Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>I  tally 44 - 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>One new deals discussed this week: <a href="https://www.smartkarma.com/entities/bossini-international-holdings-limited" target="_blank" data-smartkarma-citation="entities:4085:1" rel="noopener">Bossini International (592 HK)</a> low-balled scrip Offer from <a href="https://www.smartkarma.com/entities/viva-goods-company-ltd" target="_blank" data-smartkarma-citation="entities:15864:1" rel="noopener">Viva Goods (933 HK)</a>. <a href="https://www.smartkarma.com/entities/beijing-capital-grand-ltd" target="_blank" data-smartkarma-citation="entities:18241:1" rel="noopener">Beijing Capital Grand (1329 HK)</a> also suspended due to the Takeovers code. </li>
<li>Key updates took place on: <a href="https://www.smartkarma.com/entities/guotai-junan-securities-co-ltd-5dfaf2c5-76d3-4f34-a77d-118787fd7091" target="_blank" data-smartkarma-citation="entities:23752:1" rel="noopener">GJS (2611 HK)</a>/<a href="https://www.smartkarma.com/entities/haitong-securities-co-ltd" target="_blank" data-smartkarma-citation="entities:166:1" rel="noopener">Haitong Securities (600837 CH)</a>, <a href="https://www.smartkarma.com/entities/fuji-soft-inc" target="_blank" data-smartkarma-citation="entities:17504:1" rel="noopener">Fuji Soft Inc (9749 JP)</a>, <a href="https://www.smartkarma.com/entities/hotel-property-investments" target="_blank" data-smartkarma-citation="entities:9850:1" rel="noopener">Hotel Property Investments (HPI AU)</a>, <a href="https://www.smartkarma.com/entities/china-traditional-chinese-medicine" target="_blank" data-smartkarma-citation="entities:351:1" rel="noopener">TCM (570 HK)</a> and <a href="https://www.smartkarma.com/entities/dyna-mac-holdings-ltd" target="_blank" data-smartkarma-citation="entities:16153:1" rel="noopener">Dyna Mac Holdings (DMHL SP)</a> </li>
</ul>


I  tally 44 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.
One new deals discussed this week: Bossini International (592 HK) low-balled scrip Offer from Viva Goods (933 HK). Beijing Capital Grand (1329 HK) also suspended due to the Takeovers code. 
Key updates took place on: GJS (2611 HK)/Haitong Securities (600837 CH), Fuji Soft Inc (9749 JP), Hotel Property Investments (HPI AU), TCM (570 HK) and Dyna Mac Holdings (DMHL SP) 


(Mostly) Asia-Pac M&A: GJS/Haitong, Fuji Soft, Bossini, Dyna-Mac, Beijing Capital Grand, TCM

Travis Lundy

<ul>
<li>As they had announced was their intention, Bain has <a href="https://www.baincapital.co.jp/sites/default/files/2024-10/BC_PR11102024.pdf" target="_blank" rel="noopener">made a binding offer</a> for <a href="https://www.smartkarma.com/entities/fuji-soft-inc" target="_blank" data-smartkarma-citation="entities:17504:1" rel="noopener">Fuji Soft Inc (9749 JP)</a>, bidding ¥9,450 against KKR's ¥8,800. They aim to launch late October.  </li>
<li>There is no minimum and no maximum. The Founding Nozawa family had thrown their lot in with Bain not KKR and that 18.5% is tied up. </li>
<li>There are conditions, and those are ALL-important. And I expect we see in the next week or so how coercive KKR's "non-coercive" scheme change was. I've got 🍿🍿🍿.</li>
</ul>


As they had announced was their intention, Bain has made a binding offer for Fuji Soft Inc (9749 JP), bidding ¥9,450 against KKR's ¥8,800. They aim to launch late October.  
There is no minimum and no maximum. The Founding Nozawa family had thrown their lot in with Bain not KKR and that 18.5% is tied up. 
There are conditions, and those are ALL-important. And I expect we see in the next week or so how coercive KKR's "non-coercive" scheme change was. I've got 🍿🍿🍿.


Bain Bids Bigger, Goes Hard on Fuji Soft (9749); I've Got 🍿🍿🍿

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.baincapital.co.jp/sites/default/files/2024-10/BC_PR11102024.pdf" target="_blank" rel="noopener">Bain’s pre-conditional tender offer</a> for <a href="https://www.smartkarma.com/entities/fuji-soft-inc" target="_blank" data-smartkarma-citation="entities:17504:1" rel="noopener">Fuji Soft Inc (9749 JP)</a> is JPY9,450, a 7.4% premium to KKR’s JPY8,800 offer. There is no minimum or maximum acceptance condition.</li>
<li>The preconditions relate to regulatory approval (Vietnam) and Board recommendation. Bain’s offer is designed to bring KKR to the negotiating table to find a solution to privatisation. </li>
<li>KKR can 1) do nothing, 2) work with Bain on a solution, or 3) engage in a price war to prevent the satisfaction of Bain’s Board recommendation precondition.</li>
</ul>



Bain’s pre-conditional tender offer for Fuji Soft Inc (9749 JP) is JPY9,450, a 7.4% premium to KKR’s JPY8,800 offer. There is no minimum or maximum acceptance condition.
The preconditions relate to regulatory approval (Vietnam) and Board recommendation. Bain’s offer is designed to bring KKR to the negotiating table to find a solution to privatisation. 
KKR can 1) do nothing, 2) work with Bain on a solution, or 3) engage in a price war to prevent the satisfaction of Bain’s Board recommendation precondition.


Fuji Soft (9749 JP): Bain’s Better Late than Never Competing Offer

<ul>
<li>On the 19th of September, KKR amended the terms and Scheme/Structure of its Tender Offer for <a href="https://www.smartkarma.com/entities/fuji-soft-inc" target="_blank" data-smartkarma-citation="entities:17504:1" rel="noopener">Fuji Soft Inc (9749 JP)</a>. I thought the new terms coercive. </li>
<li>On the 26th, FujiSoft decided there had been no change detrimental to general shareholders. On the 27th, KKR amended the Tender Offer Registration Statement to reflect FSI's revised Opinion.</li>
<li>That means Bain needs to change FSI's mind or come out with a big number before the end of the First Tender, leaving lots of stock for Round Two.</li>
</ul>


On the 19th of September, KKR amended the terms and Scheme/Structure of its Tender Offer for Fuji Soft Inc (9749 JP). I thought the new terms coercive. 
On the 26th, FujiSoft decided there had been no change detrimental to general shareholders. On the 27th, KKR amended the Tender Offer Registration Statement to reflect FSI's revised Opinion.
That means Bain needs to change FSI's mind or come out with a big number before the end of the First Tender, leaving lots of stock for Round Two.


FujiSoft (9749) - Somewhat Inexplicable Renewed Opinion of Fairness on KKR Tender

<ul>
<li>I tally 39 - 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>Two new deals discussed on Smartkarma this week: <a href="https://www.smartkarma.com/entities/xingda-international-holdings" target="_blank" data-smartkarma-citation="entities:17836:1" rel="noopener">Xingda International (1899 HK)</a> and <a href="https://www.smartkarma.com/entities/nsl-ltd-singapore" target="_blank" data-smartkarma-citation="entities:12666:1" rel="noopener">NSL Ltd (NSL SP)</a>. <a href="https://www.smartkarma.com/entities/sun-art-retail-group-ltd" target="_blank" data-smartkarma-citation="entities:401:1" rel="noopener">Sun Art Retail (6808 HK)</a> also susppended due to the Takeovers Code.</li>
<li>Key updates took place on: <a href="https://www.smartkarma.com/entities/dyna-mac-holdings-ltd" target="_blank" data-smartkarma-citation="entities:16153:1" rel="noopener">Dyna Mac Holdings (DMHL SP)</a>, <a href="https://www.smartkarma.com/entities/platinum-asset-management" target="_blank" data-smartkarma-citation="entities:914:1" rel="noopener">Platinum Asset Management (PTM AU)</a>, <a href="https://www.smartkarma.com/entities/fuji-soft-inc" target="_blank" data-smartkarma-citation="entities:17504:1" rel="noopener">Fuji Soft (9749 JP)</a>, <a href="https://www.smartkarma.com/entities/jtower-inc" target="_blank" data-smartkarma-citation="entities:31042:1" rel="noopener">JTower (4485 JP)</a>, <a href="https://www.smartkarma.com/entities/arvida-group-ltd" target="_blank" data-smartkarma-citation="entities:14485:1" rel="noopener">Arvida (ARV NZ)</a>, and <a href="https://www.smartkarma.com/entities/korea-zinc-co-ltd" target="_blank" data-smartkarma-citation="entities:17944:1" rel="noopener">Korea Zinc (010130 KS)</a>.</li>
</ul>


I tally 39 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.
Two new deals discussed on Smartkarma this week: Xingda International (1899 HK) and NSL Ltd (NSL SP). Sun Art Retail (6808 HK) also susppended due to the Takeovers Code.
Key updates took place on: Dyna Mac Holdings (DMHL SP), Platinum Asset Management (PTM AU), Fuji Soft (9749 JP), JTower (4485 JP), Arvida (ARV NZ), and Korea Zinc (010130 KS).


(Mostly) Asia-Pac M&A: Dyna Mac, Platinum Asset, Fuji Soft, JTower, Arvida, Korea Zinc, Sun Art

Japan

FUJI SOFT INCORPORATED is an independent software developer, specializing in communications and machine control software, business application software for bank and insurance companies, and operating system software.  Fuji Soft also installs, manages, and maintains computer systems.  The Company develops and sells word processing packaged software and also provides internet service.

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Fuji Soft Inc (9749 JP)

(Mostly) Asia-Pac M&A: GJS/Haitong, Fuji Soft, Bossini, Dyna-Mac, Beijing Capital Grand, TCM

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

Bain Bids Bigger, Goes Hard on Fuji Soft (9749); I've Got 🍿🍿🍿

Bain has come out with an official, non-binding, fully-funded bid at 7.4% higher than KKR's. And FujiSoft has known about it for 10 days as of now....

Travis Lundy

Fuji Soft (9749 JP): Bain’s Better Late than Never Competing Offer

Bain’s offer is designed to bring KKR to the negotiating table. This could be the end game, but KKR is equally likely to match terms, making it...

Arun George

FujiSoft (9749) - Somewhat Inexplicable Renewed Opinion of Fairness on KKR Tender

Fuji Soft's reiteration of its Opinion that the KKR Scheme change was fair was a bit odd considering what they admitted. But it is what it is. Now...

Travis Lundy

(Mostly) Asia-Pac M&A: Dyna Mac, Platinum Asset, Fuji Soft, JTower, Arvida, Korea Zinc, Sun Art

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

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