Kohl's Dismisses Takeover Offers: What Investors Need To Know

Kohl's Corporation KSS has swatted away a pair of unsolicited inquiries for acquisition by insisting the offers were insufficient.

What Happened: In a press statement, the board of directors of the Menomonee Falls, Wisconsin-based retailer said “the valuations indicated in the current expressions of interest which it has received do not adequately reflect the company’s value in light of its future growth and cash flow generation.”

The board added that its finance committee would “review and pursue opportunities that it believes would credibly lead to value consistent with its performance and future opportunities.”

Kohl’s also announced it adopted a limited-duration shareholder rights plan that begins on Feb. 4 and expires on Feb. 2, 2023.

“The rights plan has been adopted in order to ensure that the board of directors can conduct an orderly review of expressions of interest, including potential further engagement with interested parties,” the company said in a statement. “The rights plan does not preclude the board from considering an offer that recognizes the value of the company.”

Kohl’s Chairman Frank Sica seemed to dampen expectations of a possible company sale in the near future: “We have a high degree of confidence in Kohl's transformational strategy, and we expect that its continued execution will result in significant value creation.

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Why It Happened: Last month, Kohl’s received acquisition offers from the Starboard Value-backed Acacia Research at $64 per share and from the private equity firm Sycamore at $65 per share.

Earlier last month, Macellum Advisors GP LLC, a 5% stakeholder in Kohl’s, reportedly insisted that the company’s leadership bring in new directors to its board or begin consultations with bankers on the sale of the retailer, which has more than 1,000 stores and a market value of around $7.2 billion.

Macellum was part of an unsuccessful effort in February 2021 of activist investors that tried to seize control of the 12-person Kohl’s board.

Photo: Courtesy of Kohl's in Trumbull, Connecticut.