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Catalyst Applies for Hearing with Ontario Securities Commission to Review Richard Baker’s Transaction with Hudson’s Bay Company

December 3, 2019 GMT

TORONTO, Dec. 2, 2019 /PRNewswire/ - The Catalyst Capital Group Inc., on behalf of investment funds managed by it, (“Catalyst”) has filed a notice of application for a hearing with the Ontario Securities Commission (the “OSC”) in relation to the October 20, 2019 agreement (the “Arrangement Agreement”) between Hudson’s Bay Company (TSX: HBC) (“HBC” or the “Company”) and certain insiders led by Mr. Richard Baker (the “Baker Group”).

Among the orders requested, Catalyst seeks to:

or, in the alternative,

As a substantial minority shareholder, Catalyst requires the OSC’s assistance seeking redress for inadequate and inaccurate disclosure, and coercive and unfair practices leading up to and following HBC Board approval of the Transaction. Catalyst is asking that the Transaction be prevented from proceeding or, at a minimum, that the level of disclosure made to the shareholders who are impacted by it be significantly enhanced and shareholders be given sufficient time to review and understand such enhanced disclosure.

Issues Related to the Baker Group Transaction and Conduct

Catalyst’s notice of application sets out certain allegations, including:

Catalyst is also challenging HBC’s reliance on deficient valuations and appraisals in advancing the Transaction.

It is believed that there are material deficiencies in the Circular that must be addressed or corrected. The Circular has been and will be relied on by investors as a primary source of information for their decisions related to the Transaction and Arrangement Agreement. Unless these deficiencies are remedied, it is not possible for shareholders to fully understand the Transaction.

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SOURCE Gagnier Communications