Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Equity Bottom-Up

Fifty four weeks ago, <a href="https://www.smartkarma.com/entities/sembcorp-industries-ltd" target="_blank" data-smartkarma-citation="entities:1087:1" rel="noopener">Sembcorp Industries (SCI SP)</a> and <a href="https://www.smartkarma.com/entities/sembcorp-marine-ltd" target="_blank" data-smartkarma-citation="entities:11:1" rel="noopener">Sembcorp Marine (SMM SP)</a> announced a gloriously messy recapitalization plan for sembcorp marine, and a de-merger between the two, discussed in <a href="https://www.smartkarma.com/insights/sembcorp-marine-and-sci-a-gloriously-messy-recap-and-de-merger-big-win-for-sci" target="_blank" data-smartkarma-citation="insights:40153" rel="noopener">SembCorp Marine and SCI - A Gloriously Messy Recap and De-Merger - Big Win for SCI</a>. sembcorp marine conducted a large rights offering to raise money to repay a subordinated loan that its then-parent had provided. Temasek backstopped the rights offering. Then SCI spun off SMM to its shareholders.This was, in effect, a transfer of indirect ownership of SMM by Temasek to direct ownership to Temasek.  SMM had been cast away, discussed in <a href="https://www.smartkarma.com/insights/sembcorp-marine-rights-offer-cast-away" target="_blank" data-smartkarma-citation="insights:40164" rel="noopener">Sembcorp Marine Rights Offer - Cast Away</a>. At the time, I said the only good trade was SCI. It has more than doubled since. SMM would have been a great short at the time, but there was almost no stock borrow. It fell, it has bounced back to close to its rights offering price of S$0.20/share. At the time, <a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp (KEP SP)</a> was itself undergoing a possible partial tender offer by Temasek - also discussed heavily on Smartkarma <a href="https://www.smartkarma.com/entities/keppel-corp-ltd/insights" target="_blank" rel="noopener">here</a>. That deal ended up failing two months later because of a MAC on NAV triggered by a writedown. That writedown which lowered the NAV was in the rig/O&amp;M space. At the time, of last year's SMM rights offering, I wrote:<blockquote>The relatively common refrain on the Street (and indeed in my insights on the <a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp Ltd (KEP SP)</a> Partial Tender Offer) has been the thought that at some point, Temasek would need to sort out the two O&amp;M businesses because Singapore probably doesn't need two unhealthy majors under Temasek influence. An eventual merger between SCM and Keppel O&amp;M has clearly been in people's thoughts. </blockquote><h2>The NEW News</h2>Pre-open on the 24th of June, <a href="https://www.smartkarma.com/entities/sembcorp-marine-ltd" target="_blank" data-smartkarma-citation="entities:11:1" rel="noopener">Sembcorp Marine (SMM SP)</a> and <a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp (KEP SP)</a> were halted pending release of an announcement, which the news had later in the day as being a possible  merger between SMM and Keppel's O&amp;M business. Last night, sembcorp marine announced the <a href="https://links.sgx.com/FileOpen/Launch%20Announcement.ashx?App=Announcement&amp;FileID=672228" target="_blank" rel="noopener">launch</a> with a 20-page <a href="https://links.sgx.com/FileOpen/Presentation.ashx?App=Announcement&amp;FileID=672230" target="_blank" rel="noopener">presentation</a> extolling the virtues and necessity of the rights issue. This was accompanied by a <a href="https://links.sgx.com/FileOpen/Trading%20and%20Liquidity%20Update.ashx?App=Announcement&amp;FileID=672231" target="_blank" rel="noopener">Trading &amp; Liquidity Update</a> which discussed order delays, and difficulty in sourcing workers during the covid mitigation efforts in Singapore. The section on Liquidity and Cash Management tells it like it is.<blockquote>
The delays in construction progress and project completion have resulted in lower operating cash inflows. The deferred payment arrangements under the Transocean Amendment Agreements have also resulted in reduced cash collections in the near term. Conversely, project payables have increased due to the increased labour and other related costs to complete projects.
...
The Group will have to identify potential sources of capital to support and strengthen its liquidity and financial position.
</blockquote>sembcorp marine and Keppel Corp also <a href="https://www.sembmarine.com/stock-exchange-announcements/keppel-corporation-and-sembcorp-marine-commence-talks-on-potential-combination-of-keppel-om-and-sembcorp-marine-to-create-stronger-player-and-accelerate-pivot-to-the-energy-transition" target="_blank" rel="noopener">announced</a> they were to "Commence Talks on Potential Combination of Keppel O&amp;M and Sembcorp Marine, to Create Stronger Player and Accelerate Pivot to the Energy Transition."The "energy transition" concept has been prominent in the commentary from management from both companies. fossil fuel exploration drove the growth of SMM and Keppel O&amp;M. Now that is being replaced by cleaner energy sources both for green reasons and that it is cheaper. That means the support businesses differ. Keppel has installed large floating PV farms as part of its generation infrastructure business, and has looked at more offshore wind farms and the changing needs of OSVs for such renewable energy businesses. It clearly makes sense to pivot. However, that brief explanation of an MOU between the two companies to negotiate exclusively is DEFINITELY worth a read - mostly because of the non-business aspects.  The whole situation deserves some attention, but the trades are obvious.SMM is struggling. It needs cash. It will dilute existing holders via a 3:2 rights offering at S$0.08/share which will lead NTA to S$0.154 and TERP at S$0.1244. The offering is fully backstopped - two thirds by Temasek and one third by DBS - but I expect this to trade to TERP and lower. Borrow will be an issue.More below the fold.

Fifty four weeks ago, Sembcorp Industries (SCI SP) and Sembcorp Marine (SMM SP) announced a gloriously messy recapitalization plan for sembcorp marine, and a de-merger between the two, discussed in SembCorp Marine and SCI - A Gloriously Messy Recap and De-Merger - Big Win for SCI. sembcorp marine conducted a large rights offering to raise money to repay a subordinated loan that its then-parent had provided. Temasek backstopped the rights offering. Then SCI spun off SMM to its shareholders.This was, in effect, a transfer of indirect ownership of SMM by Temasek to direct ownership to Temasek.  SMM had been cast away, discussed in Sembcorp Marine Rights Offer - Cast Away. At the time, I said the only good trade was SCI. It has more than doubled since. SMM would have been a great short at the time, but there was almost no stock borrow. It fell, it has bounced back to close to its rights offering price of S$0.20/share. At the time, Keppel Corp (KEP SP) was itself undergoing a possible partial tender offer by Temasek - also discussed heavily on Smartkarma here. That deal ended up failing two months later because of a MAC on NAV triggered by a writedown. That writedown which lowered the NAV was in the rig/O&amp;M space. At the time, of last year's SMM rights offering, I wrote:The relatively common refrain on the Street (and indeed in my insights on the Keppel Corp Ltd (KEP SP) Partial Tender Offer) has been the thought that at some point, Temasek would need to sort out the two O&amp;M businesses because Singapore probably doesn't need two unhealthy majors under Temasek influence. An eventual merger between SCM and Keppel O&amp;M has clearly been in people's thoughts. The NEW NewsPre-open on the 24th of June, Sembcorp Marine (SMM SP) and Keppel Corp (KEP SP) were halted pending release of an announcement, which the news had later in the day as being a possible  merger between SMM and Keppel's O&amp;M business. Last night, sembcorp marine announced the launch with a 20-page presentation extolling the virtues and necessity of the rights issue. This was accompanied by a Trading &amp; Liquidity Update which discussed order delays, and difficulty in sourcing workers during the covid mitigation efforts in Singapore. The section on Liquidity and Cash Management tells it like it is.
The delays in construction progress and project completion have resulted in lower operating cash inflows. The deferred payment arrangements under the Transocean Amendment Agreements have also resulted in reduced cash collections in the near term. Conversely, project payables have increased due to the increased labour and other related costs to complete projects.
...
The Group will have to identify potential sources of capital to support and strengthen its liquidity and financial position.
sembcorp marine and Keppel Corp also announced they were to "Commence Talks on Potential Combination of Keppel O&amp;M and Sembcorp Marine, to Create Stronger Player and Accelerate Pivot to the Energy Transition."The "energy transition" concept has been prominent in the commentary from management from both companies. fossil fuel exploration drove the growth of SMM and Keppel O&amp;M. Now that is being replaced by cleaner energy sources both for green reasons and that it is cheaper. That means the support businesses differ. Keppel has installed large floating PV farms as part of its generation infrastructure business, and has looked at more offshore wind farms and the changing needs of OSVs for such renewable energy businesses. It clearly makes sense to pivot. However, that brief explanation of an MOU between the two companies to negotiate exclusively is DEFINITELY worth a read - mostly because of the non-business aspects.  The whole situation deserves some attention, but the trades are obvious.SMM is struggling. It needs cash. It will dilute existing holders via a 3:2 rights offering at S$0.08/share which will lead NTA to S$0.154 and TERP at S$0.1244. The offering is fully backstopped - two thirds by Temasek and one third by DBS - but I expect this to trade to TERP and lower. Borrow will be an issue.More below the fold. 

Sembcorp Marine Bites the Bullet - Big Rights Offering - And May Combine with Keppel O&M

Pan-Asia Index Rebalances/ Events/ Delta One, Periscope Analytics

Brian Freitas

Pan-Asia Index Rebalances/ Events/ Delta One

Event-Driven

Less that a year after a massive rights issue, <a href="https://www.smartkarma.com/entities/sembcorp-marine-ltd" target="_blank" data-smartkarma-citation="entities:11:1" rel="noopener">Sembcorp Marine (SMM SP)</a> has announced a big rights issue to strengthen its financial position and accelerate its pivot towards renewable and clean energy.The recapitalisation will be done via a 3:2 renounceable rights issue at a price of S$0.08/share, representing a 58.12% discount to the last close and a 35.69% discount to the Theoretical Ex-Rights Price (TERP).Temasek (via Startree Investments) has committed to subscribe to its 42.6% entitlement and will underwrite part of the excess rights so that its total subscription will not exceed 67% of the rights issue. <a href="https://www.smartkarma.com/entities/dbs-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:22:1" rel="noopener">DBS (DBS SP)</a> is underwriting the remaining 33% of the rights issue.<a href="https://www.smartkarma.com/entities/sembcorp-marine-ltd" target="_blank" data-smartkarma-citation="entities:11:1" rel="noopener">Sembcorp Marine (SMM SP)</a> and <a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp (KEP SP)</a> have also commenced talks on a potential combination of Keppel O&amp;M and SMM to create a stronger player and to accelerate the pivot to energy transition.We expect <a href="https://www.smartkarma.com/entities/sembcorp-marine-ltd" target="_blank" data-smartkarma-citation="entities:11:1" rel="noopener">Sembcorp Marine (SMM SP)</a> shares to open lower and possibly trade lower in the near-term. The stock trades at high valuations and shareholders looking at the longer term price charts have a right to be wary.<h3>Links</h3><table class="table table-striped"><tbody>
<tr>
<td style="width: 50%;">Detail</td>
<td style="width: 50%;">Link</td>
</tr>
<tr>
<td style="width: 50%;">SMM SP Press Release</td>
<td style="width: 50%;"><a href="https://links.sgx.com/FileOpen/Press%20Release.ashx?App=Announcement&amp;FileID=672241" target="_blank" rel="noopener">Link</a></td>
</tr>
<tr>
<td style="width: 50%;">SMM SP Announcement</td>
<td style="width: 50%;"><a href="https://links.sgx.com/FileOpen/Launch%20Announcement.ashx?App=Announcement&amp;FileID=672228" target="_blank" rel="noopener">Link</a></td>
</tr>
<tr>
<td style="width: 50%;">SMM SP Media Release</td>
<td style="width: 50%;"><a href="https://links.sgx.com/FileOpen/Media%20Release.ashx?App=Announcement&amp;FileID=672229" target="_blank" rel="noopener">Link</a></td>
</tr>
<tr>
<td style="width: 50%;">SMM SP Presentation</td>
<td style="width: 50%;"><a href="https://links.sgx.com/FileOpen/Presentation.ashx?App=Announcement&amp;FileID=672230" target="_blank" rel="noopener">Link</a></td>
</tr>
<tr>
<td style="width: 50%;">SMM SP Trading &amp; Liquidity Update</td>
<td style="width: 50%;"><a href="https://links.sgx.com/FileOpen/Trading%20and%20Liquidity%20Update.ashx?App=Announcement&amp;FileID=672231" target="_blank" rel="noopener">Link</a></td>
</tr>
<tr>
<td style="width: 50%;">KEP SP Media Release</td>
<td style="width: 50%;"><a href="https://links.sgx.com/FileOpen/MREL_KCL%20Announcement%20-%2024%20Jun%202021.ashx?App=Announcement&amp;FileID=672253" target="_blank" rel="noopener">Link</a></td>
</tr>
<tr>
<td style="width: 50%;">KEP SP Media &amp; Analyst Briefing</td>
<td style="width: 50%;"><a href="https://links.sgx.com/FileOpen/TRSCR_%20KCL%20Briefing%20to%20Media%20and%20Analysts%20-Transcript.ashx?App=Announcement&amp;FileID=672341" target="_blank" rel="noopener">Link</a></td>
</tr>
</tbody></table>

Less that a year after a massive rights issue, Sembcorp Marine (SMM SP) has announced a big rights issue to strengthen its financial position and accelerate its pivot towards renewable and clean energy.The recapitalisation will be done via a 3:2 renounceable rights issue at a price of S$0.08/share, representing a 58.12% discount to the last close and a 35.69% discount to the Theoretical Ex-Rights Price (TERP).Temasek (via Startree Investments) has committed to subscribe to its 42.6% entitlement and will underwrite part of the excess rights so that its total subscription will not exceed 67% of the rights issue. DBS (DBS SP) is underwriting the remaining 33% of the rights issue.Sembcorp Marine (SMM SP) and Keppel Corp (KEP SP) have also commenced talks on a potential combination of Keppel O&amp;M and SMM to create a stronger player and to accelerate the pivot to energy transition.We expect Sembcorp Marine (SMM SP) shares to open lower and possibly trade lower in the near-term. The stock trades at high valuations and shareholders looking at the longer term price charts have a right to be wary.Links

Detail
Link


SMM SP Press Release
Link


SMM SP Announcement
Link


SMM SP Media Release
Link


SMM SP Presentation
Link


SMM SP Trading &amp; Liquidity Update
Link


KEP SP Media Release
Link


KEP SP Media &amp; Analyst Briefing
Link



Sembcorp Marine: BIG Rights Issue & Potential Combination with Keppel O&M

Bond market data and technology, BondEvalue

BondEvalue

Bond market data and technology

BondEvalue is a Singapore-based Fintech that specializes in bond market data and technology. The company's information services business offers bond market data on hard-currency corporate & sovereign bonds across Asia, Middle East, Europe and the Americas. The data, which includes bond prices, yields, news and analytics, is offered to end investors via interactive Mobile and Web Apps. Investors can sign up for a free trial of the service either via the company's website (https://bondevalue.com) or by downloading the BondEvalue Mobile App (http://onelink.to/wej7jq). BondEvalue is also developing an electronic bond exchange, BondbloX in Singapore that allows investors to trade bonds electronically in smaller sizes (US$1,000 or equivalent). For more information, visit https://www.bondblox.com/

Bond Market Data and Technology

Credit

While US and UK markets were shut, the broader European markets fell with DAX down 0.7% and CAC down 0.6%. German inflation shot up to 2.4%, its highest since October 2018 mainly due to a 10% YoY rise in oil and energy prices. OECD raised the growth forecast for the global economy to 5.8% this year and 4.4% next year on vaccine rollouts and the US stimulus. US 10Y Treasury yields were up 3bp to 1.62%. US IG CDS spreads were 0.3bp tighter and HY spreads were 1.4bp tighter. EU main spreads were 0.5bp tighter and crossover spreads tightened 2.9bp. Asian equities had a muted start – Nikkei and Hang Sang were flat while Shanghai was down 0.3%. Meanwhile, Indian markets remained bullish with the Nifty at a record closing high. Asia ex-Japan CDS spreads tightened 0.1bp.

Zhenro, Keppel Launch New Bonds; Macro; Rating Changes; New Issuances; Talking Heads; Top Gainers...

Pan-Asia Index Flows & Special Situations, Quiddity Advisors

Janaghan Jeyakumar, CFA

Pan-Asia Index Flows & Special Situations

About a month ago, on 21st December 2020, Singapore-based builder and operator of aluminum high-speed boats <a href="https://www.smartkarma.com/entities/penguin-international-ltd" target="_blank" data-smartkarma-citation="entities:10190:1" rel="noopener">Penguin International (PBS SP)</a>  <a href="https://links.sgx.com/FileOpen/PIL%20Announcement_final.ashx?App=Announcement&amp;FileID=642943" target="_blank" rel="noopener">notified</a> that their Chairman and MD were in talks with a "potential investor" regarding a "possible transaction".On Thursday, 21st January 2021, a <a href="https://links.sgx.com/FileOpen/Fairy%20-%20Offer%20Announcement_21Jan2021.ashx?App=Announcement&amp;FileID=645683" target="_blank" rel="noopener">Voluntary Conditional Cash Offer</a> was launched by Emet Grace Ltd. with an intention to take the company private. The Deal values the company at a market cap of S$143mn (U$108mn). The Offer Price is S$0.65/share in cash. The company's share shares last closed at terms. More below the fold. <hr><div><div><div class="content-remarks">For more information about M&amp;A rules, regulations, and practices in Singapore, please refer to <a href="https://www.smartkarma.com/insights/quiddity-singapore-m-a-guide-2019" target="_blank" data-smartkarma-citation="insights:28849" rel="noopener">Quiddity Singapore M&amp;A Guide 2019</a> </div></div></div>

About a month ago, on 21st December 2020, Singapore-based builder and operator of aluminum high-speed boats Penguin International (PBS SP)  notified that their Chairman and MD were in talks with a "potential investor" regarding a "possible transaction".On Thursday, 21st January 2021, a Voluntary Conditional Cash Offer was launched by Emet Grace Ltd. with an intention to take the company private. The Deal values the company at a market cap of S$143mn (U$108mn). The Offer Price is S$0.65/share in cash. The company's share shares last closed at terms. More below the fold. For more information about M&amp;A rules, regulations, and practices in Singapore, please refer to Quiddity Singapore M&amp;A Guide 2019 

Penguin International (PBS SP): Friendly Privatization Deal Might Need A Bump

Silver Point

Thomas J. Monaco

Independent Insight Provider

Silver Point is a boutique research firm that focuses on the broader financial services sector, with a particular focus on troubled institutions globally. 

Asia Ex Japan

*Weak Set Of Metrics:Link REIT (823.HK) [Link] announced a poor set of FY 1Q21 operating metrics, which in fairness were well flagged as weak operational results and negative reversion appear to have been the culprits; and *Negative Market Readacross: Implications for retail landlords are such that there are risks of further rent concessions, negative reversions, and higher vacancies. Discretionary retail landlords could see greater impact than mass market.

*Weak Set Of Metrics:Link REIT (823.HK) [Link] announced a poor set of FY 1Q21 operating metrics, which in fairness were well flagged as weak operational results and negative reversion appear to have been the culprits; and *Negative Market Readacross: Implications for retail landlords are such that there are risks of further rent concessions, negative reversions, and higher vacancies. Discretionary retail landlords could see greater impact than mass market.

Link REIT – Tough Operating Environment To Persist

Singapore

Keppel Corporation Limited's core businesses are offshore and marine, infrastructure, property investment and development, telecommunications and transportation, energy, and engineering.

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Keppel Corp (KEP SP)

Sembcorp Marine Bites the Bullet - Big Rights Offering - And May Combine with Keppel O&M

SMM did a disastrous rights offering last year - an equity/debt swap. Now they do a REAL ONE to raise more money. There is nothing good here near...

Travis Lundy

Sembcorp Marine: BIG Rights Issue & Potential Combination with Keppel O&M

A big rights issue of S$1.5bn from SMM SP could see the stock trade lower. A potential merger with Keppel O&M could provide a bright spot....

Brian Freitas

Zhenro, Keppel Launch New Bonds; Macro; Rating Changes; New Issuances; Talking Heads; Top Gainers...

While US and UK markets were shut, the broader European markets fell with DAX down 0.7% and CAC down 0.6%. German inflation shot up to 2.4%, its...

BondEvalue

Penguin International (PBS SP): Friendly Privatization Deal Might Need A Bump

This smallcap Singapore Risk Arb deal is trading at terms now, and the stock is 10+% shy of a 52-week high. It might need a bump to terms to get done.

Janaghan Jeyakumar, CFA

Link REIT – Tough Operating Environment To Persist

*Weak Set Of Metrics: Link REIT (823.HK) [Link] announced a poor set of FY 1Q21 operating metrics, which in fairness were well flagged as weak...

Thomas J. Monaco

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