Fashion retailer, Just Group (JST) has today formally replied to a take-over bid from Solomon Lew’s Premier Group last week, urging shareholders to take no action.
Just Group, which owns brands including Peter Alexander, Dotti, Portmans and Just Jeans said a special board committee has been formed to evaluate and respond to Premier’s offer.
It advised shareholders to take no action in relation to Premier’s offer until the recommendation has been provided by the special board committee in Just Group’s Target Statement.
“Shareholders should wait for our Target’s Statement before making a decision. Shareholders will be given sufficient time to properly consider Premier’s proposed offer,” Just Group said.
The Premier offer values Just at between $4.11 and $4.46 per share, with an offer of $2.20 cash, including the 10.5c per share interim dividend declared by Just Group on March 5, and 0.25 Premier shares for each Just share.
Premier, which already holds a controlling 22.8% stake in Just Group, said its offer represents an implied premium of 16.9% to 26.8% to the Just Group closing share price of $3.52 last Friday, March 28.
In its offer last week Premier said its $2.20 per share cash offer gives Just shareholders an opportunity to realise a substantial immediate cash amount for part of their investment in Just Group in a time of increased share market volatility, declining consumer confidence and escalating uncertainty for the outlook of the Australian, New Zealand and international economies.
“The board and management of Just Group have achieved continuous sales and profit growth over the past seven years, including record first half results for 2008. We are committed to ensuring that all our shareholders benefit fully from Just Group’s underlying value and growth potential,” Just Group said.
“We have powerful brands and an outstanding retail machine that is capable of rapidly adjusting to changes in the business environment,” Just Group chairman Ian Pollard said.
“We are committed to ensuring that shareholders benefit fully from Just Group’s underlying value and growth potential. We also remain dedicated to our objective of being one of the world’s most exciting retailers,” he said.
Just Group’s market capitalisation is about $837 million.
Shares in JST added 3 cents to $4.06.
