Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Back on the 11 January, refiner/retailer <strong><a href="https://www.smartkarma.com/entities/bangchak-corporation-public-company-limited" target="_blank" data-smartkarma-citation="entities:15875:1" rel="noopener">Bangchak Corporation (BCP TB)</a></strong>'s board approved the purchase of a 65.99% stake in <strong><a href="https://www.smartkarma.com/entities/esso-thailand-pcl" target="_blank" data-smartkarma-citation="entities:17717:1" rel="noopener">Esso Thailand (ESSO TB)</a></strong> from Exxon Mobil.</li>
<li>The purchase price remains indeterminate (the indicative price is Bt8.84/share), based on a pricing adjustment mechanism as it relates to Esso's financial accounts at the close of the stake purchase.</li>
<li>Esso is down 17% since the announcement, and 37% from its recent (Oct-22) high. That seems excessive. </li>
</ul>


Back on the 11 January, refiner/retailer Bangchak Corporation (BCP TB)'s board approved the purchase of a 65.99% stake in Esso Thailand (ESSO TB) from Exxon Mobil.
The purchase price remains indeterminate (the indicative price is Bt8.84/share), based on a pricing adjustment mechanism as it relates to Esso's financial accounts at the close of the stake purchase.
Esso is down 17% since the announcement, and 37% from its recent (Oct-22) high. That seems excessive. 


Esso Thailand: Ignore Bangchak Corp’s Takeunder

Total Access Communication / Event-Driven

<ul>
<li>Thailand's Trade Competition Commission said that only the National Broadcasting and Telecommunications Commission has the authority to block the <strong><a href="https://www.smartkarma.com/entities/true-corp-pcl" target="_blank" data-smartkarma-citation="entities:8:1" rel="noopener">True Corp (TRUE TB)</a></strong> / <strong><a href="https://www.smartkarma.com/entities/total-access-communication" target="_blank" data-smartkarma-citation="entities:948:1" rel="noopener">Total Access Communication (DTAC TB)</a></strong> merger.</li>
<li>At issue, the government appears to be stonewalling the transition of the NBTC board, potentially abetting the merger. </li>
<li>Both True and DTAC are trading through their VTO terms, ignoring dividends.</li>
</ul>


Thailand's Trade Competition Commission said that only the National Broadcasting and Telecommunications Commission has the authority to block the True Corp (TRUE TB) / Total Access Communication (DTAC TB) merger.
At issue, the government appears to be stonewalling the transition of the NBTC board, potentially abetting the merger. 
Both True and DTAC are trading through their VTO terms, ignoring dividends.


<ul>
<li>Due to delays in securing regulatory approvals, the delisting Offer for <strong><a href="https://www.smartkarma.com/entities/vinythai-public-co-limited" target="_blank" data-smartkarma-citation="entities:14107:1" rel="noopener">Vinythai Public Co (VNT TB)</a></strong> took a while, but it is now open.</li>
<li>The Tender offer will close on the 25 February 2022 with expected payment on the 1 March 2022.</li>
<li>The Offer Price of Bt39/share is the highest price since 1995. This is done.</li>
</ul>


Due to delays in securing regulatory approvals, the delisting Offer for Vinythai Public Co (VNT TB) took a while, but it is now open.
The Tender offer will close on the 25 February 2022 with expected payment on the 1 March 2022.
The Offer Price of Bt39/share is the highest price since 1995. This is done.


Vinythai (VNT TB)'s Delisting Offer (Finally) Commences

<ul>
<li>Thai telcos <a href="https://www.smartkarma.com/entities/true-corp-pcl" target="_blank" data-smartkarma-citation="entities:8:1" rel="noopener">True Corp Pcl (TRUE TB)</a> and <a href="https://www.smartkarma.com/entities/total-access-communication" target="_blank" data-smartkarma-citation="entities:948:1" rel="noopener">Total Access Communication (DTAC TB)</a> have agreed to an amalgamation.</li>
<li>Telenor Asia, DTAC's parent, and Charoen Pokphand Holding, the parent firm of True, will make conditional voluntary tender offers for all shares in DTAC and True respectively.</li>
<li>A key condition to the merger is approval from the telco regulator, the National Broadcasting and Telecommunications Commission.</li>
</ul>


Thai telcos True Corp Pcl (TRUE TB) and Total Access Communication (DTAC TB) have agreed to an amalgamation.
Telenor Asia, DTAC's parent, and Charoen Pokphand Holding, the parent firm of True, will make conditional voluntary tender offers for all shares in DTAC and True respectively.
A key condition to the merger is approval from the telco regulator, the National Broadcasting and Telecommunications Commission.


Thematic (Sector/Industry)

<div>
<p>This revised guide is part of a series of M&amp;A guides that our Quiddity* team (see our profiles or the footnote below) are publishing to aid investors in understanding the rules, parameters, possibilities, and processes when companies conduct mergers and acquisitions. </p>
</div>
<div>
<p>The initial guide - <em><a href="https://skr.ma/rTzri" target="_blank" rel="noopener">Quiddity Thailand M&amp;A Guide 2019</a></em> - was published in May 2019. Since that time, there have been some new developments/clarifications, many of which relate to voluntary de-listings. This is an update.</p>
</div>
<div>
<p>These insights are designed to be used as a reference. They are not actionable.</p>
</div>


This revised guide is part of a series of M&amp;A guides that our Quiddity* team (see our profiles or the footnote below) are publishing to aid investors in understanding the rules, parameters, possibilities, and processes when companies conduct mergers and acquisitions. 


The initial guide - Quiddity Thailand M&amp;A Guide 2019 - was published in May 2019. Since that time, there have been some new developments/clarifications, many of which relate to voluntary de-listings. This is an update.


These insights are designed to be used as a reference. They are not actionable.


Thailand

Glow Energy Pcl consists of power producers and utility providers. The Group delivers electricity to the Electricity Generating Authority of Thailand or EGAT under the SPP and IPP programs, as well as directly supply's electricity, steam, and water to industries.

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Glow Energy PCL (GLOW TB)

Esso Thailand: Ignore Bangchak Corp’s Takeunder

Without a quantum shift in Esso's fundamentals over the next 6-8 months, this is a takeunder. A 17% fall is excessive. Shareholders should ignore...

David Blennerhassett

NBTC To Decide On True/DTAC Merger

Long DTAC short TRUE trade at the current price ratio, using a share ratio in the 9.7x range. If the deal goes through, you are long deal risk at a...

David Blennerhassett

Vinythai (VNT TB)'s Delisting Offer (Finally) Commences

This is done and trading accordingly, with a gross/annualised return of 1.0%/5.6%. Unless terms happen to widen from here, this is largely an avoid...

David Blennerhassett

True/DTAC Merger. Optional VTOs

I would not chase this here. With the top two players potentially controlling ~96% of the market, even the Thai regulator might be reticent to...

David Blennerhassett

Quiddity M&A Guide 2021: Thailand

This revised guide is part of a series of M&A guides to aid investors in understanding the rules, parameters, possibilities, and processes when...

David Blennerhassett

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