NEW YORK — Two Hudson’s Bay Co. shareholders will sell 11.6 million shares of the retailer’s stock in a secondary offering being underwritten by RBC Capital Markets and BMO Capital Markets.

Hanover (Luxembourg) SA and 2380162 Ontario Ltd. are to sell the shares at a price of 27.25 Canadian dollars, or $21.83 at current exchange, and generate proceeds totaling 316 million Canadian dollars, or about $253.1 million.

Hudson’s Bay will receive no proceeds from the offering, which is expected to close on or about April 28.

Following the closing, Hanover will own approximately 27.5 million common shares, or about 15.1 percent of those outstanding, and, including warrants, Ontario would hold about 24.3 million shares, or 15.6 percent of the shares, assuming partial dilution.

The underwriters have also been granted an over-allotment option, exercisable for 30 days after the closing of the secondary, to purchase up to an additional 1.74 million shares for additional proceeds of 47 million Canadian dollars, or $37.6 million.

The selling shareholders have agreed not to sell additional shares of the company for 90 days after the close of the secondary offering.

Richard Baker, governor and chief executive officer of HBC, said, “The successful completion of this offering will further broaden the base of institutional and individual shareholders who share our vision and believe in the future growth and prosperity of the Hudson’s Bay Co.”

Shares of Hudson’s Bay rose 0.1 percent to close at 28.32 Canadian dollars In trading Wednesday on the Toronto Stock Exchange. The company, which owns Saks Fifth Avenue and Lord & Taylor in addition to Hudson’s Bay, reported improvements in profits and sales for the fourth quarter on Tuesday.

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