Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/dai-ichi-life-insurance" target="_blank" data-smartkarma-citation="entities:1109:1" rel="noopener">Dai Ichi Life (8750 JP)</a>'s proposal suggests more upside to <a href="https://www.smartkarma.com/entities/benefit-one-inc" target="_blank" data-smartkarma-citation="entities:14502:1" rel="noopener">Benefit One (2412 JP)</a>'s minorities than originally thought, and less upside (but still a chunk) to <a href="https://www.smartkarma.com/entities/pasona-group-inc" target="_blank" data-smartkarma-citation="entities:15778:1" rel="noopener">Pasona Group (2168 JP)</a>.</li>
<li>It's all over for <a href="https://www.smartkarma.com/entities/eoflow-co-ltd" target="_blank" data-smartkarma-citation="entities:36100:1" rel="noopener">EOFlow (294090 KS)</a>, as <a href="https://www.smartkarma.com/entities/medtronic-plc" target="_blank" data-smartkarma-citation="entities:14982:1" rel="noopener">Medtronic Plc (MDT US)</a> folds it tent. </li>
<li>Cho Hyun-Sik (eldest son of Cho Yang-Rae, Chairman of <a href="https://www.smartkarma.com/entities/hankook-company-co-ltd" target="_blank" data-smartkarma-citation="entities:19369:1" rel="noopener">Hankook &amp; Company (000240 KS)</a> has joined MBK Partners in making a partial Tender Offer for Hankook &amp; Co.</li>
</ul>



Dai Ichi Life (8750 JP)'s proposal suggests more upside to Benefit One (2412 JP)'s minorities than originally thought, and less upside (but still a chunk) to Pasona Group (2168 JP).
It's all over for EOFlow (294090 KS), as Medtronic Plc (MDT US) folds it tent. 
Cho Hyun-Sik (eldest son of Cho Yang-Rae, Chairman of Hankook &amp; Company (000240 KS) has joined MBK Partners in making a partial Tender Offer for Hankook &amp; Co.


Last Week in Event SPACE: Pasona/Benefit One, EOFlow, Swire Pacific, Hankook & Co, Toyo Construction

IPOs and Catalysts/Events, Global Equity Research Ltd

Arun George

IPOs and Catalysts/Events

Uncompromised, Independent, Conflict-Free Research

Global Equity Research Ltd

Global Equity Research was started in 2017 by a group of experienced research professionals. It was founded on a passionate belief in the importance and the need for uncompromised, independent, conflict-free research. We aim to provide differentiated and actionable primary and bottom up fundamental research.

<ul>
<li>
<a href="https://www.smartkarma.com/entities/dai-ichi-life-insurance" target="_blank" data-smartkarma-citation="entities:1109:1" rel="noopener">Dai Ichi Life Insurance (8750 JP)</a>'s pre-conditional tender offer for <a href="https://www.smartkarma.com/entities/benefit-one-inc" target="_blank" data-smartkarma-citation="entities:14502:1" rel="noopener">Benefit One Inc (2412 JP)</a> has a total value of JPY285,733 million (JPY1,800 per share).</li>
<li>The offer structure is that <a href="https://www.smartkarma.com/entities/pasona-group-inc" target="_blank" data-smartkarma-citation="entities:15778:1" rel="noopener">Pasona Group (2168 JP)</a> will receive JPY1,800 less TOB tax benefits. Minorities will receive JPY1,800 plus the proportionate share of Pasona’s TOB tax benefits. </li>
<li>Our estimated minority offer price is JPY2,086 per share, which is 15.9% higher than the JPY1,800 floor price and 9.1% higher than the last close price.</li>
</ul>



Dai Ichi Life Insurance (8750 JP)'s pre-conditional tender offer for Benefit One Inc (2412 JP) has a total value of JPY285,733 million (JPY1,800 per share).
The offer structure is that Pasona Group (2168 JP) will receive JPY1,800 less TOB tax benefits. Minorities will receive JPY1,800 plus the proportionate share of Pasona’s TOB tax benefits. 
Our estimated minority offer price is JPY2,086 per share, which is 15.9% higher than the JPY1,800 floor price and 9.1% higher than the last close price.


Benefit One (2412 JP): Thoughts on the Potential Minority Offer Price

<ul>
<li>
<a href="https://www.smartkarma.com/entities/dai-ichi-life-insurance" target="_blank" data-smartkarma-citation="entities:1109:1" rel="noopener">Dai Ichi Life Insurance (8750 JP)</a>'s pre-conditional tender offer for <a href="https://www.smartkarma.com/entities/benefit-one-inc" target="_blank" data-smartkarma-citation="entities:14502:1" rel="noopener">Benefit One Inc (2412 JP)</a> is JPY1,800 (floor price) + share of <a href="https://www.smartkarma.com/entities/pasona-group-inc" target="_blank" data-smartkarma-citation="entities:15778:1" rel="noopener">Pasona Group (2168 JP)</a>’s TOB tax benefits.</li>
<li>The pre-conditions relate to the Board recommendation, Pasona support, and <a href="https://www.smartkarma.com/entities/m3-inc" target="_blank" data-smartkarma-citation="entities:13316:1" rel="noopener">M3 Inc (2413 JP)</a> offer not completing its partial offer. The tender offer starts in mid-January 2024 (20 business days).</li>
<li>While the Dai-ichi Life offer is light, M3's engagement in a bidding war is low. The proposed minimum acceptance condition (15.51% ownership ratio) requires a 32% minority acceptance rate.</li>
</ul>



Dai Ichi Life Insurance (8750 JP)'s pre-conditional tender offer for Benefit One Inc (2412 JP) is JPY1,800 (floor price) + share of Pasona Group (2168 JP)’s TOB tax benefits.
The pre-conditions relate to the Board recommendation, Pasona support, and M3 Inc (2413 JP) offer not completing its partial offer. The tender offer starts in mid-January 2024 (20 business days).
While the Dai-ichi Life offer is light, M3's engagement in a bidding war is low. The proposed minimum acceptance condition (15.51% ownership ratio) requires a 32% minority acceptance rate.


Benefit One (2412 JP): Dai-Ichi Life Counters M3 with a Privatisation Offer

Travis Lundy

<ul>
<li>Since the announcement of the <a href="https://www.smartkarma.com/entities/benefit-one-inc" target="_blank" data-smartkarma-citation="entities:14502:1" rel="noopener">Benefit One Inc (2412 JP)</a> partial offer, the stock has traded 16+mm shares in the market, which is about 40% of Real World Float.</li>
<li>Some of that has been traded multiple times. Looking only at that data would suggest a higher pro-ration, but I expect there is other data one must take into account.</li>
<li>Benefit One shares are currently trading at a level suggesting either lower participation OR higher back-end despite the earnings guidance downgrade at announcement.</li>
</ul>


Since the announcement of the Benefit One Inc (2412 JP) partial offer, the stock has traded 16+mm shares in the market, which is about 40% of Real World Float.
Some of that has been traded multiple times. Looking only at that data would suggest a higher pro-ration, but I expect there is other data one must take into account.
Benefit One shares are currently trading at a level suggesting either lower participation OR higher back-end despite the earnings guidance downgrade at announcement.


Benefit One (2412) - Pro-Ration Expectations Update

<ul>
<li>A weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.</li>
<li>ECM developments - <a href="https://www.smartkarma.com/entities/asahi-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:10482:1" rel="noopener">Asahi Group Holdings (2502 JP)</a>'s US$1.3 billion secondary offering; <a href="https://www.smartkarma.com/entities/zeekr-intelligent-technology-holding" target="_blank" data-smartkarma-citation="entities:36785:1" rel="noopener">ZEEKR (ZK US)</a>, <a href="https://www.smartkarma.com/entities/tata-technologies" target="_blank" data-smartkarma-citation="entities:23700:1" rel="noopener">Tata Technologies (TATATECH IN)</a> and <a href="https://www.smartkarma.com/entities/cainiao-smart-logistics-network" target="_blank" data-smartkarma-citation="entities:36859:1" rel="noopener">Cainiao Smart Logistics Network (1437124D HK)</a> IPOs</li>
<li>Event-Driven developments <a href="https://www.smartkarma.com/entities/benefit-one-inc" target="_blank" data-smartkarma-citation="entities:14502:1" rel="noopener">Benefit One Inc (2412 JP)</a>, <a href="https://www.smartkarma.com/entities/japan-best-rescue-system-co" target="_blank" data-smartkarma-citation="entities:13367:1" rel="noopener">Japan Best Rescue System Co (2453 JP)</a>, <a href="https://www.smartkarma.com/entities/eoflow-co-ltd" target="_blank" data-smartkarma-citation="entities:36100:1" rel="noopener">Eoflow (294090 KS)</a>, <a href="https://www.smartkarma.com/entities/haitong-international-securities-group-ltd" target="_blank" data-smartkarma-citation="entities:13153:1" rel="noopener">Haitong International Securities Group (665 HK)</a>, <a href="https://www.smartkarma.com/entities/vinda-international-holdings-limited" target="_blank" data-smartkarma-citation="entities:475:1" rel="noopener">Vinda International (3331 HK)</a>, <a href="https://www.smartkarma.com/entities/amara-holdings-ltd" target="_blank" data-smartkarma-citation="entities:2692:1" rel="noopener">Amara Holdings (AMA SP)</a>.
</li>
</ul>


A weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.
ECM developments - Asahi Group Holdings (2502 JP)'s US$1.3 billion secondary offering; ZEEKR (ZK US), Tata Technologies (TATATECH IN) and Cainiao Smart Logistics Network (1437124D HK) IPOs
Event-Driven developments Benefit One Inc (2412 JP), Japan Best Rescue System Co (2453 JP), Eoflow (294090 KS), Haitong International Securities Group (665 HK), Vinda International (3331 HK), Amara Holdings (AMA SP).



Weekly Deals Digest (19 Nov) - Benefit One, JBR, Eoflow, Haitong, Vinda, Asahi, Tata Tech, Zeekr

Japan

WILSON LEARNING WORLDWIDE INC. is a human resource consulting firm.  The Company offers various training courses for corporations to educate their staff.  Wilson Learning Worldwide also provides educational CD-ROM programs.

Architects Studio Japan Inc. develops a network of architects in Japan and provides a platform to connect architects, home building companies and clients.

CAREER BANK CO., LTD provides a variety of career services including temporary and permanent staffing service, personal training service, and consulting service based in Sapporo.

JTEC CORPORATION offers outsourcing service for technical personnel especially in technology field.  The Company provides mechanical, electronic, and software engineering technicians.  JTEC CORPORATION  also offers electric and electronic design, and software development on contract basis.

Ecomic Company Ltd. provides payroll outsourcing services. The Company develops and sells payroll calculation systems and provides salary consulting services throughout Japan.

NLINKS Co., Ltd offers internet based services. The Company mainly provides websites including housing rental, game capture, and more. NLINKS also operates data analysis, job advertising agency, and other businesses.

PA Co., Ltd. provides recruitment services through magazines and via the Internet.  The Company also delivers information about various kinds of certifying examination programs for computer and business.

Interworks Inc. was founded in 1991. The Company's line of business includes providing computer programming services.

Riskmonster.com provides credit administration information such as bankruptcy risk information through Internet.  The Company also provides consulting services.

HyAS & Co. Inc. provides advisory expertise to home designers and homebuilders seeking to change their business models.  The Company also provides consulting services to increase operational efficiency.  In addition, HyAS&Co. advises potential homebuyers.

Roma Group Limited is engaged in the provision of valuation and technical advisory services in Hong Kong. The Company provides natural resource valuation and technical advisory services and other various specialized valuation and consultancy services.

AWF Madison Group Limited is a recruitment company.  The Company provides on-hire labour to industry and commerce.

YPB Group Ltd manufactures covert markers and additives for consumers who wish to mark their products in order to build customer awareness and loyalty, identify and remove fake products, and measure results over time.

Energy Action Ltd operates an energy procurement platform which allows energy suppliers to competitively bid against one another to supply energy.  The Company has a suite of products and services that complement the Australian Energy Exchange and will allow companies to monitor and manage energy usage and carbon emissions.

Belgravia Hartford Capital Inc. operates as an investment company. The Company invests in healthcare, technology, resources, and medical sectors, as well as offers asset management and advisory services. Belgravia Hartford Capital serves customers in Canada.

SingAsia Holdings Limited provides workforce solutions. The Company offers outsourcing, recruitment and training services. SingAsia Holdings serves various industries throughout Singapore.

C Cheng Holdings Limited provides architectural services. The Company offers building architecture, landscape architecture, town planning, interior design and heritage conservation. C Cheng Holdings serves clients in Hong Kong and the People's Republic of China.

CNI Research Ltd provides daily stock market insight, news, stock information, and market trends, through its website.

Zico Holdings Inc is an integrated network of professional service firms focused on the ASEAN region, providing advisory and transactional services, management and support services, and licensing services.

Trust-Search Corporation Ltd. provides testing services for PCBs (printed circuit boards).

Benefit One Inc. provides outsourcing services to major corporations in Japan. The Company provides a variety of benefit programs such as leisure, education, child care, nursing care and meal services for employees of the client companies.

Price Gauge
52-week Range	0.00 - 0.00
Market Cap (USDm)	0.00
P/E	0.00
Dividend (Yield)	0.00

Benefit One Inc (2412 JP)

Last Week in Event SPACE: Pasona/Benefit One, EOFlow, Swire Pacific, Hankook & Co, Toyo Construction

The weekend is here! Pour yourself a coffee, grab a comfortable seat, and sift through a brief summary of insights on various events discussed...

David Blennerhassett

Benefit One (2412 JP): Thoughts on the Potential Minority Offer Price

Pasona will receive JPY1,800 less TOB tax benefits. Minorities will receive JPY1,800 plus a share of Pasona’s TOB tax benefits. In this note, we...

Arun George

Benefit One (2412 JP): Dai-Ichi Life Counters M3 with a Privatisation Offer

While the Dai-ichi Life offer is light, M3's engagement in a bidding war is low. Expect the Board and Pasona to support the offer. At the last...

Arun George

Benefit One (2412) - Pro-Ration Expectations Update

M3 launched a Partial Tender Offer to buy out Pasona's stake in Benefit One (2412). It is a short-dated tender, closing next week. This is an...

Travis Lundy

Weekly Deals Digest (19 Nov) - Benefit One, JBR, Eoflow, Haitong, Vinda, Asahi, Tata Tech, Zeekr

Last week, notable developments occurred in Event-Driven (Benefit One, JBR, Eoflow, Celltrion Healthcare, Haitong Intl., Vinda, OreCorp, Amara,...

Arun George

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)