SEC Company Response from LANDS' END, INC. (LE) (CIK 0000799288) (LE) — Mar 14, 2014
LANDS' END, INC. (LE) (CIK 0000799288)
Date: March 14, 2014 · CIK: 0000799288 · Accession: 0001193125-14-100565
AI Filing Summary & Sentiment
File numbers found in text: 001-09769
Letter
VIA EDGAR Division of Corporation Finance Washington, D.C. 20549 Re: Lands’ End, Inc. Registration Statement on Form 10-12B File No. 001-09769
Dear Mr. Reynolds:
Reference is made to the Registration Statement on Form 10 (File No. 001-09769) (as amended to date, the “Registration Statement”), filed by Lands’ End, Inc. (the “Company”) with the U.S. Securities and Exchange Commission (the “Commission”).
Sears Holdings Corporation (“Sears Holdings”) has set March 24, 2014 as the record date for the distribution of the shares of common stock of the Company (the “Shares”), which is scheduled to occur on April 4, 2014. Sears Holdings and the Company would like for the Shares to commence trading on NASDAQ on a “when issued” basis as soon as practicable and potentially as early as March 20, 2014, two business days prior to the record date. Accordingly, the Company hereby requests that the effective date for the Registration Statement be accelerated to 5:00 p.m., Eastern time, on March 17, 2014, or as soon as practicable thereafter, pursuant to Section 12(d) of the U.S. Securities Exchange Act of 1934, as amended, and Rule 12d1-2 thereunder.
In connection with the foregoing request for acceleration of effectiveness, the Company hereby acknowledges the following:
•
Should the Commission or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;
•
The action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and
Mr. John Reynolds
U.S. Securities and Exchange Commission
March 14, 2014
Page 2 of
•
The Company may not assert the Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.
Please contact the undersigned at (608) 935-6995 with any questions you may have concerning this request. In addition, please contact the undersigned when this request for acceleration has been granted.
Sincerely,
/s/ Karl A. Dahlen
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CORRESP 1 filename1.htm CORRESP Lands’ End, Inc. 1 Lands’ End Lane Dodgeville, Wisconsin 53595 March 14, 2014 VIA EDGAR Mr. John Reynolds Assistant Director U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Re: Lands’ End, Inc. Registration Statement on Form 10-12B File No. 001-09769 Dear Mr. Reynolds: Reference is made to the Registration Statement on Form 10 (File No. 001-09769) (as amended to date, the “Registration Statement”), filed by Lands’ End, Inc. (the “Company”) with the U.S. Securities and Exchange Commission (the “Commission”). Sears Holdings Corporation (“Sears Holdings”) has set March 24, 2014 as the record date for the distribution of the shares of common stock of the Company (the “Shares”), which is scheduled to occur on April 4, 2014. Sears Holdings and the Company would like for the Shares to commence trading on NASDAQ on a “when issued” basis as soon as practicable and potentially as early as March 20, 2014, two business days prior to the record date. Accordingly, the Company hereby requests that the effective date for the Registration Statement be accelerated to 5:00 p.m., Eastern time, on March 17, 2014, or as soon as practicable thereafter, pursuant to Section 12(d) of the U.S. Securities Exchange Act of 1934, as amended, and Rule 12d1-2 thereunder. In connection with the foregoing request for acceleration of effectiveness, the Company hereby acknowledges the following: • Should the Commission or the staff of the Commission (the “Staff”), acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; • The action of the Commission or the Staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and Mr. John Reynolds U.S. Securities and Exchange Commission March 14, 2014 Page 2 of 2 • The Company may not assert the Staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. Please contact the undersigned at (608) 935-6995 with any questions you may have concerning this request. In addition, please contact the undersigned when this request for acceleration has been granted. Sincerely, /s/ Karl A. Dahlen Karl A. Dahlen Senior Vice President, General Counsel and Corporate Secretary cc: Igor Kirman Wachtell, Lipton, Rosen & Katz Dorian R. Williams Vice President and Deputy General Counsel Sears Holdings Corporation