ICBC (Canada) contributes to a $202 million CAD syndicated loan for the Bay Building

Project narrative

On May 24, 2022, a syndicate of four banks — the Industrial and Commercial Bank of China (ICBC (Canada)), HSBC Bank Canada, Canadian Western Bank (CWB), and United Overseas Bank Limited (UOB) — entered into a $202,000,000 CAD syndicated loan agreement with RioCan-HBC Limited Partnership — an Ontario, Canada-incorporated special purpose vehicle (SPV) ultimately jointly owned by Hudson's Bay Company ULC (HBC), a British Columbia-incorporated privately-held holding company of department stores and commercial property headquartered in Toronto, Ontario and New York City, New York (for its American operations), a wholly-owned subsidiary of HBC Canada Parent Holdings Inc., a British Columbia-incorporated holding company (78.0136% stake) and RioCan Financial Services Limited, a Manitoba-incorporated wholly-owned subsidiary of RioCan Real Estate Investment Trust, a Toronto-based real company listed on the Toronto Stock Exchange (21.9864% stake) — for the Bay Building. This loan carried a maturity period of three years and a final maturity date of April 30, 2025. The loan was secured by (i.e. collateralized against) a first mortgage on RioCan-HBC Limited Partnership's 100% freehold interest in the Bay Building as charged to HSBC Bank Canada. The proceeds were to support the Bay Building, HBC's six-story flagship store located at 674 Granville Street, Vancouver, British Columbia. HSBC Bank Canada served as administrative agent and sole lead arranger. As of May 26, 2025, the entire amount was outstanding. On March 7, 2025, Hudson's Bay Company announced that it had commenced proceedings under the Canadian federal Companies' Creditors Arrangement Act (CCAA) to seek creditor protection. HBC cited the trade war between Canada and the United States as having created uncertainty that prevented it from refinancing some of its credit facilities, increased costs of living, higher mortgage rates, and a weakened Canadian dollar has having decreasing spending by consumers, and a COVID-19 pandemic-induced decrease in foot traffic to downtowns where many of its stores were located. As part of CAA, HBC, which operated 96 stores across Canada, was seeking to emerge still operating. On May 29, 2025, RioCan filed an application to place the RioCan-HBC Limited Partnership under receivership. The joint venture leased stories to HBC, with rent going to the joint venture. As a result of the creditor protection. HBC won the right to stop paying rent to RioCan-HBC Limited Partnership, except to the third-party landlords of the five leasehold properties. RioCan challenged the rent suspension in court, ultimately compromising that HBC pay 70% ($7,000,000 CAD) of its rent obligations to the joint venture. In the application for receivership, RioCan said that the lease monetization process resulted in no bids for the stake in the joint venture, and that HBC ceased to pay monthly rents, putting the joint venture on track to unable to meet its secured debt beyond June 2025. On June 3, 2025, the Ontario Superior Court of Justice granted RioCan's application to establish a receivership process, with FTI Consulting Canada as the receiver over all the assets and properties of the joint venture, with a goal to protect the interest of the stakeholders. Furthermore, the joint venture's leasehold and 100% owned properties (including the Bay Building) would benefit from a stay of proceedings from the court to allow the receiver to deal with the assets.