Frasers lifts Hugo Boss stake to 37.58%

Frasers Group has increased its holding in Hugo Boss to 37.58% after its €38-a-share takeover offer was cleared by regulators in Germany, making the offer "unconditional". 

The Sports Direct and Flannels owner now holds or has received acceptances for 25,933,012 Hugo Boss shares.

Ahead of the closing of the initial acceptance period for the Frasers offer, on 27 July, Hugo Boss shareholders tendered 5,035,651 shares, representing around 7.30% of the German luxury brand's share capital and voting rights. These shares were added to Frasers’ direct holding of 20,897,361 shares, or 30.28%.

Frasers has since extended the acceptance period from midnight 31 July to midnight 13 August, Frankfurt time, which is equivalent to 11pm BST.

The offer remains unchanged at €38 for each Hugo Boss share.

European Commission clears the offer

Frasers launched its voluntary public takeover offer on 10 June for all Hugo Boss shares it did not already own. At launch, the bid valued the outstanding shares at approximately €1.98 billion and Hugo Boss as a whole at around €2.7 billion.

The European Commission granted merger-control clearance on 27 July, satisfying the offer’s only completion condition. The bid therefore became legally unconditional on 28 July.

Frasers had already crossed Germany’s 30% mandatory-offer threshold after buying a further 2,549,900 shares. Its holding stood at 30.28% before shares tendered during the initial acceptance period were included.

The group has declared the €38 offer price final. Its enlarged position does not by itself give Frasers majority ownership of Hugo Boss.

Hugo Boss board maintains opposition

Hugo Boss’s Managing Board and Supervisory Board unanimously recommended that shareholders reject the bid in a reasoned statement issued on 25 June.

The board described the €38 consideration as financially "inadequate", arguing that it did not reflect the company’s standalone value or medium-to-long-term potential. Bank of America and Goldman Sachs provided external opinions supporting that assessment.

The price represents a 4.8% premium to Hugo Boss’s closing price of €36.26 on 9 June, the final trading day before Frasers announced its offer. It is also 4.3% above the company’s three-month volume-weighted average price before the announcement.

Hugo Boss CEO Daniel Grieder commented at the time: “Against this backdrop, we firmly believe that the offer price fails to capture the company’s intrinsic value and long-term potential.”

Frasers CEO Michael Murray, who joined the Hugo Boss Supervisory Board in May 2025, was excluded from the committee assessing the offer. Frasers is, however, reportedly considering Murray as a future Hugo Boss CEO if its takeover succeeds.