Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<div>
<p>On the 21 June, nine months after IR solutions provider <a href="https://www.smartkarma.com/entities/51-job-inc-adr" target="_blank" data-smartkarma-citation="entities:532:1" rel="noopener">51 Job Inc Adr (JOBS US)</a> first announced it had received a preliminary non-binding <a href="https://sec.report/Document/0001104659-20-105912/" target="_blank" rel="noopener">Proposal</a> from DCP Capital Partners to acquire all of its shares for US$79.05/common share, 51job <a href="https://sec.report/Document/0001193125-21-195283/" target="_blank" rel="noopener">announced</a> it had entered into a definitive privatisation agreement, also at US$79.05/share. </p>
<p>What appeared to be the clincher for the deal was <a href="https://www.smartkarma.com/entities/recruit-holdings-co-ltd" target="_blank" data-smartkarma-citation="entities:15070:1" rel="noopener">Recruit Holdings (6098 JP)</a> - 51job's largest shareholder with 34.8% - joining the consortium, which also comprised DCP plus Ocean Link and CEO Rick Yan, both of whom joined following the non-binding proposal <a href="https://ir.51job.com/ir/php/2021/PreRelease20210504.php?0504" target="_blank" rel="noopener">announced</a> on the 4 May. All in, the continuing shareholders and their affiliates hold 56.1% in 51job. </p>
<p>Despite a low-balled Offer - and the prospects of dissension apparent - the deal appeared done. It was just a question of timing.</p>
<p>Then China's internet sector campaign kicked into gear, with 51job ostensibly finding itself lumped (rightly or otherwise) with other internet-related stocks being scrutinised. Or at least, 51job was perceived to be in the cross-hairs. </p>
<p>It doesn't help there has been a complete lack of newsflow on the transaction since the definitive agreement. No mention whatsoever in the 2Q21 results. The current gross spread of 30.8% - well below the undisturbed price - is the widest since the transaction was first floated. </p>
<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/237/750/original/image_859790017111635317164110.png?1635317164" class="editor-image img-responsive" data-smartkarma-image-id="237750"></figure>
</div>
<div>This looks like the right price to get involved. </div>
<div></div>
<div>
<p>More below the fold</p>
</div>


On the 21 June, nine months after IR solutions provider 51 Job Inc Adr (JOBS US) first announced it had received a preliminary non-binding Proposal from DCP Capital Partners to acquire all of its shares for US$79.05/common share, 51job announced it had entered into a definitive privatisation agreement, also at US$79.05/share. 
What appeared to be the clincher for the deal was Recruit Holdings (6098 JP) - 51job's largest shareholder with 34.8% - joining the consortium, which also comprised DCP plus Ocean Link and CEO Rick Yan, both of whom joined following the non-binding proposal announced on the 4 May. All in, the continuing shareholders and their affiliates hold 56.1% in 51job. 
Despite a low-balled Offer - and the prospects of dissension apparent - the deal appeared done. It was just a question of timing.
Then China's internet sector campaign kicked into gear, with 51job ostensibly finding itself lumped (rightly or otherwise) with other internet-related stocks being scrutinised. Or at least, 51job was perceived to be in the cross-hairs. 
It doesn't help there has been a complete lack of newsflow on the transaction since the definitive agreement. No mention whatsoever in the 2Q21 results. The current gross spread of 30.8% - well below the undisturbed price - is the widest since the transaction was first floated. 


This looks like the right price to get involved. 


More below the fold


AlphaSituations-Event/Catalyst Driven Research, AlphaSituations

Robert Sassoon

AlphaSituations-Event/Catalyst Driven Research

AlphaSituations

Since its establishment, AlphaSituations has delivered a track record of outperformance with a hit rate of winners of more than 70% of its portfolio of ideas generating annualized average returns of 20%. In January 2022, AlphaSituations was contracted by Water Tower Research, an investor engagement and stakeholder communication platform to provide coverage of Special Situations

<p>Among the universe of live M&amp;A deals we monitor (US M&amp;A deals of  &gt;$400MN), which we list below,  there are several deals where the prevailing spread  is above 10% offering  the potential for very  annualized returns  of &gt;50% based on their targeted closing dates.  Usually when the market is offering IRRs of that magnitude, it is indicating there is a high risk that those deals do not complete at all or, if they do,  under revised terms that are less favorable to the target company shareholders or that there is significant timing risk not originally anticipated. When it comes to spreads, Mr. Market may be right more often than not, but most definitely not always. These situations may not be that common, but it is those misunderstood situations which  provides some that we at <em>AlphaSituations</em> attempt to identify. </p><h3>The Search For Compelling Spreads</h3><figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/237/378/original/image_82700697241635169253114.png?1635169255" class="editor-image img-responsive" data-smartkarma-image-id="237378"></figure><p><em><strong>Source: AlphaSituations </strong></em></p><p>In the list above , the stand out spread remains the Wise Road Capital/ <a href="https://www.smartkarma.com/entities/magnachip-semiconductor-corp" target="_blank" data-smartkarma-citation="entities:28052:1" rel="noopener">MagnaChip Semiconductor Corp (MX US)</a> situation. This is one we have covered in previous insights, most recently in our June 29, 2021 publication: <em>MergerTalk: Intriguing US Merger Spreads - Why Magnachip Semiconductor is at the top of our list. S</em>ince that Insight, CFIUS did initially block the deal on national security grounds (or at least left it to President Biden to decide), but subsequently agreed to the transactional parties request to withdraw and re-file their submission  in order to permit further discussion with CFIUS concerning potential options for permanently mitigating risks to the US national security that have been identified by CFIUS. This triggered a new CFIUS review period for the merger  commencing on September 14, 2021 which is expected to conclude no later than October 28, 2021. With that date only a few days away (although CFIUS has the option to extend this review process by undertaking a 45-day investigation), given the ~61% spread, the market is clearly dismissing the prospect that CFIUS will change its stance the second time around. Nevertheless, we  maintain that MX has a fundamental safety net at its current valuation (further supported by the strong 3Q 2021 earnings reported on October 25, 2021  and could remain a buyout target should the Wise Road transaction be ultimately  blocked. We will continue to monitor this situation.</p><p>In this insight, we focus  on another more intriguing spreads - the Garnet Faith/  <a href="https://www.smartkarma.com/entities/51-job-inc-adr" target="_blank" data-smartkarma-citation="entities:532:1" rel="noopener">51 Job Inc Adr (JOBS US)</a>  merger transaction, which also has a China theme to it. Below, we explore the reasons for the wide spread and assess the risks. We conclude that the odds remain heavily in favor of deal consummation with the current ~24% spread offering a lucrative entry point for arbs.</p>

Among the universe of live M&amp;A deals we monitor (US M&amp;A deals of  &gt;$400MN), which we list below,  there are several deals where the prevailing spread  is above 10% offering  the potential for very  annualized returns  of &gt;50% based on their targeted closing dates.  Usually when the market is offering IRRs of that magnitude, it is indicating there is a high risk that those deals do not complete at all or, if they do,  under revised terms that are less favorable to the target company shareholders or that there is significant timing risk not originally anticipated. When it comes to spreads, Mr. Market may be right more often than not, but most definitely not always. These situations may not be that common, but it is those misunderstood situations which  provides some that we at AlphaSituations attempt to identify. The Search For Compelling SpreadsSource: AlphaSituations In the list above , the stand out spread remains the Wise Road Capital/ MagnaChip Semiconductor Corp (MX US) situation. This is one we have covered in previous insights, most recently in our June 29, 2021 publication: MergerTalk: Intriguing US Merger Spreads - Why Magnachip Semiconductor is at the top of our list. Since that Insight, CFIUS did initially block the deal on national security grounds (or at least left it to President Biden to decide), but subsequently agreed to the transactional parties request to withdraw and re-file their submission  in order to permit further discussion with CFIUS concerning potential options for permanently mitigating risks to the US national security that have been identified by CFIUS. This triggered a new CFIUS review period for the merger  commencing on September 14, 2021 which is expected to conclude no later than October 28, 2021. With that date only a few days away (although CFIUS has the option to extend this review process by undertaking a 45-day investigation), given the ~61% spread, the market is clearly dismissing the prospect that CFIUS will change its stance the second time around. Nevertheless, we  maintain that MX has a fundamental safety net at its current valuation (further supported by the strong 3Q 2021 earnings reported on October 25, 2021  and could remain a buyout target should the Wise Road transaction be ultimately  blocked. We will continue to monitor this situation.In this insight, we focus  on another more intriguing spreads - the Garnet Faith/  51 Job Inc Adr (JOBS US)  merger transaction, which also has a China theme to it. Below, we explore the reasons for the wide spread and assess the risks. We conclude that the odds remain heavily in favor of deal consummation with the current ~24% spread offering a lucrative entry point for arbs.

MergerTalk: Intriguing US Merger Spreads-A 23% Spread, But Odds on 51job.com Privatization Completes


For the month of September, 9 new deals (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$14bn.



Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow-up discussions, or simply click on the insight link(s) below the name.







New Deals


Industry


Size (US$bn)


Type


Premium




Australia




Ausnet Services (AST AU) 
Transmission
7.0
Scheme
31%



AusNet Services (AST AU) Opens Its Books to Brookfield
AusNet Services (AST AU): Spurned APA Trumps Brookfield's Proposal
AusNet (AST AU): APA Elevates Tussle With Brookfield And Taps Takeover Panel




Ale Property (LEP AU) 
Pub properties
0.8
Scheme
N/A


ALE-Charter Hall: A Post-Lockdown Bet on Australian Pubs



Smartgroup Corp (SIQ AU) 
Employee services
1.0
Scheme
31.7%


Smartgroup (SIQ AU): Indicative Offer From TPG/Potential Capital/Aware Super



Japan




Maxvalu Nishinihon (8287 JP) / Fuji Co Ltd (8278 JP) 
Supermarkets
1.6
Merger
N/A


Fuji (8278) &amp; Maxvalu Nishinihon (8287): Aeon Family Supermarket Integration



Nippo Corp (1881 JP) 
Contractor
2.0
Tender Offer
13.8%



ENEOS To Steamroll Nippo (1881 JP) Minorities
NIPPO (1881 JP) Gets Some Cowbell - It Probably Needs More




Shinsei Bank (8303 JP) 
Financial
1.0
Hostile Offer
38.9%



SBI (8473) Launches a HOSTILE Tender Offer on Shinsei Bank (8303)!
Shinsei Bank - Valuations
Shinsei Looks To A Poison Pill, But Probably Not Really
Shinsei To Launch a Poison Pill; SBI Plays Coy, So We Wait SBI &amp; Shinsei Talking Past Each Other  




Malaysia




Scientex Bhd (SCI MK) 
Real estate
0.1
VTO
12.97%


Scientex - Daibochi: Unconditional Voluntary Take-Over Offer



Singapore








Roxy Pacific Holdings (ROXY SP) 
Real estate
0.3
Offer
19.8%


Roxy-Pacific (ROXY SP): Pre-Conditional Offer Led By Founder



US




iClick Interactive Asia Group (ICLK US) 
Online marketer
0.6
Merger
19%


IClick (ICLK US): PAG &amp; Oasis Shake The Trees


Source: Smartkarma Insights






The average premium for the new deals announced (or first discussed) in September was ~24%, with a year-to-date average of ~32% (121 deals &amp; total deal size of US$249bn).
This compares to the average premium for all deals in 2020 (158 deals) and 2019 (145 deals) of 31% and 31.5% respectively.



Offer Premium Summary




     




2019


2020


2021 YTD



Australia
33.0%
32.4%
34.9%


Hong Kong
25.2%
34.7%
33.9%


Japan
44.0%
35.2%
28.4%


ROW
29.1%
24.2%
33.1%


Average
31.5%
31.1%
32.4%



Source: Smartkarma Insights








Summary of News in September of Arb Situations On Smartkarma's Radar


(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation)






Australia


Comments (with links to announcements &amp; insights)




1300 Smiles Ltd (ONT AU) 

No September update




5G Networks Ltd/Australia (5GN AU) / Webcentral (WCG AU) 

No September update




Afterpay Touch (APT AU) 

No September update




Australian Pharmaceutical Industries (API AU) 

17-Sep:  Aussie Pharma (API AU): Wesfarmer's Sweetened (Yet Indicative) Offer
27-Sep: Aussie Pharma (API AU): Sigma's Rival Bid (Just) Edges Wesfarmers
Sigma Healthcare (SIG AU)'s corporate affairs manager said due diligence can commence immediately. As API indicated that Sigma's NBIO was capable of being superior, it opened up access. So much for exclusive DD.




Empired Ltd (EPD AU) 

25-Sep: Empired (EPD AU): Scheme Booklet Out. Meeting On The 25 October




Hansen Technologies (HSN AU) 

5-Sep: And it's a no deal - BGH withdraws its proposal for Hansen Technologies (HSN AU).
 
"Having conducted extensive due diligence inquiries in relation to the company, BGH has not notified Hansen of any issue which Hansen considers material in the context of Hansen’s current operations and strategy. BGH Capital has advised the company that it continues to see Hansen as a highly effective organisation with an outstanding management team and strong prospects."




iCar Asia Ltd (ICQ AU) 

9-Sep: Carsome has requested an extension of the exclusivity period under the process deed with iCar Asia Ltd (ICQ AU), such that the exclusivity period is extended initially to the 30 September, then to automatically to the 30 October provided Casome has completed DD by the 30 Sept. Ithe board is currently minded to agree to this request.




Huon Aquaculture (HUO AU) 

23-Sep: Huon Aquaculture (HUO AU)'s Scheme Booklet is out. The Scheme Meeting will take place on the 29 October, with expected implementation on the 8 November.  28-Sep: The effective date under JBS' Offer has been changed to the 3 November from 4 November previously. 




Iress Ltd (IRE AU) 

16-Sep: Another deal failure. EGT and Iress Ltd (IRE AU) have been unable to agree to a transaction. 




Japara Healthcare (JHC AU) 

18-Sep: Japara Healthcare (JHC AU): 21st October Scheme Meeting




Mainstream Group Holdings Ltd (MAI AU) 
No September update



Milton Corp Ltd (MLT AU) 

3-Sep: Marvelous Milton Merger Mapping Mabbled: Ratio Done, Now For The Hard Part
17-Sep: Marvelous Milton and WHSP (SOL AU) Index Event Prepositioning Analysis




Oil Search Ltd (OSH AU) 

10-Sep: Oil Search/Santos: PNG a Potential Party Pooper




Rhipe Ltd (RHP AU) 

9-Sep: Rhipe (RHP AU): Done Deal As Scheme Booklet Dispatched




Spark Infrastructure (SKI AU) 

No September update




Sydney Airport (SYD AU) 

13-Sep:  Sydney Airport (SYD AU): Consortium Ups Bid And Granted Due Diligence




Think Childcare (TNK AU) 

29-Sep: Shareholders approved the Scheme




Youfoodz Holdings (YFZ AU) 

2-Sep: Youfoodz Holdings (YFZ AU) announced that the Federal court of Australia has approved the convening of Scheme Meeting and despatch of Scheme Booklet. The Scheme Meeting will be conducted as a virtual meeting (video conference) at 10.00 am (Sydney time) on Friday, 8th October 2021.










Hong Kong


Comments (with links to announcements &amp; insights)




Beijing Capital Land Ltd H (2868 HK) 

23-Sep: Beijing Capital Land Ltd H (2868 HK) H shareholders overwhelmingly approve the merger. The last day of trading in shares is today - the 24th.  Payment is expected on or before the 8 November. 




China Youzan Limited (8083 HK) 

No September update




Golden Throat Holdings (6896 HK) 

1-Sep: As expected, Golden Throat Holdings (6896 HK) has pushed out the dispatch date for the Scheme Dochemnt to the 19 October (on or before). 



Kerry Logistics Network (636 HK)

16-Sep: Partial closes for Kerry Logistics Network (636 HK) - 89.6% pro-ration. Not bad. 




Nature Home Holding Company (2083 HK) 

14-Sep: Nature Home (2083 HK): Scheme Doc Out. Court Meeting On 6 Oct. Evergrande Overhang
28-Sep: Nature Home (2083 HK): Risk Aversity Sees Spread Blow Out




Suchuang Gas Corp (1430 HK) 

27-Sep: Shares suspended for some reason.




Soho China Ltd (410 HK) 

10-Sep: Another deal break.










India


Comments 




Adani Power (ADANI IN) 

No September update




Mphasis Ltd (MPHL IN) 

No September update










Japan


Comments (with links to announcements &amp; insights)




GCA Corporation (2174 JP) 

9-Sep: Houlihan Lokey Bumps the GCA Offer - A Whopping 1.3%!!!
28-Sep: The Houlihan Lokey (HLI US) takeout of GCA Corporation (2174 JP) is on its way. The Tender Offer Result was just announced and HLI has 89.58%. That means there will be an EGM and squeezeout. 




Hitachi Metals (5486 JP) 

No September update




Sakai Ovex (3408 JP) 
9-Sep: The Sakai Ovex (3408 JP) Tender Offer has been completed successfully. 
The bidders did not get as much as I thought they might, but the top owner has 77.27%.  That means the squeezeout will go through an EGM and this will be delisted maybe a month after the EGM.










Malaysia


Comments 




Ijm Plantations (IJMP MK) 
No September update



MMC Corp Bhd (MMC MK) 
22-Sep: MMC Corp (MMC MK): This Is A Buy








New Zealand


Comments 




Z Energy Ltd (ZEL NZ) 
27-Sep: Z Energy Ltd (ZEL NZ) announced that the original four-week exclusivity period with Ampol has been extended by a further two weeks.









Taiwan


Comments (with links to insights &amp; announcements)




China Development Financial (2883 TT) / China Life Insurance (2823 TT)

No September update












(Mostly) Asia M&A: September 2021 Roundup

iClick Interactive Asia Group / Event-Driven

<p>In recent years,  it has become common practice for Chinese "tech" companies listed in the US to be privatised, on the expectation of being relisted on the Mainland (where often higher multiples are assigned) or Hong Kong. Following the passing of the <a href="https://en.wikipedia.org/wiki/Holding_Foreign_Companies_Accountable_Act" target="_blank" rel="noopener">Holding Foreign Companies Accountable Act</a> last year, there is an added impetus to take these companies private. Or at the very least, seek a dual listing in Hong Kong.</p>
<p>More often than not, these takeovers are initiated by the controlling shareholders. Which makes this latest non-binding proposal for <a href="https://www.smartkarma.com/entities/iclick-interactive-asia-group-limited" target="_blank" data-smartkarma-citation="entities:27314:1" rel="noopener">iClick Interactive Asia Group (ICLK US)</a> a little unusual.</p>
<p>iClick <a href="https://ir.i-click.com/2021-09-24-iClick-Interactive-Asia-Group-Limited-Announces-Receipt-of-a-Preliminary-Non-Binding-Indicative-Proposal-to-Acquire-the-Company" target="_blank" rel="noopener">announced</a> on the 24 September it had received a preliminary indicative proposal from PAG Pegasus Fund and Oasis Management to acquire all of its outstanding shares for US$6.75 per ADS, in cash.</p>
<p>That's a 19% premium to last close, yet 63% below its all-time high close of US$18.30 in February last year, and 16% below its $8/share IPO price in December 2018.</p>
<p>Should a firm Offer unfold, this long-form merger would require two-thirds majority approval from all shareholders.</p>
<p>Sammy Hsieh, the chairman of the board of directors and co-founder, Jian Tang, iClick's CEO, and co-founder, collectively own 4,385,078 Class B ordinary shares, which due to their super-voting rights, is equivalent to ~62% of the voting power. This proposal is a non-starter without the support of either Hsieh or Tang.</p>
<p>In addition, <a href="https://www.smartkarma.com/entities/baozun" target="_blank" data-smartkarma-citation="entities:29712:1" rel="noopener">Baozun (9991 HK)</a> controls a further 10% of the voting power. Should all three side with the buyer consortium, this deal is done. </p>
<p>But I doubt this will be the outcome. A more likely scenario is the consortium's low-balled Offer is a means to triggering a response from a key player, such as <a href="https://www.smartkarma.com/entities/tencent-holdings-ltd" target="_blank" data-smartkarma-citation="entities:26:1" rel="noopener">Tencent (700 HK)</a>, to make a counteroffer.</p>
<p>More below the fold.</p>

In recent years,  it has become common practice for Chinese "tech" companies listed in the US to be privatised, on the expectation of being relisted on the Mainland (where often higher multiples are assigned) or Hong Kong. Following the passing of the Holding Foreign Companies Accountable Act last year, there is an added impetus to take these companies private. Or at the very least, seek a dual listing in Hong Kong.
More often than not, these takeovers are initiated by the controlling shareholders. Which makes this latest non-binding proposal for iClick Interactive Asia Group (ICLK US) a little unusual.
iClick announced on the 24 September it had received a preliminary indicative proposal from PAG Pegasus Fund and Oasis Management to acquire all of its outstanding shares for US$6.75 per ADS, in cash.
That's a 19% premium to last close, yet 63% below its all-time high close of US$18.30 in February last year, and 16% below its $8/share IPO price in December 2018.
Should a firm Offer unfold, this long-form merger would require two-thirds majority approval from all shareholders.
Sammy Hsieh, the chairman of the board of directors and co-founder, Jian Tang, iClick's CEO, and co-founder, collectively own 4,385,078 Class B ordinary shares, which due to their super-voting rights, is equivalent to ~62% of the voting power. This proposal is a non-starter without the support of either Hsieh or Tang.
In addition, Baozun (9991 HK) controls a further 10% of the voting power. Should all three side with the buyer consortium, this deal is done. 
But I doubt this will be the outcome. A more likely scenario is the consortium's low-balled Offer is a means to triggering a response from a key player, such as Tencent (700 HK), to make a counteroffer.
More below the fold.

IClick(ICLK US): PAG & Oasis Shake The Trees


For the month of August, 10 new deals (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$39bn, buoyed by the massive Afterpay Touch (APT AU) transaction.



Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow-up discussions, or simply click on the insight link(s) below the name.







New Deals


Industry


Size (US$bn)


Type


Premium




Australia




1300 Smiles Ltd (ONT AU) 
Dental
0.2
Scheme
14%


1300Smiles (ONT AU): BGH Sinks Its Teeth In



Afterpay (APT AU) 
Payment facilitator
29.0
Scheme
30.6%


Afterpay Ltd (APT AU): All Squared Away



Huon Aquaculture (HUO AU) 
Fisheries
0.3
Scheme
61%



JBS Nets Huon Agriculture (ASX: HUO) Huon Ag (Huo AU): Twiggy Went To Market




Hong Kong




Golden Throat Holdings (6896 HK) 
Cough medicine
0.3
Scheme
55.8%


Golden Throat (6896 HK): Affirma and Founder Group Cough Up



Suchuang Gas Corp (1430 HK) 
Gas transmission
0.1
Scheme
2.9%


Suchuang Gas (1430 HK): Delisting Proposal From CR Gas



Japan




GCA Corporation (2174 JP) 
Finance
0.6
Tender Offer
31.3%


Houlihan Lokey To Take Out GCA :  Light But Likely Done



Kobe Steel Ltd (5406 JP) / Kobelco Eco Solutions (6299 JP)

Materials
0.4
Merger
N/A



New Zealand




Z Energy Ltd (ZEL NZ) 
Petrol Stations
1.3
Scheme
22%


Z Energy (ZEL NZ) Tentatively Backs Ampol's Approach



Taiwan








China Development Financial (2883 TT) / China Life Insurance (2823 TT)

Insurance
4.8
Merger
N/A


CDFHC - China Life Insurance: US$2bn+ Cash &amp; Scrip Deal to Reach the Finish Line



Thailand




Siam Future Development (SF TB) 
Malls
0.8
MGO
8%


Siam Future Development (SF TB): Central Pattana MGO As MAJOR Cineplex Exits



US




New Frontier Health Corp (NFH US) 
Hospitals
1.6
Merger
27.9%


New Frontier (NYSE: NFH): Healthcare Homecoming


Source: Smartkarma Insights





The average premium for the new deals announced (or first discussed) in August was ~28%, with a year-to-date average of ~33% (112 deals &amp; total deal size of US$234bn). This compares to the average premium for all deals in 2020 (158 deals) and 2019 (145 deals) of 31% and 31.5% respectively.
The above does not include the possible US$5.5bn deal for between IGO Ltd (IGO AU) &amp; Western Areas (WSA AU) (IGO/Western Areas: Battery Mineral Grab); ESR Cayman (1821 HK) acquiring unlisted ARA Asset Management for US$5.2bn (ESR Cayman (1821 HK) Takes Out ARA Asset Management),; or the rumoured US$7.8bn takeover of JOYY (YY US) (JOYY (JOYY US): Rumoured Privatisation). 

Offer Premium Summary


     




2019


2020


2021 YTD



Australia
33.0%
32.4%
35.2%


Hong Kong
25.2%
34.7%
33.9%


Japan
44.0%
35.2%
28.6%


ROW
29.1%
24.2%
34.6%


Average
31.5%
31.1%
33.0%



Source: Smartkarma Insights






Summary of News in August of Arb Situations On Smartkarma's Radar
(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation)




Australia


Comments (with links to announcements &amp; insights)




5G Networks Ltd/Australia (5GN AU) / Webcentral (WCG AU) 

No August update




Australian Pharmaceutical Industries (API AU) 

No August update




Crown Resorts (CWN AU) 

No August update




Empired Ltd (EPD AU) 

24-Aug. Capgemini has received OIO approval.




Hansen Technologies (HSN AU) 

26-Aug: Hansen Technologies (HSN AU) said today BGH needs further time to complete its DD, but that it has confirmed to Hansen it remains willing to proceeds with a transaction substantially on the terms of its original proposal.  BGH's DD extended to the 10 September. That's a worrying long DD period. 




iCar Asia Ltd (ICQ AU) 

13-Aug: iCar Asia Ltd (ICQ AU) and Carsome obtained ASIC joint bid relief. 




Iress Ltd (IRE AU) 

11-Aug: Iress Ltd (IRE AU)' board has now backed a revised Offer from EQT - but at $15.91/share, just 3.3% above the previous proposal. Iress (IRE AU) Accepts EQT's Latest Proposal




Japara Healthcare (JHC AU) 

30-Aug: FY21 results




Mainstream Group Holdings Ltd (MAI AU) 
27-Aug: FY21 results




Milton Corp Ltd (MLT AU) 

12-Aug: The Magnality of the Marvelous Milton Merger Makes a Moribund March To Metaphysis (It's Mirific!) 25-Aug: Marvelous Milton Making Its Move - New 30yr Highs On Both Stocks




Oil Search Ltd (OSH AU) 

2-Aug: Santos and Oil Search Agree on Terms 24-Aug: Oil Search Ltd (OSH AU) posted a net profit of US$139mn in FY21.




Rhipe Ltd (RHP AU) 

No August update




Spark Infrastructure (SKI AU) 

23-Aug: A firm Offer for Spark Infrastructure (SKI AU) has now been tabled and a SID entered into with KKR, OTTPB, and PSP. The terms remain the same. Spark's board unanimously recommends the Offer. The Scheme Meeting is expected to be held by the end of 2021. Spark Infrastructure (SKI AU): KKR/OTPPB/PSP's Firm Offer




Sydney Airport (SYD AU) 

16-Aug: Sydney Airport (SYD AU) announced it had received a revised offer of $8.45 from the consortium on the 16 Aug. The Board also concluded the proposal was low-balled. That rejection comes as no surprise - this is just a 2.4% bump in terms.  I'm still disinclined to chase it here. I still think there is a chance of a "no deal".  Sydney Airports (SYD AU) Reject's Consortium's Revised Offer.




Think Childcare (TNK AU) 

18-Aug: Court meeting scheduled for the 29 September for Think Childcare (TNK AU).




Youfoodz Holdings (YFZ AU) 

13-Aug: Youfoodz Holdings (YFZ AU) enters into a SID with Hellofresh
24-Aug: Youfoodz Holdings (YFZ AU) posted a net loss of A$3.5mn in FY21.








Hong Kong


Comments (with links to announcements &amp; insights)




Beijing Capital Land Ltd H (2868 HK) 

19-Aug: Beijing Capital Land (2868 HK): Pre-Cons Satisfied. This Should Trade Tight 24-Aug: This will give the stock a bit of an extra push. The SFC does not consider GIC's Reco Pearl to be acting in concert with the Offeror for Beijing Capital Land Ltd H (2868 HK). In addition, Redo Pearl has given an irrevocable undertaking to vote in favour of the Scheme resolutions. Reco owns 181,194,000 H Shares, representing 4.15% of the issued shares and 11.83% of the H Shares held by the Independent H Shareholders.
27-Aug: Beijing Capital Land (2868 HK): EGM On The 23 Sept. IFA Says Fair




Bestway Global Holding (3358 HK) 

22-Aug: Scheme Doc dispatched. Court Meeting will be held on the 15 September with expected payment on or before the 19 October. 
Bestway Global (3358 HK): Scheme Doc Out. Court Meeting On Sept 15th




China Traditional Chinese Medicine (570 HK) 

11-Aug: And it's a deal break - Sinopharm has decided not "to proceed with the Possible Privatisation this time".




China Youzan Limited (8083 HK) 

30-Aug: Youzan Technology has re-filed its application with the Stock Exchange for the listing of the Youzan Technology Shares by way of an offering of new shares, instead of by way of introduction.




Chong Hing Bank (1111 HK) 

14-Aug: Chong Hing Bank Ltd have announced an interim dividend of HK$0.11 will be added to the cancellation price:   23-Aug: Irevocables received.  24-Aug: Chong Hing Bank (1111 HK) has announced Cosco Shipping, with 19,823,037 shares, representing approximately 2.04% of the issued shares, 8.14% of the Scheme Shares, and 12.68% of the Independent Scheme Shares, has given an irrevocable to vote for the Scheme. 



Kerry Logistics Network (636 HK)

3-Aug: Kerry Logistics Network (636 HK) announced NDRC and MoC approval has been received as to the partial offer. A number of pre-cons still remain outstanding, all of which are technically waivable, apart from the SFC consent. 
10-Aug: Kerry Logistics (636 HK): Pre-Cons Done. Partial Offer To Commence Next Week 14-Aug: Kerry Logistics (636 HK): Doc Out Early - Offer Now Open 30-Aug: Kerry Logistics (636 HK): Technicalities As Partial Draws To An End




Nature Home Holding Company (2083 HK) 
18-Aug: Nature Home Holding Company (2083 HK) has announced an (expected) delay in the dispatch of the Composite Doc so as to accommodate the interims, which are due out on the 31 August. The dispatch date is now expected on or before the 30 September compared to my earlier estimate of 27 September. 



Soho China Ltd (410 HK) 

8-Aug: SOHO China (410 HK): Time To Buy




WH Group (288 HK) 

17-Aug: WH Group Partial Buyback Offer Now Unconditional
18-Aug: WH Group - Stock Plummets as Ousted Son Drags Pigs Into The Mud 30-Aug: WH Group Post-Tender Outlook - Index Selldown and Back-End Trading/Valuations On the 30th of August the company announced the results of the buyback offer with a pro-ration of 23.1%









India


Comments 




Adani Power (ADANI IN) 

No August update, though SEBI is said to be investigating the low indicative price.  And the stock is going into FTSE Large as of 17 September. 




Mphasis Ltd (MPHL IN) 

No August update









Japan


Comments (with links to announcements &amp; insights)




Hitachi Metals (5486 JP) 

No August update




Invesco Office J Reit (3298 JP) 

26-Aug: Invesco Office Index Deletion Monday 30 Aug




Sakai Ovex (3408 JP) 
No August update (City Index Eleventh reported on 3 August that as of 27 July they had lifted their stake to 8.01%); tender closes 8 Sep. 




China

51job, Inc. provides integrated human resource services in China, with a strong focus on recruitment related services.  The Company's recruitment related services are delivered in both print and online formats.

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51 Job Inc Adr (JOBS US)

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