The real estate investment arm of one of the country’s largest pension funds is worried about the value of its assets if a B.C. billionaire is able to buy Hudson’s Bay leases at its properties.
In documents filed with the Ontario Superior Court over the weekend, Oxford Properties Group argues transferring leases to “an unvetted and unproven” entrepreneur like Ruby Liu “poses a serious and unacceptable risk” to the company.
“A diminution in the value or stability of Oxford’s real estate portfolio would negatively impact the performance of OMERS’ investments, and by extension, adversely affect the long-term interests of millions of current and future pension plan beneficiaries,” Nadia Corrado, a vice-president with Oxford, said in affidavit entered into the court record Saturday.
Oxford is the real estate division of Ontario Municipal Employees Retirement System, which administers the pensions of more than 600,000 plan members. Oxford has more than $79 billion in assets under management and hundreds of properties on four continents.
Liu, who owns three B.C. malls and a golf course, is looking to take over about two dozen Bay leases.
Three of those leases are in Oxford properties — Southcentre Mall in Calgary, Hillcrest Shopping Centre in Richmond Hill, Ont., and Upper Canada Mall in Newmarket, Ont.
Liu has said she plans to use the spaces to build a new department store she will name after herself. It will have three tiers of stores — flagship, platinum and standard — filled with entertainment, dining and recreation spaces.
She has said she and a team of 1,800 staff she will hire can get the bulk of the stores open within 180 days of signing leases. She has allocated $325 million to accomplishing the feat, which will involve repairing stores, forging relationships with suppliers and marketing her entirely new brand.
Liu, who did not comment for this story, has said she is confident she can win property owners over if the court allows her purchase of the leases to go through.
However, landlords, including Oxford, are fighting Liu, saying her plans are underfunded, have unrealistic timelines and are bound to fail.
A court hearing is scheduled in the case for later this month.
Oxford’s doubts about Liu emerged as soon as its executives met with her on June 2.
“That meeting was unproductive and revealed a troubling absence of financial transparency, commercial sophistication and basic preparedness,” Corrado recalled in her affidavit. “No financial statements, proof of funding or evidence of capital readiness were provided.”
She alleged Liu, who made her fortune in Chinese real estate, told Oxford she had a business plan but wouldn’t provide it unless Oxford pledged its support for her taking over the lease.
When Oxford asked about whether she had suppliers willing to sell her merchandise to fill stores, Corrado alleges Liu told the company to “relax, lay back and do not worry.”
B.C. billionaire Ruby Liu shares her vision for former Hudson’s Bay locations
Oxford had a hard time taking that advice. At stake were leases with terms ranging from 49 to 65 years and covering some of the company’s most desirable shopping spaces.
The size and orientation of the Bay space at Hillcrest Mall alone “means that any misstep will materially affect the overall customer experience, tenant retention, and, in turn, diminish the value of Oxford’s asset,” Corrado said.
Based on her experience, she said it takes years for companies to curate a concept for a new retailer, even for one taking over very small units. She said in the court documents that she found it hard to believe Liu thought such work could be done in a matter of months for even a single leased location of more than 150,000 square feet and thought the timeline spoke to Liu’s inexperience.
“The introduction of an unproven anchor tenant lacking established retail credibility poses a significant risk in that it can degrade the customer experience, diminish the overall quality of the shopping centre, and generate a negative ‘halo effect’ that impacts entire wings of the mall,” Corrado said.
“Given that anchor leases can endure for decades, the long-term presence of a poor anchor can permanently undermine and potentially destroy the commercial viability of substantial portions, or even the entirety of a shopping centre.”
In their own filings made Saturday, many other landlords agreed with Oxford’s concerns.
Morguard Investments Ltd. called information Liu supplied about her plans “surprisingly deficient and superficial and frankly, puerile.”
It said it was willing to wait to find a better long-term tenant and, in the meantime, wants to enter into temporary leases terminable by the landlord with 90 days’ notice with clothing company Urban Behavior and accessories retailer Ardene.
Primaris Real Estate Investment Trust said it left four hours’ worth of meetings with Liu and her team with “absolutely no confidence that she had the relevant experience or understanding of the enormity of what she is seeking to undertake by opening a multi-store business concept in several provinces from the ground up.”
Cadillac Fairview felt her plan “defies commercial common sense” but hired Ernst & Young to evaluate it anyway.
A report filed with the court showed the consultancy firm thought the estimated costs and timelines in Liu’s business plan were not feasible and would be significantly higher given the large number of repairs the properties require and the complex relationships she must forge with suppliers and other vendors.
Liu and the Bay have until Tuesday to file a response to the landlords in court. At the end of the week, they will begin cross-examinations before a judge hears their case at the end of the month.
