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Sears Holdings Reports Third Quarter Results

    HOFFMAN ESTATES, Ill., Nov. 29 /PRNewswire-FirstCall/ -- Sears Holdings
Corporation (Nasdaq: SHLD) ("Holdings," "we," "us," "our" or the "Company")
today reported net income of $2 million, or $0.01 per diluted share, for
the third quarter ended November 3, 2007, compared with net income of $196
million, or $1.27 per diluted share, for the third quarter ended October
28, 2006. The third quarter 2006 results included $101 million in pre-tax
gains ($64 million after tax or $0.42 per diluted share) on total return
swap investments outstanding during that period. Excluding these gains,
earnings per diluted share were $0.85 for the third quarter of fiscal 2006.
The year-over-year decline in income is primarily the result of a $223
million decline in gross margin, reflecting both sales declines, as well as
an overall decline in our gross margin rate for the quarter.

    "We are very disappointed in our performance for the third quarter. We
cannot blame our results entirely on the retail and macro-economic
environments. We have much on which to improve and are working hard to do
so," said Aylwin Lewis, Sears Holdings' chief executive officer and
president. "Nevertheless, the Company continues to generate cash, and we
continue to invest in our customer relationships, our multi-channel
experience, and our information technology systems. Importantly, we believe
that our stores and websites are ready to serve our customers and provide
them more reasons to shop with us."

    Revenues and Comparable Store Sales

    Sears Domestic's comparable store sales declined 4.2% for the quarter,
while Kmart's comparable store sales declined 5.0%. Total domestic
comparable store sales declined 4.6%. We experienced lower sales across
most merchandise categories at both Kmart and Sears Domestic, with notable
declines in apparel and lawn and garden at both formats, partially offset
by increased sales within home electronics, notably at Sears Domestic. We
believe the overall comparable store sales results reflect increased
competition, the negative impact of unfavorable economic conditions, such
as a weak housing market and growing consumer credit concerns, as well as
the unfavorable impact of unseasonably warm weather, prevalent during much
of the third quarter, on sales of apparel and other seasonal merchandise.
For the quarter, our total revenues declined $0.4 billion to $11.5 billion
in fiscal 2007, as compared to $11.9 billion for the third quarter of
fiscal 2006.

    For our fiscal November month-to-date period (Sunday, November 4, 2007
through Tuesday, November 27, 2007), our domestic comparable store sales
have declined 0.4%, with Sears Domestic's comparable store sales increasing
1.9% and Kmart's comparable store sales declining 3.3%. While we have
experienced higher sales at Sears Domestic for this period, the increase in
comparable store sales was driven by sales of home electronics which
generally have a lower margin rate than other categories.

    Operating Income

    Our operating income for the quarter decreased $230 million to $46
million in fiscal 2007, as compared to $276 million in the third quarter of
fiscal 2006, mainly due to lower gross margin generated at both Kmart and
Sears Domestic. For the quarter, we generated $3.2 billion in total gross
margin as compared to $3.4 billion in the third quarter last year. The $0.2
billion decline was made up of separate $0.1 billion declines at both Kmart
and Sears Domestic. Our gross margin rate decreased by approximately 90
basis points to 27.4% and was impacted by incremental markdowns taken to
clear seasonal merchandise and higher inventory levels due to lower sales.
Given that we do not expect any significant near-term improvement in the
overall retail environment, we believe that our sales and gross margin for
the balance of fiscal 2007 will likely continue to be pressured by the
above-noted unfavorable economic factors.

    Financial Position

    We had cash and cash equivalents of $1.5 billion at November 3, 2007
(of which $0.8 billion was domestic and $0.7 billion was at Sears Canada)
as compared to $2.1 billion at October 28, 2006 and $4.0 billion at
February 3, 2007. During the third quarter, cash and cash equivalents
declined $1.1 billion from the $2.6 billion balance at the end of the
second quarter. The $1.1 billion net decline in cash and cash equivalents
for the quarter primarily reflects $0.9 billion used for share repurchases
(as detailed below) and $0.9 billion used to build inventories for the
holiday selling season (net of merchandise payables), partially offset by
$0.6 billion of cash generated through short-term borrowings. The $0.6
billion in short-term borrowings under our five-year revolving credit
facility has been repaid as of November 27, 2007.

    Merchandise inventories at November 3, 2007 were $12.0 billion, as
compared to $11.5 billion as of October 28, 2006. The increase reflects the
addition of $0.2 billion of previously consigned pharmacy inventory, an
increase in Sears Canada inventory primarily due to the change in exchange
rates, increased home electronics inventory at Sears Domestic and the
effect of lower than expected sales levels. As we expect difficult economic
conditions to persist in the near term, we intend to manage our inventories
in the fourth quarter with the goal of reducing our fiscal year-end
domestic merchandise inventories to levels below last year-end's levels.

    Share Repurchase

    We repurchased 6.7 million common shares at a total cost of $0.9
billion (or $131.72 per share) under our share repurchase program during
the third quarter of fiscal 2007. As previously announced on August 13,
2007, our Board of Directors approved the repurchase of up to an additional
$1.5 billion of our common shares. The share repurchases may be implemented
using a variety of methods, which may include open market purchases,
privately negotiated transactions, block trades, accelerated share
repurchase transactions, the purchase of call options, the sale of put
options or otherwise, or by any combination of such methods. Timing will be
dependent on prevailing market conditions, alternative uses of capital and
other factors. As of November 27, 2007, we had remaining authorization to
repurchase $736 million of common shares under the share repurchase
program.

    Adjusted EBITDA

    For purposes of evaluating operating performance, we use an Adjusted
Earnings Before Interest, Taxes, Depreciation and Amortization ("Adjusted
EBITDA") measurement computed as operating income appearing on the
statement of income less depreciation and amortization and gains/(losses)
on sales of assets. In addition, it is adjusted to exclude certain
nonrecurring gains/(losses) and restructuring charges. Adjusted EBITDA is
used by management to evaluate the operating performance of our businesses
for comparable periods. Adjusted EBITDA should not be used by investors or
other third parties as the sole basis for formulating investment decisions
as it excludes a number of important cash and non-cash recurring items.
Management compensates for this limitation by using GAAP financial measures
as well in managing our businesses.

    While Adjusted EBITDA is a non-GAAP measurement, management believes
that it is an important indicator of operating performance because:



> -- EBITDA excludes the effects of financing and investing activities by eliminating the effects of interest and depreciation costs; -- Management considers gains/(losses) on the sale of assets to result from investing decisions rather than ongoing operations; and -- Restructuring activities and other significant items, while periodically affecting our results, may vary significantly from period to period and have a disproportionate effect in a given period, which affects the comparability of results; Adjusted EBITDA was determined as follows: 13 Weeks Ended 39 Weeks Ended November 3, October 28, November 3, October 28, 2007 2006 2007 2006 Operating income per statement of income $46 $276 $778 $1,124 Plus depreciation and amortization 255 278 779 843 Less gain on sale of assets -- (8) (10) (32) Before excluded items 301 546 1,547 1,935 Sears Canada post-retirement benefit plans curtailment gain -- -- (27) -- Hurricane related recoveries (1) -- (19) -- Vice Chairman separation expense -- -- -- 8 Visa/MasterCard settlement -- -- -- (36) Restructuring charges -- 4 -- 27 Adjusted EBITDA as defined $300 $550 $1,501 $1,934 % to revenues 2.6% 4.6% 4.2% 5.3% Adjusted EBITDA for our domestic (United States operations) and Sears Canada operations are as follows:

> 13 Weeks Ended Adjusted EBITDA % To Revenues November 3, October 28, November 3, October 28, 2007 2006 2007 2006 Domestic operations $197 $439 1.9 % 4.1 % Sears Canada 103 111 7.9 % 8.9 % Adjusted EBITDA $300 $550 2.6 % 4.6 % 39 Weeks Ended Adjusted EBITDA % To Revenues November 3, October 28, November 3, October 28, 2007 2006 2007 2006 Domestic operations $1,244 $1,692 3.9 % 5.1 % Sears Canada 257 242 7.1 % 6.8 % Adjusted EBITDA $1,501 $1,934 4.2 % 5.3 % Quarterly Report on Form 10-Q We plan to file our Quarterly Report on Form 10-Q for the third quarter 2007 with the SEC on November 30, 2007. Forward-Looking Statements Results are unaudited. This press release contains forward-looking statements about our expectations. Forward-looking statements are subject to risks 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. Such statements are based upon the current beliefs and expectations of our management and are subject to significant risks and uncertainties. Risks and uncertainties include the possibility that we fail to offer products and services that satisfy the desires of our customers, whose preferences may change in the future, or other factors outside the control of Holdings. Actual results may differ materially from those set forth in the forward-looking statements. We intend the forward-looking statements to speak only as of the time made and does not undertake to update or revise them as more information becomes available. About Sears Holdings Corporation Sears Holdings Corporation is the nation's fourth largest broadline retailer, with over $50 billion in annual revenues, and approximately 3,800 full-line and specialty retail stores in the United States and Canada. Sears Holdings is the leading home appliance retailer as well as a leader in tools, lawn and garden, home electronics and automotive repair and maintenance. Key proprietary brands include Kenmore, Craftsman and DieHard, and a broad apparel offering, including such well-known labels as Lands' End, Jaclyn Smith and Joe Boxer, as well as the Apostrophe and Covington brands. We also have Martha Stewart Everyday products, which are offered exclusively in the U.S. by Kmart and in Canada by Sears Canada. We are the nation's largest provider of home services, with more than 13 million service calls made annually. For more information, visit Sears Holdings' website at http://www.searsholdings.com.

> Sears Holdings Corporation Condensed Consolidated Statements of Income (Unaudited) 13 Weeks Ended 39 Weeks Ended November 3, October 28, November 3, October 28, millions, except per 2007 2006 2007 2006 share data REVENUES Merchandise sales and services $11,548 $11,941 $35,489 $36,724 COSTS AND EXPENSES Cost of sales, buying and occupancy 8,387 8,557 25,649 26,380 Gross margin dollars 3,161 3,384 9,840 10,344 Gross margin rate 27.4% 28.3% 27.7% 28.2% Selling and administrative 2,860 2,834 8,293 8,382 Selling and administrative expense as a percentage of total revenues 24.8% 23.7% 23.4% 22.8% Depreciation and amortization 255 278 779 843 Gain on sales of assets - (8) (10) (32) Restructuring charges - 4 - 27 Total costs and expenses 11,502 11,665 34,711 35,600 Operating income 46 276 778 1,124 Interest and investment income (30) (140) (112) (241) Interest expense 66 89 210 255 Other income (1) - (17) (15) Income before income taxes and minority interest 11 327 697 1,125 Income taxes (benefit) expense (5) 119 267 438 Minority interest 14 12 36 17 NET INCOME $2 $196 $394 $670 EARNINGS PER COMMON SHARE Diluted earnings per share $0.01 $1.27 $2.66 $4.29 Diluted weighted average common shares outstanding 139.9 154.4 148.2 156.3 Sears Holdings Corporation Condensed Consolidated Balance Sheets (Unaudited) millions November 3, October 28, February 3, 2007 2006 2007 ASSETS Current assets Cash and cash equivalents $1,475 $2,096 $3,968 Receivables 963 909 847 Merchandise inventories 12,030 11,508 9,907 Other current assets 717 902 684 Total current assets 15,185 15,415 15,406 Property and equipment, net 8,855 9,247 9,132 Goodwill 1,691 1,880 1,692 Tradenames and other intangible assets 3,370 3,467 3,437 Other assets 467 460 399 TOTAL ASSETS $29,568 $30,469 $30,066 LIABILITIES Current liabilities Short-term borrowings and current portion of long-term debt $1,374 $618 $707 Merchandise payables 4,437 4,195 3,312 Unearned revenues 1,126 1,078 1,073 Other current liabilities 4,389 5,098 4,960 Total current liabilities 11,326 10,989 10,052 Long-term debt and capitalized lease obligations 2,643 2,914 2,849 Pension and postretirement benefits 1,414 2,092 1,648 Minority interest and other liabilities 3,471 2,850 2,803 Total Liabilities 18,854 18,845 17,352 Total Shareholders' Equity 10,714 11,624 12,714 TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $29,568 $30,469 $30,066 Total common shares outstanding 137.7 153.9 153.8 Sears Holdings Corporation Segment Results (Unaudited) 13 Weeks Ended November 3, 2007 millions Sears Sears Kmart Domestic Canada Holdings Merchandise sales and services $3,803 $6,449 $1,296 $11,548 Cost of sales, buying and occupancy 2,979 4,519 889 8,387 Gross margin dollars 824 1,930 407 3,161 Gross margin rate 21.7% 29.9% 31.4% 27.4% Selling and administrative 855 1,701 304 2,860 Selling and administrative expense as a percentage of total revenues 22.5% 26.4% 23.5% 24.8% Depreciation and amortization 28 193 34 255 Total costs and expenses 3,862 6,413 1,227 11,502 Operating (loss) income $(59) $36 $69 $46 Number of: Kmart Stores 1,387 - - 1,387 Full-Line Stores - 934 123 1,057 Specialty Stores - 1,124 255 1,379 Total Stores 1,387 2,058 378 3,823 13 Weeks Ended October 28, 2006 millions Sears Sears Kmart Domestic Canada Holdings Merchandise sales and services $4,042 $6,655 $1,244 $11,941 Cost of sales, buying and occupancy 3,096 4,611 850 8,557 Gross margin dollars 946 2,044 394 3,384 Gross margin rate 23.4% 30.7% 31.7% 28.3% Selling and administrative 889 1,662 283 2,834 Selling and administrative expense as a percentage of total revenues 22.0% 25.0% 22.7% 23.7% Depreciation and amortization 22 223 33 278 (Gain) loss on sales of assets (9) 1 - (8) Restructuring charges 4 - - 4 Total costs and expenses 4,002 6,497 1,166 11,665 Operating income $40 $158 $78 $276 Number of: Kmart Stores 1,394 - - 1,394 Full-Line Stores - 933 123 1,056 Specialty Stores - 1,083 252 1,335 Total Stores 1,394 2,016 375 3,785 39 Weeks Ended November 3, 2007 millions Sears Sears Kmart Domestic Canada Holdings Merchandise sales and services $12,046 $19,815 $3,628 $35,489 Cost of sales, buying and occupancy 9,237 13,884 2,528 25,649 Gross margin dollars 2,809 5,931 1,100 9,840 Gross margin rate 23.3% 29.9% 30.3% 27.7% Selling and administrative 2,564 4,913 816 8,293 Selling and administrative expense as a percentage of total revenues 21.3% 24.8% 22.5% 23.4% Depreciation and amortization 81 601 97 779 Gain on sales of assets (1) (1) (8) (10) Total costs and expenses 11,881 19,397 3,433 34,711 Operating income $165 $418 $195 $778 Number of: Kmart Stores 1,387 - - 1,387 Full-Line Stores - 934 123 1,057 Specialty Stores - 1,124 255 1,379 Total Stores 1,387 2,058 378 3,823 39 Weeks Ended October 28, 2006 millions Sears Sears Kmart Domestic Canada Holdings Merchandise sales and services $12,768 $20,403 $3,553 $36,724 Cost of sales, buying and occupancy 9,726 14,156 2,498 26,380 Gross margin dollars 3,042 6,247 1,055 10,344 Gross margin rate 23.8% 30.6% 29.7% 28.2% Selling and administrative 2,618 4,951 813 8,382 Selling and administrative expense as a percentage of total revenues 20.5% 24.3% 22.9% 22.8% Depreciation and amortization 55 687 101 843 Gain on sales of assets (26) (6) - (32) Restructuring charges 8 - 19 27 Total costs and expenses 12,381 19,788 3,431 35,600 Operating income $387 $615 $122 $1,124 Number of: Kmart Stores 1,394 - - 1,394 Full-Line Stores - 933 123 1,056 Specialty Stores - 1,083 252 1,335 Total Stores 1,394 2,016 375 3,785

Sears Holdings Corporation Adjusted EBITDA 13 Weeks Ended millions November 3, 2007 October 28, 2006 Domestic Sears Sears Domestic Sears Sears Operations Canada Holdings Operations Canada Holdings Operating income per statement of income $(23) $69 $46 $198 $78 $276 Plus depreciation and amortization 221 34 255 245 33 278 Less gain on sale of assets - - - (8) - (8) Before excluded items 198 103 301 435 111 546 Hurricane related recoveries (1) - (1) - - - Restructuring charges - - - 4 - 4 Adjusted EBITDA as defined $197 $103 $300 $439 $111 $550 % to revenues 1.9% 7.9% 2.6% 4.1% 8.9% 4.6% 39 Weeks Ended millions November 3, 2007 October 28, 2006 Domestic Sears Sears Domestic Sears Sears Operations Canada Holdings Operations Canada Holdings Operating income per statement of income $583 $195 $778 $1,002 $122 $1,124 Plus depreciation and amortization 682 97 779 742 101 843 Less gain on sale of assets (2) (8) (10) (32) - (32) Before excluded items 1,263 284 1,547 1,712 223 1,935 Sears Canada post-retirement benefit plans curtailment gain - (27) (27) - - - Hurricane related recoveries (19) - (19) - - - Vice Chairman separation expense - - - 8 - 8 Visa/MasterCard settlement - - - (36) - (36) Restructuring charges - - - 8 19 27 Adjusted EBITDA as defined $1,244 $257 $1,501 $1,692 $242 $1,934 % to revenues 3.9% 7.1% 4.2% 5.1% 6.8% 5.3% SOURCE Sears Holdings Corporation
Web site: http://www.searsholdings.com

CONTACT: Sears Holdings Public Relations, +1-847-286-8371
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