Sears Holdings – Gets Interim Approval on DIP Financing, Access to $300 million of Incremental Borrowings

October 16, 2018 – The Court hearing the Sears Holdings case approved the Debtors’ interim request to (i) borrow pursuant to the terms of a senior secured superpriority priming non-amortizing debtor-in-possession (“DIP”) asset-based credit facility (the “DIP ABL Facility”), in an aggregate principal amount of up to $1,830,378,380 billion on the terms and conditions set forth in the DIP ABL Term Sheet (attached to the order) and (ii) access cash collateral [Docket No. 101]. In respect of immediately available interim financing, which totals $300 millon, the order authorizes, “Upon entry of this Interim Order, subject to the terms and conditions set forth in the DIP ABL Term Sheet and this Interim Order, (x) an asset based revolving credit facility with aggregate initial commitments of $188,110,759 (such commitments, the ‘Incremental DIP ABL Revolving Commitments,’ the advances made pursuant thereto, the ‘Incremental DIP ABL Revolving Advances,’ and such facility, the ‘Incremental DIP ABL Revolver’), including (i) a $50 million letter of credit sub-facility made available upon entry of the Interim Order (the ‘Incremental DIP ABL L/C Sub-facility’), and (ii) a $25 million discretionary swingline sub-facility (the ‘Incremental DIP ABL Swingline Sub-facility’, the Incremental DIP ABL Revolving Advances, together with the obligations under the Incremental DIP ABL L/C Sub-facility and the Incremental DIP ABL Swingline Sub-facility, the ‘Incremental DIP ABL Revolving Extensions of Credit’), and (y) an asset-based term loan facility in an aggregate initial principal amount of $111,889,241 (the ‘Incremental DIP ABL Term Loan’, and together with the ‘Incremental DIP ABL Revolving Extensions of Credit’, the ‘Incremental DIP ABL Obligations’).” 

The Court scheduled a hearing to consider entry of a final DIP order and final approval of the DIP ABL Facility for November 15, 2018.