Just rebuffs Premier's offer

NATIONAL: Just Group has rejected an $835 million offer tabled by Premier Investments, describing it as "unsolicited and opportunistic". Announcing Just Group's official response to Premier's proposed takeover on June 2, Just Group chairman Ian Pollard said the offer "materially undervalued the company."

Premier's response to Just Group's target statement, also released on June 2, pointed to "disappointing results" and Just Group's "failure to commit to a FY2009 forecast" as indications of the attractiveness of Premier's offer. FY2008 earnings forecasts provided in Just Group's target statement - with EBITA of $102 million (pre interest, income and takeover defence costs) compared to consensus of $107 million - represented a downgrade to current consensus broker expectations, Premier claimed.

However Just Group's Ian Pollard strongly rebuffed the claim, confirming an independent expert's report had indicated Premier's offer was "neither fair nor reasonable". Just Group continued to be positioned for strong growth, with recent trading across the group portfolio supporting the company's strong pro forma forecast, he added.

While Premier boss Solomon Lew - who holds a stake of more than 23 per cent in Just Group - had flagged plans to continue Just Group's expansion through acquisitions and the growth of its existing businesses, Just directors were concerned the conflicting priorities within Lew's investment portfolio could erode growth opportunities for the company.

Pollard said members of Just Group's special board committee who held Just Group shares intended to reject Premier's offer, while shareholders were being urged to do the same.