Boohoo Urges Shareholders to Reject Frasers' Leadership Challenge

Boohoo's board has advised shareholders to reject a leadership challenge from its largest shareholder, Frasers, due to concerns over conflicts of interest and potential influence.

In a recent statement, Boohoo expressed its belief that Frasers, along with its owner Mike Ashley, is attempting to disrupt Boohoo's ongoing Business Review initiated in October 2024, and is acting in their self-interest.

As Frasers holds a 73% stake in Boohoo, the board accused it of pressuring management, possibly aiming to acquire Boohoo’s assets below market value. They emphasized that Frasers' actions lack a credible alternative plan for Boohoo’s future, focusing instead on gaining control for personal benefit.

The board referenced Frasers' past behavior with Studio Retail Group, where it influenced board changes and acquired the business from administration at a low value. Boohoo’s board reiterated its commitment to a clear, credible plan to unlock value for shareholders following recent refinancing efforts.

Additionally, Boohoo appointed Dan Finley as CEO, unanimously supported by the board for his experience and leadership skills, particularly from his time at Debenhams.

The board raised corporate governance issues, citing concerns over a potential Mike Ashley appointment to Boohoo’s board, fearing it could be detrimental given his significant control over Frasers. They highlighted his previous actions and Frasers’ history with other businesses as warning signs.

Boohoo also rejected Frasers' request to appoint Mike Lennon, a restructuring expert connected to Frasers, noting that his past role in administrations raises questions about his fit for Boohoo’s board.

Despite these challenges, Boohoo stressed it is not seeking confrontation but aims to protect the long-term interests of the company and its shareholders, remaining open to constructive engagement and offering a non-executive role for Frasers while requesting safeguards for conflicts of interest.