Frasers declares A$0.65 offer for Accent Group best and final
Frasers Group plc (LSE:FRAS) has declared its A$0.65 per Accent Share takeover bid for Accent Group Limited BEST AND FINAL as to consideration, stating it WILL NOT BE INCREASED.
The Offer is an on-market takeover bid under Chapter 6 of the Corporations Act 2001 (Cth) for all fully paid ordinary shares in Accent Group Limited that Frasers or its associates do not currently own.
The terms are set out in the bidder’s statement dated 15 June 2026, as supplemented by the first supplementary bidder’s statement dated 10 August 2026. With the price now declared final, Accent shareholders have a fixed consideration against which to weigh their decision.
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Why Frasers urges shareholders to accept
In its 28 October 2026 announcement, Frasers encouraged Accent shareholders to “ACT NOW AND ACCEPT” the Offer. It set out the following reasons, which reflect Frasers’ own views:
- Frasers notes that no competing proposal has emerged in the more than 4-month period since the Offer was announced, and considers the likelihood of one emerging now very low.
- Frasers says the Offer is an opportunity to immediately realise value for Accent Shares.
- The Offer is unconditional, with the Offer Price to be paid in cash two Trading Days after acceptance.
- Frasers sees a risk that the trading price of Accent Shares may fall after the Offer closes, noting that Accent Shares have closed between A$0.65 and A$0.66 since 7 October 2026.
- Frasers believes Accent has continued to prioritise shareholder distributions during material earnings pressure, increased borrowings and ongoing growth investment obligations, including under the Sports Direct retail agreement. Frasers considers this approach neither sustainable nor prudent.
- Frasers considers that shareholders who do not accept may remain exposed to risks, including potential future equity dilution from any issue of securities Accent may decide to make, or increased debt funding Accent may decide to obtain, in response to its recent subdued financial performance and future capital and operational expenditure requirements.
What the best and final declaration means for Accent investors
An on-market takeover bid is an offer made through the stock exchange to buy shares from existing holders at a stated price. Here, the stated price is A$0.65 per Accent Share.
Frasers launched its unconditional on-market cash bid for Accent while already holding roughly 22.9% of the register, a stake that gives it a blocking position against any rival transaction.
A “best and final” declaration signals that the bidder will not raise that price. Frasers has stated the Offer Price WILL NOT BE INCREASED.
“Unconditional” means no conditions are attached to the Offer. Frasers states the Offer Price will be paid in cash two Trading Days after acceptance.
Accent Shares have closed between A$0.65 and A$0.66 since 7 October 2026, so trading has sat close to the Offer Price. The arguments above are Frasers’ position, and shareholders are directed to the Bidder’s Statement for the full terms.
Key dates and how to accept
Two stated timing points apply to the Offer:
- The Offer is scheduled to close at 4.00pm (Sydney time) on Friday, 29 January 2027, as announced on 18 September 2026. Accent shareholders must accept before this time.
- Cash payment is made two Trading Days after acceptance of the Offer.
The closing date has moved more than once, and the earlier offer extension to 30 September left the terms unchanged while pushing out the deadline for shareholders.
Details on how to accept are set out in the Bidder’s Statement, which Frasers says shareholders should read in its entirety.
Shareholders with questions can contact the Offer Information Line on 1300 572 527 (within Australia) or +61 3 9415 4634 (outside Australia), between 8.30am and 5.00pm (Sydney time), Monday to Friday, excluding public holidays.
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