Sears 2015 Annual Report Download - page 101

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During 2015, Fairholme and its affiliates held unsecured commercial paper issued by SRAC. For the
commercial paper outstanding to Fairholme, the weighted average of each maturity, annual interest rate, and
principal amount outstanding for this commercial paper was 7 days, 3.70% and $4.5 million in 2015. The largest
aggregate amount of principal outstanding to Fairholme at any time since the beginning of 2015 was $5 million and
the aggregate amount of interest paid by SRAC to Fairholme during 2015 was $0.01 million.
The commercial paper purchases were made in the ordinary course of business on substantially the same
terms, including interest rates, as terms prevailing for comparable transactions with other persons, and did not
present features unfavorable to the Company.
Secured Short-Term Loan
In September 2014, the Company, through the Short-Term Borrowers, entities wholly-owned and controlled,
directly or indirectly by the Company, entered into the $400 million Short-Term Loan with the Short-Term Lender,
entities affiliated with ESL and Fairholme. The Company repaid the Short-Term Loan during 2015, resulting in no
balance outstanding at January 30, 2016. See Note 3 for additional information regarding the Short-Term Loan.
Senior Secured Notes
At January 30, 2016, Mr. Lampert and ESL held an aggregate of approximately $11 million of principal of the
Company's Senior Secured Notes. Mr. Lampert and ESL tendered approximately $165 million of the Company's
Senior Secured Notes in the Offer, which is further discussed in Note 3. At January€31, 2015, Mr.€Lampert and ESL
held an aggregate of $205 million of principal amount of the Company's Senior Secured Notes.
At January 30, 2016, Fairholme held an aggregate of approximately $22 million of principal of the Company's
Senior Secured Notes. Fairholme tendered approximately $207 million of the Company's Senior Secured Notes in
the Offer, which is further discussed in Note 3. At January€31, 2015, Fairholme held an aggregate of $183 million of
principal amount of the Company's Senior Secured Notes.
Subsidiary Notes
At both January 30, 2016 and January€31, 2015, Mr.€Lampert and ESL held an aggregate of $3 million of
principal amount of unsecured notes issued by SRAC (the "Subsidiary Notes").
At January 30, 2016, Fairholme held an aggregate of $14 million of principal amount of the Subsidiary Notes.
Senior Unsecured Notes and Warrants
At January€30, 2016 and January 31, 2015, respectively, Mr.€Lampert and ESL held an aggregate of
approximately $193 million and $299 million of principal amount of the Company's Senior Unsecured Notes, and
10,033,472 and 10,530,633 warrants to purchase shares of Holdings common stock.
At January€30, 2016 and January 31, 2015, respectively, Fairholme held an aggregate of approximately $360
million and $205 million of principal amount of the Company's Senior Unsecured Notes, and 6,839,379 and
6,411,421 warrants to purchase shares of Holdings common stock.
Sears Canada
ESL owns approximately 45% of the outstanding common shares of Sears Canada (based on publicly available
information as of January 4, 2016). Fairholme owns approximately 18% of the outstanding common shares of Sears
Canada (based on publicly available information as of February 16, 2016).
Lands' End
ESL owns approximately 54% of the outstanding common stock of Lands' End (based on publicly available
information as of January 19, 2016). Fairholme owns approximately 10% of the outstanding common shares of
Lands' End (based on publicly available information as of February 16, 2016). Holdings and certain of its
subsidiaries entered into a transition services agreement in connection with the spin-off pursuant to which Lands'
End and Holdings agreed to provide, on an interim, transitional basis, various services, including but not limited to,
SEARS HOLDINGS CORPORATION
Notes to Consolidated Financial Statements—(Continued)
101