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Court Approves Canadian Tire Acquisition of Hudson’s Bay IP

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The Hudson’s Bay Company’s historic Canadian retail legacy entered a new phase this week as Ontario’s Superior Court approved Canadian Tire Corporation’s acquisition of the company’s intellectual property. The ruling also marked another critical development in the ongoing unwinding of Hudson’s Bay, with the court granting a receivership order for the real estate joint venture between Hudson’s Bay and RioCan Real Estate Investment Trust.

On Tuesday, Ontario Superior Court Justice Peter Osborne approved Canadian Tire’s $30,001,670 purchase of Hudson’s Bay’s intellectual property portfolio. The court determined that the transaction represented the most favourable outcome for the retailer’s assets following an extensive sales process that failed to yield any alternative offers capable of keeping parts of Hudson’s Bay operational.

The ruling came just 48 hours after Canada’s oldest retailer ceased operating as a traditional department store. Hudson’s Bay completed its nationwide liquidation sales and closed its remaining Canadian stores for the final time on Sunday, June 1, ending more than three centuries of continuous retail operations dating back to the company’s fur trading origins.

Sales Process Attracted 17 Bids but No Turnaround Buyer

During Tuesday’s hearing, Ashley Taylor, counsel for Hudson’s Bay from Stikeman Elliott LLP, advised the court that no parties had opposed the transaction. The intellectual property sale followed what Taylor described as a “robust” sales process conducted by Reflect Advisors LLC, which distributed marketing materials to 407 prospective bidders globally. A total of 17 bids were received, but no offers emerged to acquire Hudson’s Bay as a going concern, despite extensive efforts to solicit buyers capable of revitalizing some of the retailer’s operations.

According to a confidential memorandum prepared by Hudson’s Bay in March 2025 and presented to prospective buyers, the company had sought investment for a turnaround strategy involving the preservation of six Hudson’s Bay stores that had been excluded from the liquidation process, alongside the company’s e-commerce platform. The plan would have required $82 million in investment during its first year, but ultimately no buyer was willing to commit to such an undertaking.

Former Hudson’s Bay president Bonnie Brooks had reportedly explored the possibility of submitting a bid that would have included both store leases and intellectual property. Brooks’ bid, which may never have been formally submitted, is believed to have offered approximately $13.5 million, assigning no separate value to the intellectual property component. Weihong (Ruby) Liu, who ultimately acquired rights to 28 Hudson’s Bay store leases, did not place a bid for the intellectual property assets but is understood to have committed approximately $300 million to acquire store real estate and leasehold interests.

Initial exterior concept branding of the new Ruby Liu department store chain set to launch later this year in Canada. Image: Central Walk

Royal Charter Trademarks Clarified by Court

During the hearing, Justice Osborne initially delayed approval while seeking clarification on whether Canadian Tire’s acquisition of certain trademarks would restrict public use of historical terminology associated with the company’s Royal Charter. 

The Hudson’s Bay Royal Charter, originally granted in 1670, remains one of Canada’s most significant historical documents and is not part of the intellectual property sale. Taylor clarified that the trademarks being transferred included limited uses of “Hudson’s Bay Royal Charter” solely in connection with commercial branding for products such as whisky, coffee, brandy and related goods. Osborne ultimately accepted that the transfer would not interfere with broader historical or public references to the Royal Charter itself.

With court approval now secured, the Canadian Tire transaction is expected to close within the next two to three weeks.

Hudson’s Bay flagship store in downtown Vancouver on Wednesday, May 28, 2025. Photo: Lee Rivett

Historic Brands and Private Labels Acquired

Canadian Tire’s acquisition includes an extensive collection of brand names, logos, slogans, and private labels long associated with Hudson’s Bay. Among the most significant assets is the retailer’s iconic multicolour stripe design, which originated with the point blankets tied to the company’s fur trading history. Also included are multiple variations of the company’s signature blanket patterns, including the historic black-band design, as well as the well-known Hudson’s Bay shield crest, which features two stags flanking a shield.

The list of acquired trademarks extends to promotional slogans such as “The Official Store of Christmas,” “More than you came for,” “Because…the lowest price is the law,” “It’s hard not to think of The Bay,” and the widely recognized “Bay Days” sale event branding. Additional lesser-known slogans now under Canadian Tire’s ownership include “Canada’s cutest baby,” “Truly Canadian,” and “Shopping is good.”

In addition to trademarks and slogans, Canadian Tire will take ownership of several private-label brands that were previously exclusive to Hudson’s Bay stores. These include Black Brown 1826, Distinctly Home, Hudson North, Nordic Fleece, and Beaumark Appliances. Notably, the Zellers brand, which was relaunched by Hudson’s Bay in 2023 as a discount chain, was excluded from the sale and remains outside Canadian Tire’s acquisition.

Hudson’s Bay stripes. Photo: Canadian Tire

Wage Protection Approved for Over 8,300 Terminated Employees

The court also addressed the situation facing more than 8,300 Hudson’s Bay employees who have now lost their jobs amid the company’s liquidation. On Tuesday, Justice Osborne authorized these employees to apply for federal benefits through the federal government’s Wage Earner Protection Program (WEPP). Hudson’s Bay’s legal counsel confirmed that discussions are underway with Service Canada to establish an expedited timeline for distributing WEPP funds. Lawyer Susan Ursel of Ursel Phillips Fellows Hopkinson LLP, who represents the terminated employees, emphasized during the hearing that many workers are experiencing financial distress and are anxious to receive their benefits as quickly as possible.

RioCan-HBC Joint Venture Enters Court-Ordered Receivership

Separately, the Ontario Superior Court on Tuesday also approved a motion filed by RioCan Real Estate Investment Trust seeking to place its longstanding joint venture with Hudson’s Bay into receivership. The move comes after Hudson’s Bay ceased rent payments for the properties included in the venture following its March 2025 filing for creditor protection under the Companies’ Creditors Arrangement Act (CCAA).

The RioCan-HBC joint venture, originally established in 2015, encompasses 12 retail properties located in some of Canada’s most high-profile urban and suburban markets. The portfolio includes former Hudson’s Bay flagship properties in downtown Montreal, Vancouver, Calgary, and Ottawa, along with locations in key Canadian shopping centres such as Yorkdale Shopping Centre and Scarborough Town Centre in Toronto. RioCan holds a 22 percent ownership interest in 10 of the joint venture properties, as well as a 61 percent controlling interest in two others: Oakville Place and Georgian Mall.

Downtown Montreal flagship Hudson’s Bay store on April 24, 2025. The building started as a location for the Henry Morgan department store chain, which in decades past operated as an upscale business. Photo: Carl Boutet

FTI Consulting Appointed as Receiver to Oversee Real Estate Assets

The joint venture’s financial position had deteriorated sharply as Hudson’s Bay suspended rent payments during its restructuring process. The partnership’s secured debt obligations include hundreds of millions of dollars in outstanding mortgages. RioCan previously disclosed a $209 million loss on its investment in the venture, leading to Tuesday’s motion for court-supervised receivership.

With court approval now granted, FTI Consulting Canada Inc. has been appointed as receiver and will assume operational control over the joint venture’s property portfolio. The receiver is tasked with stabilizing operations, addressing outstanding financial obligations, and exploring avenues to maximize asset value for creditors and stakeholders.

The receivership opens the door to a range of possible outcomes. Properties may be sold outright to new buyers, or leased to new retail tenants. In certain cases, redevelopment may be explored depending on zoning regulations, municipal approvals, and market demand for alternative uses. The receivership also has potential implications for Canada’s retail real estate landscape, particularly given the scarcity of large-format urban retail spaces in markets such as downtown Toronto, Vancouver, Montreal, and Calgary.

End of an Era for Hudson’s Bay’s Department Store Operations

For RioCan, the appointment of the receiver offers a chance to recover at least a portion of the losses already recognized on its investment in the partnership. For Hudson’s Bay, the receivership effectively severs any remaining ties to the substantial real estate holdings it once controlled across the country.

The court’s decisions mark two of the final major steps in the dismantling of the Hudson’s Bay department store chain, a process that began earlier this year when the company entered creditor protection amid mounting financial losses and growing debt obligations. While some elements of the company’s historical legacy will survive under new ownership, the approvals underscore the end of one of Canada’s most enduring retail institutions.

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Craig Patterson
Craig Patterson
Located in Toronto, Craig is the Publisher & CEO of Retail Insider Media Ltd. He is also a retail analyst and consultant, Advisor at the University of Alberta School Centre for Cities and Communities in Edmonton, former lawyer and a public speaker. He has studied the Canadian retail landscape for over 25 years and he holds Bachelor of Commerce and Bachelor of Laws Degrees.

1 COMMENT

  1. Wow—truly the end of an era. It’s bittersweet to see such a historic Canadian institution come to a close, but hopefully, parts of its legacy will live on through Canadian Tire and new ventures.

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