UK sporting goods giant Frasers Group has bid A$390.8 million ($277m) for Australian footwear retailer Accent Group, its largest investee, at A$0.65 per share. Morningstar recommends shareholders reject the offer as significantly undervalued.

Frasers Group launched the all-cash offer for Accent Group on June 15, pricing each share at A$0.65, matching Accent’s last closing price on June 12. The offer carries no premium. The structure drew immediate criticism from Morningstar, whose analysts described the bid as a way for Frasers to accumulate stock cheaply rather than a genuine takeover attempt at fair value. The research firm recommended shareholders take no action.

The market appeared to agree. Accent shares surged more than 10% on the day the bid was announced, hitting a more than two-month high before retracing in subsequent trading. The stock continued to trade above the offer price while the broader S&P/ASX 200 index declined. The persistent gap between Frasers’ offer price and where the market is trading Accent suggests investors expect a higher or competing bid.

Why Frasers’ no-premium price is a stress test of its 22.9% stake

The offer sits well below the average price Frasers paid when building its position, underscoring the valuation tension at the heart of the bid. Market data suggests the stock’s fair value is above the offer price.

Frasers currently holds a 22.9% stake in Accent, making it the company’s dominant shareholder. That position complicates the picture: a large block accumulated at a higher cost basis creates pressure either to acquire control at a justifiable price or to remain a major minority holder with limited exit options. The offer was lodged via Barrenjoey on Frasers’ behalf, with the acceptance period running until July 30 unless extended. Accent’s board advised shareholders to take no action while it evaluates the bid with advisers.

Why Frasers wants Accent

For Frasers, the strategic rationale for a full acquisition of Accent is clear. Victoria-based Accent is one of Australia and New Zealand’s largest footwear and sportswear retail groups. It operates licensed retail formats for major global brands including New Balance, Vans, Skechers, Dr. Martens, and Timberland, alongside its own brands. An outright acquisition would give Frasers, which already operates Sports Direct, Flannels, and House of Fraser in the UK and Europe, a meaningful foothold in the APAC market through an established multi-brand retail platform.