Hudson’s Bay Investors Propose Go-Private Deal

"Improving HBC's performance will require significant time and patient long-term capital that is better suited in a private company context."
Matthew HellerJune 11, 2019

A shareholder group has proposed taking Hudson’s Bay private, saying efforts at turning around the ailing owner of Saks would have a better chance of success in a “private company context.”

The C$9.45 per share offer from a group that collectively owns about 57% of Hudson’s Bay stock and is led by executive chairman Richard Baker values the retailer at C$1.74 billion ($1.3 billion) and represents a 48% premium to Friday’s closing price on the Toronto Stock Exchange.

The deal would be financed with debt and the proceeds from selling the remainder of Hudson Bay’s stake in its European department store division. It had already sold half of the unit as it shrinks what was once a global operation.

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“We believe that improving HBC’s performance will require significant time and patient long-term capital that is better suited in a private company context without the emphasis on short-term results and returns,” Baker said in a news release.

The Hudson’s Bay board has formed a special committee of independent directors to review the proposal. Even if it backs the offer, that will only be the first step in a long and arduous road to recovery, one analyst said.

“This is like making a U-turn as the Queen Mary … But the alternative might be to die a very long, painful death by bleeding out,” Gabriella Santaniello, founder of retail consulting firm A Line Partners, told Business of Fashion.

Since 2015, Hudson’s Bay share price has fallen by nearly 80%, with a series of strategic moves, including international expansion and the acquisition and disposal of off-price retailer Gilt Groupe, doing little to stem the slide.

“They never fixed the fundamental problem of why people don’t shop at stores anymore,” said Kim Forrest, founder and chief investment officer of Bokeh Capital Partners.

Baker said in a letter to Hudson’s Bay Chairman David Leith that the company’s outlook “remains challenging with significant uncertainties and risks for shareholders. Further, as evidenced by HBC’s sustained depressed share price, the market has failed to appreciate the company’s progress and lacks confidence in its forward-looking outlook.”