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Mergers & Acquisitions October 29, 2013, 8:41 am 213 Comments For Once-Mighty Sears, Pictures of Decay

By DAVID GELLES

Brian Sozzi One of 18 photos of scenes inside Sears stores that Brian Sozzi, chief executive of Belus Capital Advisors, posted on his blog to show the state of the stores. “It’s just badness throughout,” he said in an interview. “Every store has something fundamentally wrong with it.”

Updated, 8:46 p.m. | When Brian Sozzi, the chief executive of Belus Capital Advisors, visited Sears locations in New York and New Jersey this month, he said, he found barren shelves, haphazard displays and badly stained carpets.

Also missing: customers.

“It’s just badness throughout,” Mr. Sozzi said in an interview. “Every store has something fundamentally wrong with it.”

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Photos of the stores that Mr. Sozzi posted on his blog attracted more than a quarter-million views and captured the sentiments of customers dissatisfied with the company. The website Business Insider titled a post: “18 Depressing Photos That Show Why Nobody Wants To Shop At Sears.”

Yet it is these core Sears stores that Edward S. Lampert , the hedge fund manager who is Sears’s majority owner and chief executive, believes represent the future of the retailer.

To help raise cash for that future, Sears announced on Tuesday that it was looking to split off its Lands’ End and Sears Auto Center brands, two of the company’s best-known assets. It also said that , which it controls, had sold five store leases for $384 million.

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In a statement, Sears said the moves would let it become “a more focused company that is easier to understand and to manage,” and that it would concentrate on its best-performing Sears and stores.

But even after the disposals, what remains of Sears appears to have rapidly diminishing value.

On Tuesday, the company also released limited information about its financial performance that suggested that its core business was plummeting. Sears said that comparable store sales fell 3.7 percent in the 12 weeks ended Oct. 26 and that it expected adjusted earnings before interest, tax, depreciation and amortization, or Ebitda, of negative $250 million to $300 million.

Gary Balter, a retail analyst with Credit Suisse , said in a note that the early results represented “an amazing rapid deceleration into the abyss for the U.S. retail operations.”

Sears has been under pressure for years. Among brick-and-mortar retail competitors, it has lost out to Walmart , Target and Home Depot , while .com and other online outlets have forced all retailers to trim prices.

J.C. Penney, a Sears competitor that came under the influence of another hedge fund manager — William A. Ackman of Pershing Square Capital Management — is also struggling to survive. (Mr. Ackman recently sold his entire stake for a loss.) Other department stores like Macy’s and have moved upmarket.

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Jim Young/Reuters Inta Krueger shops for a refrigerator at a Sears store in Schaumburg, Ill.

Ten years ago, Mr. Lampert took control of Kmart while it was in bankruptcy. He then orchestrated Kmart’s $12 billion buyout of Sears in 2005. With both companies under his control, he formed , an umbrella group that included several business units, each competing for limited resources.

Performance initially improved, but in recent years a lack of investment has hurt the core retail business. After cycling through several chief executives while reportedly micromanaging the company, Mr. Lampert himself became chief executive in January.

“He’s not a retail executive, he’s an asset manager,” said Mary Ross Gilbert, managing director at Imperial Capital. “What we’re seeing reflects what an asset manager would do, which is find ways to realize value.”

Mr. Lampert, a mercurial free market advocate and a professed Ayn Rand fan, declined requests for an interview.

Sears is likely to spin off Lands’ End, which was acquired for $1.9 billion in 2002, giving shareholders stock in a new public company. It employed this strategy successfully this year, spinning off Sears Home and Outlet Stores.

It will try to find a buyer for Sears Auto Centers, but it may have trouble given that the brand is weak, many centers are attached to bigger Sears stores and there may be liabilities involved with the sale of environmentally sensitive businesses.

With those assets gone, analysts say, it is only a matter of time before the company continues its liquidation. One likely disposal is the 51 percent of Sears Canada that the still owns. and , two brands under the group’s control, are also mentioned as possible targets. Some of its real estate in the United States may also make for attractive targets.

“They are a zombie retailer,” said Mr. Sozzi, who has a sell recommendation on Sears stock. “And with today’s announcement, they are dismembering their body.”

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The moves announced on Tuesday gave investors some hope, with shares of Sears surging 11.75 percent, to $62.09.

“There’s much more value in the company broken up than there is when it’s together,” Mr. Balter of Credit Suisse said in an interview.

So far this year, Sears shares are up 50 percent. Yet since reaching a peak in 2007, shares of Sears have fallen more than 67 percent.

The plight of Sears today represents a depressing decline for a once-proud American retailer. Founded 120 years ago as a mail-order catalog merchant, Sears became one of the country’s great department store chains. In 1973, it held the naming rights of the Sears Tower in Chicago, then the world’s tallest building. But the company has failed to keep pace with a rapidly shifting retail environment, especially in recent years.

After the expected disposals, what remains of Sears and Kmart is likely to be a collection of down-market stores that are badly in need of a makeover, as illustrated by Mr. Sozzi’s photos.

“They haven’t spent on the store base, and that’s the issue,” said Ms. Gilbert of Imperial Capital.

On Tuesday, Sears seemed to reaffirm this view, saying it would consider closing more stores while trying to minimize any associated costs. But analysts cautioned that even this could be a costly process because of costs associated with severance, pension obligations and real estate.

“It’s not free to close stores,” said Mr. Balter of Credit Suisse.

He was among those who viewed the dismal pictures posted by Mr. Sozzi. But Mr. Balter said he wasn’t surprised by what he saw.

“I go to the stores all the time,” he said. “Those pictures weren’t unique.”

This post has been revised to reflect the following correction:

Correction: October 31, 2013

An article on Wednesday about the declining fortunes of the retailer Sears and its strategy for revival misspelled the name of a Sears competitor. It is J. C. Penney (not Penny).

A version of this article appears in print on 10/30/2013, on page B1 of the NewYork edition with the headline: For Once-Mighty Sears, Pictures of Decay .

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Company Reports , Lampert, Edward S , Mergers, Acquisitions and Divestitures , Sears Holdings Corporation , United States

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1. JohnACritic Great Neck

This is a sad story. As a kid, in the 1950's, i always looked forward to the big thick Sears catalogue which has so much to see and read and for my parents to buy. Sears was known for quality, service and dependability. I had an uncle who worked there his whole life and retired comfortably as a result. It was a great store. These tragic events highlight very clearly what happens when asset managers and hedge fund operators get a hold of a great franchise and run it into the ground. They know nothing of the business they invest in and look solely to makeing as big and as quick a profit as possible. These kind of actions have lead to the demise of many great names in American industry and retailing. In addition, one cannot overlookd the impact on the lives of so many employees and their families who wind up jobless, many after long years of service. It's simply a great shame.

Oct. 31, 2013 at 11:18 p.m. Recommended2

2. MartyV beverly hills CA

Maybe their violent commercials had some effect??

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Showing people smashing into appliance, and more? Who makes these awful TV promotions?

Oct. 31, 2013 at 9:28 p.m.

3. ex-everything San Diego, CA

This reminds of predictable Sunday dinner debates I used to hear comparing Monkey Wards to Sears in the early 50's. My Dad and Grandpa would almost come to blows arguing about which was worse-- endless arguments over paint, appliances & tools. I would just roll my eyes.--Now I remember all that with affection ,almost and wish they were still around to discuss the present retail stores' decline. Off topic, I know. Just brings up sentimental associations .Love the comments in the NYT's

Oct. 31, 2013 at 9:25 p.m.

4. Larry L Dallas, TX

Sears is an example of what happens to a company when it is run by financial engineers and not people who actually know how to do something in the real world.

Given how much leverage, how much money and the % of GDP that the financial sector now occupies in the U.S., Sears should be a warning of what will happen to the rest of the U.S. if we continue for another generation with this same mindless lack of effort.

Oct. 31, 2013 at 8:07 p.m. Recommended1

5. Bill Jones Pasadena CA

I've already posted, but I have to add something...my Dad bought Craftsman tools for years. He worked on cars and his hobby was carpentry. He always told me that good tools were worth paying for. He saw Craftsman as a premium brand, well worth the price. Years ago we lived in Argentina. One time my family visited the Iguazu Falls, near the borders of Argentina/Brazil/Paraguay. In those days the roads were of poor quality. We got stuck in the mud a lot and had to pay men with tractors to pull us out of

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the mud. Toward the end of the trip we got stuck again. My Dad was running low on cash, so instead of offering money to a tractor driver to pull us out of the mud my Dad offered him a Craftsman wrench. The tractor driver looked at it like it was a brick of gold. He was delighted to accept it as payment for towing us out of the mud.

Oct. 31, 2013 at 3:15 p.m.

6. Bill Jones Pasadena CA

A hedge fund manager has no business running a department store. Hedge fund managers only focus on the parts, not the whole. To Mr. Lambers Sears is (or was) a huge collection of assets to be sliced and diced into a bazillion pieces...sold off, mortgaged, subleased, or torn down for land value, not a great retailer with a proud heritag, an impressive collection of in-store brands like Craftsman, and a vital link to America's middle class. Woody Allen is said to have remarked, "A stock broker invests your money until there's none left" or something like that. About Mr. Lambert we could say, "A hedge fund manager oversees a great American retail empire until it is worthless."

Oct. 31, 2013 at 12:23 p.m. Recommended1

7. jherling Mineola NY

Instead of losing money closing stores, why don't they spend money upgrading stores?

Oct. 31, 2013 at 10:57 a.m.

8. Barry White Plains, NY

These guys are so smart they are stupid. They have a sinking retail ship and have overvalued their property assets. They are selling the family silver to pay the power bill. Most of those old stores have to be town down. The few retailers expanding in this saturated environment don't want the old garbage. Only the AAA locations are sought after and it's cheaper to build a new retail box than adapt a 50 year old store. Of course sometimes you keep some bones of the old building so you avoid the risky issues getting approvals for a new building.

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I don't know about Lands End. Sears tarnished it. It it has great potential. I looked at it in Sears recently and felt I would do better at Uniqlo or LL Bean. Brooks Bros. and Dockers fill my in box daily and have aggressive sales and more aggressive clearances. When I go to a dept. store they often don't have my size or what I want. TJX units are more convenient and don't play price games. Sears will sink.

Oct. 31, 2013 at 8:00 a.m.

9. DHN Mentor, Ohio

Sears has made a lot mistakes over the years. When I worked there, we were encouraged to get customers to open Sears credit accounts as they made a great deal of money on these accounts. I don't know when they handed there credit card operations off but they certainly aren't making money now. I remember when they bought Caldwell Banker and some stock brokerage and the running joke was come to Sears for "socks and stocks." All I remember is wondering what the hell are they thinking? Then came Kmart; how were these two to fit together? Then Lands End; now what?

Yes, the stores and merchandising are hideous but service is even worse; buy something and the transaction process is tortuous.

They lost their way a long, long time ago. "Satisfaction guaranteed or your money back" I think not.

Oct. 31, 2013 at 6:54 a.m.

1. Paul Gottlieb east brunswick, nj

The brokerage that Sears bought was , and through them, Sears offered The . Sears also owned Insurance Co. Dean Witter is now gone, but Discover and Allstate live on, no longer connected with Sears.

Oct. 31, 2013 at 9:21 a.m.

10. Wildrider51 Phoenix

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We have a Kenmore Washer we bought in 1989 that runs like a dream, has never needed maintenance, and shows every sign of lasting another 20 years... what has Sears come to? "Where America Shops," they were, one of the Grand Stores of my childhood. What a shame.

Oct. 31, 2013 at 6:53 a.m. Recommended1

11. Jen Indiana

I never understood what happened to Kmart, it wasn't a bad store when I was a kid, but it seemed like in the past decade or so, they were terrible. Sears are the same way. I visited a few locations, they never had what I needed, the prices were bad, the stores ugly, the help poor, no registers open, etc. I don't understand how this can happen in a company when there are so many people in charge. Does corporate think it's okay? Do regional managers visit the stores and decide they are fine? The problem with these stores just seems so obvious it makes me think the people in charge are just collecting paychecks and sleepwalking through their work.

Oct. 31, 2013 at 6:50 a.m. Recommended1

12. JJ IL

Anyone know what this means (in reference to the potential sell-off of Sears Auto Centers)?: "...there may be liabilities involved with the sale of environmentally sensitive businesses"

Oct. 31, 2013 at 6:46 a.m.

1. Resident Alien ATL

My first thought was that it's a reference to the potential for expensive clean-ups of land and premises permeated by decades worth of automotive related chemicals and fluids.

"Environmentallhy sensitive" as euphemism for "polluting."

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Oct. 31, 2013 at 7:15 p.m.

13. Ashley , BC, Canada

I am shocked by the striking similarities that I have read in these comments between Sears and Sears Canada -- which staff at my local store like to remind us are not the same company (they are, just under a bit of a different umbrella).

My experience was not too long ago when purchasing a gift for someone who registered for their wedding at Sears (I still can't fathom why they registered there...). It was a blender and after paying I saw all of their "We Match Prices" signs. So I proceeded to find the same blender on Walmart.ca for literally half of the price. I took my purchase to the closest customer service desk -- not the one I made my purchase at. After waiting at least 20 minutes to work my way through the line (I mean there were at least 4 people in front of me ?), I explained the situation to the older woman, who I am sure had made a career of working at Sears, and she rudely informed me that I had to take my purchase back to the desk that I had bought it at. I could not understand this, as there was a massive sign saying customer service. I was so appalled by her lack of customer service that I spoke my mind and said it was people like her providing such poor service that was the reason that Sears was going out of business, to which she informed that they were absolutely not going out of business. Funny, because their largest store in Vancouver had just closed down in favour of Nordstrom.

Left such a bad taste in my mouth, haven't been back since.

Oct. 30, 2013 at 7:08 p.m. Recommended1

14. Laura Orlando, Florida

Mr. Lampert and his cabal are notorious for the shenanigans à la Sears style. At the end, all employees will lose everything they have and have worked for, for years, but his holdings, now at 3+Billion dollars, will still be intact or increase. Any bets? This community has more crooks that I care to count, and have elevated it to an art form. What it is significant is they get away with it, with no one denouncing their rapacious behavior.

“Those who ignore History are bound to repeat it,” Santaya dixit. We are moving in that direction….and fast.

Oct. 30, 2013 at 6:53 p.m. Recommended5

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15. John Bayport, NY

The Kenmore microwaves are made by various outside vendors such as GE and Samsung, so let's be practical, if you're wise to this, or you ask a Rep. in Sears who makes the one you're looking at, you can undoubtedly find a better deal at Amazon, and then take Amazon's price into Best Buy and get it there with a much easier return, if necessary. And instead of these "store warranties", you're better off going with Square Trade. Get on their Facebook and website and they'll usually give you a discount.

Oct. 30, 2013 at 6:37 p.m.

16. NewTemplar Washington

"Zombie retailer" is so true for Sears. I think it is unfair to compare Sears to JC Penney, as while Sears has obviously lost their way and underinvested in their stores and quality of merchandise (appliances excepted), Penney's continues to invest in clean, organized stores with name-brand merchandise. The issue for Penney's is value vs. price when compared to competition. The issue for Sears is that "the doors have fallen off" and their leadership seems miscast and truly bringing out the zombie.

Oct. 30, 2013 at 5:36 p.m.

17. Lee Trevino San Antonio, Texas

It's a terrible shame, all because of poor management and not updating the stores like Macy's and Dillard's. Sears paid for a good portion of my college tuition as I was a stock boy for them both in under graduate and graduate school. They did have excellent products especially tools and garden equipment. Their auto centers and tires, and appliances have always been very reliable, but the routine clothing lines and shoes, stink. They're as generic as Chinese noodles. I'm very sorry to see this happen. The last three CEOs need to return their salaries back, they did an absolutely lousy job.

Oct. 30, 2013 at 5:17 p.m. Recommended3

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18. JamesP Palatine, IL

Sears was once the world's largest retailer, they lost that title to Walmart in the later 20th century and it's been downhill ever since. I was never much of a Sears shopper but their devotees claimed you would hand down a Craftsmen tool or a Kenmore appliance to your grandchildren.

As an aside: Macy's 'upmarket'? They sell 6-piece luggage sets for $59 and diamond earrings for $99 in my neck of the woods and their results are compared to those of JCPenney and Kohl's. Not sure where or when that was considered upmarket.

Oct. 30, 2013 at 4:53 p.m. Recommended1

1. Paul Gottlieb east brunswick, nj

Some of the Macy's stores are "upmarket" at least in clothing-somewhat like Bloomingdales, which Macy's acquired. These stores offer designers such as Ralph Lauren for women- Coach, The North Face, Other Macy's stores are more like Stern's, which was also acquired by Macy's; these stores are stocked with the budget lines.

Oct. 31, 2013 at 9:42 a.m. Recommended1

19. Eric Weisblatt Alexandria, Virginia

" Mr. Lampert took control of Kmart while it was in bankruptcy." And for whatever reason my investment in Kmart stock was reduced to zero when Kmart exited bankruptcy. No one ever explained to me whether that was required by law or done for greed. No matter. Since that day I have not stepped foot in Kmart or Sears and will never buy from any company associated with Mr. Lampert. So as Sears/Kmart sink into oblivion, my hope is that Mr. Lampert's money is along for the ride.

Oct. 30, 2013 at 4:40 p.m. Recommended4

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1. Grumpy Dirt Lawyer SoFla

Eric -- Bankruptcies occur when debt exceeds equity (greatly simplified). Creditors have to be paid before owners. If there's no money left, the shareholders lose their investment and the creditors or new lenders end up owning the company.

Does Coshocton Ohio ring a bell...last Weisblatt there died in 1970's.

Oct. 31, 2013 at 9:26 p.m.

20. gilbertovelasquezjr Houston, TX

For years I have worked as a B2B and a B2C marketing consultant. I have been the hired gun for closing stores down, opening them up, or converting places to wholesalers, etc. This is a sad state of affairs led by a slice-n-dice firm that would rather kill than build.

That being said, the reality is in the article - Sears never modernized.

Oct. 30, 2013 at 4:37 p.m. Recommended1

21. JAQ NJ

I'm really baffled by what Sears allowed to happen in their stores. I was in the market for a lower-end netbook a few months back, and I stopped by Sears to see what they had in stock. Their electronics sections were shocking. I've seen dollar stores with better organization and better displays.

Oct. 30, 2013 at 4:34 p.m. Recommended3

22.

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Rob Southern CA

I sell appliances at Sears and I can tell you that morale is at an all time low. Our commissions are being cut and we get "hit" for the loss of our dwindling commissions if the delivery or installation team screw up. Kenmore products are still among the best made. The problem is that ALL appliance manufacturers are cutting the quality of their products. It's ALL about the top making more at the expense of the workers. When we complain we are told if we are not happy, we can look for another job. Sears spent MUCHO on the i-pads we now use to make us "look" like we are using the latest technology. Unfortunately after a year, new glitches show up every day. Had they put this $ into fixing the stores, this would have gone a long way to helping make us look and feel better in the stores. Basically, Sears is placing its hope in Sears.com. They often offer lower prices on line than in the store, so we appear deceptive when someone comes in the store and then sees it cheaper on line. If I match that price, which I can, my commission is reduced between 25 and 50%. There ARE some managers who care about their employees and they are just as frustrated. I work with someone who has been selling appliances for over 20 years with Sears and he makes about 60% less today that when he started, not to mention cutting benefits. I'd change jobs if I could, but the problem is that this is just not a problem at Sears. It's endemic to the entire retail community. I'm worried!

Oct. 30, 2013 at 4:30 p.m. Recommended10

23. JJP Sarasota, FL

No surprise here, that's what buyout firms do. They take every dime out of a company, get more money by borrowing money on the company which they pay to themselves. The only winner is the buy out company and the losers, of course, are all of the people who work for the company and any other stockholders. Sears is just he latest victim.

Oct. 30, 2013 at 3:40 p.m. Recommended6

24. Terry Olbrysh Phoenix

In hedge fund managers we trust -- not to run companies.

Oct. 30, 2013 at 3:40 p.m. Recommended6

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25. Joe East Patchogue

The last time I went into a Sears store was to pick up a once excellent Craftsman drill that I had left for repair. It needed new brushes. I paid a $70 deposit when I left. When I went to pick it up, expecting to pay the balance, I was told that Sears no longer repaired that item. Why they didn't tell me that when I brought it in was not addressed. Furthermore they would not give me back my $70 because it was a "non-refundable" deposit. Am I surprised that they are going belly up? No. But I am surprised that it took so long.

Oct. 30, 2013 at 3:40 p.m. Recommended3

1. Rob E. New York City

C'mon, you didn't get your $70 back? They would have had to call the police if that was me. I'd threaten them with small claims court.

Oct. 30, 2013 at 4:31 p.m. Recommended4

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Goldman’s Charitable Efforts Stoke Tensions

Tension over Goldman Sachs’s charitable efforts. | Twitter’s eagerly awaited I.P.O. does not carry the same market expectations as Facebook’s did. | In a settlement over its mortgage practices, JPMorgan Chase has secured important concessions. | Two big law firms are in advanced merger talks.

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At close 11/01/2013

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First Solar Inc +17.6%$8.83 J C Penney Company Inc +8.5%$0.64 American Internati... Group Inc –6.5%$3.37 Vertex Pharmaceu... Inc –5.6%$3.99 Get Quotes

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Oct 31, 2013 25

Oracle Shareholders Oppose Compensation for Ellison

Nov 1, 2013 7

R.B.S. to Split Off $61 Billion in Loans Into Internal 'Bad Bank'

Oct 30, 2013 24

Pricewaterhouse to Buy Booz Consulting Firm

Oct 30, 2013 176

From Anonymity to Scourge of Wall Street

Oct 31, 2013 5

A Second N.F.L. Player Signs Public Offering Deal

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Pricewaterhouse Takeover of Booz Risks Culture Clash

Restrictions enacted after the Enron scandal mean advisory services employees at Booz & Company could end up battling with PricewaterhouseCoopers accountants over clients.

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What you get for ... $1,250,000 ALSO IN REAL ESTATE » Serbian real estate prepares for a comeback The renovation was overdue

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