Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Concurrent with its <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/0429/2024042905713.pdf" target="_blank" rel="noopener">HK$34/share VGO</a>, <a href="https://www.smartkarma.com/entities/l-occitane-international-sa" target="_blank" data-smartkarma-citation="entities:6772:1" rel="noopener">L'Occitane (973 HK)</a>'s disinterested shareholders may be entitled to a share scrip alternative. IF afforded, up to 5% of shares out can participate.</li>
<li>The big unknown is whether you receive shares of the levered-up Bidco, at some as yet undetermined scrip ratio; or keep shares of L’Occitane as-is.</li>
<li>To trigger the rollover option, 10% of disinterested shareholders need to express interest by the 15th May (a Hong Kong holiday btw). A deadline without details. </li>
</ul>


Concurrent with its HK$34/share VGO, L'Occitane (973 HK)'s disinterested shareholders may be entitled to a share scrip alternative. IF afforded, up to 5% of shares out can participate.
The big unknown is whether you receive shares of the levered-up Bidco, at some as yet undetermined scrip ratio; or keep shares of L’Occitane as-is.
To trigger the rollover option, 10% of disinterested shareholders need to express interest by the 15th May (a Hong Kong holiday btw). A deadline without details. 


L'Occitane (973 HK): The Rollover Option, And Alternate Listing Valuations

<ul>
<li>Exactly two weeks after the scrip alternative was <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/0617/2024061700167.pdf" target="_blank" rel="noopener">announced</a>, <a href="https://www.smartkarma.com/entities/l-occitane-international-sa" target="_blank" data-smartkarma-citation="entities:6772:1" rel="noopener">L'Occitane (973 HK)</a>'s Composite Document has been <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/0701/2024070100127.pdf" target="_blank" rel="noopener">issued</a>. The Offer is now open for acceptances.</li>
<li>The IFA (Somerley) considers terms to be fair &amp; reasonable. A lifetime high coupled with a scrip option - yes, this is fair. </li>
<li>Keep an eye on CCASS moves prior to the first closing date, the 23rd July. I have a call with the FA tomorrow. Hit me up with any questions.</li>
</ul>


Exactly two weeks after the scrip alternative was announced, L'Occitane (973 HK)'s Composite Document has been issued. The Offer is now open for acceptances.
The IFA (Somerley) considers terms to be fair &amp; reasonable. A lifetime high coupled with a scrip option - yes, this is fair. 
Keep an eye on CCASS moves prior to the first closing date, the 23rd July. I have a call with the FA tomorrow. Hit me up with any questions.


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.

<ul>
<li>The <a href="https://www.smartkarma.com/entities/l-occitane-international-sa" target="_blank" data-smartkarma-citation="entities:6772:1" rel="noopener">L'Occitane (973 HK)</a> IFA opines that Reinold Geiger’s conditional voluntary cash (HK$34.00) or scrip offer (10 rollover shares for each share, subject to a cap) is fair and reasonable.</li>
<li>Irrevocable/Letters of support have nudged lower from 49.83% (17 June) to 47.66% of disinterested shares due to Southeastern Asset Management selling its shares. </li>
<li>Nevertheless, the scrip option, an attractive offer and no vocal opposition should facilitate achieving the minimum acceptance condition. At the last close, the gross spread was 2.4%.</li>
</ul>


The L'Occitane (973 HK) IFA opines that Reinold Geiger’s conditional voluntary cash (HK$34.00) or scrip offer (10 rollover shares for each share, subject to a cap) is fair and reasonable.
Irrevocable/Letters of support have nudged lower from 49.83% (17 June) to 47.66% of disinterested shares due to Southeastern Asset Management selling its shares. 
Nevertheless, the scrip option, an attractive offer and no vocal opposition should facilitate achieving the minimum acceptance condition. At the last close, the gross spread was 2.4%.


L’Occitane (973 HK): Conditional Offer Opens

<ul>
<li>
<a href="https://www.smartkarma.com/entities/l-occitane-international-sa" target="_blank" data-smartkarma-citation="entities:6772:1" rel="noopener">L'Occitane (973 HK)</a> announced the share alternative at an exchange ratio of 10 rollover shares for each offer share, subject to a cap of 5% of outstanding shares.</li>
<li>The share alternative option will help the offer and was likely required to get Pleasant Lake Partners’ support (3.25% of outstanding shares). There is minimal vocal opposition to the offer. </li>
<li>Irrevocables/Letters of support represent 49.83% of disinterested shares. An attractive offer and the share alternative facilitate meeting the minimum acceptance condition, which requires an 80% disinterested acceptance rate (ex. irrevocables).</li>
</ul>



L'Occitane (973 HK) announced the share alternative at an exchange ratio of 10 rollover shares for each offer share, subject to a cap of 5% of outstanding shares.
The share alternative option will help the offer and was likely required to get Pleasant Lake Partners’ support (3.25% of outstanding shares). There is minimal vocal opposition to the offer. 
Irrevocables/Letters of support represent 49.83% of disinterested shares. An attractive offer and the share alternative facilitate meeting the minimum acceptance condition, which requires an 80% disinterested acceptance rate (ex. irrevocables).


L’Occitane (973 HK): Share Alternative a Crucial Step Towards the Offer Being Declared Unconditional

<ul>
<li>
<a href="https://www.smartkarma.com/entities/l-occitane-international-sa" target="_blank" data-smartkarma-citation="entities:6772:1" rel="noopener">L'Occitane (973 HK)</a> announced that the share alternative pre-condition was satisfied. However, The share alternative offer is at the offeror’s discretion and with the consent of the financing parties. </li>
<li>The share alternative offer poses a dilemma due to the requirement to satisfy the minimum acceptance condition while not breaching the upper limit of the share alternative offer.</li>
<li>The share alternative offer is a play on higher multiples by relisting the business. At HK$50.00, L’Occitane would trade in line with its median global beauty peers’ multiples.</li>
</ul>



L'Occitane (973 HK) announced that the share alternative pre-condition was satisfied. However, The share alternative offer is at the offeror’s discretion and with the consent of the financing parties. 
The share alternative offer poses a dilemma due to the requirement to satisfy the minimum acceptance condition while not breaching the upper limit of the share alternative offer.
The share alternative offer is a play on higher multiples by relisting the business. At HK$50.00, L’Occitane would trade in line with its median global beauty peers’ multiples.


L’Occitane (973 HK): Dilemma as the Share Alternative Pre-Condition Met

United States

e.l.f. Beauty, Inc. operates as a cosmetic company. The Company offers beauty products for eyes, lips, and face. e.l.f. Beauty provides eyeliners, lipsticks, lip care and brushes, powder, and skin care products.

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elf Beauty Inc (ELF US)

L'Occitane (973 HK): The Rollover Option, And Alternate Listing Valuations

If you are an arbitrageur, I'd be buying here. If you a LO, at a 5.4% gross yield, hold for completion. If you are willing to hold unlisted scrip,...

David Blennerhassett

L'Occitane (973 HK): Tendering Now Open

This is done. The Offeror is over halfway to the 90% acceptance condition. Trading at a gross/annualised return of 2.4%/33.6% assuming payment on...

David Blennerhassett

L’Occitane (973 HK): Conditional Offer Opens

The scrip option, an attractive offer and no vocal opposition should facilitate achieving the minimum acceptance condition. At the last close, the...

Arun George

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52-week Range

Market Cap (USDm)

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L'Occitane (973 HK): The Rollover Option, And Alternate Listing Valuations

If you are an arbitrageur, I'd be buying here. If you a LO, at a 5.4% gross yield, hold for completion. If you are willing to hold unlisted scrip,...

David Blennerhassett

L'Occitane (973 HK): Tendering Now Open

This is done. The Offeror is over halfway to the 90% acceptance condition. Trading at a gross/annualised return of 2.4%/33.6% assuming payment on...

David Blennerhassett

L’Occitane (973 HK): Conditional Offer Opens

The scrip option, an attractive offer and no vocal opposition should facilitate achieving the minimum acceptance condition. At the last close, the...

Arun George

L’Occitane (973 HK): Share Alternative a Crucial Step Towards the Offer Being Declared Unconditional

An attractive offer and the share alternative facilitate meeting the 90% minimum acceptance condition. This looks like a done deal. At the current...

Arun George

L’Occitane (973 HK): Dilemma as the Share Alternative Pre-Condition Met

While a positive, the share alternative offer needs to balance the requirement to satisfy the minimum acceptance condition while not breaching the...

Arun George