Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>On the 4 April, asset manager <a href="https://www.smartkarma.com/entities/pendal-group-ltd" target="_blank" data-smartkarma-citation="entities:15795:1" rel="noopener">Pendal (PDL AU)</a>'s board unanimously determined the indicative cash/scrip Offer proposal from <a href="https://www.smartkarma.com/entities/perpetual-ltd" target="_blank" data-smartkarma-citation="entities:599:1" rel="noopener">Perpetual (PPT AU)</a> undervalued the current and future value of the company.</li>
<li>Pendal And Perpetual have now entered into a SID such that Pendal shareholders will receive 1 Perpetual share for every 7.5 Pendal shares plus $1.976 cash for each Pendal share.</li>
<li>The negotiation clincher was the increase in the cash component by A$0.306/share. Should the deal complete, Pendal will hold 47% in the enlarged entity.</li>
</ul>


On the 4 April, asset manager Pendal (PDL AU)'s board unanimously determined the indicative cash/scrip Offer proposal from Perpetual (PPT AU) undervalued the current and future value of the company.
Pendal And Perpetual have now entered into a SID such that Pendal shareholders will receive 1 Perpetual share for every 7.5 Pendal shares plus $1.976 cash for each Pendal share.
The negotiation clincher was the increase in the cash component by A$0.306/share. Should the deal complete, Pendal will hold 47% in the enlarged entity.


<ul>
<li>It was a curious thing <a href="https://www.smartkarma.com/entities/nearmap-ltd" target="_blank" data-smartkarma-citation="entities:5142:1" rel="noopener">Nearmap Ltd (NEA AU)</a> agreeing to pay Thoma Bravo up to US$3mn if a transaction agreement did not result. Unless negotiations were well advanced.  </li>
<li>Mapping technology outfit Nearmap's board has now unanimously backed Thoma Bravo's A$2.10/share Offer by way of a Scheme of Arrangement. </li>
<li>This is a done deal and accordingly, trading tight to terms.</li>
</ul>


It was a curious thing Nearmap Ltd (NEA AU) agreeing to pay Thoma Bravo up to US$3mn if a transaction agreement did not result. Unless negotiations were well advanced.  
Mapping technology outfit Nearmap's board has now unanimously backed Thoma Bravo's A$2.10/share Offer by way of a Scheme of Arrangement. 
This is a done deal and accordingly, trading tight to terms.


<ul>
<li>Late last week aviation engine repair play <a href="https://www.smartkarma.com/entities/ptb-group-ltd" target="_blank" data-smartkarma-citation="entities:19198:1" rel="noopener">PTB Group Ltd (PTB AU)</a> entered into a Scheme Implementation Deed (SID) with PAG Holding Corp.</li>
<li>PAG is offering $1.595/share, a 40.5% premium to last close.</li>
<li>Apart from PTB shareholder approval, PAG's Offer requires FIRB. This looks done. PTB’s board unanimously recommends the Scheme.</li>
</ul>


Late last week aviation engine repair play PTB Group Ltd (PTB AU) entered into a Scheme Implementation Deed (SID) with PAG Holding Corp.
PAG is offering $1.595/share, a 40.5% premium to last close.
Apart from PTB shareholder approval, PAG's Offer requires FIRB. This looks done. PTB’s board unanimously recommends the Scheme.


<ul>
<li>On the 25 July, renewable energy play <a href="https://www.smartkarma.com/entities/genex-power-ltd" target="_blank" data-smartkarma-citation="entities:29079:1" rel="noopener">Genex Power Ltd (GNX AU)</a>  <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02544773-2A1386667?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> a non-binding indicative proposal from Atlassian's Scott Farquhar and Stonepeak, by way of a Scheme, at A$0.23/share.  </li>
<li>Genex subsequently <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02548222-2A1388020?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">rejected</a> the proposal less than a week later on the grounds the Offer undervalued the company.  </li>
<li>Farquhar, via Skip Essential Infrastructure Fund, and Stonepeak have increased their non-binding proposal to A$0.25/share. Genex has now provided confirmatory due diligence.</li>
</ul>


On the 25 July, renewable energy play Genex Power Ltd (GNX AU)  announced a non-binding indicative proposal from Atlassian's Scott Farquhar and Stonepeak, by way of a Scheme, at A$0.23/share.  
Genex subsequently rejected the proposal less than a week later on the grounds the Offer undervalued the company.  
Farquhar, via Skip Essential Infrastructure Fund, and Stonepeak have increased their non-binding proposal to A$0.25/share. Genex has now provided confirmatory due diligence.


Genex Opens Its Books After Farquhar Bumps

<ul>
<li>
<a href="https://www.smartkarma.com/entities/maca-ltd" target="_blank" data-smartkarma-citation="entities:11390:1" rel="noopener">MACA Ltd (MLD AU)</a> has indicated that <a href="https://www.smartkarma.com/entities/nrw-holdings-ltd" target="_blank" data-smartkarma-citation="entities:9271:1" rel="noopener">NRW Holdings (NWH AU)</a>'s A$1.085/share Offer is inferior to Thiess' conditional A$1.025/share takeover offer.</li>
<li>The reasons for the rejection are expected to be fleshed out at MACA's full years results briefing.</li>
<li>NRW's Offer is higher, has a lower shareholder approval, and provides MACA shareholders the option of cash, scrip or a combination of both. But is subject to scaling.</li>
</ul>



MACA Ltd (MLD AU) has indicated that NRW Holdings (NWH AU)'s A$1.085/share Offer is inferior to Thiess' conditional A$1.025/share takeover offer.
The reasons for the rejection are expected to be fleshed out at MACA's full years results briefing.
NRW's Offer is higher, has a lower shareholder approval, and provides MACA shareholders the option of cash, scrip or a combination of both. But is subject to scaling.


Australia

Japara Healthcare Limited, is a provider of aged care and retirement living services in Australia.

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Japara Healthcare (JHC AU)

Pendal Enters Scheme With Perpetual

Trading at a gross/annualised spread of 6.7%/14.7% if mid-Feb 2023 completion. Perpetual's full-year divi goes ex on the 8th Sept. If long/short...

David Blennerhassett

Nearmap Inks Scheme With Thoma Bravo

Nearmap (NEA AU) is trading tight at a 1.4%/5.4% gross/annualised spread assuming late November completion. This is a done deal.

David Blennerhassett

PTB Group Enters Scheme With PAG

Trading tight at a 1.9%/7% gross/annualised spread, assuming early December payment. This is a done deal. Although it's not a particularly liquid...

David Blennerhassett

Genex Opens Its Books After Farquhar Bumps

Trading around a 8.7% gross spread to the indicative Offer. This is a buy here. But this is not a super liquid arb situation.

David Blennerhassett

MACA (MLD AU): NRW's Offer Rejected

You have a firm, unanimously-backed Offer. And now you have another interested party who may raise terms, notably the 100% cash option.

David Blennerhassett

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