Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven


For the month of May, 11 new deals were discussed on Smartkarma with an overall announced deal size of ~US$7.3bn.



Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow-up discussions, or simply click on the insight link(s) below the name.







New Deals


Industry


Size (US$bn)


Type


Premium




Australia




APN Property Group (APD AU) 
Property
0.2
Scheme
50%


APN Prop (APD AU): Dexus' Done Deal



Boral Ltd (BLD AU) 
Construction
4.8
Off-market
Nil


Boral Ltd (BLD AU): Seven's Nil Premium



Japara Healthcare (JHC AU) 
Healthcare
0.2
Scheme
30%


Japara Healthcare (JHC AU): Here Comes The Calvary


 



Hong Kong




Chong Hing Bank (1111 HK) 
Banking
0.2
Scheme
51.2%



Chong Hing Bank (1111 HK): Takeover Talk As Shares Pop
Chong Hing Bank (1111 HK): Yue Xiu's Offer Is Light



 



Japan




Aomori Bank (8342 JP) / Michinoku Bank (8350 JP) 
Bank
0.6
Merger



Aomori Bank &amp; Michinoku Bank Merger - Nothing To Write Home About Yet



EPS Holdings (4282 JP) 
Data/software
0.1
Tender Offer
35.5%


Another Too-Cheap MBO as Founder Takes Out EPS


 Locoguide (4497 JP) / Kufu (4399 JP)

Real estate
0.4
Merger



Locoguide (4497 JP) - Kufu (4399 JP): Merger Is a Done Deal



Maruka Machinery (7594 JP) / Furusato Industries (8087 JP) 
Trading
0.4
Merger



A Complex SmallCap Merger in Japan: Maruka (7594) And Furusato (8087)



Secom Joshinetsu (4342 JP) 
Security
0.3
Tender Offer
66.2%


Secom To Finally Buy Out Affiliate Secom Joshinetsu (4342)








Malaysia




Can-One Bhd (CAN MK) 
Manufacturing
0.1
MTO
15.8%


Can-One (CAN MK)? Yeoh Can Lah!



IHH Healthcare (IHH MK) 
Healthcare
N/A
N/A
N/A


IHH Healthcare (IHH MK): More Medicine For Mitsui?


Source: Smartkarma Insights






The above does not include BetMakers Technology Group (BET AU) lobbing a non-binding offer of A$4bn (A$1bn cash, $3bn scrip into BET) for Tabcorp Ltd (TAH AU)'s wagering and media division, and Apollo's prior tilt - Tabcorp (TAH AU): Apollo Shows Its Hand.

Nor does the table include the rumoured merger between  Angang Steel Co Ltd (H) (347 HK) and Bengang Steel (000761 CH) - Amalgamated Steel: Merging Angang &amp; Bengang As, Bs, and Hs.



The average premium for the new deals announced (or first discussed) in May was ~41%, with a year-to-date average of ~31% (78 deals). This compares to the average premium for all deals in 2020 (158 deals) and 2019 (145 deals) of 31% and 31.5% respectively. 




Summary of News in May of Arb Situations On Smartkarma's Radar



(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation)






Australia


Comments (with links to announcements &amp; insights)




3P Learning (3PL AU) 

No May update




Bingo Industries (BIN AU) 

1-May: Capital Group announced it has sold its entire 9.7% stake in Bingo Industries (BIN AU).




Crown Resorts (CWN AU) 

10-May: Crown Resorts: Blackstone &amp; Star Place Their Bets
17-May: Crown Says Blackstone's Bid Is Light. Undecided On Star
20-May: Crown Resorts Ltd: Blackstone Offer Rejected, Star Offer May Still Not Reflect True Forward Value




Galaxy Resources (GXY AU) 

No May update




Link Administration Holdings (LNK AU) 

27-May: Link Group (LNK AU): KKR Opens The Bidding For PEXA
31-May: Link Admin (LNK AU) Goes IPO Route For PEXA Afterall




Mainstream Group Holdings Ltd (MAI AU) 

2-May: Mainstream (MAI AU): More-Than-Double in Less than 2 Months After Apex Bump
6-May: Mainstream (MAI AU): Bidding War Continues as SS&amp;C Overbids for the 4th Time
14-May: Mainstream (MAI AU): +120% in ~2 Months but Bidding War Continues....




McPherson's Ltd (MCP AU) 

No May update




Mortgage Choice (MOC AU) 

26-Mau FIRB gives its approval



Primewest Group Ltd (PWG AU)

14-May: Target's Statement and Bidder's Statements were published. Primewest Group Ltd (PWG AU)'s Board has unanimously recommended shareholders to accept the Offer. 




Think Childcare (TNK AU) 

12-May: Think Childcare (TNK AU) has agreed to extend the Exclusivity Period with Busy Bees to 31st May 2021 (vs. original deadline of 14th May). This is still a non-binding deal with an expected completion date to be in 1Q CY22. 




Vitalharvest Freehold Trust (VTH AU) 

1-May: And so it goes - MAFM bumps its Offer for Vitalharvest Freehold Trust (VTH AU) to $1.26.
7-May: MAFM exercises a call option and acquires 16.2% of Vitalharvest Freehold Trust (VTH AU).
28-May Roc bumps its Offer for Vitalharvest Freehold Trust (VTH AU) to $1.29/share.  And says it will overbid any MAFM counter! 




Vocus Communications (VOC AU) 

10-May: Vocus Comms (VOC AU): MIRA/Aware's Done Deal
19-May: Vocus Comms (VOC AU): MIRA/​Aware’s Scheme Doc Despatched. EGM On 22 June










Hong Kong


Comments (with links to announcements &amp; insights)




Beijing Digital Telecom (6188 HK) 

1-May: Beijing Digital (6188 HK): Offer Now Open. IFA Says Fair
20-May: Beijing Digital Telecom (6188 HK)'s MGO is now unconditional in all respects. 




China Machinery Engineering (1829 HK) 

28-May: China Machinery Engineering (1829 HK): Movement In The Works?




China Traditional Chinese Medicine (570 HK) 

7-May: In its monthly update regarding a potential Offer, China Traditional Chinese Medicine (570 HK) says there is no update.




China Youzan Limited (8083 HK) 

10-May: China Youzan (8083 HK): Reality Check As Shares Rollover




Kerry Logistics Network (636 HK) 

4-May: Kerry Logistics Network (636 HK) will hold an EGM on the 26 May for shareholders to vote on the sale of the Hong Kong and Taiwan warehouse businesses to Kerry Holdings. 
26-May: At its SGM, Kerry Logistics Network (636 HK) shareholders overwhelmingly approved the sale of its Hong Kong, Taiwan warehouse business to Kerry Holdings.




New Century REIT (1275 HK) 

No May update




Rivera Holdings (281 HK) 

No April update




Sichuan Languang Justbon Service Group (2606 HK) 

3-May: Languang Justbon (2606 HK): Offer Now Open - For Up To Four Months










India


Comments (with links to insights)




Mphasis Ltd (MPHL IN) 

4-May: The Detailed Public Statement on Mphasis Ltd (MPHL IN) has been released. The Open Offer is scheduled tentatively to run from 18 June to 1 July, which means it is running Very Tight and the option is worth a bit less than I expected. But that just means there is more gamma. One could get big at the high Rs 1600s area. 




Vedanta Ltd (VEDL IN) 

4-May: Vedanta Now Caught Up With Peers - A Different Skew Ahead










Japan


Comments (with links to announcements &amp; insights)




BeNEXT Group (2154 JP) 
No May update



Cocokara Fine (3098 JP) 
No May update



Fuji Kosan Company (5009 JP) 
17-May:  Fuji Kosan Company (5009 JP) has responded to Aslead Strategic Value Fund's Tender Offer with its initial Target Opinion Statement which is "Opinion Withheld." This is because Fuji Kosan hasn't actually done anything yet - two weeks in. They have sent questions to Aslead, and Aslead has five business days to respond. This is slow-walking it. This tender offer is likely to be extended because of that.



Hitachi Metals (5486 JP) 

5-May: Hitachi Metals - Should I Stay or Should I Go Now?




Honshu Chemical Industry (4115 JP) 

13-May: Honshu Chemical (4115) Shareholders Perhaps One Day From a Wrong Price Takeover
16-May:: Honshu Chemical Shareholders Get the Short End of the Stick As The Board Is Ex-Gourd




Invesco Office J Reit (3298 JP) 

6-May:  Invesco Office OPPOSES Starwood Hostile Offer and Gets a Distinctly Beige Knight
11-May:  Starwood Bumps Terms, Lowers Threshold on Invesco Office
13-May:  Invesco Office's Terrible, Horrible, No Good Very Bad Day... Changes Things
20-May:  Invesco Office's Beige Knight (Deemed Dirty Gray By Markets) Suddenly Looks Brighter and Whiter
23-May:  Starwood Responds to Invesco Office's White Knight Proposal
24-May: Starwood has extended their Tender Offer on Invesco Office J Reit (3298 JP) from the 24th of May to 15th of June after the close of the 24th. They did not raise the price. This is basically the equivalent of Starwood calling Invesco's bluff. They can extend again if they want but they are going to make Invesco come out. They can change price later if they think it necessary.



Japan Asia (3751 JP)
No May update



Sawada Holdings (8699 JP) 

9-May:  Sawada Selldown Was NOT Done - Shareholder Structure Looks Different Now
23-May: Sawada Is A Different Stock Now
31-May:  Be Careful of Expectations on Sawada (8699)




Toshiba Corp (6502 JP) 

14-May: Toshiba – Shareholder Returns Trump Weak Guidance
17-May: Toshiba Results &amp; Shareholder Return - Possibly Big Impact Buyback Coming











New Zealand


Comments 




Tilt Renewables Ltd (TLT NZ) 

No May update











Singapore


Comments (with links to announcements)




Procurri Corporation (PROC SP) 

3-May: The Partial Offer has not become unconditional in all respects on the Closing Date and has therefore lapsed










Thailand


Comments




Intouch Holdings (INTUCH TB) 

No May update




Vinythai Public Co (VNT TB) 

No May update







For the month of April, nine new deals were discussed on Smartkarma with an overall announced deal size of ~US$36bn.


Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow-up discussions, or simply click on the insight link(s) below the name.






New Deals


Industry


Size (US$bn)


Type


Premium




Australia




Galaxy Resources (GXY AU) / Oroco Resource Corp (OCO CN) 
Lithium mining
3.0
Merger
N/A



Orocobre - Galaxy: Merger of Equals
Orocobre/Galaxy Resources: On A Charge



Primewest Group Ltd (PWG AU) 
Real estate
0.5
Merger
N/A


Primewest (PWG AU): Centuria's Off-Market Takeover Bid Could Trigger ASX/S&amp;P 200 Index Inclusion


 



Hong Kong



Zhejiang Cangnan Instrument (1743 HK) 
Gas Meters
0.1
Cash Offer
15.2%


Zhejiang Cangnan (1743 HK): H-Share Buyback


 



India



Mphasis Ltd (MPHL IN) 
 IT Services
1.1
Partial Offer
26.0%


Blackstone Sells Mphasis Stake To.... Blackstone and Investors Get a CHEAP Option 


 



Japan



Fuji Kosan Company (5009 JP) 
Petroleum-related
0.1
Tender Offer
12.5%


Aslead Capital Hostile Offer for Fuji Kosan (5009)


Hitachi Metals (5486 JP) 
Advanced metals
4.0
Tender Offer
15.1%



Hitachi Metals – Limited Upside Despite Bain Capital News But Let’s Find the Offshoot Ideas
Bain Bids Up BIG For Hitachi Metals (5486) - Now We Wait



Invesco Office J Reit (3298 JP) 
REIT
1.5
Tender Offer
13.3%



Starwood Hostile REIT Tender Launched
Invesco Office J-REIT Responds to Starwood's Hostile Offer
Starwood Rejection of Extension Means Full Hostile Tender



Toshiba Corp (6502 JP) 
Conglomerate
20.0





Toshiba – CVC Capital Partners Bid Highlights Value
Toshiba - The CEO Gets His MBO Bidder and Toshiba Will Get Interestinger
Gaming Out a CVC Bid for Toshiba - The Right Noises, The Wrong Price, and Toast
Toshiba - The King Is Dead, Long Live the King
How Much of Toshiba Is Owned By "Activists"?
CVC Suspending Its Bid Is Just That - The Cat Is Still Out Of the Bag
Toshiba – CVC Turns Tail but You Shouldn’t




 




Thailand



Intouch Holdings (INTUCH TB) 
Telco
5.4
VTO
11%


Intouch Holdings: Gulf's Inexplicable Offer


Source: Smartkarma Insights





Arguably, there is no firm Offer for Toshiba Corp (6502 JP).
The average premium for the new deals announced (or first discussed) in April was ~16%, with a year-to-date average of ~30% (66 deals). This compares to the average premium for all deals in 2020 (158 deals) and 2019 (145 deals) of 31% and 31.5% respectively. 




Summary of News in April of Arb Situations On Smartkarma's Radar



(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation)






Australia


Comments (with links to announcements &amp; insights)




3P Learning (3PL AU) 

19-Apr: Merger docs despatched




Asaleo Care Ltd (AHY AU) 

24-Apr: Asaleo Care Ltd (AHY AU)'s Scheme Doc has been released. The Scheme Meeting will be held on the 1 June. IFA says fair &amp; reasonable. 




Bingo Industries (BIN AU) 

23-Apr: Bingo Industries (BIN AU) says CPE Capital and MIRA's due diligence has completed, but arrangements remain to be finalised.  27-Apr: Bingo Industries (BIN AU): Macquarie Cleans Up




Coca Cola Amatil (CCL AU) 

6-Apr: Coca Cola Amatil (CCL AU): This Is It 16-Apr: Coca Cola Amatil (CCL AU)'s independent shareholder approved the Scheme. 81.55% of independent shareholders we in attendance, of which 99.03% approved the Scheme Resolution.




Crown Resorts (CWN AU) 

19-Apr: Crown Resorts (CWN AU) has announced that it has received an "unsolicited, preliminary, non-binding and indicative proposal from a company on behalf of funds managed and advised by Oaktree Capital Management, L.P., to provide a funding commitment of up to ~A$3.0bn to Crown via a structured instrument with the proceeds to be used by Crown to buy-back some or all of the Crown shares which are held by Consolidated Press Holdings Pty Limited (“CPH”) on a selective basis. CPH currently has a shareholding of ~37% in Crown." Crown has not yet formed an opinion on the proposal. That stake is worth almost exactly A$3bn at the current price.




Link Administration Holdings (LNK AU) 

26-Apr:  Link Admin (LNK AU): PEXA Bidding




Mainstream Group Holdings Ltd (MAI AU) 

15-Apr: Mainstream (MAI AU): Massive Overbid by SS&amp;C, Now Vistra Has to Respond 27-Apr: Mainstream (MAI AU): More Competition Forces SS&amp;C to Bump  29-Apr: Mainstream (MAI AU): Three-In-A-Row! Bullseye!




McPherson's Ltd (MCP AU) 

29-Apr: McPherson (MCP AU): Arrotex Derails Kin's Offer




Mortgage Choice (MOC AU) 

No April Update




Think Childcare (TNK AU) 

6-Apr: Think Childcare (TNK AU): Busy Bees Delivers a Knock-Out Bid:




Vitalharvest Freehold Trust (VTH AU) 

7-Apr: Roc bumps Offer for Vitalharvest Freehold Trust (VTH AU) to A$1.16.  MAFM now has until the 14 April to match.
16-Apr: Roc bumps its Offer for Vitalharvest Freehold Trust (VTH AU) to A$1.18/unit. MAFM has matching rights until the 22 April.  23-Apr: Vitalharvest (VTH AU): Bumpity Bumpity Berry Bidding




Vocus Communications (VOC AU) 

No April Update




WPP AUNZ (WPP AU) 

21-Apr: WPP AUNZ (WPP AU) shareholders approved the Scheme. 87.5% of minorities turned up at the meeting, and 96.45% approved the Scheme resolution. Shares to be suspended at the close on the 26 April. Implementation to occur on 18 May. The special dividend has been approved.










Hong Kong


Comments (with links to announcements &amp; insights)




Beijing Digital Telecom (6188 HK) 

12-Apr: Beijing Digital (6188 HK): Zhuhai SASAC's MGO On Track
18-Apr: Beijing Digital Telecom (6188 HK)'s Composite has been delayed again until 30 April - on or before. 




China Machinery Engineering (1829 HK) 

2-Apr: PRC approval, a pre-condition, to the Offer remains outstanding in a monthly update from China Machinery Engineering (1829 HK).




China Youzan Limited (8083 HK) 

19-Apr: The Scheme Doc is out for China Youzan Limited (8083 HK) - the SGM will be held on the 6 May. IFA says fair &amp; reasonable.




HKC Holdings (190 HK) 

27-Apr: HKC Holdings (190 HK): Quorum Quibbles




I.T Ltd (999 HK) 

16-Apr: Independent shareholders of I.T Ltd (999 HK) overwhelmingly approved the scheme resolution. Cheques are expected to be despatched on the 7 May. Last day of trading is the 29 April.




Kerry Logistics Network (636 HK) 

9-Apr: Kerry Logistics Network (636 HK) has announced that the antitrust approval has been received from the State Administration for Market Regulation with respect to the Partial Offer.




New Century REIT (1275 HK) 

12-Apr: Shareholder approval received




Polytec Asset Holdings (208 HK) 

16-Apr: The Scheme Document together with the respective notices of the Court Meeting and the EGM to be held on Monday, 10 May 2021 and the relevant proxy forms will be despatched to the Polytec Asset Holdings (208 HK)'s shareholders on 16 April. I don't see it on HKEx though.




Rivera Holdings (281 HK) 

No April update




Sichuan Languang Justbon Service Group (2606 HK) 

2-Apr: The Sichuan Languang Justbon Service Group (2606 HK) / Country Garden Services Holdings (6098 HK) transaction is understood to be under SAMR simple case review. 
16-Apr: Sichuan Languang Justbon Service Group (2606 HK)'s Composite Doc has been delayed until the 3 May, on or before. This was wholly expected - I have the 5 May in my timetable above. 
16-Apr: Country Garden Services Holdings (6098 HK) completed the second tranche - the first tranche of 750k domestic shares was completed the day before -and now holds 65.04% of Sichuan Languang Justbon Service Group (2606 HK). 
19-Apr: The % held by Country Garden Services Holdings (6098 HK) in Sichuan Languang Justbon Service Group (2606 HK) is now 71.17%.




China Traditional Chinese Medicine (570 HK) 

10-Apr: In its monthly update regarding a potential, China Traditional Chinese Medicine (570 HK) says there is no update.




Zhejiang New Century Hotel Management Group (1158 HK) 

16-Apr: Offer unconditional in all respects. closes on the 14 May.




Zhuhai Holdings Investment (908 HK) 

21-Apr: Zhuhai Holdings (908 HK): SGM On The 18 May










India


Comments (with links to insights)




Vedanta Ltd (VEDL IN) 

5-Apr:  Vedanta (VEDL) Offer Coming To A Close: Watch For Antics 7-Apr: Final result appears to be 374.229mm shares confirmed and 3.291mm shares not yet confirmed for 377.52mm shares tendered in across 6,106 orders. This is a pro-ration of 100%. It tells you a LOT of people did not tender their Vedanta Ltd (VEDL IN) shares.










Japan


Comments (with links to announcements &amp; insights)




BeNEXT Group (2154 JP) 
6-Apr: Just for kicks, Travis checked the Bloomberg download of TOPIX constituents and weights and noted that the number of shares of BeNEXT Group (2154 JP) is now 40.8119463mm shares against the level of 19.317465mm shares as of mid-March. That told him the TSE included the shares at month-end despite the index team telling us (Janaghan communicated on this but Travis was CCed) they would not make the share change at delisting if the notice was so short.Turns out they did. 



Cocokara Fine (3098 JP) 
28 April: The two companies (including Matsumotokiyoshi Holdings Co., Ltd. (3088 JP) announced all the corporate reorganisation measures which would be voted upon at the AGMs



Dynac Holdings Corporation (2675 JP) 
15 April: The tender offer is completed. Suntory reaches 93.51%.  23 April: Suntory executes Demand for Share Cash-Out and announces delisting for 28 May. 



Honshu Chemical Industry (4115 JP) 

No April update




IGNIS Ltd (3689 JP) 

20-Apr: It may have been too light but in the end, people sold their shares of IGNIS Ltd (3689 JP) to Bain.  This is now done and the combination of Bain and the principals own two-thirds or more. This will get delisted and minorities will be squeezed out.




Japan Asia (3751 JP) 

Throughout the month:  JAG and CIE joust in court, eventually the court sides with Murakami-san and the rights offer is cancelled.  27-Apr: City Index Eleventh OFFICIALLY Launches Next Japan Asia Group (3751) Hostile Tender Offer




Maeda Road Construction Co (1883 JP) 

14-Apr: Maeda Road Construction Co (1883 JP) shareholders, as expected, approved the Special Dividend of JPY 650/share (record date March 6th). This is on top of the 100 yen/share of regular plus special commemorative dividend which went ex- on March 30th. 




Shoko Co Ltd (8090 JP) 

16-Apr: The Shoko Co Ltd (8090 JP) deal had a minimum hurdle of 5.663mm shares.  It got 6.069mm shares, which is very low "clearance" vs the minimum. Lots of people obviously did not like this one. Combined with Showa Denko K.K. (4004 JP)'s remaining 14.97%, that gets them to about 70.4% of shares out. This is enough to push a squeezeout, but it may also be enough outstanding to be worthwhile thinking about an Appraisal Rights case. 




Takeei Corp (2151 JP) 

2-Apr: Takeei Corp (2151 JP) today announced it had bought back 19,600 shares for 23.5mm yen during the month of March. The company bought back 153,600 shares or about 0.7% of shares out in the program meant to buy back as much as 2.1% of shares out. The program is now ended










New Zealand


Comments (with links to insights)




Tilt Renewables Ltd (TLT NZ) 

19-Apr: Tilt Renewables: Mercury/PowAR's Bump Heads Off Third-Party Bidders









Philippines


Comments (with links to announcements)




2GO Group Inc (2GO PM) 

15-Apr: Tender Offer Report. The closing date is the 5 May.











Singapore


Comments (with links to announcements &amp; insights)




CEI Limited (CEI SP) 

26-Apr: Offer closes




Jardine Strategic Holdings (JS SP) 

12-Apr: At the Jardine Strategic Holdings (JS SP) Special General Meeting today, 92% of shares were voted in favour of the acquisition by Jardine Matheson Holdings (JM SP). The SGX announced is here, and a Jardines infographic is here. Jardine Matheson: Strategic Buyout Done
29-Apr: Jardine Matheson: Lessons in Dissent




Penguin International (PBS SP) 

21 April: final level of acceptances take the Controlling Shareholder to 80.05%




Procurri Corporation (PROC SP) 

Throughout April, there have been a number of letters from shareholders who hold non-negligible quantities that they intend to vote against the Partial Offer. Link here.




Singapore Reinsurance (SRE SP) 

21 April: Offer declared unconditional.








Taiwan


Comments (with links to insights)




Jih Sun Financial (5820 TT) 

5-Apr: The Squeezeout of the Remaining 46% of Jih Sun Financial








Thailand


Comments




Vinythai Public Co (VNT TB) 

No April update






Jardine Strategic Holdings / Event-Driven


For the month of March, 16 new deals were discussed on Smartkarma with an overall announced deal size of ~US$21bn.


Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow-up discussions, or simply click on the insight link(s) below the name.





New Deals


Industry


Size (US$bn)


Type


Premium




Australia




Crown Resorts (CWN AU) 
Casino
6.3
Non-binding Scheme
36.8%


Crown Resorts (CWN AU): Blackstone Rolls the Dice



McPherson's Ltd (MCP AU) 
Cosmetics
0.1
On-Market
6.9%


McPherson (MCP AU): Unconditional On-Market Offer



Mainstream Group Holdings Ltd (MAI AU) 
Admin provider
0.2
Scheme
8.6%


Mainstream Group (MAI AU): Go-Shop Provision Makes It Interesting



Mortgage Choice (MOC AU) 
Mortgage broker
0.2
Scheme
66%



Mortgage Choice (MOC AU): REA's Scheme Offer









Hong Kong




China Youzan Limited (8083 HK) 
e-Commerce
4.3
Scheme
(30.2%)


China Youzan (8083 HK): Proposal Towards Relisting Youzan Tech








Japan




Funai Electric (6839 JP) 
Electronics
0.2
Tender Offer
25.2%


Funai Electric (6839 JP): Tender Offer Price Seems Light



IGNIS Ltd (3689 JP) 
Software
0.2
Tender Offer
52.12%


IGNIS (3689) MBO +63% Is Probably Too Light



Shoko Co Ltd (8090 JP) 
Trading co
0.1
Tender Offer
10.6%



Shoko (8090 JP) Tender Offer - Showa Denko Sells Too Cheap. Looks Bumpity Shoko (8090 JP) TOB:  Still Looks Bumpity




Takeei Corp (2151 JP)/ Rever Holdings Corp (5690 JP)

Staffing cos
0.5
Merger



Takeei (2151 JP) - Rever (5690 JP) Merger: TOPIX Event to Be Triggered








New Zealand




Tilt Renewables Ltd (TLT NZ) 
Energy
2.1
Scheme
99%


Tilt Renewables: Mercury/PowAr's Big Blow








Singapore




Global Cord Blood (CO US) 
Cord Blood
0.2
Pre-con proposal
65.4%


Global Cord Blood: Haitong Raids The Bank



Jardine Strategic Holdings (JS SP) 
Conglomerate
5.5
Amalgamation
20.2%



Jardine Matheson: Collapsing The Circularity
Jardine Strategic: What's Yours Is Mine
Jardine Strategic: SGM On The 12 April




Procurri Corporation (PROC SP) 
IT Hardware
0.1
Partial
32.7%


Procurri Corporation (PROC SP): Partial Tender Offers Scant Opportunity. Read more: https://skr.ma/FTYAh








Singapore Reinsurance (SRE SP) 
Reinsurance
0.2
Vol. Offer
17.8%


Singapore Reinsurance (SRE SP): Tender Offer Trading Tight








Thailand




Vinythai Public Co (VNT TB) 
Chemicals
0.3
Delisting Offer
57.8%


Vinythai (VNT TH): Delisting Offer From PTTGC








Philippines




2GO Group Inc (2GO PM) 
Logistics
0.2
MTO
30.49%


2GO Group (2GO PH): SMIC's MGO






Source: Smartkarma Insights





The average premium for the new deals announced (or first discussed) in March was ~33%, with a year-to-date average of ~32% (58 deals). This compares to the average premium for all deals in 2020 (158 deals) and 2019 (145 deals) of 31% and 31.5% respectively. 



Summary of News in March of Arb Situations On Smartkarma's Radar



(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation)






Australia


Comments (with links to announcements &amp; insights)




3P Learning (3PL AU) 

No March Update




Asaleo Care Ltd (AHY AU) 

No March Update




Bingo Industries (BIN AU) 

No March Update




Coca Cola Amatil (CCL AU) 

12-Mar: The Scheme booklet for Coca Cola Amatil (CCL AU) has been registered with ASIC. The Scheme Meeting will be held on the 16 April. 




Think Childcare (TNK AU) 

4-Mar: Think Childcare (TNK AU): Trading Through Terms. Should You Fold Now?




Vitalharvest Freehold Trust (VTH AU) 

11-Mar: Vitalharvest (VTH AU): Macquarie Ups Its Offer
18-Mar:Vitalharvest (VTH AU): Roc Blinks, And Bumps




Vocus Communications (VOC AU) 

10-Mar: Vocus Comms (VOC AU): MIRA/Aware's Done Deal




WPP AUNZ (WPP AU) 

18-Mar: WPP AUNZ (WPP AU)'s Scheme booklet registered with the ASIC. Scheme Meeting to be held on the 21 April. 










Hong Kong


Comments (with links to announcements &amp; insights)




Beijing Digital Telecom (6188 HK) 

No March update




Beijing Jingneng Clean Energy (579 HK) 

1-Mar: Beijing Jingneng (579 HK): And That's a Fail




China Logistics Property Holdings (1589 HK) 

No March update




China Machinery Engineering (1829 HK) 

3-Mar: PRC approval, a pre-condition, to the Offer remains outstanding in a monthly update from China Machinery Engineering (1829 HK).




HKC Holdings (190 HK) 

No March update. Despatch of Scheme Doc pushed out to 30 April 




I.T Ltd (999 HK) 

22-Mar: I.T. (999 HK): Scheme Meeting 16 April. IFA Says Fair




Kerry Logistics Network (636 HK) 

18-Mar: Kerry Properties (683 HK) said it would: "declare a special dividend to distribute approximately 25% to 30% of such net proceeds" from the sake of shares in Kerry Logistics Network (636 HK).




New Century REIT (1275 HK) 

18-Mar: Circular despatched. EGM on the 12 April




Polytec Asset Holdings (208 HK) 

No March update. Polytec Asset Holdings (208 HK)extended the despatch of the Scheme Doc to 16 April.




Rivera Holdings (281 HK) 

No March update. Scheme Doc pushed way out to 7 June 




Sichuan Languang Justbon Service Group (2606 HK) 

11-Mar: There are some subtle changes to the MOU terms announced by Sichuan Languang Justbon Service Group (2606 HK) last night.  
Share to be acquired include 115,090,200 H shares AND 750,000 domestic shares or 65.04% of shares out, up from 64.62% in the initial announcement.  
 The price per H shares will be RMB42.8546/share , up from RMB42.1105.
23-Mar: Languang Justbon (2606 HK): Be Wary Of Chasing The Delisting Bump




China Traditional Chinese Medicine (570 HK) 

1-Mar: An update to say there is no update.




Zhejiang New Century Hotel Management Group (1158 HK) 

No March update




Zhuhai Holdings Investment (908 HK) 

No March update. The despatch of the Scheme Doc for Zhuhai Holdings Investment (908 HK) has been pushed back to the 21 April.










India


Comments (with links to insights)




Engineers India (ENGR IN) 

No March update




INEOS Styrolution India Limited (INEOS IN) 

No March update




National Aluminium (NACL IN) 

No March update




Vedanta Ltd (VEDL IN) 

13-Mar: Vedanta (VEDL) Awaits Open Offer Revision. Now Less Event-y More Commodity-y
17-Mar: Vedanta (VEDL) Open Offer Raised in Price and Size!










Japan


Comments (with links to announcements &amp; insights)




Being Co Ltd (4734 JP) 
25-Mar: The Tender Offer for Being Co Ltd (4734 JP) was successful. The bidder now has 88+%.



BeNEXT Group (2154 JP) 
25-Mar: BeNEXT - Yumeshin Merger: FTSE Upweight Is a Positive Surprise




Cocokara Fine (3098 JP) 
10-Mar: Matsukiyo-Cocokara Situation Gets Its Activist Noise Started 1-Mar:MatsuKiyoCocokara Merger and Implied Forward Forecasts which followed MatsukiyoCocokara &amp; Co - The Merger




Dynac Holdings Corporation (2675 JP) 
No March update



Honshu Chemical Industry (4115 JP) 

No March update




Japan Asia (3751 JP) 

1-Mar: Japan Asia Group (3751) : Defense Against Hostile TOB Is Bad News
18-Mar: Murakami-San Launches New JAG (3751) Tender Offer




Maeda Road Construction Co (1883 JP) 

13-Mar: Maeda Corp (1824 JP) has bought 21.8113mm shares of Maeda Road Construction Co (1883 JP).The pro-ration is 60.2913754%




N Field Co Ltd (6077 JP) 

No March update




Sakai Ovex (3408 JP) 

8-Mar: Savai Ovex MBO - A Very Weak Bump
28-Mar: Sakai Ovex Tender Offer Fails But The Stock Gains an Activist




Sanken Electric (6707 JP) 

9-Mar: Effissimo, Sanken, and Allegro - Thinking About the Future
25-Mar: Effissimo Capital Management held 24.05mm shares prior to launching its tender offer and it appears it managed to buy 24.04mm shares in the Tender Offer. That gets them to 19.93%, up from 9.97%. 




Tokyo Rope Mfg (5981 JP) 

9-Mar: After all was said and done, the Tender Offer was completed, with Nippon Steel Corporation (5401 JP) getting to 19.9% after buying 1.625mm shares at JPY 1500/share. Pro-ration was quite high at 75.86%. 




Tsukui Corp (2398 JP) 

25-Mar: The Tsukui Corp (2398 JP) Tender Offer/MBO was completed successfully. The minimum hurdle was 29.316mm shares. The actual shares received in the Tender was 45.719mm or 64.07% of shares out. This will get squeezed out in the EGM as the non-tendering parties join with MBK and they have close to 90% together.




Unimat Retirement Community (9707 JP) 

26-Mar: the Unimat Retirement Community (9707 JP) Tender Offer was successful. The bidder got to 80.53%. An EGM will follow along with a squeezeout/delisting. The cowbell has not been very loud.










New Zealand


Comments (with links announcements)




Infratil Ltd (IFT NZ) 

No March update











Philippines


Comments (with links announcements)




Lopez Holdings (LPZ PM) 

19-Mar: The Tender Offer for Lopez Holdings (LPZ PM) closed on the 8 March. The accepted Tender Offer Shares were intended to be crossed through the PSE eight business days after the close of the Tender Offer Period or on 18 March. That has now taken place. The public float now stands at 29.32%. 











Singapore


Comments (with links to announcements &amp; insights)




CEI Limited (CEI SP) 

19-Mar: Offer declared unconditonal




GL Ltd (GLL SP) 

1-Mar: SIAS Questions GL Limited's Offer: More Bark Than Bite 15-Mar:  GL Limited: Guoco Bumps &amp; Declares Offer Unconditional 18-Mar: Guoco Group Ltd (53 HK) gets &gt;90% and will now move to compulsory acquire shares in GL Ltd (GLL SP).




Penguin International (PBS SP) 

24-Mar: Penguin International (PBS SP): Offer Extended, No Bump, Time to Unwind
26-Mar: 75% threshold surpassed: As at 6.00 p.m. (Singapore time) on 25 March 2021, the Offeror has gained control of 167,789,621 shares, representing approximately 76.21% of the total number of shares in the Company. 




Soilbuild Business Space REIT (SBREIT SP) 

11-Mar: Phew - that was close. 89.32% voted FOR but the headcount scrapped in at 56.56%.  Last day of trading in Soilbuild Business Space REIT (SBREIT SP) was the 26 March.










Taiwan


Comments (with links to announcements &amp; insights)




Jih Sun Financial (5820 TT) 

20-Mar: Jih Sun Financial Deal Down To The Wire
23-Mar: Jih Sun Tender Offer Successful - Now the Squeezeout






<p>On the 4 June 2019, <a href="https://www.smartkarma.com/entities/cordlife-group-ltd" target="_blank" data-smartkarma-citation="entities:568:1" rel="noopener">Cordlife (CLGL SP)</a> <a href="https://links.sgx.com/FileOpen/CGL%20SGX%20-%20Announcement%20of%20Indicative%20Non-Binding%20Proposal.ashx?App=Announcement&amp;FileID=562493" target="_blank" rel="noopener">announced</a> a non-binding proposal for <a href="https://www.smartkarma.com/entities/global-cord-blood-corp" target="_blank" data-smartkarma-citation="entities:689:1" rel="noopener">Global Cord Blood (CO US)</a> (GCB), via the issuance of 2.497bn shares worth S$1.248bn or an indicative Offer Price of US$7.50/share. The transaction was subject to the entry into a definitive transaction documentation, including a merger agreement following satisfactory completion of business, financial, legal, and other due diligence.</p>
<p>Some 18 months later, Cordlife announced the <a href="https://links.sgx.com/FileOpen/CGL_SGX_Termination_of_discussion_Indicative_Non-Binding_Proposal.ashx?App=Announcement&amp;FileID=648215" target="_blank" rel="noopener">termination</a> of the proposal.</p>
<h3>The NEW News</h3>
<p>On the 2 March, less than a month after Cordlife walked away, GCB <a href="https://ir.globalcordbloodcorp.com/static-files/f8b2aceb-b2fb-4de7-b9ea-5e466584ceda" target="_blank" rel="noopener">announced</a> the receipt of a non-binding acquisition proposal from a wholly-owned subsidiary of <a href="https://www.smartkarma.com/entities/haitong-international-securities-group-ltd" target="_blank" data-smartkarma-citation="entities:13153:1" rel="noopener">Haitong International Securities Group (665 HK)</a>. The consideration under the proposal is US$5/share.</p>
<p>Yesterday GCB <a href="https://ir.globalcordbloodcorp.com/static-files/57848e55-d492-4a0b-8eee-03e431935b68" target="_blank" rel="noopener">announced</a> the formation of a special committee to evaluate the proposal.</p>
<p>More below the fold.</p>

On the 4 June 2019, Cordlife (CLGL SP) announced a non-binding proposal for Global Cord Blood (CO US) (GCB), via the issuance of 2.497bn shares worth S$1.248bn or an indicative Offer Price of US$7.50/share. The transaction was subject to the entry into a definitive transaction documentation, including a merger agreement following satisfactory completion of business, financial, legal, and other due diligence.
Some 18 months later, Cordlife announced the termination of the proposal.
The NEW News
On the 2 March, less than a month after Cordlife walked away, GCB announced the receipt of a non-binding acquisition proposal from a wholly-owned subsidiary of Haitong International Securities Group (665 HK). The consideration under the proposal is US$5/share.
Yesterday GCB announced the formation of a special committee to evaluate the proposal.
More below the fold.

Global Cord Blood: Haitong Raids The Bank

<p>Back on <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2017/0113/ltn20170113690.pdf" target="_blank" rel="noopener">13 January 2017</a>, <a href="https://www.smartkarma.com/entities/724" target="_blank" data-smartkarma-citation="entities:724:1" rel="noopener">Golden Meditech Holdings Ltd ("GMH", 801 HK)</a> announced an Offer from Kam Yuen, the chairman &amp; controlling shareholder with 37.7% of shares out.  The voluntary conditional (50% acceptance) cash offer was at HK$1.25/share, a 12.61% premium to last close. The IFA <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2017/0310/ltn20170310027.pdf" target="_blank" rel="noopener">considered</a> the Offer to be fair &amp; reasonable, and it closed on the 10 April with Kam holding 70.36%.</p>
<p>At the time of the Offer, GMH was in negotiation to sell its 65.4% stake in <a href="https://www.smartkarma.com/entities/689" target="_blank" data-smartkarma-citation="entities:689:1" rel="noopener">China Cord Blood Corp (CO US)</a> (CCBC) to Nanjing Yingpeng Huikang Medical Industry Investment for US$840m in cash, which exceeded GMH's market cap of US$474mn under the Offer.</p>
<div>
<p>Taking a couple of steps back .... in <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2015/0429/ltn201504291842.pdf" target="_blank" rel="noopener">April 2015</a>, GMH tabled a non-binding privatization proposal for CCBC at US$6.40. Around this time, GMH was approached by <a href="https://www.smartkarma.com/entities/688" target="_blank" data-smartkarma-citation="entities:688:1" rel="noopener">Nanjing Xinjiekou Department Store (600682 CH</a>; “Nanjing XJK”), resulting in the <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2016/0113/ltn20160113526.pdf" target="_blank" rel="noopener">13 January 2016</a> announcement to dispose of its stake in CCBC.</p>
</div>
<div>
<p>But on the 29 August 2016, Nanjing XJK <a href="http://www.hkexnews.hk/listedco/listconews/SEHK/2016/0829/LTN201608291112.pdf" target="_blank" rel="noopener">announced</a> it had withdrawn its application to the CSRC to acquire the stake. So on the <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2016/0901/ltn201609011819.pdf" target="_blank" rel="noopener">1 Septe</a><a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2016/0901/ltn201609011819.pdf" target="_blank" rel="noopener">mber 2016</a>, GMH entered into an earnest money agreement (for RMB300mn) with Sanpower Group Limited, the substantial shareholder of Nanjing Xinjiekou.</p>
</div>
<div>
<p>On the <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2016/1230/ltn20161230863.pdf" target="_blank" rel="noopener">30 December 2016</a>, Nanjing Xinjiekou and GMH rejigged the terms of the SPA for CCBC, such that Nanjing Xinjiekou would pay GMH RMB5.764bn (HK$6.398bn/US$840mn) in cash, in place of a previously proposed cash &amp; scrip settlement.</p>
</div>
<p>The stake sale was finally <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2018/0131/ltn20180131440.pdf" target="_blank" rel="noopener">completed</a> on the 31 January 2018. A special dividend of HK$0.30/share (~HK$764mn) was declared in February 2018m.</p>
<p>On the 18 December 2018, the HKEx <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2018/1218/ltn201812189985.pdf" target="_blank" rel="noopener">censured</a> Kam Yuen for failing to "c<em>omply with the Exchange Listing Rules in relation to a series of transactions/events involving the Company’s interest in a company called Funtalk China Holdings Limited</em>". This was tied into the "<a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2016/1103/ltn201611031319.pdf" target="_blank" rel="noopener">Fortress Settlement</a>". </p>
<p>On the 24 May 2019, Kam Yuen <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2019/0524/ltn201905241163.pdf" target="_blank" rel="noopener">resigned</a>. </p>
<h2>The New News</h2>
<p>GMH was suspended on the 9 June "<em>pending the release of an announcement of inside information of the Company relating to possible implications under the Hong Kong Code on Takeovers and Mergers</em>".</p>
<p>GMH has now <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2020/0617/2020061701154.pdf" target="_blank" rel="noopener">announced</a> an Offer by way of a Scheme at $0.88/share, a 41.94% premium to last close.</p>
<p>As always, more below the fold.</p>
<p></p>
<p></p>
<p></p>
<div>
<p></p>
</div>

Back on 13 January 2017, Golden Meditech Holdings Ltd ("GMH", 801 HK) announced an Offer from Kam Yuen, the chairman &amp; controlling shareholder with 37.7% of shares out.  The voluntary conditional (50% acceptance) cash offer was at HK$1.25/share, a 12.61% premium to last close. The IFA considered the Offer to be fair &amp; reasonable, and it closed on the 10 April with Kam holding 70.36%.
At the time of the Offer, GMH was in negotiation to sell its 65.4% stake in China Cord Blood Corp (CO US) (CCBC) to Nanjing Yingpeng Huikang Medical Industry Investment for US$840m in cash, which exceeded GMH's market cap of US$474mn under the Offer.

Taking a couple of steps back .... in April 2015, GMH tabled a non-binding privatization proposal for CCBC at US$6.40. Around this time, GMH was approached by Nanjing Xinjiekou Department Store (600682 CH; “Nanjing XJK”), resulting in the 13 January 2016 announcement to dispose of its stake in CCBC.


But on the 29 August 2016, Nanjing XJK announced it had withdrawn its application to the CSRC to acquire the stake. So on the 1 September 2016, GMH entered into an earnest money agreement (for RMB300mn) with Sanpower Group Limited, the substantial shareholder of Nanjing Xinjiekou.


On the 30 December 2016, Nanjing Xinjiekou and GMH rejigged the terms of the SPA for CCBC, such that Nanjing Xinjiekou would pay GMH RMB5.764bn (HK$6.398bn/US$840mn) in cash, in place of a previously proposed cash &amp; scrip settlement.

The stake sale was finally completed on the 31 January 2018. A special dividend of HK$0.30/share (~HK$764mn) was declared in February 2018m.
On the 18 December 2018, the HKEx censured Kam Yuen for failing to "comply with the Exchange Listing Rules in relation to a series of transactions/events involving the Company’s interest in a company called Funtalk China Holdings Limited". This was tied into the "Fortress Settlement". 
On the 24 May 2019, Kam Yuen resigned. 
The New News
GMH was suspended on the 9 June "pending the release of an announcement of inside information of the Company relating to possible implications under the Hong Kong Code on Takeovers and Mergers".
GMH has now announced an Offer by way of a Scheme at $0.88/share, a 41.94% premium to last close.
As always, more below the fold.







Golden Meditech (801 HK): Prescription Renewal

United States

Global Cord Blood Corporation operates as a life sciences enterprise. The Company provides collection of umbilical cord blood stem cells from newborn babies and offers laboratory testing, hematopoietic stem cell processing, and stem cell storage services. Global Cord Blood also operates as cord blood banking operator. Global Cord Blood serves customers in China.

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Global Cord Blood (CO US)

(Mostly) Asia M&A: May 2021 Roundup

The average premium for the new deals announced (or first discussed) in May was ~41%, with a year-to-date average of ~31% (78 deals).

David Blennerhassett

(Mostly) Asia M&A: April 2021 Roundup

The average premium for the new deals announced (or first discussed) in April was ~13%, with a year-to-date average of ~30% (66 deals).

David Blennerhassett

(Mostly) Asia M&A: March 2021 Roundup

The average premium for the new deals announced (or first discussed) in March was ~31%, with a year-to-date average of ~31% (57 deals).

David Blennerhassett

Global Cord Blood: Haitong Raids The Bank

Despite a 9% gross spread to terms, I would not chase shares here. You have a broker oddly making the Offer; whereas a more suitable candidate...

David Blennerhassett

Golden Meditech (801 HK): Prescription Renewal

Back on 13 January 2017, Golden Meditech Holdings Ltd ("GMH", 801 HK) announced an Offer from Kam Yuen, the chairman & controlling shareholder...

David Blennerhassett

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