Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Palm oil play <a href="https://www.smartkarma.com/entities/kuala-lumpur-kepong-bhd" target="_blank" data-smartkarma-citation="entities:17039:1" rel="noopener">Kuala Lumpur Kepong (KLK MK)</a> has made an <a href="https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3165328" target="_blank" rel="noopener">Offer</a> for <a href="https://www.smartkarma.com/entities/ijm-corp-bhd" target="_blank" data-smartkarma-citation="entities:16784:1" rel="noopener">Ijm Corp Bhd (IJM MK)</a>'s 56.2% stake in <a href="https://www.smartkarma.com/entities/ijm-plantations-bhd" target="_blank" data-smartkarma-citation="entities:12967:1" rel="noopener">Ijm Plantations (IJMP MK)</a>.
The RM3.10/share Offer price, a 26% premium to last close, values IJMP at RM2.7bn, or US$0.65bn.
Should the transaction conclude - and there appears no reason why it won't - KLK will be obligated to make an unconditional mandatory general offer for all shares in IJMP not held.
The transaction is subject to shareholder approval at EGMs for both IJM Corp and KLK. The SPA is also conditional on the consent from the lenders of IJM Corp and IJMP. 
IJM Corp is required to confirm on or before 5pm on June 11, if it wishes to proceed. IJM Corp said its board is in principle agreeable to finalise the terms and conditions with KLK.
This looks done.
More below the fold.

Palm oil play Kuala Lumpur Kepong (KLK MK) has made an Offer for Ijm Corp Bhd (IJM MK)'s 56.2% stake in Ijm Plantations (IJMP MK).
The RM3.10/share Offer price, a 26% premium to last close, values IJMP at RM2.7bn, or US$0.65bn.
Should the transaction conclude - and there appears no reason why it won't - KLK will be obligated to make an unconditional mandatory general offer for all shares in IJMP not held.
The transaction is subject to shareholder approval at EGMs for both IJM Corp and KLK. The SPA is also conditional on the consent from the lenders of IJM Corp and IJMP. 
IJM Corp is required to confirm on or before 5pm on June 11, if it wishes to proceed. IJM Corp said its board is in principle agreeable to finalise the terms and conditions with KLK.
This looks done.
More below the fold.

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.

<a href="https://www.smartkarma.com/entities/kuala-lumpur-kepong-bhd" target="_blank" data-smartkarma-citation="entities:17039:1" rel="noopener">Kuala Lumpur Kepong (KLK MK)</a> made an offer to acquire <a href="https://www.smartkarma.com/entities/ijm-corp-bhd" target="_blank" data-smartkarma-citation="entities:16784:1" rel="noopener">Ijm Corp Bhd (IJM MK)</a>/IJMC’s entire stake in <a href="https://www.smartkarma.com/entities/ijm-plantations-bhd" target="_blank" data-smartkarma-citation="entities:12967:1" rel="noopener">Ijm Plantations (IJMP MK)</a>/IJMP for RM3.10 per share in cash, subject to potential dividend adjustments. The offer price is a 26% premium to the unaffected price of RM2.46 per share (prior to the trading halt on 8 June).IJMC is IJMP’s largest shareholder and owns 494.9 million shares, representing 56.2% of outstanding shares. The proposed acquisition implies a cost of RM1.53 billion ($371.7 million). KLK’s offer is subject to IJMC’s acceptance and execution of the definitive agreement (SPA) on or before 5.00 p.m. on 11 June 2021 or such a mutually extended date, failing which the offer will lapse. IJMC has stated that is agreeable to finalise the terms with KLK to meet the offer deadline. IJMP is listed on the Main Markets of Bursa Malaysia. In Malaysia, the threshold for triggering a mandatory general offer (MGO) is the offeror and concert parties owning 33% or more of the voting shares. If the SPA becomes unconditional, KLK will be required to extend a mandatory general offer to acquire all the remaining IJMP shares for a cash offer price of RM3.10 per share, subject to potential dividend adjustments.  <div class="content-highlight">A key condition precedent for the SPA is approval by both IJMC and KLK shareholders at their respective EGMs. We think that the deal should gain EGM approval as it is attractive to both IJMC and KLK shareholders. Overall, at the last close price, the downside risk is low (trading close to break price) with a good probability of upside (SPA becoming unconditional).  </div>

Kuala Lumpur Kepong (KLK MK) made an offer to acquire Ijm Corp Bhd (IJM MK)/IJMC’s entire stake in Ijm Plantations (IJMP MK)/IJMP for RM3.10 per share in cash, subject to potential dividend adjustments. The offer price is a 26% premium to the unaffected price of RM2.46 per share (prior to the trading halt on 8 June).IJMC is IJMP’s largest shareholder and owns 494.9 million shares, representing 56.2% of outstanding shares. The proposed acquisition implies a cost of RM1.53 billion ($371.7 million). KLK’s offer is subject to IJMC’s acceptance and execution of the definitive agreement (SPA) on or before 5.00 p.m. on 11 June 2021 or such a mutually extended date, failing which the offer will lapse. IJMC has stated that is agreeable to finalise the terms with KLK to meet the offer deadline. IJMP is listed on the Main Markets of Bursa Malaysia. In Malaysia, the threshold for triggering a mandatory general offer (MGO) is the offeror and concert parties owning 33% or more of the voting shares. If the SPA becomes unconditional, KLK will be required to extend a mandatory general offer to acquire all the remaining IJMP shares for a cash offer price of RM3.10 per share, subject to potential dividend adjustments.  A key condition precedent for the SPA is approval by both IJMC and KLK shareholders at their respective EGMs. We think that the deal should gain EGM approval as it is attractive to both IJMC and KLK shareholders. Overall, at the last close price, the downside risk is low (trading close to break price) with a good probability of upside (SPA becoming unconditional).  

IJM Plantations’ Potential MGO from Kuala Lumpur Kepong

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Subsequent to contentious allegations over a land lease agreement (LLA), on the 8 December, government-backed FELDA announced a possible <a href="https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3112207" target="_blank" rel="noopener">mandatory takeover</a> (MTO) of <a href="https://www.smartkarma.com/entities/fgv-holdings-bhd" target="_blank" data-smartkarma-citation="entities:2200:1" rel="noopener">FGV Holdings Bhd (FGV MK)</a> at RM1.30/share, a 2.36% premium to last close. 
FELDA, holding a 36.61% stake in FGV, additionally entered into conditional SPAs to buy the 6.10% and 7.78% stakes held by Kumpulan Wang Persaraan (Retirement Fund - a statutory body which manages the pension scheme for Malaysia's public employees) and Urusharta Jamaah (an investment holding company owned by the Ministry of Finance) for RM658mn.  Those SPAs were completed on the 22 December, <a href="https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3115981" target="_blank" rel="noopener">triggering</a> an unconditional MTO. This Offer was unconditional as FELDA held 50.49% when taking into account Parties Acting in Concert (PACs).
The Offer Document was despatched on the <a href="https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3120407" target="_blank" rel="noopener">12 January</a>, with the First Closing Date on the 2 February.
The Independent Advice Circular (IAC) has now been <a href="https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3123307" target="_blank" rel="noopener">despatched</a>. Not surprisingly, the independent advisor (RHB) considers the Offer is Not Fair, but Reasonable, and therefore recommends shareholders to accept the Offer.
Irrespective, this deal is done, and is currently trading at terms.  
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More below the fold.
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Subsequent to contentious allegations over a land lease agreement (LLA), on the 8 December, government-backed FELDA announced a possible mandatory takeover (MTO) of FGV Holdings Bhd (FGV MK) at RM1.30/share, a 2.36% premium to last close. 
FELDA, holding a 36.61% stake in FGV, additionally entered into conditional SPAs to buy the 6.10% and 7.78% stakes held by Kumpulan Wang Persaraan (Retirement Fund - a statutory body which manages the pension scheme for Malaysia's public employees) and Urusharta Jamaah (an investment holding company owned by the Ministry of Finance) for RM658mn.  Those SPAs were completed on the 22 December, triggering an unconditional MTO. This Offer was unconditional as FELDA held 50.49% when taking into account Parties Acting in Concert (PACs).
The Offer Document was despatched on the 12 January, with the First Closing Date on the 2 February.
The Independent Advice Circular (IAC) has now been despatched. Not surprisingly, the independent advisor (RHB) considers the Offer is Not Fair, but Reasonable, and therefore recommends shareholders to accept the Offer.
Irrespective, this deal is done, and is currently trading at terms.  


More below the fold.


Asian Insight Provider - Actionable ideas, CrossASEAN Research

Henry Soediarko

Asian Insight Provider - Actionable ideas

CrossASEAN Research

At CrossASEAN Research we strive to produce unbiased and differentiated on the ground insights on companies across South East Asia. Our Research is produced for the most part after face to face meetings and conversations with company management to dig deep into the long term vision and strategy of the companies we cover. We seek to deliver investable and actionable themes on sectors and markets across SE Asia, often in collaboration with other Insight Providers across the region, pooling the vast experience of the analysts within the Smartkarma Ecosystem. We also offer bespoke work and tailor made trips for our clients. 

Insights across South East Asia

Equity Bottom-Up

Investors have sold off some of the Malaysian stocks posts general election yet <a href="https://www.smartkarma.com/entities/14363" target="_blank" data-smartkarma-citation="entities:14363:1">Gamuda Bhd (GAM MK)</a> escaped that as it deems to be not related to the previous administration. When the incoming PM canceled the High-Speed Railway (HSR) between Malaysia and Singapore, the stock took a tumble of 35% within days. A closer look at its existing project shows that the HSR project is not yet a contributor to the earnings despite Gamuda being selected as the builder for the northern part of the project as the project will start in 2018. This is the timeline of the project:<ul><li>19 July 2016: Signing of MOU for KL–Singapore HSR project</li><li>August 2016: Singapore to call the tender for advanced engineering studies. Singapore–Malaysia joint tender for Joint Development Partner</li><li>13 December 2016: Bilateral agreement signed</li><li>Late 2017: Civil works and tender for private entity overseeing train and rail assets</li><li>2018–2025: Construction</li><li>Late 2023: International and domestic operators tender</li><li>2024–2026: Testing and commissioning</li><li>By December 31, 2026: Operations to begin</li></ul>Since December 2016 to its highest, Gamuda share price has only gone up by 13.45% - a relatively mild for such an important project (the most prestigious railway project in the country) yet its share price dropped 35% when the cancellation was announced. A value stock in Malaysia?

Investors have sold off some of the Malaysian stocks posts general election yet Gamuda Bhd (GAM MK) escaped that as it deems to be not related to the previous administration. When the incoming PM canceled the High-Speed Railway (HSR) between Malaysia and Singapore, the stock took a tumble of 35% within days. A closer look at its existing project shows that the HSR project is not yet a contributor to the earnings despite Gamuda being selected as the builder for the northern part of the project as the project will start in 2018. This is the timeline of the project:19 July 2016: Signing of MOU for KL–Singapore HSR projectAugust 2016: Singapore to call the tender for advanced engineering studies. Singapore–Malaysia joint tender for Joint Development Partner13 December 2016: Bilateral agreement signedLate 2017: Civil works and tender for private entity overseeing train and rail assets2018–2025: ConstructionLate 2023: International and domestic operators tender2024–2026: Testing and commissioningBy December 31, 2026: Operations to beginSince December 2016 to its highest, Gamuda share price has only gone up by 13.45% - a relatively mild for such an important project (the most prestigious railway project in the country) yet its share price dropped 35% when the cancellation was announced. A value stock in Malaysia? 

ASEAN (Indo) & China-focused. Ex-Deputy HoR UBS.

Johannes Salim, CFA

Thematic (Sector/Industry)

<ul>
<li>Our Global Reflation Pulse Check indicates the global reflation theme remains intact.</li>
<li>Earnings and economic growth in the US and Europe have accelerated in particular.</li>
<li>China risk is manageable; in fact, we are supportive of recent Chinese government emphasis on reform over growth.</li>
<li>Indo has seen some political reform setbacks.</li>
<li>We continue to prefer ASEAN financials, China information technology, Sino-ASEAN consumer discretionary, and Sino-ASEAN infrastructure. </li>
</ul>In this note, we would like to do…


Our Global Reflation Pulse Check indicates the global reflation theme remains intact.
Earnings and economic growth in the US and Europe have accelerated in particular.
China risk is manageable; in fact, we are supportive of recent Chinese government emphasis on reform over growth.
Indo has seen some political reform setbacks.
We continue to prefer ASEAN financials, China information technology, Sino-ASEAN consumer discretionary, and Sino-ASEAN infrastructure. 
In this note, we would like to do…

Sino-ASEAN Strategy: Is There No Stopping This Bull Run? - Part II

Malaysia

IJM Corporation Berhad is an investment holding company that provides construction services.  The Company, through its subsidiaries, operates in property development, provides quarrying services, manufactures and sells premix products, cultivates oil palm, and provides education services.

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Ijm Corp Bhd (IJM MK)

IJM Plantations' Potential MGO From KLK

This appears a done deal. Assuming a mid-August completion, I estimate this is trading at a gross/annualised spread of 1.9%/10.7%. That looks okay....

David Blennerhassett

IJM Plantations’ Potential MGO from Kuala Lumpur Kepong

KLK MK made an offer to acquire IJMC’s entire stake in IJMP for RM3.10 per share in cash, subject to potential dividend adjustments. If the SPA...

Arun George

FGV (FGB MK): IFA Says Offer Not Fair

The Offer is opportunistic, however, the MTO is unconditional. Currently trading to terms - it was 2.4%/34.2% gross/annualised return, at the time...

David Blennerhassett

Gamuda: Unjustly Punished

Investors have sold off some of the Malaysian stocks posts general election yet Gamuda Bhd (GAM MK) escaped that as it deems to be not related to...

Henry Soediarko

Sino-ASEAN Strategy: Is There No Stopping This Bull Run? - Part II

Our Global Reflation Pulse Check indicates the global reflation theme remains intact. Earnings and economic growth in the US and Europe have...

Johannes Salim, CFA

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