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Frasers Group has made a mandatory cash offer for the entire issued and to be issued share capital of Australian online fashion discounter MySale, for shares which are not already owned by Frasers or any persons acting in concert with it, at a price of 2p per MySale share.
Frasers is now interested in 481,276,224 MySale shares, representing 48.5% of the voting rights of MySale, including the shares of former chairman Carl Jackson.
Under the Takeover Code, Frasers was required to make a mandatory cash offer for the MySale Shares not already held by Frasers. The group now intends to seek to acquire additional MySale Shares by means of market or other purchases.
Frasers has now received an irrevocable commitment from Jackson Family Capital Pty Limited to sell 103,745,000 MySale shares, representing all of the MySale Shares currently held by Jackson Family Capital Pty Limited and Lynchwood Nominees Limited, on behalf of Carl Jackson and an irrevocable commitment from Jackson Future Funds Pty Limited.
Additionally, Frasers has received an irrevocable commitment from Jamie Jackson to sell a further 62,145,385 MySale shares, being all of the MySale shares currently held by or on behalf of Jamie Jackson, at a price of 2p per MySale share.
Last week, MySale rejected an offer by Frasers to acquire the remaining shares of the Australian marketplace for 2p per share as it was said to undervalue the business.
However, Frasers has now said the mandatory offer of 2p per share is final and the offer price will not be increased, but the group reserves the right to increase the offer price if there is an announcement or a possible offer for MySale by a third party offeror.
Previously, Frasers had acquired 270,666,650 MySale shares at 2p per share on 29 June 2022, becoming MySale’s largest shareholder with a 29% stake in the business.
Frasers said the offer reflects a fair valuation of each MySale share, and that accepting the offer will provide MySale shareholders with the opportunity to achieve an immediate liquidity event.
