Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Last Week in Event SPACE: SOHO China, Toshiba, Boral Ltd, Yageo/Chilisin, Microstrategy

<div><p>Following the $1.3bn sale of its 50% stake in USG Boral to Knauf Gips KG, international building and construction materials play <a href="https://www.smartkarma.com/entities/boral-ltd" target="_blank" data-smartkarma-citation="entities:1487:1" rel="noopener">Boral Ltd (BLD AU)</a> <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02359742-2A1290439?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> on April 1 it would use the proceeds to reduce net debt, and apply the remaining proceeds to commence a buyback. Boral aimed to buy up to 10% of shares out, or ~122mn shares, at a cost of A$670mn based on the then-prevalent share price. </p></div><div><p>On the 10 May, <a href="https://www.smartkarma.com/entities/seven-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:803:1" rel="noopener">Seven Group Holdings (SVW AU)</a> <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02373310-2A1297476?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> an off-market takeover at $6.50, a nil premium to last close. There are essentially no conditions to this Offer. There is no minimum acceptance condition. Seven currently holds ~23.18% and would be "satisfied" for the Offer to result in a holding of around 30%. </p></div><div>
<p>It was a cheeky Offer to ostensibly work around the creep provisions in the legislation, and Boral's board not altogether surprisingly, recommended shareholders reject the Offer in its <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02383423-2A1302901?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">Target Statement</a> on the 9 June. The Independent Expert came out with a fair value range of A$8.25-A$9.13/share, and concluded the Offer was <em>not</em> fair or reasonable. </p>
<p>Seven has now <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02383423-2A1302901?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">bumped</a> its Offer: it will pay $7.30 cash if they get to 29.5%. Or $7.40 cash if they get to 34.5%.</p>
<p>The revised Offer was expected to be summarily rejected, which it <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02388314-2A1305588?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">was</a>. But with a closing price of A$7.34 on Friday, A$7.40 may well get up.</p>
</div><div><p>More below the fold.</p></div>

Following the $1.3bn sale of its 50% stake in USG Boral to Knauf Gips KG, international building and construction materials play Boral Ltd (BLD AU) announced on April 1 it would use the proceeds to reduce net debt, and apply the remaining proceeds to commence a buyback. Boral aimed to buy up to 10% of shares out, or ~122mn shares, at a cost of A$670mn based on the then-prevalent share price. On the 10 May, Seven Group Holdings (SVW AU) announced an off-market takeover at $6.50, a nil premium to last close. There are essentially no conditions to this Offer. There is no minimum acceptance condition. Seven currently holds ~23.18% and would be "satisfied" for the Offer to result in a holding of around 30%. 
It was a cheeky Offer to ostensibly work around the creep provisions in the legislation, and Boral's board not altogether surprisingly, recommended shareholders reject the Offer in its Target Statement on the 9 June. The Independent Expert came out with a fair value range of A$8.25-A$9.13/share, and concluded the Offer was not fair or reasonable. 
Seven has now bumped its Offer: it will pay $7.30 cash if they get to 29.5%. Or $7.40 cash if they get to 34.5%.
The revised Offer was expected to be summarily rejected, which it was. But with a closing price of A$7.34 on Friday, A$7.40 may well get up.
More below the fold.

Last Week in Event SPACE: Biden's New Executive Order, MMC, Invesco Office, WH Group, EPS, Link

Last Week in Event SPACE: Prosus/Naspers, Wilmar, Invesco Office, Boral, Honshu Chem, Crown Resorts

<p>After completing the $1.3bn sale of its 50% stake in USG Boral to Knauf Gips KG, international building and construction materials play <a href="https://www.smartkarma.com/entities/boral-ltd" target="_blank" data-smartkarma-citation="entities:1487:1" rel="noopener">Boral Ltd (BLD AU)</a> <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02359742-2A1290439?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> on April 1 it would use the proceeds to reduce net debt to A$1.5bn from A$1.9bn, and apply the remaining proceeds to commence a buyback.</p>
<p>Boral aims to buy up to 10% of shares out, or ~122mn shares, at a cost of A$670mn based on the then-prevalent share price. CEO Zlato Todorcevski said: “<em>we believe that an on-market buy-back is the most effective method of returning this surplus capital to our shareholders</em>.”</p>
<p>As of <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02372944-2A1297240?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">this morning</a>, Boral had bought back ~10.15mn shares.</p>
<h3>The New News</h3>
<p>After the close of trading today, <a href="https://www.smartkarma.com/entities/seven-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:803:1" rel="noopener">Seven Group Holdings (SVW AU)</a> <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02373310-2A1297476?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> an off-market takeover at $6.50, a nil premium to last close.</p>
<p>There are essentially no conditions to this Offer. There is no minimum acceptance condition. </p>
<p>Seven currently holds ~23.18% and would be "satisfied" for the Offer to result in a holding of around 30%. </p>
<p>The Offer is expected to open on May 25 and close on June 25, unless extended.</p>
<p>It's a strange Offer, one that Boral's board will likely reject.</p>
<p>More below the fold.</p>

After completing the $1.3bn sale of its 50% stake in USG Boral to Knauf Gips KG, international building and construction materials play Boral Ltd (BLD AU) announced on April 1 it would use the proceeds to reduce net debt to A$1.5bn from A$1.9bn, and apply the remaining proceeds to commence a buyback.
Boral aims to buy up to 10% of shares out, or ~122mn shares, at a cost of A$670mn based on the then-prevalent share price. CEO Zlato Todorcevski said: “we believe that an on-market buy-back is the most effective method of returning this surplus capital to our shareholders.”
As of this morning, Boral had bought back ~10.15mn shares.
The New News
After the close of trading today, Seven Group Holdings (SVW AU) announced an off-market takeover at $6.50, a nil premium to last close.
There are essentially no conditions to this Offer. There is no minimum acceptance condition. 
Seven currently holds ~23.18% and would be "satisfied" for the Offer to result in a holding of around 30%. 
The Offer is expected to open on May 25 and close on June 25, unless extended.
It's a strange Offer, one that Boral's board will likely reject.
More below the fold.

Australia

Seven Group Holdings Ltd. is a diversified operating and investment group. The Groups interests include media holdings that include Seven Network, a commercial television network and publishing company, a telecommunications company, and a heavy equipment dealer that operates  Caterpillar dealerships in Australia and North Eastern China.

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

Seven Group Holdings (SVW AU)

Last Week in Event SPACE: SOHO China, Toshiba, Boral Ltd, Yageo/Chilisin, Microstrategy

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

Boral Ltd (BLD AU) Rejects Seven's Bump

Arbs probably already have ~2% ahead of the bump. If arbs go all in, that extra 10% of shares out needed to hit the $7.40/share Offer can be...

David Blennerhassett

Last Week in Event SPACE: Biden's New Executive Order, MMC, Invesco Office, WH Group, EPS, Link

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

Last Week in Event SPACE: Prosus/Naspers, Wilmar, Invesco Office, Boral, Honshu Chem, Crown Resorts

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

Boral Ltd (BLD AU): Seven's Nil Premium

An interested large investor looking to raise its stake, coupled with a solid buyback - if you can buy shares at or near the Offer price, do so....

David Blennerhassett

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)