Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>On the 16th August, Singaporean-based online real estate portal <a href="https://www.smartkarma.com/entities/propertyguru-group-limited" target="_blank" data-smartkarma-citation="entities:28149:1" rel="noopener">PropertyGuru (PGRU US)</a> announced a US$6.70/share cash Offer from Sweden's EQT AB, a 52% premium to undisturbed. </li>
<li>On the 9th October, shareholders <a href="https://d18rn0p25nwr6d.cloudfront.net/CIK-0001873331/582c9355-f635-4ade-928c-f898d895bfa1.pdf" target="_blank" rel="noopener">approved</a> the merger. "The Transactions are expected to close in Q4 2024 or Q1 2025, subject to customary closing conditions, including receipt of regulatory approvals".</li>
<li>"Regulatory approvals" were not cited. But we now know one of them is Singapore's CCC, which is inviting public feedback on the transaction through to the 18 November 2024.</li>
</ul>


On the 16th August, Singaporean-based online real estate portal PropertyGuru (PGRU US) announced a US$6.70/share cash Offer from Sweden's EQT AB, a 52% premium to undisturbed. 
On the 9th October, shareholders approved the merger. "The Transactions are expected to close in Q4 2024 or Q1 2025, subject to customary closing conditions, including receipt of regulatory approvals".
"Regulatory approvals" were not cited. But we now know one of them is Singapore's CCC, which is inviting public feedback on the transaction through to the 18 November 2024.


CCCS Runs A Ruler Over EQT's Offer For PropertyGuru (NYSE:PGRU)

<ul>
<li>Listed on the 18th March 2022 at US$8.33/share, Singaporean-based online real estate portal <a href="https://www.smartkarma.com/entities/propertyguru-group-limited" target="_blank" data-smartkarma-citation="entities:28149:1" rel="noopener">PropertyGuru (PGRU US)</a> has now announced a US$6.70/share cash Offer from Sweden's EQT AB.</li>
<li>That backs out a premium to undisturbed of 52%. Media speculation of a takeover for the TPG/KKR-backed PropertyGuru first surfaced around the 21st May this year. </li>
<li>TPG and KKR, collectively holding ~56.1%, are supportive. <a href="https://www.smartkarma.com/entities/rea-group-ltd" target="_blank" data-smartkarma-citation="entities:699:1" rel="noopener">REA Group Ltd (REA AU)</a>, holding 17.2%, is also on board. The key Offer condition is two-thirds of shareholders approving terms.</li>
</ul>


Listed on the 18th March 2022 at US$8.33/share, Singaporean-based online real estate portal PropertyGuru (PGRU US) has now announced a US$6.70/share cash Offer from Sweden's EQT AB.
That backs out a premium to undisturbed of 52%. Media speculation of a takeover for the TPG/KKR-backed PropertyGuru first surfaced around the 21st May this year. 
TPG and KKR, collectively holding ~56.1%, are supportive. REA Group Ltd (REA AU), holding 17.2%, is also on board. The key Offer condition is two-thirds of shareholders approving terms.


EQT's Offer For PropertyGuru (NYSE:PGRU): As Clean As It Gets

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.

<ul>
<li>
<a href="https://www.smartkarma.com/entities/propertyguru-group-limited" target="_blank" data-smartkarma-citation="entities:28149:1" rel="noopener">PropertyGuru (PGRU US)</a> entered into a definitive merger agreement with <a href="https://www.smartkarma.com/entities/eqt-ab" target="_blank" data-smartkarma-citation="entities:28922:1" rel="noopener">EQT (EQT SS)</a> at US$6.70 per share, a 51.9% premium to the undisturbed price of US$4.41 (21 May).</li>
<li>The shareholder vote is done (two-thirds voting threshold) due to <a href="https://www.smartkarma.com/entities/tpg-inc" target="_blank" data-smartkarma-citation="entities:35361:1" rel="noopener">TPG Inc (TPG US)</a>/<a href="https://www.smartkarma.com/entities/kkr-co-inc" target="_blank" data-smartkarma-citation="entities:27333:1" rel="noopener">KKR &amp; Co (KKR US)</a>’s support and drag-along rights relating to <a href="https://www.smartkarma.com/entities/rea-group-ltd" target="_blank" data-smartkarma-citation="entities:699:1" rel="noopener">REA Group Ltd (REA AU)</a>’s shares.  </li>
<li>This is a clean deal as there is no dissenting condition or requirement for country antitrust approvals. At the last close and for end-of-year payment, the gross/annualised spread is 2.3%/6.4%.</li>
</ul>



PropertyGuru (PGRU US) entered into a definitive merger agreement with EQT (EQT SS) at US$6.70 per share, a 51.9% premium to the undisturbed price of US$4.41 (21 May).
The shareholder vote is done (two-thirds voting threshold) due to TPG Inc (TPG US)/KKR &amp; Co (KKR US)’s support and drag-along rights relating to REA Group Ltd (REA AU)’s shares.  
This is a clean deal as there is no dissenting condition or requirement for country antitrust approvals. At the last close and for end-of-year payment, the gross/annualised spread is 2.3%/6.4%.


PropertyGuru (PGRU US): EQT’s US$6.70 Offer Is A Done Deal

Head of Research, IPOs & Placements, Aequitas Research

Sumeet Singh

Head of Research, IPOs & Placements

IPOs and Placements coverage across Asia Pacific

Aequitas Research

We cover all listing across the Asia Pacific along with follow-up placements. As of Dec 2020, our team had covered 539 IPOs with a hit rate of 73.5% and 685 placements with a hit rate of 66.8%.

We combine fundamental bottom-up views with our proprietary quantitative framework to provide a holistic coverage across new listings and placements. Our coverage includes pre-IPO notes before the deal is launched, follow-up analysis once the deal is live and post-listing trading analysis as well.

Equity Capital Markets

Bukalapak.com PT Tbk / Equity Capital Markets

<ul>
<li>Bukalapak (Buka) raised US$1.5bn in Aug 2021 when it priced its IPO at the top end of its pricing range.</li>
<li>Buka is an Indonesian e-commerce company. The company operates an online consumer-to-consumer (C2C) marketplace. It also operates Mitra Bukalapak (Mitra) which provides online-to-offline (O2O) services to MSMEs.</li>
<li>The pre-IPO shareholders will be released from the lockup on 6th April 2022.</li>
</ul>


Bukalapak (Buka) raised US$1.5bn in Aug 2021 when it priced its IPO at the top end of its pricing range.
Buka is an Indonesian e-commerce company. The company operates an online consumer-to-consumer (C2C) marketplace. It also operates Mitra Bukalapak (Mitra) which provides online-to-offline (O2O) services to MSMEs.
The pre-IPO shareholders will be released from the lockup on 6th April 2022.


Bukalapak IPO Lock-Up - Scattered Shareholding Could Put Some Pressure on the Share Price

<ul>
<li>Bloomberg reports that KKR and TPG are exploring options, including a buyout of <a href="https://www.smartkarma.com/entities/propertyguru-group-limited" target="_blank" data-smartkarma-citation="entities:28149:1" rel="noopener">PropertyGuru (PGRU US)</a>, and are gauging initial interest from other global investors.</li>
<li>The favoured privatisation option for US ADRs with the Cayman Islands incorporation is a statutory merger requiring a two-thirds voting approval threshold. </li>
<li>The concentrated shareholder register would suggest that TPG/KKR would aim for irrevocable from the other three substantial shareholders, facilitating a modest takeover premium. </li>
</ul>


Bloomberg reports that KKR and TPG are exploring options, including a buyout of PropertyGuru (PGRU US), and are gauging initial interest from other global investors.
The favoured privatisation option for US ADRs with the Cayman Islands incorporation is a statutory merger requiring a two-thirds voting approval threshold. 
The concentrated shareholder register would suggest that TPG/KKR would aim for irrevocable from the other three substantial shareholders, facilitating a modest takeover premium. 


PropertyGuru (PGRU US): KKR/TPG Mulling a Buyout

Singapore

PropertyGuru Group Limited operates as a property technology company. The Company offers tools and digital property marketplaces for agents, developers and property seekers to access and manage real estate data. PropertyGuru Group serves customers worldwide.

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PropertyGuru (PGRU US)

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