Mulberry Group plc (LON:MUL) has noted the announcement from Frasers with regard to a possible cash offer for the entire issued and to be issued share capital of the Company not already owned by Frasers, at 130 pence per share. Frasers is currently interested in approximately 36.8 per cent. of the Company’s issued ordinary shares.
The Board has considered carefully the Possible Offer, along with its financial and legal advisers, and has also consulted with and sought feedback from Challice Limited, the Company’s 56.1 per cent. majority shareholder ,
The Mulberry Board believes that the combination of the recent appointment of Andrea Baldo as CEO alongside the recently announced Subscription and Retail Offer provides the Company with a solid platform to execute a turnaround and, ultimately, to deliver best value for all Mulberry shareholders. In light of this, the Board has concluded that the Possible Offer does not recognise the Company’s substantial future potential value. In addition, the Board has been informed that Challice is supportive of the Company’s strategy and has no interest in supporting the Possible Offer. As a result of the above, the Board has rejected the Possible Offer.
The Board has no intention of withdrawing or terminating the Subscription or the Retail Offer announced on 27 September 2024, believing that the Capital Raising, allowing all Mulberry Shareholders to participate on the same terms, is the fairest and most effective way of accessing additional equity funding. Recognising that Frasers is a committed and important investor in Mulberry, and has publicly stated that it would have been willing to underwrite the Subscription, the Board looks forward to engaging further with Frasers regarding a pro rata participation in the Subscription.
In accordance with Rule 2.6(a) of the Code, Frasers must by no later than 5.00 p.m. (London time) on 28 October 2024 (or such later time and/or date as may be agreed by the Takeover Panel (the “Panel“), either announce a firm intention to make an offer for Mulberry in accordance with Rule 2.7 of the Code, or announce that it does not intend to make an offer for Mulberry, in which case such announcement will be treated as a statement to which Rule 2.8 of the Code applies. The deadline will only be extended with the consent of the Panel in accordance with Rule 2.6(c) of the Code.
As a consequence of Frasers’ announcement, Mulberry is considered to be in an “offer period” as defined in the Code and the attention of Mulberry shareholders is drawn to the dealing disclosure requirements of Rule 8 of the Code, which are summarised below.
The Mulberry Group Board highlights that there can be no certainty that an offer will be made for the Company nor as to the terms on which any such offer might be made.
A further announcement will be made as and when appropriate.
