BOSTON — Liz Claiborne Inc. on Friday made an unsolicited $366 million offer to buy J. Jill Group, an upscale women's apparel seller trying to rebound from recent earnings disappointments as it struggles to shift from catalog to retail sales.

Shares of J. Jill soared 45 percent as the Quincy, Mass.-based company weighed the offer, which would expand Liz Claiborne's presence into the mail order catalog and Internet businesses.

Liz Claiborne announced its proposal eight months after J. Jill rejected an earlier offer by the New York-based apparel designer and retailer, which said it has been in acquisition talks with J. Jill for more than two years.

The latest offer to pay $18 in cash for each J. Jill share represents a 41 percent premium over the stock's Thursday closing price of $12.79. Liz Claiborne said its $17 per-share offer in March represented a more than 30 percent premium at the time.

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Since then, J. Jill's losses have deepened as its growing nationwide chain of 176 stores has cannibalized its more profitable catalog operations. Both businesses cater to affluent women 35 and older, with retail operations now accounting for more than 60 percent of company sales.

"Over the past two years, they have really had a hard time refining the merchandising strategy and figuring out what the customer wants," said industry analyst Liz Pierce of Sanders Morris Harris.

J. Jill said in statement Friday that its board will meet "in due course" to study Liz Claiborne's proposal. The company also asked its shareholders to take no action for now in response to the bid.

J. Jill spokeswoman Eden Abrahams declined to comment further.

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