Sears Holdings announced today it will not increase its offer to buy out Sears Canada and will let it expire November 27 after minority shareholders rejected the takeover.

The decision came after the American retail giant was thwarted in its privatization bid for Canadian subsidiary Sears Canada when an Ontario court today denied its application to appeal a key decision by the Ontario Securities Commission on the buyout.

The court decision came on the same day that Sears Canada’s minority shareholders soundly defeated a proposed share consolidation, voting 61.5% against the resolution that would have given 100% control to Sears Holdings.

Sears Holdings owns 54% but can’t take the Canadian unit private unless the holders of a majority of Sears Canada’s minority shares approve the deal that values the firm at nearly $1 billion.

The Chicago-based company had sought leave to appeal a court ruling that upheld an OSC ruling finding that the Chicago-based retailer violated the province’s securities laws.

The OSC ruled in August that Sears Holdings failed to disclose support agreements it struck with the Bank of Nova Scotia, its investment banking division Scotia Capital Inc. and the Royal Bank in connection with the buyout.

The OSC ruled that the banks’ large shareholdings in Sears Canada cannot be counted in determining whether the Sears takeover succeeds.