Is Richard Baker looking to follow the Nordstroms’ lead and make Hudson’s Bay Co. a private party?
Investors are hopeful and drove shares of the Saks Fifth Avenue parent up 8.2 percent to 12.19 Canadian dollars on the Toronto Stock Exchange after an activist investor suggested the company could be engaging bankers to potentially go private. The stock jump left Hudson’s Bay with a market capitalization of 2 billion Canadian dollars.
In a statement Wednesday, activist Jonathan Litt’s Land and Buildings blasted Hudson’s Bay’s “vague commitment” to address “deep undervaluation” and hinted at some boardroom activity around the possibility of a buyout.
“Concerned parties have informed Land and Buildings that the company’s board has retained, or is in the process of hiring, J.P. Morgan as financial advisor to an independent committee of the board,” the activist investor wrote. “If true, this would further bolster recent reports that the board is evaluating a potential go-private offer from management, which we understand is being advised by Bank of America.”
Representatives for J.P. Morgan and Bank of America declined to comment.
A spokeswoman for Hudson’s Bay said: “We are confident that our model of combining world-class real estate assets with the company’s diverse retail businesses in North America and Europe is the right path for long-term value creation, and we expect a substantial impact from our Transformation Plan in the second half of this year. Our management and board have deep expertise in retail, real estate and finance, and are highly qualified to oversee the successful execution of the company’s strategy. We welcome feedback from all of the company’s shareholders, and share Land & Buildings’ view that the public markets do not fully reflect the intrinsic value of HBC’s global businesses, powerful brands and unique assets. To drive shareholder value now and over the long term, we are actively evaluating the best use of our retail and real estate portfolio and are focused on making the right decisions to improve performance, grow through our all-channel strategy, and identify opportunities for accretive real estate transactions.”
If Baker, executive chairman and governor of Hudson’s Bay, is mulling a buyout, there’s plenty of precedent for him to follow. Department stores and the rest of retail are in the state of great flux and pressuring stores to change rapidly. Such changes are usually much more easily accomplished away from the spotlight of the public markets.
In June, the Nordstroms decided to at least consider going it alone and said they might buy the roughly 70 percent of Nordstrom Inc. that floats on the public market.
Land and Buildings suggested there were several ways for the company to boost its value.
The activist said it believed “there is a highly qualified third-party buyer with serious interest in the company’s European banner, Galeria Kaufhof, at a value approaching 10 Canadian dollars per share and at a premium to what Hudson’s Bay paid several years ago.”
The statement is the latest volley in a campaign to spur on Hudson’s Bay.
Land and Buildings started ratcheting up the pressure on Baker in June, publicly urging the company’s board to “evaluate all strategic alternatives to maximize shareholder value.”
The investor bought a 4.3 percent stake in Hudson’s Bay and zeroed in on the fact that the retailer still owns the vast majority of its real estate, which it pegged at worth 35 Canadian dollars a share — more than three times where the stock was trading.
Hudson’s Bay reported second-quarter results late Tuesday that showed losses of 201 million Canadian dollars on a retail sales gain of 1.2 percent to 3.3 billion Canadian dollars.
The company has been pushing to elevate productivity and pushing out new concepts to its Saks Fifth Avenue, Gilt, Lord & Taylor and Kaufhof, which for instance is adding Sephora and Topshop outposts to its stores in Germany.
On a conference call with analysts, Baker said: “We are optimistic about the remainder of the year. The current retail environment provides both challenges and opportunities, and while it was a tough second quarter as expected, we continue to take the actions necessary to succeed in this rapidly evolving landscape.”
Earlier this year, Hudson’s Bay put in place a “transformation plan” that shifted its corporate offices, cutting 2,000 jobs and saving 350 million Canadian dollars annually.
In Wednesday’s statement, Land and Buildings said: “Hudson’s Bay’s vague commitment as part of second-quarter results to address its deep undervaluation relative to the Company’s stated 35 Canadian dollars per share estimated value, which utilizes third-party real estate valuations, demonstrates a lack of urgency given the rapidly changing retail landscape. This is why we believe HBC must act boldly and decisively for the good of all shareholders to unlock the substantial value currently trapped in its real estate.
“While Chairman Richard Baker stated that HBC ‘continue[s] to evaluate all opportunities to generate value from HBC’s extensive real estate portfolio,’ the reality is these words simply amount to another request for shareholders to give the company more time to turn things around while pursuing its current fundamental strategy — a turnaround which we do not believe is coming given the continued rapid evolution of the department store industry.”