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Frasers lifts Hugo Boss stake to 47.89%, inching closer to majority ownership

Frasers Group has increased its stake in Hugo Boss to 47.89% after further shareholder acceptance of its takeover offer, bringing the retail group close to majority ownership of the German luxury fashion brand.

Following the end of the additional acceptance period on 13 August 2026, Fraser Group’s offer was accepted for 12,157,598 Hugo Boss shares, representing an additional 17.62% of the company’s share capital and voting rights. This marks the latest increase in share purchases by Frasers Group, which has now lifted its stake from 37.58% (as of 30 July) to 47.89% today.

This makes Frasers Group Hugo Boss’s single largest shareholder, although it does not automatically give Frasers majority ownership of Hugo Boss.

Hugo Boss maintains its strategy

“We appreciate Frasers Group’s continued long-term commitment to Hugo Boss and look forward to maintaining a constructive relationship with them,” said Hugo Boss Supervisory Board Chairman Stephan Sturm on the latest transaction.

He added that the Supervisory Board would continue to support the brand’s execution of its Claim 5 Touchdown strategy while remaining “firmly committed to Hugo Boss” established governance framework and acting in the best interests of the company and all its stakeholders”. 

Introduced in December 2025, Claim 5 Touchdown sets Hugo Boss’ direction through 2028, with a focus on brand equity, distribution and operational performance. The company said the plan had supported improved productivity, earnings quality and cash generation during the first half of 2026.

Chief Executive Officer Daniel Grieder also said: “We value the trust and support our shareholders have shown throughout the offer period and welcome Frasers Group’s support for our long-term strategic direction.”

He added that the company would remain focused on executing its strategy “with discipline” and and highlighted his trust in the brand’s “strong brand”, committed team and “sound financial position”.

“We are well positioned to unlock substantial value creation potential and deliver on our strategic and financial ambitions,” he said. 

In its latest financial results from 4 August Hugo Boss reported “tangible progress” for the second quarter of 2026, despite earnings before interest and tax (EBIT) falling 28% to €59 million (£50.5 million).

Group sales declined by 9% on a currency-adjusted basis to €905 million (£775 million) in the second quarter, versus €1.002 billion (£858 million) in Q2 2025. However, gross margin increased by a strong 200 basis points to 64.9% in Q2, “driven by sourcing efficiencies, improved pricing, and a higher share of full-price sales”.

At the time, Grieder said the financial results showed that the strategy “was already translating into tangible benefits” and that the “results confirm that we are in control of what matters”.

Background on the voluntary takeover offer 

Frasers launched its voluntary public takeover offer on 10 June for all Hugo Boss shares it did not already own. This followed six years in which Frasers had been building its position in Hugo Boss.

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 group had declared the €38 offer price final on 25 June

In July, Frasers crossed Germany’s 30% mandatory-offer threshold after buying a further 2,549,900 shares in Hugo Boss. 

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

Hugo Boss board maintained 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 represented 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 was 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.

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