The Hudson’s Bay Co. has received “an incomplete, non-binding and unsolicited offer” for Galeria Kaufhof and various real estate holdings from Signa Holding GmbH.
Kaufhof is Germany’s leading department store chain. Signa is considered Austria’s largest privately-owned real estate company. In addition, it owns the Karstadt department store chain in Germany, Kaufhof’s primary competitor.
Meanwhile, HBC is searching for a new chief executive officer, following the departure of Jerry Storch last month. Richard Baker, governor and executive chairman of HBC, is now serving as interim ceo. Among the names that could be scouted for the job are Jim Gold, president and chief merchandising officer of the Neiman Marcus Group; Brendan Hoffman, ceo of Vince, and Ken Hicks, former ceo of Foot Locker.
Two years ago, HBC bought Kaufhof, related real estate holdings and Galeria Inno in Belgium for $2.7 billion from Metro AG. The deal lifted HBC’s volume by 25 percent and recast the company as an international retailer.
HBC decided to disclose the offer, without giving any financial details, due to growing speculation regarding its German business and at the request of the Investment Industry Regulatory Organization of Canada. HBC said the offer came with no evidence of financing.
Kaufhof has been performing under HBC’s expectations. Kaufhof and Karstadt have been in and out of merger talks for years, but they dissolved after Kaufhof was purchased by HBC two years ago.
HBC said its board intends to review the offer in due course, and cautioned that the offer is subject to many assumptions, conditions and contingencies.
HBC said its European business represents “an important element of the company’s strategy. HBC remains focused on executing its strategy and plans for the upcoming holiday season.”
HBC’s European business includes Kaufhof; Belgium’s only department store group Galeria Inno; Saks Off 5th units in Germany, and a handful of Hudson’s Bay department stores in the Netherlands.
In North America, HBC operates Saks Fifth Avenue, Hudson’s Bay, Lord & Taylor, Gilt and Saks Off 5th.
HBC also has significant investments in real estate joint ventures, partnering with Simon Property Group Inc. in the HBS Global Properties Joint Venture, which owns properties in the U.S. and Germany. In Canada, it has partnered with RioCan Real Estate Investment Trust in the RioCan-HBC Joint Venture.
Last week, HBC disclosed it was selling its Lord & Taylor flagship in Manhattan for $850 million to WeWork, the shared office space enterprise, to shore up the balance sheet and add shareholder value from the real estate holding. The flagship store will be downsized, while WeWork will convert most of the 650,000-square-foot building into a headquarters.
On Wednesday, Jonathan Litt, founder and chief investment officer of Land & Buildings Investment Management, which owns about 5 percent of HBC, stressed in a letter to shareholders that HBC’s board should “seriously consider” the Signa offer, and said it was a C$3 billion offer.
“Selling properties at or above the company’s stated NAV (net asset value) is likely the optimal and lowest cost option for raising capital — and further underscores the real estate value of the company,” Litt wrote.