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Shares in Australian footwear and apparel retailer Accent Group (ASX: AX1) surged almost 15 per cent today after UK retail conglomerate Frasers Group plc (LSE: FRAS) launched an unconditional on-market takeover bid priced at $391 million.
Frasers Group, founded by billionaire Mike Ashley, has priced its bid for all outstanding shares in the Melbourne-based Accent Group at 65c cash per share, taking advantage of a massive fall in the company's share value over the past 10 months from a high of $1.67 in August last year.
However, shares in Accent hit a high of 75c today, up 10c from their previous close, as investors banked on a higher offer from the UK group.
The Frasers offer price matches Accent's closing price last Friday, carrying no premium whatsoever - a point the Accent board seized on in urging shareholders to take no action.
Frasers already holds about 22.9 per cent of Accent, equivalent to around 137.7 million shares, building on the 14.65 per cent stake it acquired from former backer Brett Blundy in 2024.
The proposed takeover offer implies a maximum cash outlay of $315.8 million for Frasers to acquire the remaining 463.5 million shares it does not own.
Accent operates more than 800 stores across Australia and New Zealand under banners including Hype DC, Platypus, Skechers and The Athlete's Foot.
The bidder's statement lodged with the ASX takes aim at the drop in shareholder value for Accent Group shareholders over the past year with Frasers director Christopher Wootton levelling sharp criticism at Accent chairman Lawrence Myers and the broader management team.
Wootton says Accent's board has presided over a 40.5 per cent decline in net profit after tax in the first half of FY26, two downgrades to FY26 EBIT guidance - from $120 million down to a range of $79.5 million to $84.5 million - and $341 million in goodwill carrying just 45 basis points of impairment headroom.
The bidder's statement also points to an 82 per cent vote against the company's remuneration report and an ongoing ASIC insider-trading investigation involving Accent's chief executive Daniel Agostinelli, raising what Frasers describes as significant governance concerns.
Frasers further questions the achievability of Accent's 2030 Strategic Growth Plan, which targets more than $1.9 billion in sales and EBIT margins above 9 per cent - metrics the UK group says are unrealistic given recent performance.
Should Frasers reach a 90 per cent ownership threshold, the company intends to compulsorily acquire the remaining shares, delist Accent from the ASX and remove Myers as chairman.
The bid marks a significant escalation by Frasers, which built its Accent stake through a series of on-market purchases.
Notably, the London-listed group's most recent buying spree between 3 and 5 February 2026 saw it acquire shares at average prices above 90c each - well above the current 65c-per-share offer.
Accent's board, advised by investment bank Luminis Partners and law firm Arnold Bloch Leibler, has issued a swift response telling shareholders to "take no action" while it prepares a formal target's statement and commissions an independent expert's report.
The board says the offer carries zero premium to the prevailing share price and it has urged shareholders to wait for its full assessment before making any decision.
Frasers Group, headquartered in Shirebrook, England, operates more than 1,500 stores globally across brands including Sports Direct, Flannels, and House of Fraser, and is led by chief executive Michael Murray.
The bid, brokered by Barrenjoey Markets, is set to run formally from 30 June to 30 July 2026 and is funded from existing cash reserves and a £3.3 billion ($6.29 billion) credit facility.
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