Hudson's Bay Company ("HBC" or the "Company") (TSX: HBC) is pleased to announce that it has completed the sale of its Queen Street flagship store and Simpson Tower office complex in Toronto to The Cadillac Fairview Corporation Limited (“Cadillac Fairview”) for a purchase price of $650 million at an implied capitalization rate of approximately 4.75%. HBC has leased both the Queen Street store and Simpson Tower back from Cadillac Fairview for a base term of 25 years, with renewal terms available at the Company’s option. As previously announced, the Queen Street property will serve as the site of Canada’s first Saks Fifth Avenue location, expected to open in the fall of 2015. “We are thrilled to have completed this transaction, which clearly demonstrates the tremendous value of our real estate portfolio,” stated Richard Baker, HBC’s Governor and Chief Executive Officer. “This sale-leaseback allows HBC to establish a benchmark valuation for one of our many flagship assets, reduce the debt on our balance sheet and accelerate our strategic investments. We remain committed to using our significant real estate holdings to unlock further value for our shareholders and are exploring a broad range of alternatives to help us accomplish this goal.” Expected Use of Proceeds Net of associated fees, all proceeds from the sale initially will be utilized to reduce the Company’s debt. Specifically, HBC will retire in entirety its US$300 million Second Lien Term Loan, currently bearing interest at a rate of 8.25%, and permanently pay down US$150 million of its US$2 billion First Lien Term Loan, currently bearing interest at a rate of 4.75%. The balance of the net proceeds will be used to reduce the outstanding balance on the Company’s Canadian revolving credit facility. Over time, a portion of the proceeds will provide ample liquidity to fund the Company’s strategic investments including the expansion of Saks Fifth Avenue into Canada and growth initiatives such as our HBC Digital and OFF 5TH businesses.
Expected Impact on Pre-Tax Results of OperationsInitially the transaction will result in a reduction to annualized interest expense of approximately $42 million, partially offset by an increase to annualized rent expense of approximately $30 million. Additionally, the transaction will result in approximately $29 million of non-recurring expenses primarily due to the early extinguishment of debt. The decrease in interest expense will be reflected in finance costs, and the increase in rent expense will be reflected in SG&A. The non-recurring expenses will be reflected in finance costs in the first quarter of 2014. About Hudson’s Bay Company Hudson's Bay Company, founded in 1670, is North America's longest continually operated company. Today, HBC offers customers an unparalleled range of retailing categories and shopping experiences internationally. In Canada, HBC operates Hudson's Bay, Canada's largest department store with 90 full-line locations and one outlet store as well as thebay.com, unsurpassed in its fashion, beauty, home and accessory designers and brands. HBC also operates Home Outfitters, Canada's largest home specialty superstore with 69 locations across the country. In the United States, HBC operates Saks Fifth Avenue, one of the world's pre-eminent specialty retailers, renowned for its superlative designer collections and first-rate fashion expertise. Saks Fifth Avenue comprises 41 full-line stores in 22 states, five international licensed stores, saks.com, 72 Saks Fifth Avenue OFF 5TH stores and saksoff5th.com. HBC also operates Lord & Taylor, a leading department store chain with 49 full-line store locations throughout the northeastern United States, in two major cities in the Midwest and in Boca Raton, Florida, four Lord & Taylor outlet locations and lordandtaylor.com. Hudson's Bay Company banners provide stylish, quality merchandise with a dedicated focus on service excellence. 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, including future-oriented financial information and financial outlooks, within the meaning of securities laws. 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 April 30, 2013, which is available on SEDAR at www.sedar.com. To the extent any forward-looking information in this press release constitutes future-oriented financial information or financial outlooks, within the meaning of securities laws, such information is being provided to demonstrate the potential of the Company and readers are cautioned that this information may not be appropriate for any other purpose. Future-oriented financial information and financial outlooks, as with forward-looking information generally, are based on assumptions and subject to risks, uncertainties and other factors. 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.