Hudson's Bay's iconic stripe designs are set to be transferred to Canadian Tire after a court approved the acquisition.Christopher Katsarov/The Canadian Press
Canadian Tire Corp.’s CTC-A-T $30-million deal for Hudson’s Bay Co.’s intellectual property has received court approval, paving the way for the acquisition of the historic retailer’s brand names, logos and designs – including its iconic multicoloured stripes and point-blanket patterns dating back to the 18th-century fur trade.
Ontario Superior Court Justice Peter Osborne approved the deal on Tuesday.
The court hearing occurred just two days after Canada’s oldest retailer wrapped up its liquidation sales, closing its doors for the final time over the weekend.
“That’s a milestone, albeit an unhappy one,” Justice Osborne said during Tuesday’s hearing. He referred to the conclusion of the Bay’s liquidation as “the end of an era.”
Ashley Taylor, a lawyer with Stikeman Elliott LLP representing Hudson’s Bay, told the court that there was no opposition to the Canadian Tire deal, which came out of “a robust” sales process.
Inside the final days of Hudson’s Bay
Reflect Advisors LLC, the financial adviser handling that process, initially sent out information about the sale to 407 parties. A total of 17 bids were submitted.
Hudson’s Bay had been seeking a deal to keep some of the stores in operation. The company pitched a plan to potential buyers or investors, proposing a turnaround of six Bay stores that were initially left out of the liquidation, as well as the e-commerce operations.
That plan would have required $82-million in investment in the first year, according to a confidential memorandum prepared by Hudson’s Bay in March, a copy of which was obtained by The Globe and Mail.
When no such buyer or investor emerged, Hudson’s Bay expanded the clearance sales to include the final six stores.
The approval of the Canadian Tire acquisition was slightly delayed on Tuesday, after Justice Osborne sought more details on trademarks related to the Bay’s 1670 Royal Charter, which were included in the deal.
The original charter document, which gave Hudson’s Bay a trading monopoly over a wide swath of what is now Canada, is part of a separate auction of the Hudson’s Bay art and artifacts collection, which has yet to occur. The process for that auction is still in development.
Justice Osborne said he wanted to ensure the deal did not allow Canadian Tire to prevent others from calling the document “the royal charter,” or from advertising it as such.
After seeking clarification on the trademarks in the deal, Mr. Taylor told the court that would not be the case. The marks included the phrase “Hudson’s Bay Royal Charter,” but only associated with the sale of whisky; and “Royal Charter,” associated solely with the sale of coffee, brandy or whisky, he explained.
Canadian Tire will be acquiring the Bay’s brand names, logos and slogans, and private-label product lines. The deal does not include the Zellers discount brand that Hudson’s Bay relaunched in 2023.
The acquisition includes historic symbols such as the company crest featuring two stags and a shield, and the rights to designs for the point blankets.
The acquisition includes symbols such as the Hudson's Bay crest, which features two stags and a shield.Nathan Denette/The Canadian Press
Canadian Tire’s purchase also includes a number of slogans, such as “The Official Store of Christmas,” “More than you came for,” “Because … the lowest price is the law,” and “It’s hard not to think of The Bay,” and the rights to the name Bay Days, used in the retailer’s seasonal sales promotions.
In addition, Canadian Tire will now own private labels previously sold by Hudson’s Bay, such as Distinctly Home, Hudson North and Beaumark Appliances.
The deal is expected to close in the next two to three weeks.
Opinion: Don’t shed a tear for Hudson’s Bay. There’s nothing left to mourn
In the coming weeks, Hudson’s Bay plans to return to court to seek approval for other deals to sell off some of its store leases. Mall owner Weihong Liu has agreed to acquire up to 28 leases, pending discussions with landlords. The company has also secured two additional deals for several other leases, Mr. Taylor said Tuesday. Canadian Tire has previously disclosed that it was among the bidders for those leases. The company declined to confirm on Tuesday whether it has reached a deal with Hudson’s Bay for any of the leases.
Also on Tuesday, the court issued a declaration that will allow thousands of laid-off Hudson’s Bay employees to seek support under the federal government’s Wage Earner Protection Program. More than 8,300 Bay employees have now been terminated without severance pay.
In a third matter at the hearing, the court approved a motion from RioCan Real Estate Investment Trust to place a joint venture it co-owns with Hudson’s Bay into receivership.
The joint venture gives RioCan a stake in 12 properties where Bay stores were located, including buildings in downtown Montreal, Vancouver, Calgary and Ottawa, and locations in high-profile malls such as Yorkdale and Scarborough Town Centre in Toronto.