Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Last Week in Event SPACE: Sing Air, JD Logistics, China Mobile, Angang/Bengang, Link Admin, Xiaomi

<div>
<p>Late last month, following a lull in corporate activity announcements subsequent to nonbinding Offers from both PEP/Carlyle and <a href="https://www.smartkarma.com/entities/ss-c-technologies-holdings" target="_blank" data-smartkarma-citation="entities:3464:1" rel="noopener">SS&amp;C Technologies (SSNC US)</a>, <a href="https://www.smartkarma.com/entities/link-administration-holdings-ltd" target="_blank" data-smartkarma-citation="entities:970:1" rel="noopener">Link Group (LNK AU)</a> said it was fielding interest for its 44.18% stake in PEXA, a digital property settlements group.</p>
</div>
<p>Bids were speculated to top A$2.5bn-A$3bn, or at least A$1.1bn A$2.05/share) for Link's stake. This compares to A$1.60/share under PEP/Carlyle's non-binding proposal.</p>
<p>Link has now <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02379094-2A1300378?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> it has received an Offer from KKR, in partnership with <a href="https://www.smartkarma.com/entities/domain-holdings-australia-ltd" target="_blank" data-smartkarma-citation="entities:26033:1" rel="noopener">Domain Holdings Australia (DHG AU)</a>, representing an EV of $3bn for 100% of PEXA, or A$1.38bn for Link's equity stake. </p>
<p>The offer is subject to a number of conditions including FIRB and Link abandoning PEXA's IPO.</p>
<p>The proposal remains "<em>open and capable of acceptance</em>" until 5 pm on the 30 May. </p>
<p>More below the fold.</p>


Late last month, following a lull in corporate activity announcements subsequent to nonbinding Offers from both PEP/Carlyle and SS&amp;C Technologies (SSNC US), Link Group (LNK AU) said it was fielding interest for its 44.18% stake in PEXA, a digital property settlements group.

Bids were speculated to top A$2.5bn-A$3bn, or at least A$1.1bn A$2.05/share) for Link's stake. This compares to A$1.60/share under PEP/Carlyle's non-binding proposal.
Link has now announced it has received an Offer from KKR, in partnership with Domain Holdings Australia (DHG AU), representing an EV of $3bn for 100% of PEXA, or A$1.38bn for Link's equity stake. 
The offer is subject to a number of conditions including FIRB and Link abandoning PEXA's IPO.
The proposal remains "open and capable of acceptance" until 5 pm on the 30 May. 
More below the fold.

Link Group (LNK AU): KKR Opens The Bidding For PEXA

Pan-Asia Index Flows & Special Situations, Quiddity Advisors

Janaghan Jeyakumar, CFA

Pan-Asia Index Flows & Special Situations

Mainstream Group Holdings Ltd / Event-Driven

<p>A couple of months ago, on 9th March 2021, Australia-based third party fund administration services provider <a href="https://www.smartkarma.com/entities/mainstream-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:30611:1" rel="noopener">Mainstream Group Holdings Ltd (MAI AU)</a> announced they had signed a Scheme Implementation Deed to be acquired by Hong Kong-headquartered Vistra in an all-cash deal that valued the company at a market cap of ~A$170mn. </p>
<p>The Offer Price was an all-time high for the stock and MAI major shareholders had agreed to vote in favour of the Transaction but there was a go-shop provision which made things interesting because MAI was a company that had achieved strong growth in Funds under Administration in the last few years especially in the US Private Equity Space.</p>
<p>In June 2020, MAI launched a key client’s unlisted managed fund (identified as Magellan's Australian subsidiary Airlie Australia Share Fund (AASF) in this <a href="https://www.proactiveinvestors.com.au/companies/news/926881/mainstream-group-holdings-continues-to-grow-revenue-reaching-554-million-for-fy20-926881.html" target="_blank" rel="noopener">news article</a>) quoted on the ASX under a new structure known as a "Quoted Fund". The fund was previously an <em>unquoted</em> fund and this move permitted investors to buy and sell units through their broker on the ASX alongside the fund’s existing traditional application and redemption process administered by Mainstream. According to the company, this represented the convergence of listed and unlisted open-ended funds into a single investment vehicle, allowing fund managers to offer investors both unlisted and exchange traded entry methods in a standard fund format. MAI claimed this to be an industry first initiative - a single system that handles listed and unlisted funds together, so the data source is one repository. </p>
<p>Vistra's Offer Price of A$1.20/share translated to an EV/EBITDA (June 21E) of 14.4x and when considering the projected EBITDA CAGR of 28%+ for the following two years, the Offer Price seemed light in my opinion and the situation seemed suitable for Bumpitrage.  </p>
<p><strong>Since then, I have maintained a Bullish stance on the situation and multiple competing bidders have gotten involved causing the Terms to more than double in less than 2 months. MAI shares have risen from A$1.23 to A$2.65 in that period. </strong></p>
<table class="table table-striped">
<tbody>
<tr>
<td style="width: 73px;">
<h3>Date</h3>
</td>
<td style="width: 154px;">
<h3>Insight Title</h3>
</td>
<td style="width: 434px;">
<h3>Outcome</h3>
</td>
</tr>
<tr>
<td style="width: 73px;">09-Mar-21</td>
<td style="width: 154px;">
<a href="https://www.smartkarma.com/insights/mainstream-group-mai-au-go-shop-provision-makes-it-interesting" target="_blank" data-smartkarma-citation="insights:48962" rel="noopener">Mainstream Group (MAI AU): Go-Shop Provision Makes It Interesting</a> </td>
<td style="width: 434px;">On 12th April, US-based financial technology company <a href="https://www.smartkarma.com/entities/ss-c-technologies-holdings" target="_blank" data-smartkarma-citation="entities:3464:1" rel="noopener">Ss&amp;C Technologies (SSNC US)</a> launched a competing bid at A$2.00/share (a 66.7% increase from Vistra's A$1.20). </td>
</tr>
<tr>
<td style="width: 73px;">15-Apr-21</td>
<td style="width: 154px;">
<a href="https://www.smartkarma.com/insights/mainstream-mai-au-massive-overbid-by-ss-c-now-vistra-has-to-respond" target="_blank" data-smartkarma-citation="insights:50366" rel="noopener">Mainstream (MAI AU): Massive Overbid by SS&amp;C, Now Vistra Has to Respond</a> </td>
<td style="width: 434px;">MAI received a bid at A$2.20/share from an unidentified 3rd party party and SS&amp;C bumped their bid to A$2.25/share on 27th April 2021. </td>
</tr>
<tr>
<td style="width: 73px;">27-Apr-21</td>
<td style="width: 154px;">
<a href="https://www.smartkarma.com/insights/mainstream-mai-au-more-competition-forces-ss-c-to-bump" target="_blank" data-smartkarma-citation="insights:50762" rel="noopener">Mainstream (MAI AU): More Competition Forces SS&amp;C to Bump</a> </td>
<td style="width: 434px;">After the close on 28th April, Global Fund Administrator <a href="https://www.theapexgroup.com/" target="_blank" rel="noopener">Apex Group Limited</a> (Apex) launched a non-binding bid at A$2.35/share and MAI matched this bid. </td>
</tr>
<tr>
<td style="width: 73px;">29-Apr-21</td>
<td style="width: 154px;">
<a href="https://www.smartkarma.com/insights/mainstream-mai-au-three-in-a-row-bullseye" target="_blank" data-smartkarma-citation="insights:50761" rel="noopener">Mainstream (MAI AU): Three-In-A-Row! Bullseye!</a> </td>
<td style="width: 434px;">
<p>Apex <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02369747-2A1295495?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">bumped</a> their bid to A$2.55/share on 30th April 2021.  </p>
<p></p>
</td>
</tr>
</tbody>
</table>
<p></p>
<p><em>More below the fold. </em></p>
<hr>
<div>
<div>
<div class="content-remarks">
<p>For more information about M&amp;A rules, regulations, and practices in Australia, please refer to <a href="https://www.smartkarma.com/insights/quiddity-australia-m-a-guide-2019" target="_blank" data-smartkarma-citation="insights:30118" rel="noopener">Quiddity Australia M&amp;A Guide 2019</a> and <a href="https://www.smartkarma.com/insights/quiddity-m-a-australia-foreign-investment-reforms" target="_blank" data-smartkarma-citation="insights:40210" rel="noopener">Quiddity M&amp;A: Australia Foreign Investment Reforms</a></p>
</div>
</div>
</div>

A couple of months ago, on 9th March 2021, Australia-based third party fund administration services provider Mainstream Group Holdings Ltd (MAI AU) announced they had signed a Scheme Implementation Deed to be acquired by Hong Kong-headquartered Vistra in an all-cash deal that valued the company at a market cap of ~A$170mn. 
The Offer Price was an all-time high for the stock and MAI major shareholders had agreed to vote in favour of the Transaction but there was a go-shop provision which made things interesting because MAI was a company that had achieved strong growth in Funds under Administration in the last few years especially in the US Private Equity Space.
In June 2020, MAI launched a key client’s unlisted managed fund (identified as Magellan's Australian subsidiary Airlie Australia Share Fund (AASF) in this news article) quoted on the ASX under a new structure known as a "Quoted Fund". The fund was previously an unquoted fund and this move permitted investors to buy and sell units through their broker on the ASX alongside the fund’s existing traditional application and redemption process administered by Mainstream. According to the company, this represented the convergence of listed and unlisted open-ended funds into a single investment vehicle, allowing fund managers to offer investors both unlisted and exchange traded entry methods in a standard fund format. MAI claimed this to be an industry first initiative - a single system that handles listed and unlisted funds together, so the data source is one repository. 
Vistra's Offer Price of A$1.20/share translated to an EV/EBITDA (June 21E) of 14.4x and when considering the projected EBITDA CAGR of 28%+ for the following two years, the Offer Price seemed light in my opinion and the situation seemed suitable for Bumpitrage.  
Since then, I have maintained a Bullish stance on the situation and multiple competing bidders have gotten involved causing the Terms to more than double in less than 2 months. MAI shares have risen from A$1.23 to A$2.65 in that period. 




Date


Insight Title


Outcome



09-Mar-21

Mainstream Group (MAI AU): Go-Shop Provision Makes It Interesting 
On 12th April, US-based financial technology company Ss&amp;C Technologies (SSNC US) launched a competing bid at A$2.00/share (a 66.7% increase from Vistra's A$1.20). 


15-Apr-21

Mainstream (MAI AU): Massive Overbid by SS&amp;C, Now Vistra Has to Respond 
MAI received a bid at A$2.20/share from an unidentified 3rd party party and SS&amp;C bumped their bid to A$2.25/share on 27th April 2021. 


27-Apr-21

Mainstream (MAI AU): More Competition Forces SS&amp;C to Bump 
After the close on 28th April, Global Fund Administrator Apex Group Limited (Apex) launched a non-binding bid at A$2.35/share and MAI matched this bid. 


29-Apr-21

Mainstream (MAI AU): Three-In-A-Row! Bullseye! 

Apex bumped their bid to A$2.55/share on 30th April 2021.  






More below the fold. 




For more information about M&amp;A rules, regulations, and practices in Australia, please refer to Quiddity Australia M&amp;A Guide 2019 and Quiddity M&amp;A: Australia Foreign Investment Reforms




Mainstream (MAI AU): More-Than-Double in Less than 2 Months After Apex Bump

Last Week in Event SPACE:  Swire, Hitachi Metal, Jardine, Softbank, Bingo, Japan Asia, Mainstream

<div><p>On 9th March 2021, Australia-based third party fund administration services provider <a href="https://www.smartkarma.com/entities/mainstream-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:30611:1" rel="noopener">Mainstream Group Holdings Ltd (MAI AU)</a> announced they had signed a Scheme Implementation Deed to be acquired by Hong Kong-headquartered Vistra in an all-cash deal that valued the company at a market cap of ~A$170mn. The Offer Price was A$1.20/share which I felt was light on a growth-adjusted basis as I discussed in <a href="https://www.smartkarma.com/insights/mainstream-group-mai-au-go-shop-provision-makes-it-interesting" target="_blank" data-smartkarma-citation="insights:48962" rel="noopener">Mainstream Group (MAI AU): Go-Shop Provision Makes It Interesting</a>. </p></div><div><blockquote><p><strong>THE TRADE:</strong> I would get LONG at or below A$1.23 during the go-shop period. Since the fall to the undisturbed price is not very large and since the Offer Price appears light on a fundamental basis, I would be tempted to play 'Bumpitrage' during the go-shop period. (<a href="https://www.smartkarma.com/insights/mainstream-group-mai-au-go-shop-provision-makes-it-interesting" target="_blank" rel="noopener">written 9th Mar 2021</a>)</p></blockquote></div><div>
<h3>Hit 1</h3>
<p>Almost a month later, on 12th April 2021, MAI announced that they had received a superior bid from US-based financial technology company <a href="https://www.smartkarma.com/entities/ss-c-technologies-holdings" target="_blank" data-smartkarma-citation="entities:3464:1" rel="noopener">Ss&amp;C Technologies (SSNC US)</a> at an Offer Price of A$2.00/share which was 66.7% higher than Vistra's original bid of A$1.20.</p>
<h3>Hit 2</h3>
<p>In my follow-up insight, <a href="https://www.smartkarma.com/insights/mainstream-mai-au-massive-overbid-by-ss-c-now-vistra-has-to-respond" target="_blank" data-smartkarma-citation="insights:50366" rel="noopener">Mainstream (MAI AU): Massive Overbid by SS&amp;C, Now Vistra Has to Respond</a>, I continuing to be Bullish on the situation as I saw this as a "low-cost Bump option". MAI shares were at A$1.975 and I wrote "I would be long at or below the current trading price". A couple of days ago, on 27th April, 2021, MAI announced that SS&amp;C has bumped the Offer to A$2.25/share valuing the company at a market cap of ~U$250mn and I discussed this in <a href="https://www.smartkarma.com/insights/mainstream-mai-au-more-competition-forces-ss-c-to-bump" target="_blank" data-smartkarma-citation="insights:50762" rel="noopener">Mainstream (MAI AU): More Competition Forces SS&amp;C to Bump</a> reiterating my Bullish stance on the situation. </p>
<h3>Hit 3</h3>
<p>Today, MAI <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02368869-2A1295153?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> that SS&amp;C has revised Terms upwards again to A$2.35/share. </p>
<div><p><em>More below the fold. </em></p></div>
<hr>
<div><div><div class="content-remarks"><p>For more information about M&amp;A rules, regulations, and practices in Australia, please refer to <a href="https://www.smartkarma.com/insights/quiddity-australia-m-a-guide-2019" target="_blank" data-smartkarma-citation="insights:30118" rel="noopener">Quiddity Australia M&amp;A Guide 2019</a> and <a href="https://www.smartkarma.com/insights/quiddity-m-a-australia-foreign-investment-reforms" target="_blank" data-smartkarma-citation="insights:40210" rel="noopener">Quiddity M&amp;A: Australia Foreign Investment Reforms</a></p></div></div></div>
<div class="content-remarks"><p>  </p></div>
</div>

On 9th March 2021, Australia-based third party fund administration services provider Mainstream Group Holdings Ltd (MAI AU) announced they had signed a Scheme Implementation Deed to be acquired by Hong Kong-headquartered Vistra in an all-cash deal that valued the company at a market cap of ~A$170mn. The Offer Price was A$1.20/share which I felt was light on a growth-adjusted basis as I discussed in Mainstream Group (MAI AU): Go-Shop Provision Makes It Interesting. THE TRADE: I would get LONG at or below A$1.23 during the go-shop period. Since the fall to the undisturbed price is not very large and since the Offer Price appears light on a fundamental basis, I would be tempted to play 'Bumpitrage' during the go-shop period. (written 9th Mar 2021)
Hit 1
Almost a month later, on 12th April 2021, MAI announced that they had received a superior bid from US-based financial technology company Ss&amp;C Technologies (SSNC US) at an Offer Price of A$2.00/share which was 66.7% higher than Vistra's original bid of A$1.20.
Hit 2
In my follow-up insight, Mainstream (MAI AU): Massive Overbid by SS&amp;C, Now Vistra Has to Respond, I continuing to be Bullish on the situation as I saw this as a "low-cost Bump option". MAI shares were at A$1.975 and I wrote "I would be long at or below the current trading price". A couple of days ago, on 27th April, 2021, MAI announced that SS&amp;C has bumped the Offer to A$2.25/share valuing the company at a market cap of ~U$250mn and I discussed this in Mainstream (MAI AU): More Competition Forces SS&amp;C to Bump reiterating my Bullish stance on the situation. 
Hit 3
Today, MAI announced that SS&amp;C has revised Terms upwards again to A$2.35/share. 
More below the fold. 

For more information about M&amp;A rules, regulations, and practices in Australia, please refer to Quiddity Australia M&amp;A Guide 2019 and Quiddity M&amp;A: Australia Foreign Investment Reforms
  


Mainstream (MAI AU): Three-In-A-Row! Bullseye!

Australia

Link Administration Holdings Limited operates as a holding company. The Company, through its subsidiaries, provides fund administration, corporate markets, information, and digital and data services. Link Administration Holdings serves customers worldwide.

Price Gauge
52-week Range	0.00 - 0.00
Market Cap (USDm)	0.00
P/E	0.00
Dividend (Yield)	0.00

Link Administration (LNK AU)

Last Week in Event SPACE: Sing Air, JD Logistics, China Mobile, Angang/Bengang, Link Admin, Xiaomi

The weekend is here! Pour yourself a coffee, grab a comfortable seat, and sift through a brief summary of insights on various events discussed...

David Blennerhassett

Link Group (LNK AU): KKR Opens The Bidding For PEXA

Shares should pop tomorrow. There remain other interested parties in PEXA. Plus you still have PEP/Carlyle's non-binding Offer behind the scenes. I...

David Blennerhassett

Mainstream (MAI AU): More-Than-Double in Less than 2 Months After Apex Bump

MAI AU gets a bump again as Apex overbids SS&C. While not a Scheme (SS&C has 4 days left to respond/match), it is a viable bidder, but now trading...

Janaghan Jeyakumar, CFA

Last Week in Event SPACE: Swire, Hitachi Metal, Jardine, Softbank, Bingo, Japan Asia, Mainstream

The weekend is here! Pour yourself a coffee, grab a comfortable seat, and sift through a brief summary of insights on various events discussed...

David Blennerhassett

Mainstream (MAI AU): Three-In-A-Row! Bullseye!

Mainstream Group (MAI AU) bid is bumped again. That's three times now that SS&C has overbid. The story may not be over. Stay long.

Janaghan Jeyakumar, CFA

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)