Hudson’s Bay Co’s take-private deal falls short in shareholder support, sources say

Hudson’s Bay Co’s take-private deal falls short in shareholder support, sources say


Saks Fifth Avenue owner Hudson’s Bay Co has fallen short of securing enough shareholder support for a $1.9 billion deal to take the department store operator private, people familiar with the matter said on Friday.

A buyout consortium of Hudson’s Bay investors led by its Executive Chairman Richard Baker did not win enough votes from other company shareholders by a Friday morning deadline for the deal to go through, the sources said.

The exact vote tally could not be learned. The sources cautioned that shareholders are allowed to change their minds through Dec. 17, when a special meeting of shareholders is planned.

The sources asked not to be identified because the matter is confidential. Representatives of Hudson’s Bay and Baker’s consortium did not immediately respond to requests for comment.

The buyout consortium has 57 per cent voting control over the company, but a majority of the shareholders not involved with Baker’s consortium had to approve the offer. Minority shareholders, including Canadian private equity firm Catalyst Capital Group Inc and hedge fund Ortelius Advisors LP, had opposed the deal.

Catalyst, which owns roughly 17.5 per cent of the retailer made an offer of $11.00 per share for Hudson’s Bay that the special committee rejected because Baker’s consortium said it was not willing to allow the sale of the company to another party.

Hudson’s Bay agreement to sell itself to Baker’s consortium is for $10.30 per share. Hudson’s Bay shares were trading up 1 per cent at $8.74 in afternoon trading in Toronto on Friday.

The Ontario Securities Commission has held hearings this week on a petition by Catalyst to block the deal and to request more information on it. The Canadian regulator has yet to make a decision on Catalyst’s complaint.

The buyout consortium’s next steps were not immediately clear.

© Thomson Reuters 2019



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