Canadian retailer Hudson’s Bay Co (TSX: HBC) has completed a previously announced secondary offering of 7.9 million common shares at a price of $17.80 per share, generating gross proceeds of about $140 million. The transaction sold stock previously held by U.S. private equity firm NRDC Equity Partners and an affiliate, which acquired the company in 2008. A short form prospectus issued by Hudson’s Bay in May indicated that NRDC’s interest in the company would be reduced to 38.8 percent of all outstanding common shares from 43.1 percent as a result of the offering. Hudson’s Bay went public in late 2012.
PRESS RELEASE
Hudson’s Bay Company Announces Completion of Secondary Offering of Common Shares
TORONTO, ONTARIO–(Marketwired – June 2, 2014) –
Hudson’s Bay Company (TSX:HBC) (“HBC” or the “Company”) is pleased to announce today that it has completed the previously announced secondary offering pursuant to which its largest shareholder, Hudson’s Bay Company (Luxembourg) S.à r.l. (“LuxCo”) and an affiliate thereof, True North Retail Investments I, Inc. (“True North”, together with LuxCo, the “Selling Shareholders”), sold 7,870,000 common shares of the Company at a price of $17.80 per share for aggregate gross proceeds of approximately $140 million. HBC did not receive any proceeds from the offering. Immediately prior to the completion of the offering, LuxCo distributed 7,870,000 common shares to True North which it sold as part of the offering.
The offering was completed on a bought deal basis by a syndicate of underwriters led by CIBC, RBC Capital Markets, BMO Capital Markets, TD Securities Inc. and Bank of America Merrill Lynch who acted as joint bookrunners.
The common shares of the Company have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any offer, solicitation or sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
About Hudson’s Bay Company
Hudson’s Bay Company, founded in 1670, is North America’s longest continually operated company. Today, HBC offers customers a range of retailing categories and shopping experiences primarily in the United States and Canada. Our leading banners – Hudson’s Bay, Lord & Taylor, Saks Fifth Avenue and Saks Fifth Avenue OFF 5TH – offer a compelling assortment of apparel, accessories, shoes, beauty and home merchandise. Hudson’s Bay is Canada’s most prominent department store with 90 full-line locations, one outlet store and thebay.com. Lord & Taylor operates 49 full-line locations primarily in the northeastern and mid-Atlantic U.S., four Lord & Taylor outlet locations and lordandtaylor.com. Saks Fifth Avenue, one of the world’s pre-eminent luxury specialty retailers, comprises 39 U.S. stores, five international licensed stores and saks.com. OFF 5TH offers value-oriented merchandise through 75 U.S. stores and saksoff5th.com. Home Outfitters is Canada’s largest kitchen, bed and bath specialty superstore with 69 locations. Hudson’s Bay Company trades on the Toronto Stock Exchange under the symbol “HBC”.
Forward-Looking Statements
Information in this press release that is not current or historical factual information may constitute forward looking information. This information is based on certain assumptions regarding expected growth, results of operations, performance, and business prospects and opportunities. While the Company considers these assumptions to be reasonable, based on information currently available, they may prove to be incorrect. Forward-looking information is subject to a number of risks, uncertainties and other factors that could cause actual results to differ materially from what the Company currently expects. These risks, uncertainties and other factors include, but are not limited to: credit, market, currency, operational, liquidity and funding risks, including changes in economic conditions, interest rates or tax rates, the timing and market acceptance of future products, competition in the Company’s markets, the growth of certain business categories and market segments and the willingness of customers to shop at the Company’s stores, the Company’s margins and sales and those of the Company’s competitors, the Company’s reliance on customers, risks and uncertainties relating to information management, technology, supply chain, product safety, changes in law, regulations, competition, seasonality, commodity price and business disruption, the Company’s relationships with suppliers and manufacturers, changes to existing accounting pronouncements, the ability of the Company to successfully implement its strategic initiatives, changes in consumer spending, managing our portfolio of brands and our merchandising mix, seasonal weather patterns, economic, social, and political instability in jurisdictions where suppliers are located, increased shipping costs, potential transportation delays and interruptions, the risk of damage to the reputation of brands promoted by the Company and the cost of store network expansion and retrofits, compliance costs associated with environmental laws and regulations, fluctuations in currency and exchange rates, commodity prices, the Company’s ability to maintain good relations with its employees, changes in the law or regulations regarding the environment or other environmental liabilities, the Company’s capital structure, funding strategy, cost management programs and share price, the Company’s ability to integrate acquisitions and the Company’s ability to protect its intellectual property.
For more information on these risks, uncertainties and other factors the reader should refer to the Company’s filings with the securities regulatory authorities, including the Company’s annual information form dated May 2, 2014, which is available on SEDAR at www.sedar.com. Actual results may differ materially from what the Company currently expects. Other than as required under securities laws, the Company does not undertake to update any forward-looking information at any particular time. The reader should not place undue importance on forward-looking information and should not rely upon this information as of any other date. All forward-looking information contained in this press release is expressly qualified in its entirety by this cautionary statement.
Investor Relations:
Hudson’s Bay Company
Lucas Evans
Senior Vice President, Treasury & Investor Relations
416.861.4444
investorrelations@hbc.com
Media Contact:
Hudson’s Bay Company
Tiffany Bourre
Director, External Communications
905.595.7184
tiffany.bourre@hbc.com
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