In Review 2022: the major M&A deals in British fashion retail
Fashion retail has been tested beyond reasonable limits in 2023. A cost of living crisis, supply chain strife, rising costs, war, strikes and extreme weather have wreaked havoc on a market that was still reeling from a global pandemic that forced lengthy store closures and fundamentally changed the way people lived and worked (and therefore the way they shopped and dressed).
A number of big names disappeared from our high street altogether during the pandemic but the fall-out provided plenty of opportunity for the more financially and operationally stable businesses in the market. After a flurry of M&A activity in 2021, 2022 proved equally as interesting and already the seeds have been sown for more high profile deals in 2023.
Below we round up for some of the most significant moves of the past 12 months (most of them involved Frasers Group!) and take a look ahead at what we might expect in the coming year.
Frasers Group fashion’s most active acquisitor
Frasers Group could occupy an entire In Review feature of its own given how active it has been not only on the M&A front, but also with store openings.
Interestingly enough, though, it kicked off the year with a divestment, selling a portfolio of 15 retail parks, including Berryden Retail Park in Aberdeen, and properties in Wigan, Cheshunt, Thurrock and Cheetham Hill, near Manchester, for £320m, giving it a cache of cash to spend on other businesses.
In February it acquired Studio Retail for £1 (it wasn’t its only £1 acquisition of the year) and then promptly set about building up its strategic stake in German luxury fashion business Hugo Boss. It has built on its stake all year and now holds 35% of its issued share capital.
Having sold some retail parks in February, it went on to buy one in March, the Boucher Shopping Park in Belfast.
In May it offloaded US discount sports retail businesses, trading as Bobs Stores and Eastern Mountain Sports, for £55.6 million to GoDigital Media Group saying they no longer fitted in with the group’s wider ‘elevation strategy’.
In June it made its first move into fast fashion, acquiring Missguided for £20 million and then in July added another fast fashion brand, I Saw It First, to its portfolio, later revealing that purchase too had cost just £1.
In August it sold another raft of retail parks for £205 million and then made a cash offer for MySale group, which was rejected.
By September it emerged that Frasers was one of the bidders in the frame to acquire Savile Row tailor Gieves & Hawkes, a deal it was to land in November.
Within two days in October the group revealed it had purchased a 4.45% stake in online retail group N Brown and had snapped up Australian luxury footwear retailer Sneakerboy. Later than month it revealed its stake in online fashion giant ASOS had exceeded 5% and therefore needed to be declared, making it the fourth largest shareholder in ASOS.
Having sealed the deal to buy Gieves & Hawkes in November, at the start of December it went on to buy luxury homewares retailer Amara with a view to introducing an elevated home offer to its luxury fashion chain Flannels.
It capped off the year (we say that, but there’s a few more days left of 2022 during which it could make another purchase) by doing a surprise deal with its former arch rival JD Sports group buying its non-core fashion businesses, including luxury boutiques Giulio and Cricket.
NEXT flexes its financial muscle to make more canny purchases
NEXT, which this year turned 40, is one of most financially solid players on the high street and has used its fiscal and operational strength to make some canny purchases this year. New businesses are integrated into its Total retail platform, which is now a mainstream fashion powerhouse.
Having sealed the deal to operate Gap’s UK retail and online business in 2021, work began on the first Gap shop-in-shop on London’s Oxford Street in February. Several more were to open throughout the year with Gap’s UK online arm now trading on the NEXT Total retail platform.
In April, it continued its strategy of adding carefully considered third-party brands to its portfolio, snapping up a 44% stake in British baby and maternity retailer JoJo Maman Bébé for an undisclosed sum. Also during this month it exercised its right to buy a further 25% stake in Reiss taking its total shareholding in the premium fashion brand to 51%. Reiss was also migrated to the Total retail platform.
Over the summer it emerged that troubled fashion and lifestyle retailer Joules was in talks with NEXT to sell it a 25% stake but after a profit warning and a slump in the Joules share price, NEXT backed off. Joules was eventually placed into administration and NEXT bought it out again, causing consternation from fellow Joules bidder The Foschini Group, the parent of TFG London which owns Whistles, Hobbs and Phase Eight.
Last month NEXT made the smart move to buy online furniture retailer MADE.com for what seems like the bargain price of £3.4 million. The business had floated in 2021 in an IPO that had valued it at £775 million.
Marks & Spencer makes its mark with strategic buys
While it hasn’t been as flash with its cash as Frasers or Next, Marks & Spencer is proving to be a serious player in the consolidation of the British high street (its name was linked to potential purchases of Gieves & Hawkes and TM Lewin for instance). In 2021 it acquired heritage British fashion brand Jaeger and ethical fashion label Nobody’s Child and built on this in 2022 with two strategic purchases.
In March, Marks & Spencer made a strategic investment in online retailer The Sports Edit, later adding its Goodmove athleisure line to the platform, thus giving it a foothold in the burgeoning sports market.
It ended the year with the purchase of the intellectual property developed by fashion marketplace Thread, in a pre-pack deal, as it seeks to boost revenues through new personalised services.
JD Sports divests and refocuses on its core sports offer
Somewhat unusually for JD Sports, this year has been charcterised by the businesses it had sold, rather than acquired. But that’s not necessarily a bad thing, as the business remains in rude health and can focus on its core market of sports fashion.
The long-running saga of its contested purchase of Footasylum was finally brought to a conclusion this year with the sale of the business to investor Aurelius Group for £37.5 million in August. JD had acquired its smaller rival for £90 million in 2019 but the Competitions & Markets Authority eventually ruled that it should sell it citing concerns over lack of competition in the market, which JD had disputed.
At the end of the year, it surprised the industry with the sale of what it called “non-core” fashion business, including luxury boutiques Giulio and Cricket, to its former arch rival Frasers Group.
This deal only seems only to have been possible now that former JD boss Peter Cowgill has stepped down, to be replaced by Régis Schultz and Mike Ashley has handed over the reins at Frasers Group to Michael Murray.
Ted Baker, the British icon, ends up in American hands
In different times, you might have expected Ted Baker to have been in the mix when it came to the leading of the consolidation of the British high street, however it ended up being bought itself. In March, US private equity house Sycamore Partners set off a bidding war for the then listed British fashion brand Ted Baker when it announced that it was considering making an offer.
By May however Reebok owner Authentic Brands Group emerged as the favourite to buy it with Sycamore dropping out of the proceedings it had instigated shortly afterwards. In August ABG sealed the deal with a £211 million cash offer leading to the de-listing of one of the UK’s best known fashion retailers.
TM Lewin is rescued by its biggest backer
The men's formalwear brand TM Lewin has had a miserable couple of years and was placed into administration for a second time in two years in early 2022. Formerly owned by investor Bain, it collapsed in May 2020 to be acquired by Torque Brands, a a special purpose acquisition vehicle setup by London-based consumer specialist, SCP Private Equity. In June 2020 it was placed into administration again and bought back by Torque Brands in a move that enabled it to close all of its stores.
Two years later administration loomed again and, despite apparent interest from Marks & Spencer and Frasers, it was acquired by its biggest lender Petra Group, which relaunched its e-commerce offer and promised new stores. Hopefully a brighter future awaits.
Boohoo Group makes a smart move into beauty
Having hoovered up what felt like half the former British high street during the pandemic era and converted it into online only entities, Boohoo Group has had a pretty quiet year on the acquisition front. But then it has had a lot on its hands with integrating Dorothy Perkins, Wallis, Burton and Debenhams into its group, all of which it had acquired the previous year (the year before that it bought Oasis and Warehouse).
Nonetheless its name is always in the frame when big brands come up for sale (it is understood to have sniffed around Missguided but left that one to Frasers Group) and this year it has made a smart move into the burgeoning beauty space.
Revolution Beauty is a business that had its challenges to put it mildy (its CEO has stood down following an investigation into auditing practices) but its product is perfectly aligned with Boohoo Group’s fashion consumers. Boohoo has amassed a stake in the business totalling more than 25% and the expectation is that it will end up fully owning it. It would be a great addition to its empire if so.
Three more for 2023…?
In The Style, the influencer-led online retailer, has said this month that it feels its current market capitalisation undervalues the business and it is carrying out a strategic review to explore its options, which may include a sale. Founder Adam Frisby has retaken the reins at the business to oversee the process. It’s hard to imagine that Boohoo Group and Frasers wouldn’t have their eye on this one.
Meanwhile at value fashion chain Matalan, its founder John Hargreaves has tabled a final offer in an attempt to keep control, after its lenders indicated they were preparing to step in and take over. Bondholders have been looking for a suitable buyer for the business after the board failed in attempts to refinance its debt.
Hargreaves has teamed up with the private equity arm of Elliott Advisors on a 50-50 bid arguing he is best placed to steer the business (plus he owns the the company that provides Matalan’s IT platform, which gives him the upper hand).
Over at Superdry, founder Julian Dunkerton also believes its shares are cheap and is considering launching a bid to delist it. No advisers have been appointed at this stage, it is understood, but Dunkerton is fiercely protective of his brand (he walked away from it in 2018 only to return in 2019 in a dramatic boardroom coup) so it seems like the kind of bold move he is likely to pull off if so minded.
All in all 2023 could prove just as juicy as 2022 when it comes to M&A in fashion.