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.

Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/golden-eagle-retail-group" target="_blank" data-smartkarma-citation="entities:470:1" rel="noopener">Golden Eagle Retail (3308 HK)</a>'s scheme document is out, with the court meeting scheduled for 15 September. The IFA considers the HK$6.88 per share offer fair and reasonable. </li>
<li>The key condition is approval by at least 75% of disinterested shareholders (&lt;10% of all disinterested shareholders rejection). The shareholder with a blocking stake has provided an irrevocable.</li>
<li>This is a done deal which help by the material derating of peers. At the current price of HK$6.75 and for the 17 October payment, the gross/annualised spread is 1.9%/13.4%.</li>
</ul>



Golden Eagle Retail (3308 HK)'s scheme document is out, with the court meeting scheduled for 15 September. The IFA considers the HK$6.88 per share offer fair and reasonable. 
The key condition is approval by at least 75% of disinterested shareholders (&lt;10% of all disinterested shareholders rejection). The shareholder with a blocking stake has provided an irrevocable.
This is a done deal which help by the material derating of peers. At the current price of HK$6.75 and for the 17 October payment, the gross/annualised spread is 1.9%/13.4%.


Golden Eagle Retail (3308 HK): Scheme Vote on 15 September

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

<ul>
<li>Chow Tai Fook (CTFE) has made a <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2023/0627/2023062700091.pdf" target="_blank" rel="noopener">voluntary cash Offer</a> for <a href="https://www.smartkarma.com/entities/new-world-development" target="_blank" data-smartkarma-citation="entities:7037:1" rel="noopener">New World Development (17 HK)</a>'s (NWD) 60.88%-held <a href="https://www.smartkarma.com/entities/nws-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3350:1" rel="noopener">NWS Holdings (659 HK)</a> at HK$9.15/share, a 22.2% premium to undisturbed. </li>
<li>CTFE and connected parties hold 45.24% of NWD, therefore the parent is effectively injecting ~US$2.75bn of cash into NWD for its NWS stake.</li>
<li>The Offer is subject to regulatory approvals in Hong Kong and Bermuda. These will not be an issue given CTFE is NWD's ultimate shareholder. </li>
</ul>


Chow Tai Fook (CTFE) has made a voluntary cash Offer for New World Development (17 HK)'s (NWD) 60.88%-held NWS Holdings (659 HK) at HK$9.15/share, a 22.2% premium to undisturbed. 
CTFE and connected parties hold 45.24% of NWD, therefore the parent is effectively injecting ~US$2.75bn of cash into NWD for its NWS stake.
The Offer is subject to regulatory approvals in Hong Kong and Bermuda. These will not be an issue given CTFE is NWD's ultimate shareholder. 


Chow Tai Fooks' Offer For NWS (659 HK). Buy NWD (17 HK)

<ul>
<li>
<a href="https://www.smartkarma.com/entities/golden-eagle-retail-group" target="_blank" data-smartkarma-citation="entities:470:1" rel="noopener">Golden Eagle Retail (3308 HK)</a> disclosed a scheme privatisation offer from the controlling family at HK$6.88 per share, a 40.4% premium to the undisturbed price (HK$4.90 on 22 May).</li>
<li>Key condition is approval by at least 75% of disinterested shareholders (&lt;10% of all disinterested shareholders rejection). The shareholder with a blocking stake has provided an irrevocable. </li>
<li>The offer price is final. The offer is reasonable particularly as the sentiment on the department store sector remains weak. This looks like a done deal. </li>
</ul>



Golden Eagle Retail (3308 HK) disclosed a scheme privatisation offer from the controlling family at HK$6.88 per share, a 40.4% premium to the undisturbed price (HK$4.90 on 22 May).
Key condition is approval by at least 75% of disinterested shareholders (&lt;10% of all disinterested shareholders rejection). The shareholder with a blocking stake has provided an irrevocable. 
The offer price is final. The offer is reasonable particularly as the sentiment on the department store sector remains weak. This looks like a done deal. 


Golden Eagle Retail (3308 HK): Controlling Family’s Privatisation Offer at HK$6.88

Lifestyle International Holdings / Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/lifestyle-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:112:1" rel="noopener">Lifestyle International Holdings (1212 HK)</a> announced a privatisation offer from Mr Lau, the controlling shareholder and Chairman, at HK$5.00 per scheme share, a 62.3% premium to the undisturbed price.</li>
<li>The offer price is final. Key conditions include approval by at least 75% of independent shareholders (&lt;10% of independent shareholders rejection). No shareholder holds a blocking stake.</li>
<li>The offer price is unattractive for long-term shareholders and below average sell-side price targets. Nevertheless, this deal likely goes through as the headcount test is not applicable.</li>
</ul>



Lifestyle International Holdings (1212 HK) announced a privatisation offer from Mr Lau, the controlling shareholder and Chairman, at HK$5.00 per scheme share, a 62.3% premium to the undisturbed price.
The offer price is final. Key conditions include approval by at least 75% of independent shareholders (&lt;10% of independent shareholders rejection). No shareholder holds a blocking stake.
The offer price is unattractive for long-term shareholders and below average sell-side price targets. Nevertheless, this deal likely goes through as the headcount test is not applicable.


Lifestyle International’s HK$5.00 Privatisation Bid

Beijing Jingneng Clean Energy / Event-Driven

80.22%. That's the only figure that matters.
<a href="https://www.smartkarma.com/entities/beijing-jingneng-clean-energy-co-ltd" target="_blank" data-smartkarma-citation="entities:16316:1" rel="noopener">Beijing Jingneng Clean Energy (579 HK)</a> joins <a href="https://www.smartkarma.com/entities/harbin-electric-co-ltd-h" target="_blank" data-smartkarma-citation="entities:11116:1" rel="noopener">Harbin Electric Co Ltd H (1133 HK)</a> as the second Merger by Absorption transaction to <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/0301/2021030103095.pdf" target="_blank" rel="noopener">fail</a> on account of the tendering condition.
1,207,310,872 H Shares, or 80.22% of the total issued H Shares held by the Independent H Shareholders, tendered. 
<a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2019/0520/ltn20190520874.pdf" target="_blank" rel="noopener">85.8%</a> of independent shares tendered into the Harbin Offer by the 60th day, and the Offer was subsequently, and unprecedently, extended (&amp; then failed). <a href="https://www.smartkarma.com/entities/huaneng-renewables-corp-h" target="_blank" data-smartkarma-citation="entities:7542:1" rel="noopener">Huaneng Renewables Corp H (958 HK)</a> received <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2020/0120/2020012000919.pdf" target="_blank" rel="noopener">90.8%</a> on the 60th day - therefore the Offer was declared unconditional as to acceptances - but the Offer was still subject to approvals from NDRC and MOFCOM, and the registration of SAFE approval - and was also granted an extension by the SFC.
With less than 90% tendered AND with approvals/registration with Beijing SASAC, NDRC, and BAFE outstanding, the Offer for Jingneng was not extended.
Share tendered will be returned "as soon as possible but in any event within ten days".
More below the fold.

80.22%. That's the only figure that matters.
Beijing Jingneng Clean Energy (579 HK) joins Harbin Electric Co Ltd H (1133 HK) as the second Merger by Absorption transaction to fail on account of the tendering condition.
1,207,310,872 H Shares, or 80.22% of the total issued H Shares held by the Independent H Shareholders, tendered. 
85.8% of independent shares tendered into the Harbin Offer by the 60th day, and the Offer was subsequently, and unprecedently, extended (&amp; then failed). Huaneng Renewables Corp H (958 HK) received 90.8% on the 60th day - therefore the Offer was declared unconditional as to acceptances - but the Offer was still subject to approvals from NDRC and MOFCOM, and the registration of SAFE approval - and was also granted an extension by the SFC.
With less than 90% tendered AND with approvals/registration with Beijing SASAC, NDRC, and BAFE outstanding, the Offer for Jingneng was not extended.
Share tendered will be returned "as soon as possible but in any event within ten days".
More below the fold.

Beijing Jingneng (579 HK): And That's a Fail

Hong Kong

New World Department Store China Ltd owns and operates department stores in the Peoples Republic of China.

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New World Dept Store China (825 HK)

Golden Eagle Retail (3308 HK): Scheme Vote on 15 September

The scheme was overwhelmingly approved. Minority turnout was good with 68.2% of disinterested shares casting a vote. The scheme was approved by...

Arun George

Chow Tai Fooks' Offer For NWS (659 HK). Buy NWD (17 HK)

Assuming the final divi of HK$0.31/share is added on top of the offer price; and payment around 7 months out, I'd be buying up to $8.95 or so (10%...

David Blennerhassett

Golden Eagle Retail (3308 HK): Controlling Family’s Privatisation Offer at HK$6.88

The offer price is final. The offer is reasonable particularly as the sentiment on the department store sector remains weak. This looks like a done...

Arun George

Lifestyle International’s HK$5.00 Privatisation Bid

The first case of controlling shareholders taking advantage of the upcoming removal of the headcount test for Cayman schemes. We would be buyers up...

Arun George

Beijing Jingneng (579 HK): And That's a Fail

There will be selling pressure on the stock, in two phases - tomorrow, and when shares are returned. However, Jingneng is trading cheap. This is a...

David Blennerhassett

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