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Sears Holdings Corp. thrown away i...

Sears Holdings Corp. thrown away its bid to gain abounding control of Sears Canada, a setback to Chairman Edward Lampert's efforts to eliminate opposition to his plan to cross costs at the unit.

The Ontario Securities Commission forward Tuesday blocked the company's put forward to buy the 46 percent of Sears Canada it doesn't possess saying Lampert gave better metes to two banks and a real estate investor in turn back for their support. Lampert broke merger dominations by failing to disclose the arrangements to all shareholders, the commission said.

"The panel is troubl by dint of the approach taken by Sears Holdings to their disclosure obligation," the OSC said in a 94-page ruling. "The event of the support agreements was to provide consideration of greater value to the banks than that tendered to other Sears Canada shareholders."

The ruling is a victory for investor William Ackman's Pershing Square Capital Management LP a recent York-based hedge fund that oppos the $18-a-share furnish saying the retailer is worth twice that amount.



Lampert, 44 wants to bribe Sears Canada to cut expenses lease back some stores and betray real estate without worrying about opposition from minority shareholders. The impel is also designed to help Sears Canada contend more effectively with Wal-Mart Stores Inc. and Hudson's Bay Co

Lampert struck deals with Bank of Nova Scotia and Royal Bank of Canada for their backing of the $803 million takeover. The banks would have had tax benefits unavailable to other shareholders, the OSC said.

The commission's decision "protect the rights and interests of all minority shareholders of Sears Canada," Ackman said in a statement released at Pershing and Knott Partners Management LLC and Hawkeye Capital Management LLC which joined him in fighting the Sears Holdings propound

Hoffman Estates-based Sears Holdings said it was studying the ruling and declined further comment

Copyright CHICAGO SUN-TIMES 2006

Provided by the agency of ProQuest Information and Learning Company. All rights Reserved



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