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#Another one bites the dust!
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Added one year ago

Today Best & Less announced that BBRC (Blundy and Itaoui) have acquired a relevant interest in more than 90% of the BLG Shares and have also acquired more than 75% of the BLG Shares that it offered to acquire under the Offer. Accordingly, the Bidder has determined to exercise its right to compulsorily acquire your BLG Shares under the compulsory acquisition provisions of the Corporations Act if you do not accept the Offer before it closes on 7:00pm (Sydney time) on Friday 14 July 2023 (unless extended).

Best & Less had the making of a great business listed on the ASX. However it was quickly snapped up by Brett Blundy and Ray Itaoui who have an eye for a bargain and can see the long term potential for the business. I wish them both well and very much look forward to following how it goes from here.

Over and out for Best & Less on the ASX!

#Leadership Update
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Added one year ago

I wasn’t expecting this! Erica Berchtold will no longer be taking over as CEO in September. Ray Itaoui will assume the responsibilities of CEO on a full time basis.

I will be keeping a close watch on progress at Best & Less. I think there is great potential for this business under Ray’s leadership. After accepting the off-market share offer in full (IRL) I will wait on the sidelines until the economy starts to show some signs of improvement, ie. productivity up, interest rates steadying, and inflation down.

Disc: no longer held

Leadership update Announcement

The Board of Best & Less Group Holdings Limited (BLG or the Company) (ASX:BST) and BBRC Admin 1 Pty Ltd (the Bidder under the takeover Offer dated 22 May 2023) announce that BLG Executive Chair, Ray Itaoui, will assume the responsibilities of CEO on a full-time basis.

Consequently, the Company and Erica Berchtold have agreed not to proceed with her appointment as Group Chief Executive Officer of BLG, which had been proposed to be effective from 4 September 2023.

Mr Itaoui has considerable retail experience, having operated successful Australian and global retail businesses for more than two decades, including iconic brands such Sanity, Bras N Things and Honey Birdette.

BLG Executive Chair, Ray Itaoui, said: “I am excited to lead BLG and committed to taking the decisive action necessary to position the Company for the current challenging trading conditions. I believe strongly in BLG’s potential to extend our leadership position in the value segment, leveraging our unique offer, privileged relationship with our customers, and the capability of BBRC.”

ENDS

#Trading Update
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Last edited one year ago

Today Best & Less provided a second, more subdued Trading Update only one month since the previous update. There is nothing good to see here!

Summary of Update:

  • Trading conditions continuing to soften
  • Foot traffic lagging the prior year
  • Total sales over last 5 weeks down 11.7% pcp and LFL sales down 13.2% pcp
  • Over 24 weeks in H2 FY23, LFL sales were 4.5% pcp
  • discounting to clear winter stock has accelerated
  • Q4 gross margins negatively impacted and expected to continue into Q1 FY24
  • H2 FY23 Proforma NPAT expected to be between $3.6 million and $4.2 million which excludes a potential after tax impairment charge on Right of Use Assets of between $1.5 million and $3.0 million, down from previous guidance for pro forma NPAT of between $10 million and $12 million.

If the purpose of the trading update was to convince investors to accept the $1.89 per share offer, then it has certainly worked on me!

Not only have trading conditions got a lot worse for Best & Less over the last month, but the headwinds for the retailers in general are getting much stronger too. These include:

  • At least 2 more interest rate rises are expected
  • Award wages to increase by 5.75%
  • inflation remains stubbornly high, around 7%, putting further pressure on operating costs and household budgets
  • low income earners are being hit the hardest
  • Foot traffic in shopping centres is showing no signs of improving
  • Consumer confidence is low and I think there is more pain to come

I think retail stocks are really going to suffer for at least 12 months.

I am feeling more bearish now about the economy than when COVID 19 first arrived on our doorstep in March 2020.

Call it luck, but now I think Best & Less investors have a unique opportunity to dodge a recessionary bullet by accepting the Blundy/Itaoui off-market offer of $1.89, which only one month ago seemed to be well below fair value for the business.

Term deposits at 5% interest are looking more attractive every day!

Disc: IRL - Accepted the Off-Market Offer in full, SM recently sold.

ASX Trading Update

Since the Company’s most recent trading update on 17 May 2023, trading conditions have continued to soften, with sales and foot traffic lagging the prior year.

For the five trading weeks from 15 May to 18 June, total sales were -11.7% or $9.0 million below the prior corresponding period (PCP) and LFL sales were -13.2% below the PCP (stores: -12.5%, online: -19.6%). Through 24 trading weeks in H2 FY23, LFL sales were -4.5% below the PCP (stores: -2.0%, online: -18.6%).

As previously announced, Ray Itaoui joined BLG as Executive Chair on 5 June 2023 and has assumed the responsibilities of CEO for an interim period. Since joining the Company, Mr Itaoui has rapidly implemented a range of actions to position BLG for more challenging trading conditions.

In-season promotional and discount activity to clear winter stock has been accelerated, and yearly inventory is also being reduced to align BLG’s inventory position with current demand and maintain inventory quality. This activity has negatively impacted gross margin in Q4, which is expected to continue into Q1 FY24 as the winter season is closed out.

Further expense management initiatives have been implemented to right size BLG’s cost base for the conditions, however the full benefit of these actions and lower product and shipping costs will not be seen until H1 FY24.

For H2 FY23, BLG now expects to deliver total revenue of between $310 million and $315 million and pro forma net profit after tax (NPAT) of between $3.6 million and $4.2 million, which excludes a potential after tax impairment charge on Right of Use Assets of between $1.5 million and $3.0 million. This compares to the Company’s previous guidance for pro forma NPAT of between $10 million and $12 million.

Update on Takeover Offer

On 22 May 2023, BBRC Admin 1 Pty Ltd (the Bidder), an entity associated with BBRC International Pte. Ltd., as trustee for the BB Family International Trust (BBRC) and Ray Itaoui, made an off-market takeover offer (Offer) to acquire all of the shares in BLG. The Offer has since been declared unconditional.

 As at 19 June 2023, the Bidder, together with entities associated with the Bidder, has voting power in BLG of approximately 66.46%.

Given today’s announcement, BLG intends to issue a further Supplementary Target’s Statement in the coming days.

Shareholders are encouraged to contact the Shareholder Information Line on 1800 426 150 (within Australia) or +61 1800 426 150 (from outside Australia), Monday to Friday (excluding public holidays) between 8.30am and 7.30pm (Sydney time) should they have any queries in relation to the Offer.

#Ray Itaoui, Best for Less
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Last edited one year ago

As of today Ray Itauoi will replace Jason Murray (associated with Bignor) as Executive Chair and assume the role of CEO for a transitional period until Erica Berchtold joins BLG as Chief Executive Officer, expected to be in September 2023.

Ray Itaoui has over 20 years experience and has operated and invested in Australian and global retail businesses including Sanity, Bras N Things, Honey Birdette, Mr Vitamins, MakeUp Cartel and Universal Store. He also served as the Chairman of Sanity, Bras N Things, Honey Birdette, Mr Vitamins and as an independent non-executive director of ASX-listed Aventus Group.

Ray has been quick to adopt the Best & Less philosophy. Not only is he the BEST person for the job, he also leads for LESS, accepting an annual package of $111,000, Including superannuation. It’s refreshing to see that BBRC Worldwide really does walk their talk, “Boards; Keep them lean and mean”! :)

Fay Bou, who is associated with Allegro, has also resigned as a director of BLG.

ASX Announcement

#Take over offer Unconditional
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Last edited one year ago

Wow, that moved quick! It looks like the $1.89 per share offer is now unconditional. Shareholders who wish to accept the offer must do so by the close date of the 22nd June. Decision time!

ASX Announcement

Fulfilment of Minimum Acceptance Condition

The Bidder confirms that Allegro and Bignor, two major BLG Shareholders who together held 40.7% of the BLG Shares on issue as at the date of the Takeover Booklet, have each accepted the Offer.

Accordingly, the Bidder gives notice under section 630(4) of the Corporations Act 2001 (Cth) that the Minimum Acceptance Condition contained in section 1.7.9(a) of the has been fulfilled, and therefore, the Offer and any contract arising from acceptance of the Offer is now free of that condition.

Offer is now unconditional

The Bidder confirms that the Offer is now unconditional.

The Offer remains open for acceptance by BLG shareholders until 7.00pm (Sydney time) on 22 June 2023 (unless extended or withdrawn by the Bidder in accordance with the Corporations Act).

BLG shareholders may accept the offer online at https://events.miraqle.com/BestAndLess- TakeoverOffer or by using the Acceptance Form sent with the Takeover Booklet.

BLG shareholders who accept the Offer will be paid the Offer Price per accepted share by the Bidder within 7 days of their acceptance now that the Offer is unconditional.

Date: 5 June 2023

Signed for and on behalf of the Bidder.

Tim Dodd

Company Secretary BBRC Admin 1 Pty Ltd



#Take over with 55% acceptance
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Last edited one year ago

The Blundy-Itaoui off-market take over offer for Best & Less is getting closer to a done deal with the only hurdle left now being a 55% minimum acceptance of the $1.89 per share offer.

I think the deal is even more likely to go through given conditions for retailers has deteriorated and downgrades are being reported across the board.

Investors will be starting to think that the $1.89 per share offer (described by the independent valuers as ‘not fair, but reasonable’ ) is starting to sound very attractive! I think investors will be holding back but will succumb to the offer by D day (22 June).

What am I thinking? I think in the long term this is and will be a great business to own…and so does Blundy and Itaoui! If I could sell our holdings at my valuation of $2.10 to $2.20 I would consider doing that. However, at $1.89 I think the future looks more rewarding by hanging in there for the long term.

But it’s not going to be a smooth ride in the short term. I expect some share price volatility after the offer closes on the 22nd June for those who are hanging in there. To be honest I’m not sure what to do. At the moment it seems like 17 days is a very long time with the current economic uncertainty!

Disc: Held IRL (10.9%), SM (21.5%)

ASX Announcement

Takeover bid by BBRC Admin 1 Pty Ltd for Best & Less Group Holdings Ltd – Notice freeing the Offer from certain defeating conditions

We act for BBRC Admin 1 Pty Ltd (ACN 667 625 452) (the Bidder) in relation to its off-market takeover offer under Chapter 6 of the Corporations Act 2001 (Cth) (Corporations Act) for all of the ordinary shares in Best & Less Group Holdings Ltd (ACN 642 843 221) (BLG) (the Offer).

On behalf of the Bidder, we enclose by way of service pursuant to section 650F of the Corporations Act, notice declaring the Offer free from certain defeating conditions.

Notice under section 650F of the Corporations Act

To: ASX Limited

Best & Less Group Holdings Ltd (ACN 642 843 221) (BLG)

We refer to the off-market takeover offer by BBRC Admin 1 Pty Ltd (ACN 667 625 452) (Bidder) for all of the ordinary shares in BLG (the Offer within the Takeover Booklet in relation to the Offer dated 22 May 2023 (Takeover Booklet). Unless otherwise defined, capitalised terms in this notice have the same meaning given in the Takeover Booklet.

In accordance with section 650F of the Corporations Act, the Bidder gives notice that:

(a) the Offer and each contract resulting from acceptance of the Offer is freed from the following Conditions:

  1. no material adverse change condition set out in section 1.7.9(b) Statement;
  2. no legal or regulatory restraints condition set out in section 1.7.9(c) Statement; and
  3. prescribed occurrences condition set out in section 1.7.9(d) .

(b) The bidders voting powers in BLG is 16.45%.

The Offer remains subject to the 55% minimum acceptance condition set out in section 1.7.9(a) of the Takeover Booklet.

Date: 5 June 2023

Signed for and on behalf of the Bidder.

Tim Dodd

Company Secretary BBRC Admin 1 Pty Ltd

#Allegro collects over $200 mil
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Added 2 years ago

If you are wondering why Allegro is selling their final 32.4% stake in Best & Less at a 14% discount to valuation, this AFR article explains why.

Rich pickings for Allegro

“Allegro, a turnaround PE specialist, acquired Best & Less alongside Harris Scarfe, Debenham’s and Postie in 2019 from Greenlit Brands. Its acquisition price wasn’t known. It ended up combining Postie with Best & Less and floating it in July 2021.

Now for Allegro’s returns from Best & Less. They were delivered in four hits.

The first $40 million odd arrived when it sold Blundy’s BBRC International vehicle a 16.4 per cent stake at $1.94 a share just before the IPO. The second lot was its IPO sell down, which netted the firm another $53 million.

The third came via a block trade in August at $2.30 a share. That deposited another $33 million odd into Allegro’s bank account.

Blundy closed the circle on Sunday, agreeing to take the last of Allegro’s shareholding off its hands for $77 million. In all, Allegro has collected more than $200 million from Best & Less and Postie over four years – and that’s not including dividends or what it may have made (or lost) off Harris Scarfe and Debenham’s”

#Takeover bid - $1.89 optional
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Last edited 2 years ago

Blundy and Itaoui have been quick to strike following the earnings downgrade. Today they released their official bid of $1.89 per share to all shareholders who wish to accept the offer. The offer to sell is optional for investors, however if the duo manage to acquire 90% of the business they will take the lot. Im not sure at what price at this point.

The independent expert said the offer is NOT FAIR, but reasonable, valuing the business at between $2.03 and $2.43. This is line with my own valuation of $2.10 following the earnings downgrade.

Independent Expert has also determined that the Offer is NOT FAIR but reasonable. While the Offer Price has been determined to be below the Independent Expert’s estimated fair market value of between A$2.03 and A$2.43 per BLG Share on a control-basis, the Independent Expert has opined, on balance, that the Offer is reasonable as it recognises the disadvantages and challenges associated with being a minority BLG Shareholder and the uncertain path to future liquidity.”

Shareholders can accept from now until 22nd June 2023, unless the offer is extended or withdrawn.

Some of the clauses no longer apply, ie it no longer mentions subject to further deterioration in trading conditions, nor does it mention discounted by the upcoming dividend if declared. This is because the deal is expected to be completed before any dividends are declared. The offer is still subject to a 55% ownership of the business. With limited conditions and with Allegro and Jason Murray already agreeing to sell their shares, the take over offer is highly likely to proceed from here.

Two directors, Stephen Heath and Melinda Snowden, have each advised the Company that he or she currently intends NOT to accept the Offer in respect of the BLG Shares that they individually hold or control.

Management Changes

“If the Offer is successful and becomes unconditional, it is expected that Fay Bou and Jason Murray will leave the BLG Board and Ray Itaoui will be appointed to the BLG Board. The BLG Board would then comprise Stephen Heath, Colleen Callander, Melinda Snowden, Brett Blundy and Ray Itaoui. It is proposed that Ray Itaoui will be appointed as Executive Chair for a transitional period until Erica Berchtold joins the Company as Chief Executive Officer in September 2023. Upon Erica joining, it is intended that Stephen Heath will become Chair of the BLG Board and Ray Itaoui will revert to a Non - Executive Director role.”

My View

We now have a reasonably solid floor price of $1.89 for the business. Beats me why investors were still selling shares today at $1.85. I have a buy bid in at $1.86. The Blundy-Itaoui offer price of $1.89 is at a 14% discount to the intrinsic value of the business, and they have been shrewd enough to acquire this great business at a NOT FAIR price! I like that in the new management!

The news couldn’t be much worse for retailers at the moment and the duo have taken this opportunity to snap up 55% of the business with Allegro and Murray keen to get out. Allegro are turn-around specialist venture capitalists. They’ve made their money out of the Greenlit brands takeover and are ready to move on to another opportunity within their wheel house where there are bigger fish to fry!

What am I doing with our BST holding? Sitting tight for now, and perhaps adding some more under $1.86, if Blundy doesn’t snap them up first!

ASX Announcement

Disc: IRL (10%), SM (20%)

#Has Erica got what it takes?
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Last edited 2 years ago

Best & Less is currently experiencing a tougher trading environment and is now dealing with on-going pressure on profit margins. As a shareholder I am now strongly focused on the incoming management and leadership.

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From September 2023 Erica Berchtold will take over the reigns as the new CEO. The question is, has Erica got what it takes to turn the group around? I found some background on Erica in an article in the AFR from the 14th April 2020 - Best & Less poaches new CEO from The Iconic (part copied below). My take is that Erica does have what it will takes. She is a proven leader, has turned businesses around before, has grown The Iconic to Australia’s largest online-only fashion retailer and as a mother of three is well aligned with the number one customer for Best & Less. I think Erica has got what it takes and I can’t wait for Erica to put her stamp on Best & Less.

“Ms Berchtold has headed Australia’s largest online-only fashion and lifestyle retailer pp(The Iconic) since 2019, during which time the business has grown to over $700 million in revenue. She now will need to look after 248 physical stores as well as an online platform at ASX-listed Best & Less.

Before The Iconic, Ms Berchtold was managing director of Super Retail Group’s Rebel sporting goods division, and she also worked for Specialty Fashion Group as general manager for Crossroads and Autograph, two women’s fashion apparel brands.

She started her career in technology sales and distribution before swapping into retail and joining Harvey Norman as a product manager in 2000. She then moved to Rebel, then owned by Harvey Norman as head of merchandise and marketing. Furthermore, she helped reposition the business ahead of its sale to private equity in 2007.

Under her leadership, The Iconic expanded beyond apparel and entered into partnerships with the likes of AirRobe, where shoppers could begin offering resale as an optional service at the point of sale.

Ms Berchtold said she was excited by the challenge of taking the retailer through its next phase of growth.

“Best & Less’ brands are synonymous with quality and value and having a close affinity with mum and her family,” she said. “As a mother of three young children myself I can personally attest to that, and I look forward to deepening that relationship further to move us closer to our goal of being the number one choice for mums.”

Chairman Jason Murray said “Erica’s strong retail experience and track record of delivering profitable growth in a variety of retail markets, alongside her proven leadership skills, makes her the ideal candidate to lead the business through its next phase of growth. The board has been extremely impressed by Erica’s passion for our customer and category, and her value creation mindset.”

Disc: Held IRL (10%), SM (21%)

#Who is Ray Itaoui?
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Last edited 2 years ago

9f517730417601f61a6cd39d6998da57ecd0d8.jpeg

Most investors have heard of Brett Blundy (Lovisa, Bras n Things etc) but not so familiar with the name Ray Itaoui.

In short, Ray Itaoui is the man who took Sanity off Brett Blundy’s hands in 2009 and turned into a profitable business, when Brett Blundy was about to fork out $18 million dollars to shut the business down.

A self-made millionaire, Ray Itaoui could be the right man to turn Best & Less into a better business. Below is a snippet on Ray from a story about both Brett Blundy and Ray Itaoui which appeared in the AFR on 1st May 2023.

‘Cost is the enemy’

Blundy’s partner in the Best & Less takeover, Ray Itaoui, is another product of the retail maestro’s carefully curated culture, which even include “commandments” that Blundy shared with the Financial Review in 2016, including “perfect service”, “cost is the enemy”, and “do it now”.

Itaoui, 49, the son of Lebanese migrant factory workers who joined Sanity as an area manager in 2001, bought the music chain from Blundy in 2009 when the elder man wanted to spend $18 million shutting it down.

That turned out to be one of the few calls Blundy has got wrong – other mistakes include coffee chain Gosh, and dotcom-era angel group Tinshed, which both flopped around the turn of the century and taught Blundy to stick with his retail knitting.

Itaoui’s own retail acumen has seen him continue eking profits from Sanity even as the market for physical media all but collapsed. It made a $3.7 million profit in 2021-22, and its profit margins should increase next year after Sanity closed its 50 remaining stores in April to become an online-only retailer.

More meaningfully for Itaoui’s wealth – which the Rich List research team estimates at just outside the list’s $690 million cut-off – he was also invited by Blundy into his latter-day foray into homemaker centres.

That created the $2 billion, ASX-listed Aventus Retail Property Fund, of which Blundy owns 22.6 per cent and Itaoui 5.45 per cent.

“It’s like a drug,” Blundy said of retailing in a 2013 interview with the Financial Review.

“It keeps me grounded. If you do good it’s rewarding but if you get it wrong you get smashed.”

#Trading Update
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Last edited 2 years ago

This is not the trading update I was hoping for! Trading conditions have deteriorated and revised guidance for H2 FY23 is expected to be $10 to $12 million pro forma NPAT, down significantly on previous guidance of $18 to $20 million for the half provided back in February.

This will bring FY23 pro forma NPAT back to $24 to $25 million compared to $36 million in FY22, down 32%.

The revised guidance answers my burning question about the Blundy-Itaoui take over bid. ‘Why is Chairman Jason Murray selling his stake’? I guess that’s the advantage you have as an insider. If you knew FY23 earnings were likely to decline by 32%, then $1.89 per share starts to sound OK!

What does the news mean for the average shareholder? Firstly we can be thankful that Blundy and Itaoui have come to the rescue with the $1.89 per share off market offer to any shareholder who wants to take it (less the next dividend). For now this should put a floor in the share price of around $1.89 providing the deal goes through. No doubt there will be some panic selling and the share price might go slightly lower. This will provide Blundy, Itaoui and others an opportunity to mop up some shares at slight discount to the take over offer.

It looks like Best & Less is now in need of a decent makeover. It owns some decent brands and there is potential to move away from a discounting mentality to a ‘brand and quality’ focus. I think the incoming CEO Erica Berchtold the boss of online fashion marketplace ‘The Iconic’ has the drive and skills to do this, especially when she has the backing of Blundy and Itaoui. Erica will join Best & Less as chief executive from September. Watch this space!

Is Best & Less a dog as it is? No, far from it! These are reasonably tough times for Best & Less customers and the return on shareholder equity for the group in FY23 will still be around 37%. That’s down a long way from 49% in FY22, but it’s still a very strong valuation metric.

Can it get worse from here? Possibly, however in the absence of a makeover I think return on equity is likely stay around 37%.

Valuation

We have two influencing factors on valuation at the moment. The first is the Blundy-Itaoui offer of $1.89 per share which SHOULD underpin the share price until the deal goes through.

Secondly, there is the intrinsic value of a business currently returning 37% on shareholders equity. Shareholders are currently paying $1.89 for 54 cents per share in equity. If you require an annual return of 15% then you could pay up to $2.10 for Best & Less shares with the business performing as it is now (McNiven’s StockVal formula, including franking credit value). If the Berchtold-Blundy-Itaoui team can turn the business around it could be worth much, much more.

Disc: Adding below $1.85

ASX Announcement Trading Update

Leading value apparel specialty retailer Best & Less Group Holdings Limited (BLG or the Company) (ASX:BST) today provides a trading update for the period ending 14 May 2023.

For the 19 weeks of trading to date in H2 FY23, total sales were $221.9 million, up +1.8% on the prior corresponding period (PCP). Like-for-like (LFL) sales1 were down -1.4%, with store LFL sales up +0.4% and online sales down -18.2%.

Trading conditions were inconsistent throughout March and April, before improving in the lead up to Mother’s Day. May LFL sales are -1.8% below the PCP, with BLG’s core non-discretionary product lines continuing to perform well.

Recent trading in May has been encouraging, including a strong Mother’s Day trading performance. However, based on results to date and with only seven weeks remaining in the second half, the Company now expects to deliver pro forma net profit after tax (NPAT) of between $10 million and $12 million for H2 FY23, noting that May and June are key trading months and assuming no further material deterioration in economic conditions that impact sales. This compares to pro forma NPAT guidance of between $18 million and $20 million provided at BLG’s first half results on 21 February 20232.

BLG Executive Chair, Jason Murray, said: “While trading conditions have remained inconsistent as consumer confidence has been at historic lows, we had a strong Mother’s Day. With the Federal budget expected to provide some much-needed relief for our core customers and a further four new stores due to open before the end of the calendar year, we are optimistic about the outlook for sales growth. We expect to see the benefits of lower product and shipping costs begin to flow through in the first half of FY24 and we will remain focused on tightly controlling our cost base to preserve profitability.”

Update on Takeover Offer

As announced on 1 May 2023, BLG has been advised by BBRC International Pte. Ltd. as trustee for the BB Family International Trust (BBRC) that it and Ray Itaoui (collectively, the Bidder) intend to make a cash off-market takeover offer of all the shares in BLG for $1.89 per share (Takeover Offer) that they do not already own.

BLG continues to work cooperatively with the Bidder to jointly despatch the Bidder’s Statement and BLG’s Target Statement (including the Independent Expert Report) in the near term. BLG shareholders do not need to take any action in connection with the Takeover Offer prior to receiving these documents.

ENDS

#Primed for a Facelift
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Last edited 2 years ago

Here’s a good story about the Best & Less takeover and what might lay ahead for the Group. Story by Emma Koehn in The Sydney Morning Herald yesterday (1st May 2023, Free Access)

Best & Less primed for facelift as retail veterans lob takeover bid

Disc: Held

#CEO Appointment
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Last edited 2 years ago

Today Best & Less announced the appointment of Erica Berchtold as the new CEO. Erica has an impressive 20 year track record of growing brands in retail (see announcement below for details). I think Erica’s leadership experience at THE ICONIC where she built revenues to $700 million will be particularly valuable for Best & Less and the online business. I am not familiar with THE ICONIC but my daughter said she buys most of her clothes through the online-only fashion and lifestyle retailer.

The Board has been searching for a CEO since February this year when Rodney Orrock left the business to prioritise his long-term health following a period of medical leave due to lymphoma.

Jason Murray had been leading the business as Executive Chair while BLG has been searching for new CEO. Jason is a competent leader having led BLG previously and this allowed the Board to take its time to find the best candidate to take the business forward from here.

ASX Announcement: CEO APPOINTMENT

“Leading value apparel specialty retailer Best & Less Group Holdings Limited (ASX:BST) (BLG or the Company) today announces the appointment of Erica Berchtold as Chief Executive Officer, effective 4 September 2023.

Erica is a highly regarded senior retail leader with over 20 years’ industry experience and a strong track record of growing brands.

She joins BLG from THE ICONIC, Australia’s largest online-only fashion and lifestyle retailer, where she has been CEO since 2019 and has grown the business to over $700 million in net annual revenues.

Prior to THE ICONIC, Erica was Managing Director of Super Retail Group’s Rebel sporting goods division, which has 155 stores across Australia and New Zealand, where under her leadership revenues grew significantly to nearly $1 billion over seven years. Previously, she worked for Specialty Fashion Group as General Manager for Crossroads and Autograph, two women’s fashion apparel brands with more than 200 stores across Australia.

A customer-focused and data-driven retailer, Erica brings deep experience across the retail value chain, from merchandising through to retail operations and digital and online development and execution. Her customer-first approach has consistently led to dramatic improvements in customer satisfaction and strong growth in revenues and profits.

Erica has received industry recognition throughout her career, including #3 in the Top 50 People in e-Commerce awards for 2023, being nominated for the NSW Women of the Year Awards and InStyle Women of Style Businesswoman of the Year Award, and was named Michael Page Retail Executive of the Year in 2016.

She is a Council Member of the Australian Retailers Association, a graduate of the Australian Institute of Company Directors and former President of the Australian Sporting Goods Association.

Best & Less Executive Chair, Jason Murray said, “After an extensive global search, I am delighted to announce Erica Berchtold as the next CEO of Best & Less Group. Erica’s strong retail experience and track record of delivering profitable growth in a variety of retail markets, alongside her proven leadership skills, makes her the ideal candidate to lead the business through its next phase of growth.

“The Board has been extremely impressed by Erica’s passion for our customer and category, and her value creation mindset. We look forward to working closely with Erica and BLG’s senior leadership team to deliver our strategy to extend our market position in the value retail apparel segment.”

Erica Berchtold said, “I am looking forward to joining Best & Less Group at such an exciting time in the company’s growth journey. The team has done a fantastic job to build strong foundations for future growth, and I am excited by the challenge of executing the next phase of our growth strategy. BLG’s brands are synonymous with quality and value and having a close affinity with mum and her family. As a mother of three young children myself I can personally attest to that and I look forward to deepening that relationship further to move us closer to our goal of being the number one choice for mums.”

Erica will join BLG on 4 September 2023 after serving out her notice period. Jason Murray will remain as Executive Chair until Erica joins, before returning to his role as Non-Executive Chair.”

Disc: Held IRL (11%), SM (22%)

#From the shop floor
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Added 2 years ago

While my wife and I were shopping at Grand Central in Toowoomba last week we dropped in to Best & Less to buy some cute Easter PJs and nighties for our granddaughters for Easter (You have got to support the businesses own!).

I got talking to the Assistant Manager, who has been with Best & Less for 28 years. It must be a great place to work :)

She said the summer stock had cleared and they are now waiting for a cold snap to get the new winter stock rolling out the door. She sounded exited about the latest winter baby section, saying it was the largest line of best quality clothes she had ever seen since working at Best and Less. Best & Less have increased their focus on Baby and Kids which now makes up 50% of the sales. She also said the Australian Cotton tees had been very popular.

Hopefully the recent hot weather has helped to clear summer stock in other Best & Less stores around Australia. CEO Jason Murray said in the 1H23 report that February summers sales were slower than expected due to the cold, wet weather we were having back then.

It seems that hot summers and cold winters are good for Best & Less!

That’s about it from the shop floor for this time!

Disc: Held IRL (11%) SM (22%)

#1HFY23 Results Announcement
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Last edited 2 years ago

This morning the Best & Less group (BLG) announced their 1H FY23 results, and their Presentation which was followed by a webinar.

Basically nothing has changed from the trading update on the 25th January with 1H23 NPAT down 31.8% pcp, and today the share price lifted by nearly 10%. Why?

I sat in on the webinar this morning. I came away feeling that BLG is a well-managed business in the hands of experienced, knowledgeable and capable people who ‘say it as it is’ and can be trusted. I guess declaration of an 8 cps fully franked dividend might have helped a little also. Currently yielding about 9.6%, or 14% when grossed up with the franking credits.

While BLG is still looking for a CEO, they are not leaderless, and they are not rushing this decision. I feel very comfortable with that.

Jason Murray has led BLG before, and combined with CFO, Andrew Moore’s sound knowledge of BLG’s financials, you just can’t help to come away trusting they will deliver on their strategy and their FY23 guidance of between $31.7 to $33.7 million NPAT. They also confirmed that their growth strategy of 10 new stores per year is on track.

The stores are well positioned with fresh inventory and they expect gross margins to improve from just over 47% to between 48% and 50%.

I found the headwinds v tailwinds slide interesting.

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Jason pointed out that there were were lots of headwinds in 1H23 which disappointed. However, there are lots of tailwinds for 2H23 which will help to improve margins and deliver their NPAT guidance. For the first 7 weeks of 2H23 sales are slightly ahead of BLGs expectations.

My valuation of $2.70 (and justification for it) remains unchanged from my update on 15th February.

Disc: Held IRL (9%), SM (20%)

#Voluntary Escrow Share Release
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Last edited 2 years ago

The Best and Less Group (BLG) announced yesterday that the final tranche of 25.6 million shares will be released from voluntary escrow after the 1H23 results are announced on the 21st February (as stated in the prospectus in July 2021). It makes me a bit nervous, but if I owned these shares I wouldn’t be selling them at $1.73 cps. None the less, this could put some downward pressure on the already beaten up share price. The 1H profit result will also be down 32% on PCP so the market could react harshly. I think if you have some appetite for risk you could pick up an absolute bargain after BLG releases its 1H results!

ASX Announcement

In accordance with ASX Listing Rule 3.10A, Best & Less Group Holdings Limited (BLGH or the Company) (ASX: BST) advises that 25,587,271 fully paid ordinary shares (Shares) subject to voluntary escrow arrangements at the time that BLGH was admitted to the official list of ASX will be released from voluntary escrow following the date that the Company announces its HY23 half year results to the market.

As announced to the market on 6 February 2023, the Company will release its financial results for H1 FY23 to the market on 21 February 2023 and accordingly, the Shares will be released from escrow after 4:00pm (AEDT) on that date.

Following the release of these Shares from voluntary escrow, there will be no Shares remaining in escrow.

Disc: Held and accumulating

#A Bell Potter 2023 Stock Pick
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Added 2 years ago

Thanks @NewbieHK for your clarification on “Like-for-Like” sales.

It’s interesting to note that Best & Less is one of Bell Potters top picks for the Australian retail sector sector for 2023. The other two are Accent Group (AX1) and Propel Funeral Partners (PFP).

Here is what Bell Potter’s Industrials Analyst, Chami Ratnapala, said about BST in their Analyst Outlook and Stock Picks for 2023.

Best & Less (BST)

Best & Less (BST) is uniquely positioned in between specialty apparel retailers and discount department stores with the company’s value offering of baby/kids/womenswear which is 86% in private label. Despite the recent trading update seeing cautious customer trends and delayed weather patterns, we still see BST as able to perform better in 2H23e driven by migration to value and new store openings supporting further growth from FY24. We remain constructive on the name considering the company’s GP margins as a value retailer relative to its peers, the return on an average store, the pricing power as a stock developer in the vertical product model, healthy inventory position and fair valuation (8x BPe FY23e P/E).

Buy, Price Target $2.60

Disc: Accumulating below $2.00 IRL.

#Trading Update
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Last edited 2 years ago

Thanks @NewbieHK and @rh8178 for your straws on the Best & Less trading update.

After reading through the Best & Less (BLG) Trading Update several times, I’m still a bit confused about what it really means in regards to the outlook for 1H23. I don’t think I’m the only one who thinks this after reading Glenn Dwyer’s article Soggy Start to FY23 Sees Best & Less Shares Slammed on Sharecafe.com.au. Glenn referred to “the mixed nature of the report.”

What matters is the market did not like the update and has sent the share price down 16% over two days!.

Yes, the weather has been unseasonably wet and cold lately and the summer apparel has been slow out the door over recent weeks, but sales in the first 20 weeks of 1H23 are up 22.8% on same time last year. However, earnings were flat compared to the same period last year which was also significantly impacted by lockdowns and trading restrictions. I think most investors were expecting earnings to be higher this year.

On a positive note BLG said “with the major shopping season ahead, including Black Friday and Christmas, Best & Less are expecting a strong finish to the first half of FY23, with ~60% of first half profits typically recorded in the final six weeks.“

The lower Like-for-like sales makes things a bit confusing, especially when overall sales were up 22.8%.

  • Overall “Like-for-like (LFL) sales are down 7.4%
  • In store LFL sales are down 2.3%, and
  • Online sales are down 32.9%

I don’t know how BLG calculate their LFL sales, but according to Investopedia, “Retail companies use the like-for-like metric most often for their insight into existing stores versus newly opened stores. If a company has an average like-for-like store sales growth rate but a high total revenue growth rate, it can be a sign that new stores or new products are drawing shoppers' attention.”

This is where it starts to get a bit complicated with BLG. Overall sales were up and earnings were flat for the first 20 weeks PCP, yet LFL sales were down.

As far as product goes, the unseasonal ‘chill factor effect’ on summer apparel sales will obviously have a negative impact on LFL sales, but hopefully this will sort itself out when summer finally arrives.

Next we need to consider what is happening with BLG stores that might be causing overall sales to be up while LFL sales are down.

According to the FY22 Annual Report, during FY22 Best & Less “opened six new stores and relocated four, including two stores to sites with expanded floor space. Nine stores were closed during the period (including five which were planned closures), as we remain willing to discontinue leases where it does not make financial sense. We have agreements in place to open 11 new stores in FY23, including three relocations to larger sites. Our store footprint will remain relatively equally weighted between metro and regional areas.”

Have you been keeping count? I couldn’t find the number of stores this time last year. However in the FY21 report there were plans to gain 4 additional stores. On the 7 October this year there were 243 stores (FY22 Annual Report). That’s only 1.6% more stores, so this doesn’t account for the 22.4% increase in overall sales.

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So there is a lot going on with some stores opening, some stores relocating, some stores expanding and some stores closing. Overall, sales were up 22.4% which makes me think BLG’s store restructure strategy, including closing 9 less profitable stores and opening 13 stores in better locations (assumed number) might be working. BLG said the average sale price to date remains above the PCP, which would also be contributing to higher overall sales.

Coming back to the flat earnings and lower LFL sales. If the main cause is the prolonged winter chill impacting summer apparel sales, there is nothing a good blast of hot weather can’t fix. If it’s more than that, then there’s a problem.

Here is what needs to happen for it to be a great year for BLG and it’s shareholders:

  • Christmas trading picks up in the final weeks of 2022 delivering the typical 60% of first half sales
  • second half sales exceed the PCP as BLG expects them to do
  • The gross margin percentage for 2H23 holds up with the PCP.

I’m not asking for much, but this is what I’m hoping to find in my Christmas stocking this year!

Disc: Held IRL

#Business Model/Strategy
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Last edited 2 years ago

BABY IS THE FOCUS

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Babies and Kids make up approx 50% of BLG sales.

In the FY22 Results Announcement BLG Chief Executive Officer, Rodney Orrock, said: “As we move further into an uncertain economic environment, with rising interest rates and cost-of-living pressures placing families under increasing financial strain, we expect an acceleration in the migration to value that is already underway.

“Our differentiated value proposition of ‘twice the quality at half the price’ and focus on the non-discretionary baby and kids’ segments positions us very competitively to provide a family’s clothing essentials at an attractive price point.”

I think BLG could be a retailer that is strategically placed to do well under tough economic conditions by focusing on non-discretionary items for BABY, kids and mothers. Baby is the entry point and there are over 300,000 births per year in BLGs sights!

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Rodney said “In the face of global supply chain disruptions and input cost inflation, we expect the strength of our vertical retail model and the retail experience of our team to shine through. This enables us to continue to take market share, while maintaining gross profit margin and tightly managing costs, delivering continued operating leverage as we grow.”

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This year BLG invested in the online sales platform and added new options such as click and collect’ and ‘ship from store’, which improved online capacity and service by fulfilling online orders from select Best & Less stores closer to the customer’s location

Online sales grew by 15.6% on the PCP, with increased conversion driven by an enhanced online customer experience and diverse fulfilment options. The online channel delivered 11.3% of total sales in FY22 (FY21: 9.2%).

This year BLG will use AI to deliver personalised customer experience.

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BLG will open 11 new stores in FY23 with 3 additional relocations to larger sites.

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Strategic Priorities

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Disc: Accumulating IRL

#Outlook and Forecasts
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Last edited 2 years ago

Best and Less Group’s (BLG) lost 10.8% of its trading days during FY22 to COVID lockdowns. This resulted in FY22 revenues down 6.2% and NPAT down 12.6%. Although, compared to FY20, NPAT was 155% higher.

In FY22, the company’s online sales increased by another 15.6%, making up 11.3% of total sales.

Trading update and outlook (FY22 Results Announcement, 30/08/22)

“Through eight weeks of trading in H1 FY23, total sales were +38.0% on the PCP. LFL sales were +1.4% overall, with store LFL sales +7.5% and online sales -29.1%, noting that sales in the PCP were impacted by lockdowns and trading restrictions in several states.

While foot traffic remains below pre-COVID levels, it is recovering. Customer conversion rates remain elevated and average selling prices (ASP) are increasing, driving sales growth and mitigating input cost price increases. BLG expects the current inflationary environment to accelerate the migration to value that is already underway.

BLG expects Australian families facing cost of living pressures to increasingly prefer BLG’s specialty value offer, with the Company’s unique value proposition of ‘twice the quality at half the price’, low ASP of $8.33, and 90% of items sold being priced at under $20.

In FY23, BLG will be focused on executing its growth strategy, including expanding its store footprint. The Company already has agreements in place to open 11 new stores during the year, with three additional stores which are being relocated to larger sites.

The Company will continue to focus on growing market share in its core baby, kids’ and womenswear categories, while maintaining its gross profit margin and tightly managing costs and inventory in response to continued inflationary pressures and supply chain disruptions.”

Given the ongoing economic uncertainty, BLG did not providing sales or earnings guidance.

Analyst Forecasts

There is very limited analyst coverage that I could find. Data provided by S&P Global on Simply Wall Street has one analyst forecasting 11% annual earnings growth over the next 3 years, bringing Forecast FY25 earnings to 40cps, up from 29cps for FY22.

Disc: Accumulating IRL

#Management and Ownership
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Last edited 2 years ago

16 September 2022

Background

The Best & Less Group (ASX: BST) was founded by Berel Ginges and opened its first store in Parramatta in May 1965. BST has grown to be one of the leading value apparel specialty retailers in Australia and New Zealand, with a profitable 245-physical store network and growing online business.

BST successfully completed its IPO raising $60 million at an offer price of $2.16 on 26 July 2021 (14 months ago). BST traded ex-dividend yesterday (a dividend of 12cps, fully franked) and the BST share price closed at $2.26 today.

BST operates across two brands: Best & Less in Australia and Postie in New Zealand with a specialty focus on retailing baby and kids’ apparel.

BST operates a largely ‘vertical’ retail model, whereby 86% of the range is designed in-house, sourced directly from factories, distributed via their supply chain and sold exclusively in their stores and online channel.

Management

CEO: Rodney Orrock joined BST in 2016 and leads an experienced management team with over 300 years of combined retail experience and a track record of significantly improving the customer offer, company capability and financial performance.

Rodney has over 35 years of retail and supply chain experience, running national teams and groups across diverse product areas. During this period Rodney has worked for brands such as IBM, Harvey Norman and Domayne.

Chairman: Jason Murray first joined Best & Less Group in February 2012 as Managing Director (when the Group was known as Pepkor South East Asia). He left the business in October 2018 and then re-joined in December 2019 when the business was acquired by Allegro Funds.

Jason’s previous experience includes eight years at The Just Group, including as CEO and Managing Director for the last four and a half years, and over ten years with the global management consulting company McKinsey & Co.

Jason’s core capabilities and passions are the leadership, strategy development and transformation of retail businesses.

Jason has a Bachelor of Economies (First Class Honours and University Medal) from the University of Sydney and a Masters of Business Administration (Dean’s List) from IMD in Lausanne. He is a member of the Australian Institute of Company Directors.

Brett Blundy, a Non-Executive Director, is one of Australia’s best known and most successful retailers and entrepreneurs with a 40+ year track record of successfully creating, growing, and investing in retail businesses.

Brett Blundy is Chairman and Founder of BB Retail Capital (BBRC), a private investment group with diverse global interests across five key verticals: consumer, funds management, property, agriculture and technology. BBRC owns 16.45% of BST Shares.

BBRC’s retail presence extends to over 800 stores across more than 15 countries. Brett is currently Chairman of Lovisa Group (ASX: LOV) and a non-executive director of Accent Group Limited (ASX: AX1).

In addition to BLG, Brett is a significant shareholder in the following highly successful retailers:

• Accent Group (ASX: AX1)

• Dusk Group (ASX: DSK)

• Lovisa Group (ASX: LOV)

• UniversalStores (ASX:UNI)

The fact that Brett Blundy is a Director on the BST Board and holds 16.45% of the business gives me a high level of confidence that BLG will become yet another highly successful Australian retailer in the BBRC portfolio.

Top 10 Shareholders

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Source: Simply Wall Street, 16 September 2022.

Allegro recently sold 11.1% of the total shares in the business through a block trade with Bell Potter reducing their holding to approx 32% of the company.

Independent Non-Executive Director, Stephen Heath has recently purchased over $212,000 of BST shares on-market at $2.30 per share.

Board of Directors Experience

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Senior Leadership Team

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Reference: Best and Less Group Prospectus (22/07/21)

Disc: Held IRL

#Director Buying
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Last edited 2 years ago

On the 31 August Director Stephen Heath bought 50,000 shares on-market at $2.27 per share, a total of $113,750. This brings his total holdings to 96,296 shares.

For me, this was a timely vote of confidence in the business given Allegro Funds had just entered into a block trade agreement with Bell Potter to sell 11.1% (13.940.888 million shares) of the total shares on issue at $2.30 per share on 30 August, 2022.

Bell Potter disposed of all shares acquired through the block trade agreement on the 2 September.

After the block trade sale Allegro Funds still holds 32.4% of the shares in Best and Less.

Disc: Added IRL (0.3%)

#Allegro Sell Down
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Added 2 years ago

@rh8178, I was starting to get interested in BST also until BST received this letter from Allegro. This put up the red flag for me.

Dear Mr Murray

Sale of Shareholding In Best & Less Group Holdlnp Umltad (BST) (ASX:BST)

We are writing to inform you that Allegro Fund Ill, LP and Allegro Services Ill D Pty Ltd (together the Allegro Entitles), managed and advised by Allegro Funds Pty Ltd (Allegro Funds), today have entered into a block trade agreement with Bell Potter Securities Limited providing for the sale of 11.1% of the issued shares in BST via an underwritten block trade.

On completion of the sale, the Allegro Entities will hold 32.4% of the issued shares in BST. Attached is a media release from Allegro Funds in relation to the Allegro Entities holding in BST.

Yours sincerely

Chester Moynihan

Director

Allegro Funds Pty Ltd