18th Mar 2025 11:40
(Alliance News) - Frasers Group PLC on Tuesday said it will make mandatory offer for XXL ASA, Norwegian sportswear retailer as its stake passes the one-third threshold.
The Sports Direct and Flannels owner said that during XXL's rights issue, it was allocated 21.6 million A-shares. In addition, it will be issued 777,289 shares as for Frasers Group's guarantee connected to the rights issue.
All-in-all, this means it will own 28.8 million A shares, a 32.9% stake in all of the company. It will own 40.8% of voting A-shares once the shares have been issued.
Frasers will need to make a mandatory offer under Norwegian trading rules, as its stake crosses the one-third threshold.
"Frasers Group intends to make a mandatory offer for the shares of the company not owned by Frasers Group as required by the Norwegian securities trading act," it added.
Frasers in February said it decided against taking full ownership of Norway's XXL.
The Shirebrook, England-based firm in December launched a voluntary offer to acquire the shares in the sporting goods retailer it did not already own.
But Frasers said it was informed that XXL's other large shareholders would not accept the intended offer if made.
"As a result, Frasers has concluded that the condition requiring acceptance of the intended offer by a sufficient number of shareholders to ensure Frasers would hold more than 50% of XXL's shares and votes on a fully diluted and converted basis would not be fulfilled," the firm said in a statement.
"Against this background, Frasers has decided not to proceed with the intended offer," the firm added.
Frasers Group's voluntary offer was to purchase the remaining shares for NOK10 each. The proposal valued XXL at approximately NOK246.4 million, some GBP18.0 million.
By Eric Cunha, Alliance News news editor
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