Sears, Roebuck and Co. and Kmart Holding Corp. received approval from their shareholders for the merger that is expected to help retail giants turn into the US third-largest retail chain.

The $12.3 billion merger was approved by the holders of 69% of the shares, the companies said in a joint statement.

New company will be named Sears Holdings Corp. and will have 3,500 stores and $55 billion in annual sales. The company’s chairman is Edward S. Lampert.

The merger shows an attempt for both companies to resist declining sales from which the companies suffered over the past decade.

Troubled chains’ efforts may lead to the formation of the nation’s third-biggest retail chain after Target Corp. and Wal-Mart Stores Inc.

"It’s a hybrid of the big box and the department store. They have to try to make Sears more convenient to the customer to compete with Target and Wal-Mart," said John C. Melaniphy III, executive vice president of retail consultancy Melaniphy & Associates Inc.