Canadian retailer Hudson’s Bay Co (TSX: HBC) has completed a secondary shares offering on behalf of Hanover Investments, an affiliate of Abu Dhabi Investment Council, and the Ontario Teachers’ Pension Plan. The sale generated aggregate gross proceeds of about $363.5 million, leaving Hanover with about 14.8 percent of the company’s outstanding common shares, and Ontario Teachers with about 15 percent. In 2013, Ontario Teachers provided Hudson’s Bay with funding in support of its acquisition of U.S. retailer Saks Inc. The company is also backed by NRDC Equity Partners.
Hudson’s Bay Company Announces Completion of Secondary Offering of Common Shares
TORONTO, ONTARIO (April 28, 2015) – 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 Hanover Investments (Luxembourg) S.A. (“Hanover”) and 2380162 Ontario Limited (together with Hanover, the “Selling Shareholders”), a subsidiary of Ontario Teachers’ Pension Plan, sold an aggregate of 13,340,000 common shares of the Company (“Common Shares”) at a price of $27.25 per Common Share, for aggregate gross proceeds of approximately $363.5 million (the “Offering”), which includes the exercise in full of the over-allotment option. HBC did not receive any proceeds from the Offering.
The Offering was completed on a bought deal basis by RBC Capital Markets and BMO Capital Markets, who acted as joint bookrunners, and Morgan Stanley. Immediately following completion of the Offering, Hanover will own approximately 26.97 million Common Shares representing approximately 14.8% of the outstanding Common Shares on a non-diluted basis and 2380162 Ontario Limited will own approximately 23.02 million Common Shares and previously issued warrants to acquire 5 million Common Shares, representing in the aggregate approximately 15.0% of the outstanding Common Shares on a partially diluted basis (assuming the exercise of 2380162 Ontario Limited’s warrants only).
The Common Shares 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 operates four iconic retail banners — Hudson’s Bay, Lord & Taylor, Saks Fifth Avenue and Saks Fifth Avenue OFF 5TH. Our portfolio of brands offers a compelling assortment of apparel, accessories, shoes, beauty and home merchandise. Hudson’s Bay is Canada’s leading department store with 90 full line locations, two outlet stores and thebay.com. Lord & Taylor offers high quality and fashionable merchandise in 50 full line department store locations, primarily in the northeastern and midAtlantic 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 great brands at great values through 79 U.S. stores and saksoff5th.com. As well, the Company operates Home Outfitters, Canada’s largest kitchen, bed and bath specialty superstore with 67 locations. Hudson’s Bay Company trades on the Toronto Stock Exchange under the symbol “HBC”.
Hudson’s Bay Company
Tiffany Bourré, 905.595.7184
Director, External Communications
Photo courtesy of Reuters/J.P. Moczulski