Kathmandu offer documents in the mail and Aussies get message from Duke.

Briscoe Group's takeover push for outdoor equipment and clothing retailer Kathmandu is gaining momentum.

Briscoe managing director Rod Duke said the formal offer documents would be mailed today and Kathmandu shareholders could expect to receive them on Monday.

Corporate advisory Grant Samuel is believed to have been picked to prepare the independent adviser's report on the deal, which will arrive within the next two weeks.

Duke has been in Australia in a bid to convince Kathmandu's investors there they should accept the takeover.


While his retail empire - which includes the Briscoes homeware chain and Rebel Sport - is a household name in New Zealand, it isn't so well known in Australia.

The deal includes a heavy script component, which would give Kathmandu shareholders 89.7 million Briscoe shares, as well as $32.3 million in cash, in return for the 80.1 per cent of the outdoor retailer Duke's firm doesn't already own.

If the deal is to get over the line, Aussie investors will have to be convinced that Briscoe is a goer.

The Australian Financial Review reported that Duke jetted into Australia last week to begin the hard sell to Kathmandu investors.

"We have put our money where our mouth is," he told the AFR. "When the instos and the media and the mum and dad shareholders of Kathmandu have a look at our bona fides ... our track record is pretty good."

The deal, as it stands, equates to roughly $1.80 per Kathmandu share.

Kathmandu shares closed up 1c yesterday at $1.75.

Briscoe shares closed unchanged at $2.80.


Tough talk

Duke didn't hold back in another interview, with the Australian newspaper, questioning why Kathmandu's bottom-line was under pressure when the firm was reporting gross margins of 59 per cent.

"Heaven forbid, I would love 59 per cent gross margins," Duke said.

He had a dig at the company's tendency to blame the weather for its problems, while conceding that warm conditions could be an issue for a retailer like Kathmandu.

"But it has been dragging on for a particularly long time as well, and I don't know that all the customers we have spoken to say they are not buying because it's not cold enough, I don't know that that is the issue," he said.

Duke, who owns 78 per cent of Briscoe, is also demanding that Kathmandu give a market update on its winter trading by August 1.

As there have been cold snaps on both sides of the Tasman, the market will be hoping for some upbeat guidance for the full year.

In March, Kathmandu reported a half-year net loss of $1.8 million, compared with an $11.4 million profit in the same period a year earlier. Heavy discounting and difficult Christmas trading contributed to the result.

Broker forecasts for full-year profit range from $16.9 million at Craigs Investment Partners to $23.4 million at Forsyth Barr.

Make an offer

It's quiet out there in initial public offering-land. But a tertiary training roll-up established by the backers of last year's Evolve Education float is understood to be targeting a late August IPO.

Base Education, the likely vehicle for the deal, was incorporated in July 2014 and has since changed its name to Aspire2 Group, according to Companies Office records.

It's understood to be the latest move on this side of the Tasman by the Queensland-based Kern Group, which floated Evolve in December.

The firm is hoping to raise up to $100 million - which would be used to acquire about five private tertiary training providers - through an IPO that could value the company at up to $250 million.

Stock Takes understands there has also been some interest in the roll-up from potential trade buyers.

Goldman Sachs advised Kern Group during the Evolve listing, and has been kept on board for the current deal.

Shares in Evolve, which floated at $1, closed unchanged yesterday at 93c.

IPO challenges

While the IPO flood of last year has slowed to a trickle, there's talk of a few deals taking place towards the end of the second half.

The only float we've seen this year is freight and logistics operator Fliway Group, which raised$25 million when it went public in April.

Since then the firm's shares have tracked below the $1.20 offer price, closing at $1.05 last night.

Financial risk insurer CBL Insurance has been meeting fund managers in Australia and New Zealand as it forges ahead with plans to raise up to $140 million through a dual NZX/ASX listing.

But volatile market conditions have made for a challenging environment to get sharemarket listings over the line.

Fund managers have also noted a downturn in the quality of some prospective IPO candidates.