July 9, 2013 - News

Department of Labor Issues Proposed Prohibited Transaction Exemption in Connection with Sears Subscription Rights Offering

On July 8, 2013, the Department of Labor issued a proposed retroactive prohibited transaction exemption to Sears Holdings Corporation in connection with the issuance of subscription rights (the “Rights Offering”) as part of the separation of Sears Holdings Corporation from Sears Hometown and Outlet Stores, Inc.

Evercore Trust was engaged to serve as the independent fiduciary to three Sears defined contribution retirement plans in connection with the Rights Offering.  Evercore Trust was responsible for making all decisions on behalf of the plans with regard to the holding and disposition of the Rights received by the plans, including determining when to exercise or sell the Rights.  As detailed in the proposed exemption, Evercore Trust successfully sold the Rights and reinvested the proceeds in Sears Holdings Corporation common stock.

Further details of this transaction can be located at: https://www.federalregister.gov/articles/2013/07/09/2013-16385/proposed-exemptions-from-certain-prohibited-transaction-restrictions#p-137