Hugo Boss has called on shareholders to reject the €2.7bn takeover offer from Frasers Group, arguing the €38 a share price undervalues the company. The bid follows Frasers’ attempt to push its stake past the 30% threshold that triggers a mandatory offer under German law. Hugo Boss’ shares hovered around €37.86 at the time.

Frasers Group owns roughly 26% of Hugo Boss and is the largest shareholder. German takeover rules require a bidder to purchase all remaining shares once a 30% stake is crossed. The offer bases its price on the highest premium Frasers paid in the past six months, the statutory minimum under German law.

Hugo Boss has reported weakening demand in the luxury segment, with sales and profits falling in recent quarters. CEO Daniel Grieder is steering a turnaround plan that aims to lift growth and unlock higher shareholder value. The board believes the €38 a share figure reflects only the statutory baseline, not the long‑term value creation potential.

A special transaction committee has been set up to review the bid, and Frasers chief executive Michael Murray was removed from all decisions to avoid conflict. Frasers maintains it intends to support Hugo Boss as a long‑term investor, while the German company stresses its strategy will remain unchanged. The outcome will shape the company’s capital structure and market perception.