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Best & Less has formed an independent board committee to evaluate and respond to the offer, although the men will meet the minimum acceptance threshold of more than 55 per cent. Their ultimate holding will be dependent on minority shareholders wanting to retain some holding in the business controlled by Mr Blundy and Mr Itaoui.
Lead independent director Stephen Heath said while the offer does not contain a typical control premium, and despite the major investors’ acceptance, the independent committee determined that it should be made available to all shareholders to accept or not.
He said it was business as usual, and Ms Berchtold, the former The Iconic CEO, will still join the company on September 4.
“We will carefully consider the proposal and provide a formal recommendation in our target’s statement, and we will also commission an independent expert’s report.
“That being said, we note that the offer will provide an ability for shareholders who wish to exit large shareholdings in [Best & Less] to do so in an orderly fashion without unduly impacting the company share price,” Mr Heath said.
Mr Blundy, he added, is “an individual with a strong track record of delivering value in the retail sector”.
Sources close to the company said the move reflects the underlying confidence that Mr Blundy has in the business, despite its latest results showing first-half profits and sales weaker than expected, with its core customer hit harder by cost-of-living pressures and higher interest rates.
The billionaire is one of Australia’s most successful retailers and is also behind other listed names such as shoe company Accent Group and chairman of the fashion jewellery chain Lovisa. All of these investments are held via his private investment group.
Mr Blundy’s offer comes after he upped his stake to 9.9 per cent in March in troubled retailer City Chic Collective, which operates plus-size women’s apparel brands.
iRetail owner Ray Itaoui joined Mr Blundy in his bid for Best & Less which operates 248 stores and an online platform in Australia and New Zealand through its two brands: Best & Less and Postie.
Mr Blundy lives in Monaco, and has known Mr Itaoui for years. Mr Blundy previously told the Financial Review’s BOSS in 2016 that Mr Itaoui was one of the seven executives who were his partners in the many businesses he has built from Sanity Entertainment and Dusk.
Mr Itaoui is the former CEO of Sanity, which Mr Blundy founded in the 1980s. Mr Itaoui went on to become an integral part of the BBRC organisation and a multimillionaire in his own right.
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