Hanover Investments (Luxembourg) S.A. Receives Common Shares of Hudson's Bay Company as part of Distribution from Hudson's Bay Company (Luxembourg) S.à r.l. - Hawaii News Now - KGMB and KHNL

Hanover Investments (Luxembourg) S.A. Receives Common Shares of Hudson's Bay Company as part of Distribution from Hudson's Bay Company (Luxembourg) S.à r.l.

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SOURCE Hanover Investments (Luxembourg) S.A.

TORONTO, June 11, 2014 /CNW Telbec/ - The largest shareholder of Hudson's Bay Company ("HBC"), Hudson's Bay Company (Luxembourg) S.à r.l. ("LuxCo"), has completed the previously announced distribution of 50,048,211 common shares of HBC to Luxco's ultimate shareholders, including Hanover Investments (Luxembourg) S.A. ("Hanover"), on a pro rata basis.

In the distribution, Hanover acquired ownership of an aggregate of approximately 24.2 million common shares of HBC, representing approximately 13.3% of the issued and outstanding common shares of HBC. Following the distribution, Hanover beneficially owns an aggregate of approximately 32.9 million common shares of HBC, representing approximately 18.1% of the issued and outstanding common shares of HBC.

Hanover has acquired the above mentioned common shares of HBC by way of a dividend distribution from LuxCo. The common shares of HBC will be held for investment purposes, and Hanover may acquire further common shares of HBC, or dispose of its holdings of common shares of HBC, in accordance with applicable securities laws as investment conditions warrant. HBC is listed on the Toronto Stock Exchange under the symbol "HBC".

Following the distribution, LuxCo continues to hold approximately 20.6 million common shares of HBC, representing approximately 11.3% of the issued and outstanding common shares of HBC. The sole shareholder of LuxCo is Hudson's Bay Trading Company, L.P., ("HBTC") a Cayman Islands limited partnership. The general partner of HBTC is NRDC L&T B, LLC ("NRDC"). As the general partner of HBTC, NRDC may be deemed to have beneficial ownership of the common shares of HBC held by LuxCo. The sole member of NRDC is L&T B (Cayman) Inc. Investment and voting decisions at L&T B Cayman are made jointly by its beneficial owners which do not include Hanover.

Pursuant to the HBTC limited partnership agreement, LuxCo has irrevocably appointed Hanover as proxy for the exercise of all voting rights that arise from time to time over the common shares of HBC held by LuxCo up to the percentage of the common shares of HBC held by LuxCo that is equal to Hanover's percentage interest in HBTC, provided that in no event and at no time shall Hanover exercise the voting rights to more than 33% of the issued and outstanding common shares of HBC.

Hanover Investments (Luxembourg) S.A. is a company governed by the laws of Luxembourg with an address of 46a, Avenue J F Kennedy L-1855 Grand-Duchy of Luxembourg, R.C. Luxembourg: B 132 723.


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