Australian clothing retailer Just Group on Monday rejected a hostile A$836 million (US$800 million) bid by billionaire investor Solomon Lew, citing an independent adviser as saying the offer was too low.
Just quoted its adviser, Lonergan Edwards, as valuing Just at between A$4.78 and A$5.28 per share, compared with the valuation of the Premier offer of A$3.97 to A$4.23 per share.
Lew's company, Premier Investments, is offering A$2.20 in cash and 0.25 Premier shares for each Just share.
Clothing retailer Just, which has 880 stores and brands mostly targeted at teenagers, including Just Jeans and Dotti, said the report showed the Premier offer was neither fair nor reasonable.
"The special board committee (of Just) unanimously recommends that shareholders reject Premier's opportunistic and unsolicited takeover offer," the company said.
Premier has taken a 23.7 percent stake in Just, on its way to the required 50 percent acceptance threshold, and put two of its representatives on the board earlier this year.
Lew, who made his fortune from investing in Australian retailers, has been cashed up since selling Premier's 5.9 percent stake in retailer Coles Group last year for more than A$1 billion to Wesfarmers.
Just has described Premier's timing as opportunistic because of the sharp fall in Australian retail stocks this year on worries about a slowdown in consumer spending.
The company gave sales figures for the 17 weeks to date in the second half, saying total group sales rose 4.1 percent while Australian sales were up 5.2 percent, helped by a stronger Aussie dollar.
Same-store sales across the group fell 1.4 percent, dragged down by a poor performance in New Zealand, while Australian same-store sales rose 1.0 percent.
It said Australian same-store sales have improved in the eight weeks since Premier made its offer, rising 3.8 percent. Just shares closed on Friday at A$3.90.