(Dec 6): Frasers Group plc intends to make an offer to buy all the shares of struggling Norwegian sporting goods retailer XXL ASA following a shareholder revolt over management’s plans to fund a turnaround.

The Mansfield, UK-based company plans to offer 10 kroner (US$0.9 or RM3.99) a share in cash to buy all the equity it doesn’t already own in XXL, representing a premium of 25% over Thursday’s closing price, according to a statement. The total deal size to acquire all the shares is about 246 million kroner.

The Norwegian retailer has struggled with a persistently weak sporting goods market after 10 consecutive quarters of negative growth. XXL shareholders last month voted down a plan to raise 600 million kroner in a rights issue, with management responding by trying to push through an alternative rights issue.

“We do not believe that shareholders, especially minority shareholders, should be asked to provide further funding to XXL when it has not articulated any clear plan to address and resolve the root causes of its persistent problems,” Frasers said.

XXL shares rose as much 37% to 11 kroner when the stock market opened in Oslo on Friday. Frasers fell as much as 1.4% in early London trading, adding to a 15% decline on Thursday, when the group issued a profit warning.

Frasers, majority owned by tycoon Mike Ashley, is XXL’s second largest shareholder, with about 32.5% of voting rights. The UK retailing group has been pursuing a growth strategy from acquiring stakes in rival retailers and buying smaller distressed brands, while expanding its premium offerings, despite a downturn in the luxury market.

Frasers said it is willing to consign as much as 500 million kroner of stock on a delayed payment basis. The company has the necessary funds available to cover the bid in full without requiring additional financing, according to the statement.

“With our leading retail expertise, we believe Frasers has the relevant experience to have a chance at saving XXL,” the UK retailer said.

Uploaded by Siow Chen Ming