Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Last Week in Event SPACE: ARA Logos/ESR-REIT, Z Energy, Ausnutria, MatsukiyoCocokara

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<p>This insight provides a quick summary of gross/annualised (where possible) spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and how those spreads have changed over the last week; plus the next hard events over the coming weeks.</p>
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<p>I number 40, mostly firm, deals around the region.</p>
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<p>More below the fold.</p>
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This insight provides a quick summary of gross/annualised (where possible) spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and how those spreads have changed over the last week; plus the next hard events over the coming weeks.


I number 40, mostly firm, deals around the region.


More below the fold.


Asia-Pac Weekly Risk Arb Summary: Z Energy, ARA Logos, Yorkey Optical

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<p><a href="https://www.smartkarma.com/entities/esr-reit" target="_blank" data-smartkarma-citation="entities:10934:1" rel="noopener">ESR-REIT (EREIT SP)</a> and <a href="https://www.smartkarma.com/entities/ara-logos-logistics-trust" target="_blank" data-smartkarma-citation="entities:937:1" rel="noopener">ARA LOGOS (ALLT SP)</a> (ALOG) have <a href="https://links.sgx.com/FileOpen/ALOG%20-%20Joint%20Announcement%20-%20Proposed%20Merger%20with%20ESR-REIT%20by%20way%20of%20a%20Trust%20Scheme%20of%20Arrangement.ashx?App=Announcement&amp;FileID=686935" target="_blank" rel="noopener">proposed</a> a S$1.4bn merger, where ESR-Reit will acquire all of ALOG's units in a cash &amp; scrip transaction by way of a Scheme.</p>
<p>ALOG unitholders will receive an indicative Scheme Consideration of S$0.95/ALOG unit,  comprising S$0.095 in cash and 1.6765 new ESR-Reit units, to be issued at S$0.51/unit. However, if using ESR's last closing price, the implied Offer is $0.8746/unit, or a 6.46% discount last close. </p>
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<p>That discount to the undisturbed is less than inspiring. However, the indicative Offer Price is a six-year high, you're receiving 90% of the consideration in scrip, and the exchange ratio is in line with the 12-month average. That's probably enough to get it over the line </p>
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<p>More below the fold.</p>
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ESR-REIT (EREIT SP) and ARA LOGOS (ALLT SP) (ALOG) have proposed a S$1.4bn merger, where ESR-Reit will acquire all of ALOG's units in a cash &amp; scrip transaction by way of a Scheme.
ALOG unitholders will receive an indicative Scheme Consideration of S$0.95/ALOG unit,  comprising S$0.095 in cash and 1.6765 new ESR-Reit units, to be issued at S$0.51/unit. However, if using ESR's last closing price, the implied Offer is $0.8746/unit, or a 6.46% discount last close. 


That discount to the undisturbed is less than inspiring. However, the indicative Offer Price is a six-year high, you're receiving 90% of the consideration in scrip, and the exchange ratio is in line with the 12-month average. That's probably enough to get it over the line 


More below the fold.









ARA Logos (ALLT SP) To Merge with ESR-REIT (EREIT SP)

Research from SooChow CSSD Capital Markets (Asia), SCCM Asia Research

SCCM Asia Research

Research from SooChow CSSD Capital Markets (Asia)

Thematic (Sector/Industry)

<h2>Singapore</h2>
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<a href="https://www.smartkarma.com/entities/esr-reit" target="_blank" data-smartkarma-citation="entities:10934" rel="noopener">ESR-REIT (EREIT SP)</a> and <a href="https://www.smartkarma.com/entities/ara-logos-logistics-trust" target="_blank" data-smartkarma-citation="entities:937" rel="noopener">ARA LOGOS (ALLT SP)</a> proposed merger to form ESR-LOGOS REIT; DPU accretive for both unitholders</h3>
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<li>The proposed merger will be effected by way of a Trust Scheme with EREIT acquiring all units of ALLT in exchange for a combination of cash and new units in EREIT. The merger is conditional upon, inter alia, the completion of ESR Cayman (“ESR” or the “Sponsor”) and ARA Asset Management’s merger. ALLT unitholders will receive a scheme consideration of S$0.95 for each ALLT unit comprising 1) the payment of S$0.095 in cash per ALLT unit and the allotment and issue of 1.6765 new EREIT units for each ALLT unit, issued at S$0.51. The total consideration for the proposed merger is ~S$1.4bn based on the Scheme Consideration of S$0.95 for each ALLT unit. Upon completion, the enlarged REIT will be renamed ESR-LOGOS REIT (E-LOG)</li>
<li>Post-merger, E-LOG will continue to be managed by EREIT manager. The shareholding structure of E-LOG will be: Summit Group (12.7%), ESR (10.9%), and public (76.4%). The merger also removes any potential overlapping mandate between EREIT and ALLT</li>
<li>From EREIT’s perspective, the merger is expected to be +5.8% DPU accretive on FY20 proforma basis and -6.4% NAV dilutive. From ALLT perspective, the merger is +8.2% DPU accretive on FY20 proforma basis and +2.2% NAV accretive as well</li>
<li>The effects of the merger: 1) Total assets will rise to 87 properties (S$5.4bn) with 2.2m sqft NLA and 437 tenants; 2) ~66% of portfolio exposure is in the new economy (logistics and hi-tech); 3) Rising occupancy to 94.5% (from 91.7%); 4) Increased WALE to 3.2yrs (from 2.8yrs); 5) Extend land lease expiry to 37.9yrs (from 31yrs); 6) lower cost of debt to 2.84% (from 3.24%) with longer WADE; and 7) +1.6x larger debt headroom</li>
<li>Unitholders’ approval for EREIT is required for both merger and issuance of units (&gt;50% of total number votes), while approval for ALLT are required for the scheme (&gt;50% in numbers, &gt;75% in value) and amendment of deed (&gt;=75%). Ivanhoe Cambridge Asia (holder of 8.74% of ALLT) has given an irrevocable undertaking to vote in favour of all resolutions</li>
<li>EREIT is trading at 1.17x P/B and 6.7% FY21E yield, while ALLT is trading at 1.39x P/B and 5.5% FY21E yield</li>
<li>The financing scheme and timeline is detailed on table below (illustrative purpose).</li>
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Singapore

ESR-REIT (EREIT SP) and ARA LOGOS (ALLT SP) proposed merger to form ESR-LOGOS REIT; DPU accretive for both unitholders

The proposed merger will be effected by way of a Trust Scheme with EREIT acquiring all units of ALLT in exchange for a combination of cash and new units in EREIT. The merger is conditional upon, inter alia, the completion of ESR Cayman (“ESR” or the “Sponsor”) and ARA Asset Management’s merger. ALLT unitholders will receive a scheme consideration of S$0.95 for each ALLT unit comprising 1) the payment of S$0.095 in cash per ALLT unit and the allotment and issue of 1.6765 new EREIT units for each ALLT unit, issued at S$0.51. The total consideration for the proposed merger is ~S$1.4bn based on the Scheme Consideration of S$0.95 for each ALLT unit. Upon completion, the enlarged REIT will be renamed ESR-LOGOS REIT (E-LOG)
Post-merger, E-LOG will continue to be managed by EREIT manager. The shareholding structure of E-LOG will be: Summit Group (12.7%), ESR (10.9%), and public (76.4%). The merger also removes any potential overlapping mandate between EREIT and ALLT
From EREIT’s perspective, the merger is expected to be +5.8% DPU accretive on FY20 proforma basis and -6.4% NAV dilutive. From ALLT perspective, the merger is +8.2% DPU accretive on FY20 proforma basis and +2.2% NAV accretive as well
The effects of the merger: 1) Total assets will rise to 87 properties (S$5.4bn) with 2.2m sqft NLA and 437 tenants; 2) ~66% of portfolio exposure is in the new economy (logistics and hi-tech); 3) Rising occupancy to 94.5% (from 91.7%); 4) Increased WALE to 3.2yrs (from 2.8yrs); 5) Extend land lease expiry to 37.9yrs (from 31yrs); 6) lower cost of debt to 2.84% (from 3.24%) with longer WADE; and 7) +1.6x larger debt headroom
Unitholders’ approval for EREIT is required for both merger and issuance of units (&gt;50% of total number votes), while approval for ALLT are required for the scheme (&gt;50% in numbers, &gt;75% in value) and amendment of deed (&gt;=75%). Ivanhoe Cambridge Asia (holder of 8.74% of ALLT) has given an irrevocable undertaking to vote in favour of all resolutions
EREIT is trading at 1.17x P/B and 6.7% FY21E yield, while ALLT is trading at 1.39x P/B and 5.5% FY21E yield
The financing scheme and timeline is detailed on table below (illustrative purpose).


SGX Market Strategist, Equity & Fixed Income, Singapore Exchange Ltd (SGX)

Geoff Howie

SGX Market Strategist, Equity & Fixed Income

Asia’s leading multi-asset exchange

Singapore Exchange Ltd (SGX)

Singapore Exchange is Asia’s leading and trusted market infrastructure, facilitating the exchange of capital and ideas to create value for people, businesses and economies. As a multi-asset exchange operating equity, fixed income and derivatives markets to the highest regulatory standards, SGX is a vertically integrated business that provides listing, trading, clearing, settlement, depository and data services.

With about 40% of listed companies and over 80% of listed bonds originating outside of Singapore as well as established linkages across the region and in Europe, SGX is Asia’s most international and connected exchange. Offering a full suite of derivatives products across Asian equity indices, commodities and currencies, SGX is the world’s most liquid international market for the benchmark equity indices of China, India, Japan and ASEAN.

As Asia’s pioneering central counterparty, SGX is globally recognised for its risk management and clearing capabilities, and was one of the first globally to adopt the Principles for Financial Market Infrastructure.

Headquartered in AAA-rated Singapore, SGX has over 800 employees including offices in Beijing, Chicago, Hong Kong, London, New York, Mumbai, San Francisco, Shanghai and Tokyo.

Equity Bottom-Up

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    <div class='content-caption'>Rebound in flows</div>
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<p>The iEdge S-REIT Index ended the third quarter of 2021 relatively flat with 0.2 per cent total returns, in line with global REIT markets which declined towards the later half of the quarter due to steepening of yield curves. This brings the index year-to-date total returns to 4.5 per cent.</p>

<p>There are 20 trusts which outperformed the index in 3Q2021, including ten of the 11 trusts that entered the FTSE EPRA Nareit Global Developed Index following the most recent September review. The top five performing trusts, which were all recent index inclusions, were: OUE Commercial REIT (14.2 per cent), Starhill Global REIT (12.4 per cent), ARA LOGOS Logistics Trust (10.1 per cent), Far East Hospitality Trust (9.9 per cent), and ESR-REIT (9.3 per cent). These five trusts received net institutional inflows of S$192 million and net retail outflows of S$89 million this quarter.</p>

<p>In the year-to-date, the five best performing trusts where: ARA LOGOS Logistics Trust (60.2 per cent), Sabana REIT (34.3 per cent), Starhill Global REIT (32.6 per cent), Keppel Pacific Oak US REIT (28.4 per cent) and First REIT (27.8 per cent). These five trusts received net institutional inflows of S$132 million and net retail outflows of S$66 million in the year-to-date.<br><br>
Overall, institutional investors were net buyers of the S-Reits and property trusts sector in the third quarter, after being net sellers in the first half of 2021.</p>

<p>The sector received three consecutive months of net institutional inflows from July to September 2021, amounting to S$270 million.</p>

<p>Retail investors continue to be net buyers of the sector since the start of the year, with the exception of July, which saw net retail outflows of S$95 million. In the year to date, retail investors net buying activities in the sector totalled S$917 million.<br><br>
There are four trusts that received net inflows from both institutional and retail investors in the year-to-date: Frasers Logistics &amp; Commercial Trust (institutional: S$16.4 million; retail: S$8.5 million) , Far East Hospitality Trust (institutional: S$8.2 million; retail: S$1.7 million), Keppel Pacific Oak US REIT (institutional: S$5.5 million; retail: S$9.7 million) and Prime US REIT (institutional: S$0.5 million; retail: S$12.8 million).</p>

<p>Top three performing sub-sectors for the 3Q2021 period are Industrial REITs (3.3 per cent total returns), Specialised REITs (2.9 per cent), and Diversified REITs (2.0 per cent). Top three performing sub-sectors in the year-to-date are Healthcare REITs (25.4 per cent total returns), Industrial REITs (21.0 per cent), and Office REITs (11.8 per cent).<br><br><strong><em>REIT Watch is a weekly column on The Business Times,<a href="https://www.businesstimes.com.sg/companies-markets/china-focused-s-reits-resilient-amid-onshore-property-focus"> </a><a href="https://www.businesstimes.com.sg/companies-markets/third-quarter-wrap-sees-institutional-investors-return-to-s-reits">read </a>the original version.</em></strong></p>
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    Rebound in flows


The iEdge S-REIT Index ended the third quarter of 2021 relatively flat with 0.2 per cent total returns, in line with global REIT markets which declined towards the later half of the quarter due to steepening of yield curves. This brings the index year-to-date total returns to 4.5 per cent.

There are 20 trusts which outperformed the index in 3Q2021, including ten of the 11 trusts that entered the FTSE EPRA Nareit Global Developed Index following the most recent September review. The top five performing trusts, which were all recent index inclusions, were: OUE Commercial REIT (14.2 per cent), Starhill Global REIT (12.4 per cent), ARA LOGOS Logistics Trust (10.1 per cent), Far East Hospitality Trust (9.9 per cent), and ESR-REIT (9.3 per cent). These five trusts received net institutional inflows of S$192 million and net retail outflows of S$89 million this quarter.

In the year-to-date, the five best performing trusts where: ARA LOGOS Logistics Trust (60.2 per cent), Sabana REIT (34.3 per cent), Starhill Global REIT (32.6 per cent), Keppel Pacific Oak US REIT (28.4 per cent) and First REIT (27.8 per cent). These five trusts received net institutional inflows of S$132 million and net retail outflows of S$66 million in the year-to-date.  
Overall, institutional investors were net buyers of the S-Reits and property trusts sector in the third quarter, after being net sellers in the first half of 2021.

The sector received three consecutive months of net institutional inflows from July to September 2021, amounting to S$270 million.

Retail investors continue to be net buyers of the sector since the start of the year, with the exception of July, which saw net retail outflows of S$95 million. In the year to date, retail investors net buying activities in the sector totalled S$917 million.  
There are four trusts that received net inflows from both institutional and retail investors in the year-to-date: Frasers Logistics &amp; Commercial Trust (institutional: S$16.4 million; retail: S$8.5 million) , Far East Hospitality Trust (institutional: S$8.2 million; retail: S$1.7 million), Keppel Pacific Oak US REIT (institutional: S$5.5 million; retail: S$9.7 million) and Prime US REIT (institutional: S$0.5 million; retail: S$12.8 million).

Top three performing sub-sectors for the 3Q2021 period are Industrial REITs (3.3 per cent total returns), Specialised REITs (2.9 per cent), and Diversified REITs (2.0 per cent). Top three performing sub-sectors in the year-to-date are Healthcare REITs (25.4 per cent total returns), Industrial REITs (21.0 per cent), and Office REITs (11.8 per cent).  REIT Watch is a weekly column on The Business Times, read the original version.



REIT Watch - Third quarter wrap sees institutional investors return to S-Reits

Singapore

ARA LOGOS Logistics Trust operates as a real estate investment trust. The Company invests in logistics warehouse properties. ARA LOGOS Logistics Trust serves customers in Singapore.

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ARA LOGOS (ALLT SP)

Last Week in Event SPACE: ARA Logos/ESR-REIT, Z Energy, Ausnutria, MatsukiyoCocokara

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

Asia-Pac Weekly Risk Arb Summary: Z Energy, ARA Logos, Yorkey Optical

This insight provides a summary of gross/annualised spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and...

David Blennerhassett

ARA Logos (ALLT SP) To Merge with ESR-REIT (EREIT SP)

On balance, there's probably enough here for the deal to get up. But the recent voting for Soilbuild does lend an element of risk. But at this...

David Blennerhassett

ASEAN Builder's Scoop (15Oct21)

EREIT/ALLT merger, DPU accretive for both unitholders; AAREIT strong quarter, Upgrade to BUY; Porcelain Hotel on sale for S$90m; WCTHG mixed-use...

SCCM Asia Research

REIT Watch - Third quarter wrap sees institutional investors return to S-Reits

The iEdge S-REIT Index ended the third quarter of 2021 relatively flat with 0.2 per cent total returns, in line with global...

Singapore Exchange Ltd (SGX)

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