Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<p>Just under two years ago, <a href="https://www.smartkarma.com/entities/4032" target="_blank" data-smartkarma-citation="entities:4032:1">Fuyo General Lease (8424 JP)</a> launched a partial tender offer to purchase 51% of <a href="https://www.smartkarma.com/entities/17625" target="_blank" data-smartkarma-citation="entities:17625:1">Accretive (8423 JP)</a>, which at the time was a subsidiary of <a href="https://www.smartkarma.com/entities/13475" target="_blank" data-smartkarma-citation="entities:13475:1">Don Quijote Holdings (7532 JP)</a>. Don Quijote tendered 38% of the shares outstanding and the tender ended up coming in at 71% proration against a minimum of 51%. That left Accretive 51%-held by FGL and 26.15% by Don Quijote. That was done at JPY 520/share, which was a 30% premium to the day before and a 40% premium to the one-month average. </p><p>On Friday, FGL <a href="https://ssl4.eir-parts.net/doc/8424/tdnet/1631077/00.pdf" target="_blank">announced</a> a Tender Offer to take out the rest of the minorities at ¥415/share, which is a 48.21% premium to the close of the day before the announcement, a 54.28% premium to the one-month average, and a 56.6% premium to the three-month average. Don Quijote has signed an agreement not to tender, and to vote its shares with FGL in a subsequent EGM to squeeze out minorities.</p><table class="table table-striped"><tbody>
<tr>
<td style="width: 487.611px;"><h2>Basic Details</h2></td>
<td style="width: 360.389px;"></td>
</tr>
<tr>
<td style="width: 487.611px;"><strong>Data</strong></td>
<td style="width: 360.389px;"><strong>Data in the Data Point</strong></td>
</tr>
<tr>
<td style="width: 487.611px;">Minimum Shares To Have Tender a Success</td>
<td style="width: 360.389px;">0</td>
</tr>
<tr>
<td style="width: 487.611px;">Maximum Shares to Be Tendered</td>
<td style="width: 360.389px;">9,826,800</td>
</tr>
<tr>
<td style="width: 487.611px;">Tender Offer Price</td>
<td style="width: 360.389px;">¥415/share</td>
</tr>
<tr>
<td style="width: 487.611px;">Amount FGL Will Spend in Tender</td>
<td style="width: 360.389px;">up to ¥4.078122bn</td>
</tr>
<tr>
<td style="width: 487.611px;">Tender Agent</td>
<td style="width: 360.389px;">Daiwa Securities</td>
</tr>
</tbody></table><h2></h2><table class="table table-striped"><tbody>
<tr><td colspan="2"><h2>The Schedule</h2></td></tr>
<tr>
<td><strong>Event</strong></td>
<td><strong>Date</strong></td>
</tr>
<tr>
<td>Announcement of Deal</td>
<td>21 September 2018</td>
</tr>
<tr>
<td>Start of Tender Offer</td>
<td>25 September 2018</td>
</tr>
<tr>
<td>Likely Close of Tender Offer</td>
<td>6 November 2018</td>
</tr>
<tr>
<td>Tender Offer Pay Date </td>
<td>13 November 2018</td>
</tr>
</tbody></table><p>This deal is pretty straightforward and with no minimum threshold to the tender offer, there should be little "event risk".</p>

Just under two years ago, Fuyo General Lease (8424 JP) launched a partial tender offer to purchase 51% of Accretive (8423 JP), which at the time was a subsidiary of Don Quijote Holdings (7532 JP). Don Quijote tendered 38% of the shares outstanding and the tender ended up coming in at 71% proration against a minimum of 51%. That left Accretive 51%-held by FGL and 26.15% by Don Quijote. That was done at JPY 520/share, which was a 30% premium to the day before and a 40% premium to the one-month average. On Friday, FGL announced a Tender Offer to take out the rest of the minorities at ¥415/share, which is a 48.21% premium to the close of the day before the announcement, a 54.28% premium to the one-month average, and a 56.6% premium to the three-month average. Don Quijote has signed an agreement not to tender, and to vote its shares with FGL in a subsequent EGM to squeeze out minorities.

Basic Details



Data
Data in the Data Point


Minimum Shares To Have Tender a Success
0


Maximum Shares to Be Tendered
9,826,800


Tender Offer Price
¥415/share


Amount FGL Will Spend in Tender
up to ¥4.078122bn


Tender Agent
Daiwa Securities


The Schedule

Event
Date


Announcement of Deal
21 September 2018


Start of Tender Offer
25 September 2018


Likely Close of Tender Offer
6 November 2018


Tender Offer Pay Date 
13 November 2018

This deal is pretty straightforward and with no minimum threshold to the tender offer, there should be little "event risk".

Fuyo General Lease Tender For Accretive (8423) - Done Before It Starts

Japan

Accretive Co., Ltd. provides management services of trade payables for business organizations.  The Company provides accounting services as well as system management services.  Accretive Co., Ltd. also offers factoring services such as  purchasing   sales credits from vendors.

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Fuyo General Lease Tender For Accretive (8423) - Done Before It Starts

Just under two years ago, Fuyo General Lease (8424 JP) launched a partial tender offer to purchase 51% of Accretive (8423 JP), which at the time...

Travis Lundy