HOFFMAN ESTATES, Ill., Feb. 26, 2015 /PRNewswire/ -- Sears Holdings Corporation (NASDAQ: SHLD) today announced financial results for its fourth quarter and full year ended January 31, 2015. As a supplement to this announcement, a presentation, pre-recorded conference and audio webcast are available at our website http://searsholdings.com/invest.

In summary, we reported:


    --  Domestic Adjusted EBITDA of $125 million in the fourth quarter, which
        was an increase of $217 million over the prior year fourth quarter;
    --  Full year Domestic Adjusted EBITDA of $(647) million compared to $(490)
        million in the prior year;
    --  Net loss attributable to Sears Holdings' shareholders of $159 million
        ($1.50 loss per diluted share) for the fourth quarter compared to a loss
        of $358 million ($3.37 loss per diluted share) for the prior year fourth
        quarter;
    --  Net loss attributable to Sears Holdings' shareholders of $1.7 billion
        ($15.82 loss per diluted share) for the full year of 2014 compared to a
        loss of $1.4 billion ($12.87 loss per diluted share) for the prior year;
    --  Sales to Shop Your Way(®) members in Sears Full-line and Kmart stores
        were 72% and 74% of eligible sales for the fourth quarter and full year,
        respectively;
    --  In the fourth quarter of 2014, Kmart comparable store sales declined
        2.0% and Sears Domestic declined 7.0%;
    --  The Company continues to demonstrate that it has the financial
        flexibility to fund its transformation and meet its obligations. As of
        January 31, 2015, we had approximately $800 million in availability
        under our credit facility and $250 million in cash; and
    --  During 2014, we closed approximately 234 underperforming Kmart and Sears
        Full-line stores, the majority of which were Kmart stores. The Company,
        which has more than 1,700 Sears and Kmart stores, expects to migrate the
        shopping activity of highly engaged members who previously shopped
        closed stores to alternative channels. As a result, we hope to retain a
        portion of the sales previously associated with these stores by
        nurturing and maintaining our relationships with the members that
        shopped these locations.

"We are pleased to report $125 million in Adjusted EBITDA in the fourth quarter, a significant improvement year over year," said Edward S. Lampert, Sears Holdings' Chairman and Chief Executive Officer. "While we clearly believe that we can improve upon these results, we are pleased with the positive trend that started in the third quarter, and we currently expect this level of improvement to carry forward into our full year 2015 results. We believe that the changes we are making to focus on our best stores, reward our best members and pursue our best categories will help us continue to transform Sears Holdings into a leading integrated membership-focused company."

Rob Schriesheim, Sears Holdings' Chief Financial Officer, said, "During 2014, we took a number of actions to enhance our financial flexibility, support our operations and meet our obligations. In total, the actions we have taken generated $2.3 billion in liquidity. We continue to take action to evolve and transition our capital structure toward a structure that is more flexible, long-term oriented and less dependent on inventory and receivables. We have proven that Sears Holdings is an asset-rich enterprise with multiple levers to generate continued financial flexibility, while creating shareholder value."

We are continuing our efforts to develop Sears Holdings as a membership company, without the significant asset intensity of its traditional retail business. To this end, we announced in November that we have been exploring the formation of a Real Estate Investment Trust (REIT) to purchase some of our properties and to manage them like a pure real estate company. While we can offer no assurances that such a transaction will be consummated, we have made progress and are proceeding towards its formation and separation, which is projected to occur in May or June of this year. We are currently targeting between 200 and 300 Sears and Kmart stores to be sold to the REIT with expected proceeds to Sears Holdings in excess of $2.0 billion. The REIT itself would be funded by equity and debt with the equity raised through a rights offering. The subscription rights would be distributed pro rata to all stockholders of record of the Company, and every stockholder would have the right to participate, except that holders of the Company's restricted stock that is unvested as of the record date would be expected to receive cash awards in lieu of subscription rights.

Financial Results

Revenues decreased approximately $2.5 billion to $8.1 billion for the quarter ended January 31, 2015, as compared to revenues of $10.6 billion for the quarter ended February 1, 2014. The majority of the decline related to the following significant items: $1.1 billion associated with Sears Canada, which was de-consolidated in October 2014, $530 million from the separation of the Lands' End business, which was completed in the first quarter of 2014 and $497 million in less revenue from fewer Kmart and Sears Full-line stores. For the quarter, domestic comparable store sales declined 4.4%, comprised of a decrease of 2.0% at Kmart and a decrease of 7.0% at Sears Domestic, which contributed to $313 million of the decline.

At Kmart, apparel, toys, jewelry and seasonal were top performers, but were offset by declines in consumer electronics and grocery & household. Excluding the impact of the consumer electronics and grocery & household goods businesses, comparable store sales would have increased 2.8%. Sears Domestic was also negatively impacted by consumer electronics industry trends. Excluding the impact of consumer electronics, Sears Domestic comparable store sales would have decreased 4.6%, primarily driven by decreases in Sears Auto Centers and apparel.

Revenues decreased approximately $5.0 billion to $31.2 billion for the year ended January 31, 2015, as compared to revenues of $36.2 billion in the prior year. The majority of the decline related to the following significant items: $1.7 billion associated with Sears Canada, which was de-consolidated in October 2014, $1.3 billion from the separation of the Lands' End business, which was completed in the first quarter of 2014 and $1.3 billion in less revenue from fewer Kmart and Sears Full-line stores. For the year, domestic comparable store sales declined 1.8%, comprised of a decrease of 1.4% at Kmart and a decrease of 2.1% at Sears Domestic, which contributed to $421 million of the decline.

For the year, Kmart had positive performance in several categories, most notably apparel and jewelry, partially offset by declines in the consumer electronics and grocery & household categories. Excluding the impact of the consumer electronics and grocery & household goods businesses, comparable store sales would have increased 0.8% for the year. For the year, excluding the impact of consumer electronics, Sears Domestic comparable store sales would have decreased 0.5%, reflecting improved performance in the home appliance and mattress categories offset by declines in Sears Auto Centers, apparel and lawn & garden.

Gross margin decreased $504 million to $2.0 billion in the fourth quarter of 2014, as compared to the prior year fourth quarter, as the above noted decline in sales was partially offset by an improvement in gross margin rate. Kmart's gross margin rate for the fourth quarter increased 170 basis points primarily driven by an increase in the apparel category due to lower promotional activity, as well as improvements in toys, grocery & household and drugstore. Sears Domestic's gross margin rate increased 120 basis points for the quarter with improvement experienced in a majority of categories, most notably home appliances and apparel.

For the year, gross margin decreased $1.6 billion to $7.1 billion in 2014, as compared to the prior year due to the above noted decline in sales, as well as a decline in gross margin rate. Kmart's gross margin rate for the year decreased 50 basis points primarily driven by decreases in home, consumer electronics and seasonal, which were partially offset by an improvement in the apparel category. Sears Domestic's gross margin rate decreased 140 basis points for the year primarily driven by decreases in apparel, tools, home and consumer electronics, partially offset by an improvement in mattresses.

Selling and administrative expenses decreased $611 million in the fourth quarter of 2014 compared to the prior year quarter. Excluding significant items noted in our Adjusted Earnings Per Share tables, domestic selling and administrative expenses declined $239 million primarily due to decreases in payroll, insurance and advertising expenses.

For the year, selling and administrative expenses decreased $1.2 billion in 2014 compared to the prior year and included several significant items. Excluding these items, domestic selling and administrative expenses declined $394 million primarily due to a decline in payroll and advertising expenses.

Our effective tax rate for 2014 was 7.4%, compared to 14.8% in 2013. Our tax rate in 2014 continues to reflect the effect of not recognizing the benefit of current period losses in certain domestic and foreign jurisdictions where it is not more likely than not that such benefits would be realized. The 2014 rate was negatively impacted by a valuation allowance established on Sears's Canada's deferred tax assets in the third quarter, prior to de-consolidation, and increased foreign taxes in Puerto Rico resulting from a new tax law change, which became effective during the second quarter of 2014. These items were partially offset by state audit settlements and statute expirations.

The Company reported a net loss of $159 million for the fourth quarter of 2014 compared to $358 million for the prior year period. Net loss for the fourth quarter of 2014 and 2013 included significant items, which aggregated to expense of $123 million and $187 million, respectively. Adjusting for these significant items, we would have reported a net loss of $36 million and $171 million in the fourth quarter of 2014 and 2013, respectively. We reported a net loss of $1.7 billion and $1.4 billion for the full year of 2014 and 2013, respectively. Net loss for 2014 and 2013 included significant items, which aggregated to expense of $852 million and $573 million, respectively. Adjusting for these significant items, we would have reported a net loss of $830 million and $792 million in 2014 and 2013, respectively.

Financial Position

The Company had cash balances of $250 million at January 31, 2015 compared with $577 million (domestic only) at February 1, 2014.

Short-term borrowings totaled $615 million ($213 million domestic credit facility, $400 million secured short-term loan and $2 million commercial paper) at the end of 2014 as compared to $1.3 billion ($1.3 billion domestic credit facility and $9 million commercial paper) at the end of 2013. We have entered into an agreement to amend and extend the $400 million short-term secured loan, effective February 28, 2015. Under the terms of the amendment, we will repay $200 million of the $400 million on March 2, 2015 and, in connection with this repayment, the lenders under the short-term secured loan have agreed to release one half of the value of the pledged collateral. The remaining $200 million secured short-term loan was extended until the earlier of June 1, 2015, or the receipt by the Company of the sale proceeds pursuant to the potential REIT transaction.

At January 31, 2015, the amount available to borrow under our credit facility was approximately $800 million, which reflects the effect of our springing fixed charge coverage ratio covenant and the borrowing base limitation in our revolving credit facility.

Total long-term debt (long-term debt and capital lease obligations) was $3.2 billion at January 31, 2015 and $2.9 billion at February 1, 2014. In 2014, our unfunded pension obligation increased to $2.3 billion from $1.5 billion in the prior year. The increase in the obligation was the result of a lower discount rate and the adoption of updated mortality tables, which resulted in a $500 million and $300 million increase in the obligation, respectively.

Merchandise inventories at January 31, 2015 were $4.9 billion, as compared to $6.4 billion (domestic only) at February 1, 2014. Excluding inventory from the Lands' End business of approximately $370 million, domestic inventory decreased approximately $1.1 billion driven by both improved productivity and store closures.

Adjusted EBITDA

The tables attached to this press release provide a reconciliation of GAAP to as adjusted amounts, including Adjusted EBITDA. We believe that our use of Adjusted EBITDA, Domestic Adjusted EBITDA and Adjusted EPS provides an appropriate measure for investors to use in assessing our performance across periods, given that these measures provide adjustments for certain significant items which may vary significantly from period to period, improving the comparability of year-to-year results and is therefore representative of our ongoing performance. Therefore, we have adjusted our results for them to make our statements more useful and comparable. However, we do not, and do not recommend that you, solely use Adjusted EBITDA, Domestic Adjusted EBITDA or Adjusted EPS to assess our financial and earnings performance. We also use, and recommend that you use, diluted earnings per share in addition to Adjusted EPS in assessing our earnings performance.

Forward-Looking Statements

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

About Sears Holdings Corporation

Sears Holdings Corporation (NASDAQ: SHLD) is a leading integrated retailer focused on seamlessly connecting the digital and physical shopping experiences to serve our members - wherever, whenever and however they want to shop. Sears Holdings is home to Shop Your Way(®), a social shopping platform offering members rewards for shopping at Sears and Kmart as well as with other retail partners across categories important to them. The Company operates through its subsidiaries, including Sears, Roebuck and Co. and Kmart Corporation, with full-line and specialty retail stores across the United States. For more information, visit www.searsholdings.com.

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



                                                                                                 Sears Holdings Corporation

                                                                                            Consolidated Statements of Operations

                                                                                                         (Unaudited)


                 Amounts are Preliminary and Subject to Change

                                                                          Quarters  Ended                                      Years Ended
                                                                      ---------------                                   -----------

                 millions, except per share data               January 31,             February 1,                January 31,              February 1,
                                                                    2015                      2014                       2015                       2014
                                                                    ----                      ----                       ----                       ----

    REVENUES

                 Merchandise sales and services                               $8,099                                              $10,593                       $31,198         $36,188



    COSTS AND EXPENSES

                 Cost of sales, buying and occupancy                 6,121                                 8,111                                   24,049         27,433

                 Gross margin dollars                                1,978                                 2,482                                    7,149          8,755

                 Gross margin rate                                   24.4%                                23.4%                                   22.9%         24.2%


                 Selling and administrative                          2,002                                 2,613                                    8,220          9,384

                  Selling and administrative expense
                  as a percentage of total revenues                  24.7%                                24.7%                                   26.3%         25.9%


                 Depreciation and amortization                         126                                   173                                      581            732

                 Impairment charges                                     38                                   219                                       63            233

                 Gain on sales of assets                              (59)                                (391)                                   (207)         (667)


                     Total costs and expenses                        8,228                                10,725                                   32,706         37,115



    Operating loss                                                (129)                                (132)                                 (1,508)         (927)

    Interest expense                                               (92)                                 (73)                                   (313)         (254)

    Interest and investment income (loss)                           (1)                                  178                                      132            207

    Other income                                                      -                                    2                                        4              2
                                                                    ---                                  ---                                      ---            ---


    Loss before income taxes                                      (222)                                 (25)                                 (1,685)         (972)

    Income tax (expense) benefit                                     63                                 (125)                                   (125)         (144)
                                                                    ---                                  ----                                     ----           ----


    Net loss                                                      (159)                                (150)                                 (1,810)       (1,116)

    (Income) loss attributable to
     noncontrolling interests                                         -                                (208)                                     128          (249)
                                                                    ---                                 ----                                      ---           ----


    NET LOSS ATTRIBUTABLE TO HOLDINGS'
     SHAREHOLDERS                                                          $(159)                                              $(358)                     $(1,682)       $(1,365)
                                                                            =====                                                =====                       =======         =======


    NET LOSS PER COMMON SHARE ATTRIBUTABLE
     TO HOLDINGS' SHAREHOLDERS:

                 Diluted loss per share                                      $(1.50)                                             $(3.37)                     $(15.82)       $(12.87)

                  Diluted weighted average common
                  shares outstanding                                 106.3                                 106.2                                    106.3          106.1



                          Sears Holdings Corporation

                     Condensed Consolidated Balance Sheets

                                  (Unaudited)


    Amounts are
     Preliminary
     and Subject
     to Change


    millions                   January 31,              February 1,
                                      2015                      2014
                                      ----                      ----

    ASSETS

    Current
     assets

       Cash and cash
        equivalents                              $250                        $1,028

       Restricted
        cash                             -                              10

       Accounts
        receivable                     429                              553

       Merchandise
        inventories                  4,943                            7,034

       Prepaid
        expenses and
        other
        current
        assets                         241                              334

       Total current
        assets                       5,863                            8,959


    Property and
     equipment,
     net                             4,449                            5,394

    Goodwill                           269                              379

    Trade names
     and other
     intangible
     assets                          2,097                            2,850

    Other assets                       531                              679

       TOTAL ASSETS                           $13,209                       $18,261
                                              =======                       =======


    LIABILITIES

    Current
     liabilities

       Short-term
        borrowings                               $615                        $1,332

       Current
        portion of
        long-term
        debt and
        capitalized
        lease
        obligations                     75                               83

       Merchandise
        payables                     1,621                            2,496

       Unearned
        revenues                       818                              900

       Other taxes                     380                              460

       Short-term
        deferred tax
        liabilities                    480                              387

       Other current
        liabilities                  2,087                            2,527

       Total current
        liabilities                  6,076                            8,185


    Long-term
     debt and
     capitalized
     lease
     obligations                     3,110                            2,834

    Pension and
     postretirement
     benefits                        2,404                            1,942

    Long-term
     deferred tax
     liabilities                       715                            1,109

    Other long-
     term
     liabilities                     1,849                            2,008

       Total
        Liabilities                 14,154                           16,078
                                    ------                           ------

       Total Equity                  (945)                           2,183
                                      ----                            -----

       TOTAL
        LIABILITIES
        AND EQUITY                            $13,209                       $18,261
                                              =======                       =======


    Total common
     shares
     outstanding                     106.5                            106.4



                                                                                      Sears Holdings Corporation

                                                                                           Segment Results

                                                                                             (Unaudited)


    Amounts are Preliminary and Subject to Change


                                                               Quarter Ended January 31, 2015
                                                               ------------------------------

    millions, except store data                   Kmart            Sears Domestic               Sears Holdings
                                                  -----            --------------               --------------

    Merchandise sales and services                        $3,547                                                  $4,552                    $8,099
                                                          ------                                                  ------                    ------


    Cost of sales, buying and
     occupancy                                      2,723                                3,398                                      6,121

    Gross margin dollars                              824                                1,154                                      1,978

    Gross margin rate                               23.2%                               25.4%                                     24.4%


    Selling and administrative                        834                                1,168                                      2,002

    Selling and administrative
     expense as a percentage of
     total revenues                                 23.5%                               25.7%                                     24.7%

    Depreciation and amortization                      23                                  103                                        126

    Impairment charges                                 27                                   11                                         38

    Gain on sales of assets                          (27)                                (32)                                      (59)
                                                      ---                                  ---                                        ---

    Total costs and expenses                        3,580                                4,648                                      8,228
                                                    -----                                -----                                      -----

    Operating loss                                         $(33)                                                  $(96)                   $(129)
                                                            ====                                                    ====                     =====


    Number of:

      Kmart Stores                                    979                                    -                                       979

      Full-Line Stores                                  -                                 717                                        717

      Specialty Stores                                  -                                  29                                         29
                                                      ---                                 ---                                        ---

      Total Stores                                    979                                  746                                      1,725
                                                      ===                                  ===                                      =====



                                                                           Quarter Ended February 1, 2014
                                                                           ------------------------------

    millions, except store data                   Kmart            Sears Domestic                Sears Canada            Sears Holdings
                                                  -----            --------------                ------------            --------------

    Merchandise sales and services                        $4,007                                                  $5,489                    $1,097   $10,593
                                                          ------                                                  ------                    ------   -------


    Cost of sales, buying and
     occupancy                                      3,145                                4,161                                        805     8,111

    Gross margin dollars                              862                                1,328                                        292     2,482

    Gross margin rate                               21.5%                               24.2%                                     26.6%    23.4%


    Selling and administrative                        878                                1,416                                        319     2,613

    Selling and administrative
     expense as a percentage of
     total revenues                                 21.9%                               25.8%                                     29.1%    24.7%

    Depreciation and amortization                      32                                  121                                         20       173

    Impairment charges                                 67                                  140                                         12       219

    Gain on sales of assets                          (19)                                (15)                                     (357)    (391)
                                                      ---                                  ---                                       ----      ----

    Total costs and expenses                        4,103                                5,823                                        799    10,725
                                                    -----                                -----                                        ---    ------

    Operating income (loss)                                $(96)                                                 $(334)                     $298    $(132)
                                                            ====                                                   =====                      ====     =====


    Number of:

      Kmart Stores                                  1,152                                    -                                         -    1,152

      Full-Line Stores                                  -                                 778                                        118       896

      Specialty Stores                                  -                                  50                                        331       381
                                                      ---                                 ---                                        ---

      Total Stores                                  1,152                                  828                                        449     2,429
                                                    =====                                  ===                                        ===     =====



                                                                                     Sears Holdings Corporation

                                                                                          Segment Results

                                                                                            (Unaudited)


    Amounts are Preliminary and Subject to Change


                                                                           Year Ended January 31, 2015
                                                                           ---------------------------

    millions, except store data                   Kmart           Sears Domestic               Sears Canada             Sears Holdings
                                                  -----           --------------               ------------             --------------

    Merchandise sales and services                        $12,074                                               $17,036                    $2,088      $31,198
                                                          -------                                               -------                    ------      -------


    Cost of sales, buying and
     occupancy                                      9,513                              12,950                                      1,586    24,049

    Gross margin dollars                            2,561                               4,086                                        502     7,149

    Gross margin rate                               21.2%                              24.0%                                     24.0%    22.9%


    Selling and administrative                      2,962                               4,655                                        603     8,220

    Selling and administrative
     expense as a percentage of
     total revenues                                 24.5%                              27.3%                                     28.9%    26.3%

    Depreciation and amortization                      95                                 437                                         49       581

    Impairment charges                                 29                                  19                                         15        63

    (Gain) loss on sales of assets                  (103)                              (105)                                         1     (207)
                                                     ----                                ----                                        ---      ----

    Total costs and expenses                       12,496                              17,956                                      2,254    32,706
                                                   ------                              ------                                      -----    ------

    Operating loss                                         $(422)                                               $(920)                   $(166)    $(1,508)
                                                            =====                                                 =====                     =====      =======


    Number of:

      Kmart Stores                                    979                                   -                                         -      979

      Full-Line Stores                                  -                                717                                          -      717

      Specialty Stores                                  -                                 29                                          -       29
                                                      ---                                ---                                        ---

      Total Stores                                    979                                 746                                          -    1,725
                                                      ===                                 ===                                        ===    =====



                                                                           Year Ended February 1, 2014
                                                                           ---------------------------

    millions, except store data                   Kmart           Sears Domestic               Sears Canada             Sears Holdings
                                                  -----           --------------               ------------             --------------

    Merchandise sales and services                        $13,194                                               $19,198                    $3,796      $36,188
                                                          -------                                               -------                    ------      -------


    Cost of sales, buying and
     occupancy                                     10,329                              14,324                                      2,780    27,433

    Gross margin dollars                            2,865                               4,874                                      1,016     8,755

    Gross margin rate                               21.7%                              25.4%                                     26.8%    24.2%


    Selling and administrative                      3,083                               5,216                                      1,085     9,384

    Selling and administrative
     expense as a percentage of
     total revenues                                 23.4%                              27.2%                                     28.6%    25.9%

    Depreciation and amortization                     129                                 511                                         92       732

    Impairment charges                                 70                                 150                                         13       233

    Gain on sales of assets                          (66)                               (63)                                     (538)    (667)
                                                      ---                                 ---                                       ----      ----

    Total costs and expenses                       13,545                              20,138                                      3,432    37,115
                                                   ------                              ------                                      -----    ------

    Operating income (loss)                                $(351)                                               $(940)                     $364       $(927)
                                                            =====                                                 =====                      ====        =====


    Number of:

      Kmart Stores                                  1,152                                   -                                         -    1,152

      Full-Line Stores                                  -                                778                                        118       896

      Specialty Stores                                  -                                 50                                        331       381
                                                      ---

      Total Stores                                  1,152                                 828                                        449     2,429
                                                    =====                                 ===                                        ===     =====



                                                                                Sears Holdings Corporation

                                                                                      Adjusted EBITDA

                                                                                        (Unaudited)


    Amounts are Preliminary and Subject to Change


                                                   Quarters Ended                                 Years Ended
                                                   --------------                                 -----------

    millions                              January 31,             February 1,          January 31,            February 1,
                                                 2015                     2014                  2015                    2014
                                                 ----                     ----                  ----                    ----

    Net loss
     attributable to
     Holdings per
     statement of
     operations                                          $(159)                                       $(358)                 $(1,682)    $(1,365)

    Income (loss)
     attributable to
     noncontrolling
     interests                                      -                            208                                 (128)         249

    Income tax expense
     (benefit)                                   (63)                            125                                   125          144

    Interest expense                               92                              73                                   313          254

    Interest and
     investment
     (income) loss                                  1                           (178)                                (132)       (207)

    Other income                                    -                            (2)                                  (4)         (2)
                                                  ---                            ---                                   ---          ---

    Operating loss                              (129)                          (132)                              (1,508)       (927)

    Depreciation and
     amortization                                 126                             173                                   581          732

    Gain on sales of
     assets                                      (59)                          (391)                                (207)       (667)
                                                  ---                            ----                                  ----         ----

    Before excluded
     items                                       (62)                          (350)                              (1,134)       (862)


    Closed store
     reserve and
     severance                                     86                             103                                   224          130

    Domestic pension
     expense                                       22                              40                                    89          162

    Other expenses(1)                              41                               -                                   50            -

    Impairment charges                             38                             219                                    63          233
                                                  ---                             ---                                   ---          ---

    Adjusted EBITDA                               125                              12                                 (708)       (337)


    Lands' End
     separation                                     -                           (80)                                 (10)       (150)
                                                  ---                            ---                                   ---         ----

    Adjusted EBITDA as
     defined(2)                                            $125                                         $(68)                   $(718)      $(487)
                                                           ====                                          ====                     =====        =====


    Sears Canada
     segment                                        -                           (24)                                   71          (3)
                                                  ---

    Domestic Adjusted
     EBITDA as
     defined(2)                                            $125                                         $(92)                   $(647)      $(490)
                                                           ====                                          ====                     =====        =====



            (1)    Consists of expenses
                    associated with legal
                    matters, transaction costs
                    associated with strategic
                    initiatives and other
                    expenses.

            (2)    Adjusted to reflect the
                    results of the Lands' End
                    business which were included
                    in our results of operations
                    prior to the separation.




                                                                                         Sears Holdings Corporation

                                                                                              Adjusted EBITDA

                                                                                                (Unaudited)


    Amounts are Preliminary and Subject to Change

                                                                                                                       Quarters Ended
                                                                                                             --------------

    millions                                                     January 31, 2015                                                          February 1, 2014
                                                                 ----------------                                                          ----------------

                                                  Kmart         Sears              Sears                          Kmart              Sears      Sears              Sears
                                                              Domestic          Holdings                                          Domestic     Canada           Holdings
                                                                                                 --------                                      ---              ------           ------     --------

    Operating income
     (loss) per
     statement of
     operations                                         $(33)                          $(96)                          $(129)                            $(96)                   $(334)               $298                $(132)

    Depreciation and
     amortization                                        23                           103                            126                              32                     121                20                  173

    Gain on sales of
     assets                                             (27)                          (32)                           (59)                            (19)                    (15)             (357)                (391)
                                                        ---                           ---                            ---                             ---                     ---              ----                 ----

    Before excluded
     items                                              (37)                          (25)                           (62)                            (83)                   (228)              (39)                (350)


    Closed store
     reserve and
     severance                                           58                            28                             86                              56                      (4)               51                  103

    Domestic pension
     expense                                              -                           22                             22                               -                     40                 -                  40

    Other expenses(1)                                    40                             1                             41                               -                      -                -                   -

    Impairment
     charges                                             27                            11                             38                              67                     140                12                  219

    Adjusted EBITDA                                      88                            37                            125                              40                     (52)               24                   12


    Lands' End
     separation                                           -                            -                             -                              -                    (80)                -                 (80)
                                                        ---                          ---                           ---                            ---                    ---               ---                 ---

    Adjusted EBITDA
     as defined(2)                                        $88                             $37                             $125                               $40                    $(132)                $24                 $(68)
                                                          ===                             ===                             ====                               ===                     =====                 ===                  ====

    % to  revenues(3)                                   2.5%                          0.8%                           1.5%                            1.0%                  (2.7)%              2.2%               (0.7)%



                                                                                     Years Ended
                                                                                     -----------

    millions                             January 31, 2015                                                              February 1, 2014
                                         ----------------                                                              ----------------

                     Kmart     Sears      Sears                    Sears                   Kmart       Sears     Sears              Sears
                              Domestic   Canada                  Holdings                            Domestic   Canada             Holdings
                              --------   ------                  --------                            --------   ------             --------

    Operating income
     (loss) per
     statement of
     operations                 $(422)                    $(920)            $(166)       $(1,508)                          $(351)                  $(940)                 $364     $(927)

    Depreciation and
     amortization          95              437        49                        581                         129                511              92                    732

    (Gain) loss on
     sales of assets    (103)           (105)        1                       (207)                       (66)               (63)          (538)                   (667)
                         ----             ----       ---                       ----                       ---                ---            ----                   ----

    Before excluded
     items              (430)           (588)    (116)                    (1,134)                      (288)              (492)           (82)                  (862)


    Closed store
     reserve and
     severance            142               55        27                        224                          89                (31)             72                    130

    Domestic pension
     expense                -              89         -                        89                           -               162               -                   162

    Other
     expenses(1)           43                4         3                         50                           -                 -              -                     -

    Impairment
     charges               29               19        15                         63                          70                150              13                    233
                          ---              ---       ---                        ---                       ---                ---             ---                    ---

    Adjusted EBITDA     (216)           (421)     (71)                      (708)                    (129)              (211)              3                   (337)


    Lands' End
     separation             -            (10)        -                       (10)                          -              (150)              -                  (150)

    Adjusted EBITDA
     as defined(2)              $(216)                    $(431)             $(71)         $(718)                          $(129)                  $(361)                   $3     $(487)
                                 =====                      =====               ====           =====                            =====                    =====                 ===        =====

    % to
     revenues(3)       (1.8)%          (2.6)%   (3.4)%                     (2.3)%                     (1.0)%             (2.0)%           0.1%                 (1.4)%



            (1)    Consists of expenses
                    associated with legal
                    matters, transaction costs
                    associated with strategic
                    initiatives and other
                    expenses.

            (2)    Adjusted for the results of
                    the Lands' End business
                    which were included in our
                    results of operations prior
                    to the separation.

            (3)    Excludes revenues of the
                    Lands' End business which
                    were included in our results
                    of operations prior to the
                    separation.



                                                                                                                                                Sears Holdings Corporation

                                                                                                                                                Adjusted Earnings per Share

                                                                                                                                                        (Unaudited)


    Amounts are Preliminary and Subject to Change


                                                                                             Quarter Ended January 31, 2015
                                                                                             ------------------------------

                                                                                                              Adjustments
                                                                                                              -----------

    millions, except                         GAAP       Domestic       Domestic       Domestic Gain                        Domestic Tax
     per share data                                     Pension      Closed Store      on Sales of                           Matters
                                                        Expense                           Assets        Other Expenses                     As
                                                                  Reserve, Store
                                                                      Impairments
                                                                          and                                                           Adjusted
                                                                    Severance
                                                             ---                                                                               ---

    Gross margin impact                                   $1,978                                   $                   -                                         $10                  $       -       $       -          $         -          $1,988

    Selling and
     administrative
     impact                                    2,002                           (22)                                 (76)                          -                         (41)             -   1,863

    Depreciation and
     amortization
     impact                                      126                              -                                  (1)                          -                            -             -     125

    Impairment charges
     impact                                       38                              -                                 (38)                          -                            -             -       -

    Gain on sales of
     assets impact                              (59)                             -                                    -                         22                             -             -    (37)

    Operating loss
     impact                                    (129)                            22                                   125                        (22)                           41              -      37

    Income tax benefit
     impact                                       63                            (8)                                 (47)                          8                          (15)            19       20

    After tax and
     noncontrolling
     interests impact                          (159)                            14                                    78                        (14)                           26             19     (36)

    Diluted loss per
     share impact                                        $(1.50)                                                  $0.13                                        $0.73                    $(0.13)           $0.25              $0.18    $(0.34)


                                                                                                       Quarter Ended February 1, 2014
                                                                                                       ------------------------------

                                                                                                                   Adjustments
                                                                                                                   -----------

    millions, except                            Domestic       Domestic Gain      Domestic Tax      Sears Canada    Lands' End
     per share data                                                  Closed Store      on Sales of          Matters          Segment    Separation
                                                                       Reserve,           Assets
                                                                         Store
                                                                      Impairments
                                             GAAP      Domestic     and Severance                                                                    As Adjusted(1)
                                                      Pension
                                                      Expense
                                                                                                                                                                                  ---

    Gross margin impact                                   $2,482                                   $                   -                                         $28                  $       -       $       -            $(292)    $(208)          $2,010

    Selling and
     administrative
     impact                                    2,613                           (40)                                 (24)                          -                            -         (319)   (128)          2,102

    Depreciation and
     amortization
     impact                                      173                              -                                  (6)                          -                            -          (20)     (6)            141

    Impairment charges
     impact                                      219                              -                                (207)                          -                            -          (12)       -              -

    Gain on sales of
     assets impact                             (391)                             -                                    -                         12                             -           357        -           (22)

    Operating loss
     impact                                    (132)                            40                                   265                        (12)                            -         (298)    (74)          (211)

    Interest expense
     impact                                     (73)                             -                                    -                          -                            -             3        -           (70)

    Interest and
     investment income
     impact                                      178                              -                                    -                          -                            -         (170)       -              8

    Other income impact                            2                              -                                    -                          -                            -           (3)       -            (1)

    Income tax expense
     impact                                    (125)                          (15)                                 (99)                          5                           249             60       28             103

    Income attributable
     to noncontrolling
     interests impact                          (208)                             -                                    -                          -                            -           208        -              -

    After tax and
     noncontrolling
     interests impact                          (358)                            25                                   166                         (7)                          249          (200)    (46)          (171)

    Diluted loss per
     share impact                                        $(3.37)                                                  $0.24                                        $1.56                    $(0.07)           $2.34            $(1.88)   $(0.43)         $(1.61)



            (1)    Adjusted for the results of the Lands' End and
                    Sears Canada businesses which were included in our
                    results prior to the separation/disposition.



                                                                                                                                                                                               Sears Holdings Corporation

                                                                                                                                                                                              Adjusted Earnings per Share

                                                                                                                                                                                                      (Unaudited)


    Amounts are Preliminary and Subject to Change


                                                                                                                            Year Ended January 31, 2015
                                                                                                                            ---------------------------

                                                                                                                                                Adjustments
                                                                                                                                                -----------

    millions, except                                 Domestic      Domestic Gain                        Gain on Sears    Domestic Tax    Sears Canada     Lands' End
     per share data                                                     Closed Store      on Sales of                             Canada          Matters         Segment     Separation
                                                                           Reserve,          Assets                            Disposition
                                                                             Store
                                                                         Impairments
                                                  GAAP      Domestic    and Severance                      Other Expenses                                                                  As Adjusted(1)
                                                          Pension
                                                          Expense
                                                                                                                                                                                                                                   ---

    Gross margin impact                                       $7,149                                  $                   -                                               $68                             $                     -           $      -           $        -         $         -  $(502)   $(87)    $6,628

    Selling and
     administrative
     impact                                         8,220                         (89)                                (129)                                -                         (47)                                      -           -          (603)         (77)     7,275

    Depreciation and
     amortization
     impact                                           581                            -                                  (8)                                -                            -                                      -           -           (49)          (3)       521

    Impairment charges
     impact                                            63                            -                                 (48)                                -                            -                                      -           -           (15)            -         -

    Gain on sales of
     assets impact                                  (207)                           -                                    -                               87                             -                                      -           -            (1)            -     (121)

    Operating loss
     impact                                       (1,508)                          89                                   253                              (87)                           47                                       -           -            166           (7)   (1,047)

    Interest expense
     impact                                         (313)                           -                                    -                                -                            -                                      -           -              5             -     (308)

    Interest and
     investment income
     impact                                           132                            -                                    -                                -                            -                                   (70)           -           (38)            -        24

    Other income impact                                 4                            -                                    -                                -                            -                                      -           -            (4)            -         -

    Income tax expense
     impact                                         (125)                        (33)                                 (95)                               33                          (18)                                     26          574             136             3        501

    Loss attributable
     to noncontrolling
     interests impact                                 128                            -                                    -                                -                            -                                      -           -          (128)            -         -

    After tax and
     noncontrolling
     interests impact                             (1,682)                          56                                   158                              (54)                           29                                    (44)         574             137           (4)     (830)

    Diluted loss per
     share impact                                           $(15.82)                                                 $0.53                                              $1.48                                             $(0.51)              $0.27               $(0.41)               $5.40    $1.29  $(0.04)   $(7.81)



                                                                                                                 Year Ended February 1, 2014
                                                                                                                 ---------------------------

                                                                                                                           Adjustments
                                                                                                                           -----------

    millions, except                                 Domestic      Domestic Gain      Domestic Tax      Sears Canada      Lands' End
     per share data                                                     Closed Store      on Sales of          Matters           Segment        Separation
                                                                           Reserve,          Assets
                                                                             Store
                                                                         Impairments
                                                  GAAP      Domestic    and Severance                                                                         As Adjusted(1)
                                                          Pension
                                                          Expense
                                                                                                                                                                                                           ---

    Gross margin impact                                       $8,755                                  $                   -                                               $56                             $                     -           $      -             $(1,016)              $(616)  $7,179

    Selling and
     administrative
     impact                                         9,384                        (162)                                  (2)                                -                            -                                (1,085)       (466)          7,669

    Depreciation and
     amortization
     impact                                           732                            -                                 (11)                                -                            -                                   (92)        (22)            607

    Impairment charges
     impact                                           233                            -                                (220)                                -                            -                                   (13)           -              -

    Gain on sales of
     assets impact                                  (667)                           -                                    -                               67                             -                                    538            -           (62)

    Operating loss
     impact                                         (927)                         162                                   289                              (67)                            -                                  (364)       (128)        (1,035)

    Interest expense
     impact                                         (254)                           -                                    -                                -                            -                                      1            -          (253)

    Interest and
     investment income
     impact                                           207                            -                                    -                                -                            -                                  (187)           -             20

    Other income impact                                 2                            -                                    -                                -                            -                                    (2)           -              -

    Income tax expense
     impact                                         (144)                        (60)                                (109)                               26                           655                                      59           49             476

    Income attributable
     to noncontrolling
     interests impact                               (249)                           -                                    -                                -                            -                                    249            -              -

    After tax and
     noncontrolling
     interests impact                             (1,365)                         102                                   180                              (41)                          655                                   (244)        (79)          (792)

    Diluted loss per
     share impact                                           $(12.87)                                                 $0.96                                              $1.70                                             $(0.39)              $6.17               $(2.30)             $(0.73) $(7.46)



            (1)    Adjusted for the results of the Lands' End and
                    Sears Canada businesses which were included in our
                    results prior to the separation/disposition.

To view the original version on PR Newswire, visit:http://www.prnewswire.com/news-releases/sears-holdings-reports-fourth-quarter-and-full-year-2014-results-300041710.html

SOURCE Sears Holdings Corporation