News & Commentary

On October 4, 2019, Andrews & Springer LLC filed a stockholder class action against Sears Hometown and Outlet Stores, Inc.'s ("Sears Hometown" or the "Company") controlling stockholder Edward S. Lampert and his affiliated entities in connection with his conflicted going private buyout of Sears Hometown as announced on June 3, 2019 (the "Transaction"). As alleged in the complaint, the Transaction was only accomplished after Lampert removed dissident special committee directors that properly recommended to liquidate the Company's Hometown business, and only after Lampert single-handedly amended the Company’s bylaws to ensure that the recommended liquidation would not occur before he could consummate the Transaction on his terms. The complaint seeks to: (a) hold Lampert and his affiliated entities liable for their breaches of fiduciary duty as Sears Hometown’s controlling stockholder; and (b) in the alternative, hold Lampert liable for unjust enrichment.