Business
Cash Offer for Hugo Boss AG
Frasers Group plc has announced a voluntary public takeover offer to acquire all outstanding shares in HUGO BOSS AG for €38.00 per share, representing a total cash consideration of approximately €1,978.0 million (£1,727.1 million). This offer aims to increase Frasers' investment in HUGO BOSS, a key brand partner, with the expectation of creating shareholder value. The transaction is subject to merger control clearances and is anticipated to complete in the second half of 2026. Pro forma financial information indicates that if the offer had completed on October 26, 2025, combined EBITDA would have been €971.3 million (£848.1 million), and Frasers would have recognised €1,557.7 million in net assets and €1,117.5 million in goodwill. Frasers has secured an acquisition facility agreement to finance the offer. Disclaimer*
About this update from Frasers Group Plc
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION. Date: 10 June 2026 FRASERS GROUP PLC Cash Offer for HUGO BOSS AG Today, Frasers Group plc (Frasers) has announced its decision to launch a voluntary public takeover offer pursuant to the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz) to acquire all of the no-par value registered shares (the HUGO BOSS Shares) in HUGO BOSS AG (HUGO BOSS) which are not held by Frasers, corresponding to approximately 73.94% of the share capital and 73.42% (excluding treasury shares) of the voting rights of HUGO BOSS (the Offer). Frasers intends to offer a cash consideration (the Offer Price) per HUGO BOSS Share of €38.00. Pursuant to the Offer, the aggregate consideration for the HUGO BOSS Shares which are not held by Frasers is in the amount of approximately €1,978.0 million (approximately £1,727.1 million). The Offer will be made in accordance with the terms and conditions set out in the offer document to be approved by the Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin). The Offer will be subject to applicable merger control clearances being satisfied. The Offer will not be subject to a minimum acceptance threshold. Subject to regulatory clearances, Frasers expects the Offer to complete in the second half of 2026. Further information is set out in Frasers' formal announcement of its decision to launch the Offer pursuant to section 10(1) and (3) in conjunction with sections 29 and 34 of the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz), which is available through this link: https://www.fg-germany.com. Background to and reasons for the Offer Frasers has a strong track record in making strategic investments in the ordinary course of its business to develop relationships and partnerships. HUGO BOSS is a key brand partner for Frasers, and one of the top five brands across the Frasers group (the Group). Frasers is a long-term investor in HUGO BOSS and remains supportive of both Stephan Sturm, the chair of the supervisory board, and Daniel Grieder, Chief Executive Officer, in pursuit of their sustainable growth strategy whilst continuing to build brand equity. Frasers...