Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Back on the <a href="https://investor.chindatagroup.com/static-files/cb5912cf-662a-4900-8c41-751c53513ef4" target="_blank" rel="noopener">11 August</a>, Chinese data center provider <a href="https://www.smartkarma.com/entities/chindata-group-holdings-adr" target="_blank" data-smartkarma-citation="entities:29274:1" rel="noopener">Chindata Group (CD US)</a> and major shareholder Bain Capital entered into a definitive agreement at US$8.60/ADS.</li>
<li>The EGM was held yesterday, the 4 December, and the merger was approved by 97.75% of the total votes cast. No specific PRC regulatory approval is needed for this merger. </li>
<li>All good right? Not quite. There's still the nagging issue involving 22.79% of shares out objecting to the deal, exceeding the 12% dissenting threshold, a condition to the merger. </li>
</ul>


Back on the 11 August, Chinese data center provider Chindata Group (CD US) and major shareholder Bain Capital entered into a definitive agreement at US$8.60/ADS.
The EGM was held yesterday, the 4 December, and the merger was approved by 97.75% of the total votes cast. No specific PRC regulatory approval is needed for this merger. 
All good right? Not quite. There's still the nagging issue involving 22.79% of shares out objecting to the deal, exceeding the 12% dissenting threshold, a condition to the merger. 


Dissenters Mobilise As Chindata (CD US)'s Shareholders Approve Bain's Offer

<ul>
<li>Chinese data centre outfit <a href="https://www.smartkarma.com/entities/chindata-group-holdings-adr" target="_blank" data-smartkarma-citation="entities:29274:1" rel="noopener">Chindata (CD US)</a> has no end of alleged suitors, rumoured to include SOE-backed China Merchants, <a href="https://www.smartkarma.com/entities/gds-holdings-adr" target="_blank" data-smartkarma-citation="entities:23649:1" rel="noopener">GDS (GDS US)</a>, PE outfit PAG, and <a href="https://www.smartkarma.com/entities/eqt-ab" target="_blank" data-smartkarma-citation="entities:28922:1" rel="noopener">EQT (EQT SS)</a>-backed EdgeConneX.</li>
<li>Now Bain Capital, Chindata's largest shareholder with 42.17% (and 87.39% of the voting power) has made a non-binding proposal of $8/share per ADS, a 33% premium to last close.</li>
<li>Chindata's board has made no decision on the proposal. It's hardly a knockout Offer. But the key question is whether Bain will get regular approval to take Chindata private. </li>
</ul>


Chinese data centre outfit Chindata (CD US) has no end of alleged suitors, rumoured to include SOE-backed China Merchants, GDS (GDS US), PE outfit PAG, and EQT (EQT SS)-backed EdgeConneX.
Now Bain Capital, Chindata's largest shareholder with 42.17% (and 87.39% of the voting power) has made a non-binding proposal of $8/share per ADS, a 33% premium to last close.
Chindata's board has made no decision on the proposal. It's hardly a knockout Offer. But the key question is whether Bain will get regular approval to take Chindata private. 


<ul>
<li>Back on the 11 April, Chinese internet data center services provider <a href="https://www.smartkarma.com/entities/21-vianet-group-inc-adr" target="_blank" data-smartkarma-citation="entities:8489:1" rel="noopener">VNET (VNET US)</a> <a href="https://ir.vnet.com/news-releases/news-release-details/vnet-receives-unsolicited-preliminary-non-binding-proposal" target="_blank" rel="noopener">announced</a> a non-binding proposal from Hina Group and Shanghai's Industrial Bank at an utterly underwhelming US$8.00/ADS.</li>
<li>Then crickets. A reported tilt from MBK Partners failed to materialise.</li>
<li>VNET has now announced a preliminary non-binding proposal from founder Josh Sheng Chen, at a similarly underwhelming price of US$8.20/ADS. </li>
</ul>


Back on the 11 April, Chinese internet data center services provider VNET (VNET US) announced a non-binding proposal from Hina Group and Shanghai's Industrial Bank at an utterly underwhelming US$8.00/ADS.
Then crickets. A reported tilt from MBK Partners failed to materialise.
VNET has now announced a preliminary non-binding proposal from founder Josh Sheng Chen, at a similarly underwhelming price of US$8.20/ADS. 


VNET: Management's Low-Balled Non-Binding Proposal

<ul>
<li>
<a href="https://www.smartkarma.com/entities/toshiba-corp" target="_blank" data-smartkarma-citation="entities:637:1" rel="noopener">Toshiba Corp (6502 JP)</a>'s bidder list is out. It is Bain, Brookfield, JIP-JIC, and CVC. Overall, the impression of this pool of candidates is negative</li>
<li>
<a href="https://www.smartkarma.com/entities/swire-pacific-ltd-cl-a" target="_blank" data-smartkarma-citation="entities:10433:1" rel="noopener">Swire Pacific (A) (19 HK)</a> is trading cheap at a look-through forward P/B of 0.26x compared to its five-year average of 0.38x, and the two-year average pre-Covid of 0.48x. </li>
<li>
<a href="https://www.smartkarma.com/entities/soho-china-ltd" target="_blank" data-smartkarma-citation="entities:4123:1" rel="noopener">Soho China (410 HK)</a>'s name was toxic after SAMR dinged Blackstone's deal. It is no less toxic now. Arguably the upside is greater than the downside. But on what timeframe?</li>
</ul>



Toshiba Corp (6502 JP)'s bidder list is out. It is Bain, Brookfield, JIP-JIC, and CVC. Overall, the impression of this pool of candidates is negative

Swire Pacific (A) (19 HK) is trading cheap at a look-through forward P/B of 0.26x compared to its five-year average of 0.38x, and the two-year average pre-Covid of 0.48x. 

Soho China (410 HK)'s name was toxic after SAMR dinged Blackstone's deal. It is no less toxic now. Arguably the upside is greater than the downside. But on what timeframe?


Last Week in Event SPACE: Toshiba, Swire, SOHO, Link Admin, DIDI Global, 51job

<ul>
<li>Back on 1 March, <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> entered into a revised merger agreement at US$61.00/share, down 22.8% from the initial terms.</li>
<li>This merger was approved at an EGM on the 27 April and became effective on the 6 May.</li>
<li>Court proceedings have commenced for dissenters, accounting for a staggering 30.9% of shares out. It's not just "fair value" under the microscope; but the legality of the downward revision.</li>
</ul>


Back on 1 March, 51 Job Inc Adr (JOBS US) entered into a revised merger agreement at US$61.00/share, down 22.8% from the initial terms.
This merger was approved at an EGM on the 27 April and became effective on the 6 May.
Court proceedings have commenced for dissenters, accounting for a staggering 30.9% of shares out. It's not just "fair value" under the microscope; but the legality of the downward revision.


51job's Egregious Offer: Dissentient Shareholders Commence Court Proceedings

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.

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

51 Job Inc Adr (JOBS US)

Dissenters Mobilise As Chindata (CD US)'s Shareholders Approve Bain's Offer

This is done. Trading at a 2% gross spread to terms, or ~14% annualised assuming late-Jan completion. Not bad. Not great. It was certainly more...

David Blennerhassett

Is Bain Permitted To Take Over Chindata?

Trading at a 15.3% gross spread to terms, which is indicative of the non-binding nature of the Offer, and what might be involved in the due...

David Blennerhassett

VNET: Management's Low-Balled Non-Binding Proposal

Trading at a ~45% gross spread to terms is illustrative of the proposal's non-binding nature. It's an opportunistic approach. Only for the brave at...

David Blennerhassett

Last Week in Event SPACE: Toshiba, Swire, SOHO, Link Admin, DIDI Global, 51job

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

51job's Egregious Offer: Dissentient Shareholders Commence Court Proceedings

The key contentious issue in the 51job transaction is the legal basis for reducing the term to US$61/share from US$79.05/share. I don't see the...

David Blennerhassett

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)