Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Back on the 13th May 2024, <a href="https://www.smartkarma.com/entities/esr-group-ltd" target="_blank" data-smartkarma-citation="entities:27983:1" rel="noopener">ESR Group (1821 HK)</a> announced a <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/0513/2024051300798.pdf" target="_blank" rel="noopener">delisting proposal</a> from a consortium of investors formed by Starwood Capital Operations, Sixth Street Partners, and SSW Partners.</li>
<li>The consortium initially controlled 15.7%. Warburg (~14%) and ESR founders (~7.4%) tipped in their stakes. As did Qatar (3%) <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/1004/2024100401641.pdf" target="_blank" rel="noopener">earlier this month</a>, bringing the collective total to 39.9%.</li>
<li>No terms have been made public. Yesterday a Bloomberg article flagging "an agreement also might not be reached" saw shares freefall. Plus Capital Group recently trimmed its stake.</li>
</ul>


Back on the 13th May 2024, ESR Group (1821 HK) announced a delisting proposal from a consortium of investors formed by Starwood Capital Operations, Sixth Street Partners, and SSW Partners.
The consortium initially controlled 15.7%. Warburg (~14%) and ESR founders (~7.4%) tipped in their stakes. As did Qatar (3%) earlier this month, bringing the collective total to 39.9%.
No terms have been made public. Yesterday a Bloomberg article flagging "an agreement also might not be reached" saw shares freefall. Plus Capital Group recently trimmed its stake.


ESR (1821 HK): Sell First, Ask Questions Later

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>
<a href="https://www.smartkarma.com/entities/esr-group-ltd" target="_blank" data-smartkarma-citation="entities:27983:1" rel="noopener">ESR Group (1821 HK)</a> provided a positive update on the indicative proposal. The update notes that the consortium has expanded from three to six, representing 39.91% of outstanding shares.</li>
<li>The addition of new consortium members is a positive. While the recent market rally is not a dealbreaker, it should give the consortium renewed impetus to launch an acceptable offer.   </li>
<li>The downside to a deal break is low as ESR’s valuation is undemanding, which is supported by the potential earnings recovery in a more benign interest rate environment.</li>
</ul>



ESR Group (1821 HK) provided a positive update on the indicative proposal. The update notes that the consortium has expanded from three to six, representing 39.91% of outstanding shares.
The addition of new consortium members is a positive. While the recent market rally is not a dealbreaker, it should give the consortium renewed impetus to launch an acceptable offer.   
The downside to a deal break is low as ESR’s valuation is undemanding, which is supported by the potential earnings recovery in a more benign interest rate environment.


ESR Group (1821 HK): Inching Closer to a Binding Proposal

<ul>
<li>Bloomberg <a href="https://news.bloomberglaw.com/mergers-and-acquisitions/esr-bidders-said-to-weigh-bringing-in-more-investors-for-buyout" target="_blank" rel="noopener">reports</a> that the bidding consortium is in talks to bring in other partners, such as QIA, PIF, and CPP Investment Board, to aid in privatising <a href="https://www.smartkarma.com/entities/esr-group-ltd" target="_blank" data-smartkarma-citation="entities:27983:1" rel="noopener">ESR Group (1821 HK)</a>.</li>
<li>Warburg Pincus and OMERS have blocking stakes for a Cayman scheme. Warburg Pincus is seemingly supportive, and the consortium’s expansion talks suggest confidence in meeting OMERS’ price expectations.</li>
<li>Our best guess is that an offer is around HK$14.00. ESR’s current valuation is undemanding, with its forward EV/EBITDA multiple at a 40% discount compared to the median peers’ multiple.</li>
</ul>


Bloomberg reports that the bidding consortium is in talks to bring in other partners, such as QIA, PIF, and CPP Investment Board, to aid in privatising ESR Group (1821 HK).
Warburg Pincus and OMERS have blocking stakes for a Cayman scheme. Warburg Pincus is seemingly supportive, and the consortium’s expansion talks suggest confidence in meeting OMERS’ price expectations.
Our best guess is that an offer is around HK$14.00. ESR’s current valuation is undemanding, with its forward EV/EBITDA multiple at a 40% discount compared to the median peers’ multiple.


ESR Group (1821 HK): Consortium’s Expansion Talks Suggest Progress

<ul>
<li>A weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.</li>
<li>ECM developments: <a href="https://www.smartkarma.com/entities/midea-group-co-ltd-a" target="_blank" data-smartkarma-citation="entities:16185:1" rel="noopener">Midea Group Co Ltd A (000333 CH)</a> premarketing its H Share listing, <a href="https://www.smartkarma.com/entities/terumo-corp" target="_blank" data-smartkarma-citation="entities:6708:1" rel="noopener">Terumo Corp (4543 JP)</a> placement and <a href="https://www.smartkarma.com/entities/99-speed-mart-retail-holdings" target="_blank" data-smartkarma-citation="entities:40977:1" rel="noopener">99 Speed Mart Retail Holdings (99SPD MK)</a> US$530 million IPO.</li>
<li>Event-Driven developments: <a href="https://www.smartkarma.com/entities/esr-group-ltd" target="_blank" data-smartkarma-citation="entities:27983:1" rel="noopener">ESR Group (1821 HK)</a>, <a href="https://www.smartkarma.com/entities/canvest-environmental-protection-group-co-ltd" target="_blank" data-smartkarma-citation="entities:100:1" rel="noopener">Canvest Environmental Protection Group (1381 HK)</a>, <a href="https://www.smartkarma.com/entities/china-traditional-chinese-medicine" target="_blank" data-smartkarma-citation="entities:351:1" rel="noopener">China Traditional Chinese Medicine (570 HK)</a>, <a href="https://www.smartkarma.com/entities/cpmc-holdings-ltd" target="_blank" data-smartkarma-citation="entities:10427:1" rel="noopener">CPMC Holdings (906 HK)</a>, <a href="https://www.smartkarma.com/entities/shinko-electric-industries" target="_blank" data-smartkarma-citation="entities:15066:1" rel="noopener">Shinko Electric Industries (6967 JP)</a>. 
</li>
</ul>


A weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.
ECM developments: Midea Group Co Ltd A (000333 CH) premarketing its H Share listing, Terumo Corp (4543 JP) placement and 99 Speed Mart Retail Holdings (99SPD MK) US$530 million IPO.
Event-Driven developments: ESR Group (1821 HK), Canvest Environmental Protection Group (1381 HK), China Traditional Chinese Medicine (570 HK), CPMC Holdings (906 HK), Shinko Electric Industries (6967 JP). 



Weekly Deals Digest (01 Sep) - ESR, Canvest, China TCM, CPMC, Shinko, Silverlake, Terumo, Midea

<ul>
<li>A media outlet that Reports on Deals reported that the consortium will offer HK$14.50 per share, a 22.1% and 61.8% premium to the last close (HK$11.88) and undisturbed price (HK$8.96).</li>
<li>While not a knockout offer, the consortium’s impending binding proposal suggests confidence that the offer price and structure would gain the support of the substantial shareholders. </li>
<li>The downside to a deal break is low as ESR’s valuation is undemanding. Its forward EV/EBITDA multiple is at a 30% discount to the median peers’ multiple.</li>
</ul>


A media outlet that Reports on Deals reported that the consortium will offer HK$14.50 per share, a 22.1% and 61.8% premium to the last close (HK$11.88) and undisturbed price (HK$8.96).
While not a knockout offer, the consortium’s impending binding proposal suggests confidence that the offer price and structure would gain the support of the substantial shareholders. 
The downside to a deal break is low as ESR’s valuation is undemanding. Its forward EV/EBITDA multiple is at a 30% discount to the median peers’ multiple.


ESR Group (1821 HK): A Rumoured Offer Price Surfaces

China

ESR Group Limited operates as an integrated logistics real estate platform. The Company provides real estate private equity fund management, real estate investment trust, and other services. ESR Group conducts businesses in China, Japan, South Korea, Australia, Singapore, India, New Zealand, and other countries.

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ESR Group (1821 HK)

ESR (1821 HK): Sell First, Ask Questions Later

You have a non-binding proposal, no official terms, and a fragmented register. And this is before any opaque PRC regulatory conditions tacked on in...

David Blennerhassett

ESR Group (1821 HK): Inching Closer to a Binding Proposal

The addition of new consortium members is a key positive. While the recent market rally is not a dealbreaker, it should give the consortium renewed...

Arun George

ESR Group (1821 HK): Consortium’s Expansion Talks Suggest Progress

The probability of an offer remains high, and the latest Bloomberg reports suggest progress towards a binding proposal. Our best guess is that an...

Arun George

Weekly Deals Digest (01 Sep) - ESR, Canvest, China TCM, CPMC, Shinko, Silverlake, Terumo, Midea

Last week, notable developments occurred in Event-Driven (ESR, Canvest, China TCM, CPMC, Shinko, Tohokushinsha, Silverlake Axis) and ECM (Terumo,...

Arun George

ESR Group (1821 HK): A Rumoured Offer Price Surfaces

The rumoured price is not a knockout bid. However, the price and structure would be sufficient to get the support of the major shareholders. The...

Arun George

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