Hugo Boss advises shareholders to reject Frasers’ takeover bid

The managing and supervisory boards of Hugo Boss have asked shareholders to reject the offer from the Frasers Group because it is too low and does not reflect the brand’s current and future potential
Following a thorough review, the managing and supervisory boards of Hugo Boss have “jointly and unanimously” recommended that shareholders do not accept the voluntary takeover offer from Frasers Group. The boards argue that the offer price does not adequately reflect the company’s standalone prospects and future value creation potential.
In June, Frasers announced its intention to acquire the 73.42% stake in the German fashion group that it does not already own, at a price of 38 euros per share.
Hugo Boss stated that the offer matched the statutory minimum price but argued that its updated Claim 5 Touchdown strategy would deliver greater long-term value as a standalone business. The plan aims to achieve a medium- to long-term EBIT margin of around 12%, as well as an average annual free cash flow of approximately 300 million euros after leases by 2028.
“With Claim 5 Touchdown, we focus on further strengthening our brands, structurally improving profitability, and accelerating cash generation over the coming years. Against this backdrop, we firmly believe that the offer price fails to capture the Company’s intrinsic value and long-term potential”, said Daniel Grieder, Chief Executive Officer of Hugo Boss.
With a strong balance sheet and a net financial position close to being debt-free, excluding IFRS 16 lease liabilities, the group said it is well positioned to execute the strategy independently. Management also expects to see initial operational improvements in 2026, including progress in brand and channel realignment, stronger gross margins, and resilient free cash flow, despite challenging market conditions.
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