Frasers Group, the U.K.-based parent of Sports Direct, launched a €2 billion ($2.31 billion) takeover offer for German fashion brand Hugo Boss AG.

Frasers, the biggest shareholder in Hugo Boss, is offering €38 per share in cash for the remaining shares, representing a 4.3 percent premium to the €36.44 closing price of Hugo Boss stock on Wednesday, June 10, bringing the deal’s valuation to €1.978 billion. Including shares Frasers already owns, the offer prices Hugo Boss’ total company valuation at roughly €2.7 billion ($3.1 billion).

Hugo Boss has been struggling with declining sales and set out a new strategy six months ago ​to revamp stores, streamline its product range and offer more womenswear. Its shares are trading at around half their value from three years ago.

In explaining its rationale for the takeover, Frasers said in a statement, “Frasers has a strong track record in making strategic investments in the ordinary course of its business to develop relationships and partnerships. Hugo Boss is a key brand partner for Frasers, and one of the top five brands across the Frasers group (the Group). Frasers is a long-term investor in Hugo Boss and remains supportive of both Stephan Sturm, the chair of the supervisory board, and Daniel Grieder, Chief Executive Officer, in pursuit of their sustainable growth strategy, whilst continuing to build brand equity. Frasers’ board of directors (the Board) believes that increasing Frasers’ investment in Hugo Boss will create value for Frasers’ shareholders.”

Frasers said that it currently owns 18.35 million Hugo Boss shares, representing 26.06 percent of the share capital and 26.58 percent (excluding treasury shares) of the voting rights of Hugo Boss. In addition, Frasers holds a significant amount of sold put options over Hugo Boss shares. Under German takeover law, if Frasers reaches a shareholding of 30 percent or more in the share capital and voting rights of Hugo Boss, Frasers would be required to make a mandatory offer for all the shares in Hugo Boss not held by Frasers.

Frasers added, “To facilitate further investment by Frasers in Hugo Boss, Frasers has decided to make a voluntary public takeover offer to all Hugo Boss shareholders for all Hugo Boss Shares not directly held by Frasers.”

Michael Murray, CEO at Frasers, is a member of the supervisory board of Hugo Boss and, as such, he did not participate in the Board’s discussion of, or decision to make, the offer.

Frasers added that pro forma financial information indicates that if the offer had been completed on October 26, 2025, combined EBITDA would have been €971.3 million (£848.1 million), and Frasers would have recognized almost €1.558 billion in net assets and over €1.117 billion in goodwill.

The transaction is subject to regulatory and merger control clearances, with completion anticipated in the second half of 2026.

Frasers’ retail banners include Sports Direct, House of Fraser, The Webster, Game, Jack Wills, Evans Cycles, USC, Gieves & Hawkes, and Sofa.com. Fraser’s brand portfolio includes Everlast, Slazenger, Karrimor, Lonsdale, No Fear, LA Gear, Donnay, and Antigua.

Image courtesy Hugo Boss