Transform Holdco, a leading integrated retailer and home to Sears and Kmart, is taking over Sears Hometown and Outlet Stores. They have signed a definitive merger agreement in this connection. Under the deal, Transform will acquire the outstanding shares of Sears Hometown not owned by ESL Investments, and its affiliates at $2.25 per share in cash. This is subject to an upward adjustment in the event a sale of Sears Hometown’s Outlet Segment has occurred that satisfies criteria specified in the merger agreement. ESL Investments and its affiliates, the majority owners of Transform, presently hold 58 per cent of the outstanding shares of Sears Hometown.