This Amendment 7 (?Amendment?) to the Services Agreement (the ?Agreement?) between Sears Holdings Management Corporation, a Delaware corporation (?SHMC?) and Sears Hometown and Outlet Stores, Inc. a Delaware corporation (?SHO?) is made by the parties as of April 7, 2017 (the ?Amendment Date?). Capitalized terms used but no |
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| June 1, 2017 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2017 RESULTS Exhibit Exhibit 99.1 INVESTOR RELATIONS CONTACT: E. J. Bird Interim Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: June 2, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2017 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "our," "we," or the "Company") (NASDAQ: SHOS) today reported results for the quarter ended April 29, 2017. Overvie |
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| June 1, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 2, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorpora |
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| June 1, 2017 |
Sears Hometown and Outlet Stores 8-K (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): June 1, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| May 30, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 30, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorpora |
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| May 26, 2017 |
Exhibit Exhibit 10.2 May 24, 2017 Mr. Michael A. Gray Senior Vice President, Store Operations Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, Illinois 60192 Cash Incentive Agreement Dear Mike: Sears Hometown and Outlet Stores, Inc. (the ? Company ,? ? we ,? ? our ,? or ? us ?) is pleased to offer you a cash incentive, on the terms and conditions of this l |
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| May 26, 2017 |
Temporary Employment Agreement Exhibit Exhibit 10.1 May 24, 2017 Mr. E. J. Bird 15 Blazing Star Trail Landrum, SC 29356 Temporary Employment Agreement Dear E. J.: This is the agreement of Sears Hometown and Outlet Stores, Inc. (? SHO ?) and you (this ? Agreement ?) that you will serve as an employee of SHO with the title ?Interim Chief Financial Officer? for the six-month period beginning June 1, 2017 and ending on November 30, |
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| May 26, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 24, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| May 19, 2017 |
Sears Hometown and Outlet Stores SUPPLEMENT #2 TO PROXY Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement |
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| May 19, 2017 |
annualstockholdermeeting 1 SHO Performance and Strategy Update May 24, 2017 Annual Meeting of Stockholders 2 2016 FINANCIAL RESULTS OVERVIEW 3 2016 Performance ($Millions) 2016 2015 2014 NET SALES 2,070$ 2,288$ 2,356$ Cost of sales and occupancy 1,661 1,769 1,803 Gross margin 409 519 553 Margin rate 19. |
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| May 19, 2017 |
annualstockholdermeeting 1 SHO Performance and Strategy Update May 24, 2017 Annual Meeting of Stockholders 2 2016 FINANCIAL RESULTS OVERVIEW 3 2016 Performance ($Millions) 2016 2015 2014 NET SALES 2,070$ 2,288$ 2,356$ Cost of sales and occupancy 1,661 1,769 1,803 Gross margin 409 519 553 Margin rate 19. |
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| May 19, 2017 |
Financial Statements and Exhibits, Other Events 8-K 1 a51917-8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 19, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction |
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| April 13, 2017 |
Sears Hometown and Outlet Stores DEFA14A DEFA14A 1 d343764ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ |
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| April 12, 2017 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): April 10, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| April 11, 2017 |
Sears Hometown and Outlet Stores DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? |
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| April 10, 2017 |
Sears Hometown and Outlet Stores DEF 14A DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| March 31, 2017 |
Exhibit Exhibit 24 POWER OF ATTORNEY The undersigned, being a director and an officer of SEARS HOMETOWN AND OUTLET STORES, INC. |
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| March 31, 2017 |
EX-10.10 2 sho2017exh1010amendedandre.htm EXHIBIT 10.10 The use of “[***]” in this Exhibit indicates that confidential numbers have been omitted pursuant to a grant of confidential treatment by the Securities and Exchange Commission. The omitted numbers have been filed separately with the Securities and Exchange Commission. The use of “#” in this Exhibit indicates that the omitted numbers are in a |
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| March 31, 2017 |
Subsidiaries of Sears Hometown and Outlet Stores, Inc. As of January 28, 2017 Exhibit 21 Subsidiaries of Sears Hometown and Outlet Stores, Inc. As of January 28, 2017 Jurisdiction of Formation Sears Authorized Hometown Stores, LLC Delaware Sears Home Appliance Showrooms, LLC Delaware Sears Outlet Stores, L.L.C. Delaware Troy Coolidge No. 6, LLC* Michigan Outlet Merchandise, LLC Delaware *Dissolved February 16, 2017 |
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| March 31, 2017 |
EX-10.19 3 sho2017exh1019shopyourwayr.htm EXHIBIT 10.19 The use of “[***]” in this Exhibit indicates that a confidential portion has been omitted pursuant to a request for confidential treatment and the omitted material has been filed separately with the Securities and Exchange Commission. Exhibit 10.19 AMENDMENT #2 TO THE SHOP YOUR WAY REWARDS ESTABLISHMENT AGREEMENT Dated: February 2, 2017 THIS |
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| March 30, 2017 |
Sears Hometown and Outlet Stores 10-K (Annual Report) Document U NITED S TATES S ECURITIES A ND E XCHANGE C OMMISSION W ASHINGTON , D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE 52 WEEKS ENDED JANUARY 28, 2017 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact N |
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| March 9, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorpo |
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| March 9, 2017 |
Exhibit Exhibit 99.1 INVESTOR RELATIONS CONTACT: Ryan D. Robinson, Senior Vice President, Chief Administrative Officer, and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: March 10, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS PRELIMINARY FOURTH QUARTER AND FULL 2016 FISCAL YEAR RESULTS AND ANNOUNCES ANNUAL MEETING DATE HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, I |
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| March 9, 2017 |
EX-10.1 Exhibit 10.1 AMENDMENT TO AMENDED AND RESTATED MERCHANDISING AGREEMENT THIS AMENDMENT (this ?Amendment?), dated as of March 8, 2017 and effective as of the Effective Date, is entered into by and between (1) Sears, Roebuck and Co., a New York corporation (?SRC?), Kmart Corporation, a Michigan corporation (?Kmart? and, together with SRC, ?Sears?) and Sears Holdings Corporation, a Delaware co |
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| March 9, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): March 8, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| March 7, 2017 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorpor |
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| February 3, 2017 |
EX-10.1 Exhibit 10.1 Appendix 10.1 Sears Hometown and Outlet Stores, Inc. [Form of Stock Units Agreement] , 20 This is a Stock Units Agreement between Sears Hometown and Outlet Stores, Inc. (the ?Company?) and the individual who has executed this Stock Units Agreement following the words ?Grant Holder?s Signature? (the ?Grant Holder?). The term ?this Agreement? means collectively this Stock Units |
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| February 3, 2017 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): January 30, 2017 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| December 2, 2016 |
SC 13D/A 1 d306106dsc13da.htm AMENDMENT #12 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 12)* Sears Hometown and Outlet Stores, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 812362101 (CUSIP Number) Janice V. Sharry, Esq. Haynes and Boone, LLP 2323 Victory Avenue, Su |
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| December 1, 2016 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 29, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| December 1, 2016 |
Sears Hometown and Outlet Stores 8-K (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 1, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incor |
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| December 1, 2016 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS THIRD QUARTER 2016 RESULTS Exhibit Exhibit 99.1 INVESTOR RELATIONS CONTACT: Ryan D. Robinson, Senior Vice President, Chief Administrative Officer, and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: December 1, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS THIRD QUARTER 2016 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "we," or the "Company") (NASDAQ: SHOS) today reported |
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| November 28, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 28, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Inco |
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| November 7, 2016 |
EX-10.1 Exhibit 10.1 Execution Version AMENDED AND RESTATED CREDIT AGREEMENT Dated as of November 1, 2016 among SEARS AUTHORIZED HOMETOWN STORES, LLC, as the Lead Borrower For The Borrowers Named Herein SEARS HOMETOWN AND OUTLET STORES, INC., as the Parent BANK OF AMERICA, N.A. as Administrative Agent and Collateral Agent and The Other Lenders Party Hereto ACF FINCO I LP and SANTANDER BANK, N.A., |
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| November 7, 2016 |
Sears Hometown and Outlet Stores 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): November 1, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| November 7, 2016 |
EX-10.2 Exhibit 10.2 Execution Version AMENDED AND RESTATED GUARANTY AND SECURITY AGREEMENT by SEARS AUTHORIZED HOMETOWN STORES, LLC as Lead Borrower and THE OTHER BORROWERS AND GUARANTORS PARTY HERETO FROM TIME TO TIME and BANK OF AMERICA, N.A., as Agent Dated as of November 1, 2016 TABLE OF CONTENTS Page PREAMBLE 1 RECITALS 1 AGREEMENT 2 ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1. Defi |
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| November 7, 2016 |
AMENDMENT #11 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 4, 2016 |
AMENDMENT #10 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 31, 2016 |
AMENDMENT #9 TO SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 24, 2016 |
Exhibit LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING PURPOSES October 20, 2016 The undersigned hereby makes, constitutes and appoints Charles J. |
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| October 14, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): October 13, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| September 16, 2016 |
EX-10.1 Exhibit 10.1 September 14, 2016 Mr. Will Powell Chief Executive Officer and President Sears Hometown and Outlet Stores, Inc. Dear Will: Retention Agreement We consider your continued service and dedication to Sears Hometown and Outlet Stores, Inc. (the ?Company? or ?we?) as Chief Executive Officer and President to be important to our business. We are pleased to offer you a salary increase |
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| September 16, 2016 |
Sears Hometown and Outlet Stores 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): September 14, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| September 2, 2016 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2016 RESULTS Exhibit Exhibit 99.1 INVESTOR RELATIONS CONTACT: Ryan D. Robinson, Senior Vice President, Chief Administrative Officer, and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: September 2, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS SECOND QUARTER 2016 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "we," or the "Company") (NASDAQ: SHOS) today reporte |
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| September 2, 2016 |
Amendment No. 1 to Trademark License Agreement Exhibit 10.9 Amendment No. 1 to Trademark License Agreement This Amendment No. 1 (“Amendment”), to that certain Trademark License Agreement dated August 8, 2012 (as amended, the “Agreement”) between SEARS ROEBUCK AND CO., a New York corporation (“Sears”), and SEARS HOMETOWN AND OUTLET STORES, INC., a Delaware corporation (“SHO”), is made by the parties thereto and is retroactive to October 11, 201 |
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| September 2, 2016 |
Exhibit 10.4 Amendment No. 5 to Services Agreement This Amendment No. 5 (“Amendment”), to that certain Services Agreement (the “Agreement”) between Sears Holdings Management Corporation, a Delaware corporation (“SHMC”), and Sears Hometown and Outlet Stores, Inc., a Delaware corporation (“SHO”), is made by the parties thereto as of the signature dates set forth below and is effective as of the late |
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| September 2, 2016 |
SECOND AMENDMENT TO AGREEMENT OF PURCHASE AND SALE Exhibit 10.12 SECOND AMENDMENT TO AGREEMENT OF PURCHASE AND SALE This Second Amendment to Agreement of Purchase and Sale (this “Amendment”) is entered into as of July 20, 2016 by and between SEARS OUTLET STORES, L.L.C., a Delaware limited liability company (“Seller”), and LIT-ACQUISITIONS, L.L.C., a Delaware limited liability company (“Purchaser”). RECITALS: A.Purchaser and Seller entered into an |
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| September 2, 2016 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q - Quarterly Report - 10-Q 10-Q 1 sho-73016x10q.htm 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JULY 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET ST |
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| September 2, 2016 |
Sears Hometown and Outlet Stores 8-K (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Inco |
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| September 2, 2016 |
FIRST AMENDMENT TO AGREEMENT OF PURCHASE AND SALE Exhibit 10.11 FIRST AMENDMENT TO AGREEMENT OF PURCHASE AND SALE This First Amendment to Agreement of Purchase and Sale (this “Amendment”) is entered into as of July 1, 2016 by and between SEARS OUTLET STORES, L.L.C., a Delaware limited liability company (“Seller”), and LIT-ACQUISITIONS, L.L.C., a Delaware limited liability company (“Purchaser”). RECITALS: A.Purchaser and Seller entered into an Agr |
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| August 26, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorp |
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| August 26, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 26, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorp |
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| June 3, 2016 |
Exhibit 10.1 May 27, 2016 Mr. David Buckley Vice President, Marketing and eCommerce Sears Hometown and Outlet Stores, Inc. 5500 Trillium Boulevard, Suite 501 Hoffman Estates, Illinois 60192 Cash Bonus Agreement Dear David: Sears Hometown and Outlet Stores, Inc. (the “Company,” “we,” “our,” or “us”) is pleased to offer you a cash bonus, on the terms and conditions of this letter agreement, to which |
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| June 3, 2016 |
SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2016 RESULTS Exhibit Exhibit 99.1 INVESTOR RELATIONS CONTACT: Ryan D. Robinson, Senior Vice President, Chief Administrative Officer, and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: June 3, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS FIRST QUARTER 2016 RESULTS HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, Inc. ("SHO," "we," or the "Company") (NASDAQ: SHOS) today reported resu |
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| June 3, 2016 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-Q - Quarterly Report - 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| June 3, 2016 |
Sears Hometown and Outlet Stores 8-K 2016 Q1 EARNINGS RELEASE (Current Report/Significant Event) Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 3, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorpora |
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| June 1, 2016 |
Submission of Matters to a Vote of Security Holders Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 25, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorpora |
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| May 25, 2016 |
Exhibit Exhibit 10.1 SEARS OUTLET STORES, L.L.C. AND LIT-ACQUISITIONS, L.L.C. AGREEMENT OF PURCHASE AND SALE 1980 West Avenue 140th San Leandro, Alameda County, California DATED: May 19, 2016 THIS AGREEMENT (this ? Agreement? ) is made and entered into as of this 19th day of May, 2016 (the ? Contract Date? ), by and between SEARS OUTLET STORE, L.L.C. , a Delaware limited liability company (? Selle |
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| May 25, 2016 |
Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorpora |
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| May 25, 2016 |
shoannualstockholdermeet 1 Agenda ? May 25, 2016 Annual Meeting of Stockholders boxshadowdwn CALL MEETING TO ORDER boxshadowdwnWELCOME AND INTRODUCTIONS boxshadowdwn BUSINESS SESSION Matters to be voted on: xrhombus Election of six nominees to the Board of Directors. |
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| May 17, 2016 |
EX-10.2 THE USE OF “[***]” IN THIS EXHIBIT INDICATES THAT A CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Exhibit 10.2 Amendment No. 4 to Merchandising Agreement This Amendment No. 4 to Merchandising Agreement (this “Amendment”) is between (1) Sears, Roebuck and Co. |
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| May 17, 2016 |
EX-10.1 THE USE OF “[***]” IN THIS EXHIBIT INDICATES THAT A CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Exhibit 10.1 AMENDED AND RESTATED MERCHANDISING AGREEMENT BETWEEN SEARS, ROEBUCK AND CO., KMART CORPORATION, AND SEARS HOLDINGS CORPORATION AND SEARS HOMETOWN A |
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| May 17, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): May 11, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. |
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| May 17, 2016 |
Exhibit 10.5 Amendment No. 1 to Employee Transition and Administrative Services Agreement This Amendment No. 1 to Employee Transition and Administrative Services Agreement (this “Amendment”) is retroactive, except as expressly set forth below, to May 1, 2016 (the “Amendment Date”), is signed as of the dates listed below, and is between (1) Sears Holdings Management Corporation on behalf of itself |
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| May 17, 2016 |
EX-10.3 Exhibit 10.3 THE USE OF “[***]” IN THIS EXHIBIT INDICATES THAT A CONFIDENTIAL PORTION HAS BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Amendment No. 4 to Services Agreement This Amendment No. 4 (“Amendment”), to that certain Services Agreement (the “Agreement”) between Sears Holdin |
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| May 17, 2016 |
Exhibit 10.4 Amendment No. 1 to Supplemental Agreement This Amendment No. 1 to Supplemental Agreement (this ?Amendment?) is retroactive to May 1, 2016 (the ?Amendment Date?), is signed as of the dates listed below, and is between Sears Holdings Corporation (?SHLD?) and Sears Hometown and Outlet Stores, Inc., (?SHO?). This Amendment amends the Supplemental Agreement between SHMC and the SHO dated a |
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| May 17, 2016 |
Exhibit 10.7 Amendment No. 1 to Shop Your Way Rewards Retail Establishment Agreement This Amendment No. 1 to Shop Your Way Rewards Retail Establishment Agreement (this ?Amendment?) is retroactive to May 1, 2016 (the ?Amendment Date?), is signed as of the dates listed below, and is between (1) Sears Holdings Management Corporation (?SHMC?) and Sears Hometown and Outlet Stores, Inc., (?SHO?). This A |
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| May 17, 2016 |
EX-10.6 Exhibit 10.6 Amendment No. 2 to Store License Agreement (Outlet) Dated: May 1, 2016 This Amendment No. 2 (“Amendment”), to that certain Store Licensing Agreement (the “Agreement”) between SEARS ROEBUCK AND CO., a New York corporation (“Sears”), and SEARS OUTLET STORES, L.L.C., a Delaware limited liability company (“Outlet Stores”), is retroactive to the date listed above (the “Amendment Da |
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| May 12, 2016 |
Sears Hometown and Outlet Stores DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ |
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| April 22, 2016 |
Sears Hometown and Outlet Stores DEF 14A DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A (RULE 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? |
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| April 1, 2016 |
Exhibit 10.27 Amended and Restated Executive Severance Agreement , 20 This Amended and Restated Executive Severance Agreement (this “Agreement”) is between Sears Hometown and Outlet Stores, Inc. (together with its subsidiaries “SHO”) and (“Executive”). Preliminary Statement Executive has been assigned additional job responsibilities, and with respect to this promotion Executive received an increas |
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| April 1, 2016 |
SHOS / Sears Hometown and Outlet Stores, Inc. 10-K - Annual Report - 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE 52 WEEKS ENDED JANUARY 30, 2016 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 001-35641 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact Name of Registrant |
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| April 1, 2016 |
Sears Holdings Management Corporation Sears Hometown and Outlet Stores, Inc. 3333 Beverly Road 3333 Beverly Road Hoffman Estates, IL 60179 Hoffman Estates, IL 60179 October 10, 2012 Michael Gray Dear Michael, On behalf of Sears Hometown and Outlet Stores, Inc. ("SHO"), we are pleased to extend to you our offer to be Vice President/General Manager, effective as of the effective date of the spin-off |
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| April 1, 2016 |
Exhibit 24 POWER OF ATTORNEY The undersigned, being a director and an officer of SEARS HOMETOWN AND OUTLET STORES, INC. |
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| March 24, 2016 |
Sears Hometown and Outlet Stores 8-K (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporatio |
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| March 24, 2016 |
Exhibit Exhibit 99.1 INVESTOR RELATIONS CONTACT: Ryan D. Robinson, Senior Vice President, Chief Administrative Officer, and Chief Financial Officer 847-286-8700 FOR IMMEDIATE RELEASE: March 24, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. REPORTS PRELIMINARY FOURTH QUARTER AND FULL 2015 FISCAL YEAR RESULTS AND ANNOUNCES ANNUAL MEETING DATE HOFFMAN ESTATES, Ill. - Sears Hometown and Outlet Stores, I |
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| March 18, 2016 |
DEF 14A LIMITED POWER OF ATTORNEY FOR SECTION 16 REPORTING PURPOSES March 18, 2016 The undersigned hereby makes, constitutes and appoints Charles J. |
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| March 10, 2016 |
Sears Hometown and Outlet Stores 8-K ITEMS 5.02 AND 8.01 (Current Report/Significant Event) 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporatio |
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| March 4, 2016 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 4, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdiction of Incorporation |
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| February 18, 2016 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. (Exact name of registrant as specified in charter) Delaware 001-35641 80-0808358 (State or Other Jurisdi |
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| February 17, 2016 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported): February 16, 2016 SEARS HOMETOWN AND OUTLET STORES, INC. |
