IPOs and Catalysts/Events, Global Equity Research Ltd

Arun George

IPOs and Catalysts/Events

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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

Chilled & Frozen Logistics Holdings / Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/az-com-maruwa-holdings" target="_blank" data-smartkarma-citation="entities:17280:1" rel="noopener">AZ-Com Maruwa Holdings (9090 JP)</a> has launched a pre-conditional hostile offer for <a href="https://www.smartkarma.com/entities/chilled-frozen-logistics-holdings-co-ltd" target="_blank" data-smartkarma-citation="entities:40987:1" rel="noopener">Chilled &amp; Frozen Logistics Holdings (9099 JP)</a> at JPY3,000 per share, a 47.0% premium to the last close.</li>
<li>The pre-conditions primarily relate to regulatory approvals. The tender is expected to start in early May. The Board responded that it will evaluate the offer.</li>
<li>The hostile offer was a reaction to the Board’s lack of engagement. The Board will struggle to reject an attractive offer, which is 37.5% higher than the all-time high. </li>
</ul>



AZ-Com Maruwa Holdings (9090 JP) has launched a pre-conditional hostile offer for Chilled &amp; Frozen Logistics Holdings (9099 JP) at JPY3,000 per share, a 47.0% premium to the last close.
The pre-conditions primarily relate to regulatory approvals. The tender is expected to start in early May. The Board responded that it will evaluate the offer.
The hostile offer was a reaction to the Board’s lack of engagement. The Board will struggle to reject an attractive offer, which is 37.5% higher than the all-time high. 


Chilled & Frozen Logistics (9099 JP): AZ-COM Maruwa (9090 JP)’s Hostile Offer

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

<ul>
<li>I tally 50 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.</li>
<li>Three new deals discussed this week: <a href="https://www.smartkarma.com/entities/fancl-corp" target="_blank" data-smartkarma-citation="entities:15862:1" rel="noopener">Fancl (4921 JP)</a>'s Tender offer, <a href="https://www.smartkarma.com/entities/a8-new-media-group-ltd" target="_blank" data-smartkarma-citation="entities:3444:1" rel="noopener">A8 New Media (800 HK)</a>'s Scheme, and <a href="https://www.smartkarma.com/entities/jeisys-medical-inc" target="_blank" data-smartkarma-citation="entities:36766:1" rel="noopener">Jeisys Medical (287410 KS)</a>'s delisting offer. Bain also approached <a href="https://www.smartkarma.com/entities/bapcor-ltd" target="_blank" data-smartkarma-citation="entities:8433:1" rel="noopener">Bapcor (BAP AU)</a>.</li>
<li>Key updates took place on: <a href="https://www.smartkarma.com/entities/sigma-healthcare-ltd" target="_blank" data-smartkarma-citation="entities:15966:1" rel="noopener">Sigma Healthcare (SIG AU)</a>, <a href="https://www.smartkarma.com/entities/alumina-ltd" target="_blank" data-smartkarma-citation="entities:939:1" rel="noopener">Alumina (AWC AU)</a>, <a href="https://www.smartkarma.com/entities/greatview-aseptic-packaging" target="_blank" data-smartkarma-citation="entities:10802:1" rel="noopener">Greatview Aseptic Packaging (468 HK)</a>, <a href="https://www.smartkarma.com/entities/helios-techno-holding-co-ltd" target="_blank" data-smartkarma-citation="entities:13934:1" rel="noopener">Helios Techno (6927 JP)</a>, and <a href="https://www.smartkarma.com/entities/tatsuta-electric-wire-cable-co-ltd" target="_blank" data-smartkarma-citation="entities:12509:1" rel="noopener">Tatsuta Electric Wire &amp; Cable (5809 JP)</a>.</li>
</ul>


I tally 50 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.
Three new deals discussed this week: Fancl (4921 JP)'s Tender offer, A8 New Media (800 HK)'s Scheme, and Jeisys Medical (287410 KS)'s delisting offer. Bain also approached Bapcor (BAP AU).
Key updates took place on: Sigma Healthcare (SIG AU), Alumina (AWC AU), Greatview Aseptic Packaging (468 HK), Helios Techno (6927 JP), and Tatsuta Electric Wire &amp; Cable (5809 JP).


(Mostly) Asia-Pac M&A: Fancl, Jeisys Medical, A8 New Media, Bapcor, Helios Techno,Tatsuta Electric

Travis Lundy

<ul>
<li>Logistics takeovers are hot this year. Any cutting-edge-of-efficiencies business in the space is likely to get a look. <a href="https://www.smartkarma.com/entities/trancom-co-ltd" target="_blank" data-smartkarma-citation="entities:13043:1" rel="noopener">Trancom Co Ltd (9058 JP)</a> is one. </li>
<li>But while logistics assets put into bidding competition like Alps Logistics and Chilled &amp; Frozen get high EV/EBITDA multiples, MBO transactions without competition get done too cheaply.</li>
<li>Here again, an "Value Activist" "selling into the bid" to reinvest in the levered back end (at the takeover price). That tells you this deal is being done too cheaply.
</li>
</ul>


Logistics takeovers are hot this year. Any cutting-edge-of-efficiencies business in the space is likely to get a look. Trancom Co Ltd (9058 JP) is one. 
But while logistics assets put into bidding competition like Alps Logistics and Chilled &amp; Frozen get high EV/EBITDA multiples, MBO transactions without competition get done too cheaply.
Here again, an "Value Activist" "selling into the bid" to reinvest in the levered back end (at the takeover price). That tells you this deal is being done too cheaply.



Trancom (9058) - Another Bain MBO Done Too Cheaply Where "Activist" Dalton Rolls In To The Bid

<ul>
<li>
<a href="https://www.smartkarma.com/entities/trancom-co-ltd" target="_blank" data-smartkarma-citation="entities:13043:1" rel="noopener">Trancom Co Ltd (9058 JP)</a> recommended a Bain-sponsored MBO at JPY10,300, a 40.5% and 42.9% premium to the last close and undisturbed price, respectively. </li>
<li>The offer represents an all-time high but is lower than the midpoint of the IFA’s DCF valuation range and implies multiples below precedent transaction multiples. </li>
<li>While the Dalton irrevocable has a counteroffer clause, Mr Takebe (the largest shareholder) does not. Therefore, there is a low probability of a competing bidder emerging.   </li>
</ul>



Trancom Co Ltd (9058 JP) recommended a Bain-sponsored MBO at JPY10,300, a 40.5% and 42.9% premium to the last close and undisturbed price, respectively. 
The offer represents an all-time high but is lower than the midpoint of the IFA’s DCF valuation range and implies multiples below precedent transaction multiples. 
While the Dalton irrevocable has a counteroffer clause, Mr Takebe (the largest shareholder) does not. Therefore, there is a low probability of a competing bidder emerging.   


Trancom (9058 JP): Bain-Sponsored MBO at JPY10,300

<ul>
<li>
<a href="https://www.smartkarma.com/entities/alps-logistics-co-ltd" target="_blank" data-smartkarma-citation="entities:3935:1" rel="noopener">Alps Logistics (9055 JP)</a> recommended a pre-conditional tender offer from a <a href="https://www.smartkarma.com/entities/kkr-co-inc" target="_blank" data-smartkarma-citation="entities:27333:1" rel="noopener">KKR &amp; Co (KKR US)</a> subsidiary at JPY5,774, 32.7% and 69.8% premium to the last close and undisturbed price, respectively. </li>
<li>The pre-condition is approvals under competition laws of Japan, China, the EU, South Korea and Vietnam. The tender offer is expected to start in mid-August.</li>
<li>The offer represents an all-time high and is a knockout bid. While the timing of regulatory approvals is a risk, the transaction is a done deal. </li>
</ul>



Alps Logistics (9055 JP) recommended a pre-conditional tender offer from a KKR &amp; Co (KKR US) subsidiary at JPY5,774, 32.7% and 69.8% premium to the last close and undisturbed price, respectively. 
The pre-condition is approvals under competition laws of Japan, China, the EU, South Korea and Vietnam. The tender offer is expected to start in mid-August.
The offer represents an all-time high and is a knockout bid. While the timing of regulatory approvals is a risk, the transaction is a done deal. 


Alps Logistics (9055 JP): KKR’s Knockout Pre-Conditional Offer at JPY5,774

Japan

Chilled & Frozen Logistics Holdings Co., Ltd. is a holding company. The Company, through its subsidiaries, provides freight transportation and trucking services.

Chilled & Frozen Logistics Holdings (9099 JP)

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Chilled & Frozen Logistics Holdings (9099 JP)

Chilled & Frozen Logistics (9099 JP): AZ-COM Maruwa (9090 JP)’s Hostile Offer

The hostile offer was a reaction to the Board’s lack of engagement. The Board will struggle to reject an attractive offer, which is 37.5% higher...

Arun George

(Mostly) Asia-Pac M&A: Fancl, Jeisys Medical, A8 New Media, Bapcor, Helios Techno,Tatsuta Electric

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

Trancom (9058) - Another Bain MBO Done Too Cheaply Where "Activist" Dalton Rolls In To The Bid

Trancom provides logistics optimisation services to customers and logistics operators, plus logistics-related sites. Quite niche. The Founder/Bain...

Travis Lundy

Trancom (9058 JP): Bain-Sponsored MBO at JPY10,300

The offer represents an all-time high but is lower than the IFA’s midpoint DCF valuation and implies multiples below precedent transaction...

Arun George

Alps Logistics (9055 JP): KKR’s Knockout Pre-Conditional Offer at JPY5,774

The precondition has been satisfied (Vietnam regulatory approval has been waived). The tender period is from 22 Aug to 4 Oct (30 business days),...

Arun George

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