The HBC privatization entailed a significant deemed dividend

Under a Plan of Arrangement, a grouping of non-resident shareholders holding over 60% of the HBC common shares transferred their shares to a newly-formed LLC pursuant to “rollover agreements” (presumably so termed because their HBC shares were not viewed as taxable Canadian property). HBC then purchased for cancellation the common shares of the minority shareholders for $11.00 per share, giving rise to deemed dividends equaling the excess over the paid-up capital of $7.26 per share. It was suggested that shareholders could consider selling into the market to avoid deemed dividend treatment.

Neal Armstrong. Summary of HBC Circular under Mergers & Acquisitions – Cross-Border Acquisitions – Inbound.