Ontario Securities Commission to review TSX approval in HBC land deal

TORONTO — The Ontario Securities Commission is holding a hearing Wednesday at the request of a Hudson’s Bay Co. activist investor to review a Toronto Stock Exchange decision concerning shares involved in the sale of a New York City property.Land & Buildings Investment Management LLC applied on Monday for the regulator to review the TSX’s Nov. 7 decision to provide conditional support to Rhone Capital’s $632-million equity investment in the form of eight-year mandatory convertible preferred shares.The funding was part of a deal that included the sale of HBC’s Lord & Talyor Fifth Avenue building to WeWork Property Advisors for nearly $1.1 billion and to pursue a strategic alliance with WeWork to pursue future real estate transactions.Hudson’s Bay investors want debt reduction, payouts from real estate proceedsHBC accuses Land & Buildings of misleading shareholders about Rhone investmentThe owner of Hudson’s Bay, Saks Fifth Avenue and Lord & Taylor said it expects Rhone will initially hold a 21.8 per cent voting and equity interest in the company on a partially diluted basis and that could grow to 30 per cent if the preferred shares are held to their eight-year maturity.Land & Buildings has urged the retailer to consider a bid for its German operations by Signa Holding and criticized HBC for selling a controlling interest in the company without seeking the approval of minority shareholders.The retailer and its investor have been in a war of words, accusing one another of misleading shareholders regarding the building’s sale and the related Rhone Capital investment. read more