Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/singapore-press-holdings-limited" target="_blank" data-smartkarma-citation="entities:9952:1" rel="noopener">Singapore Press Holdings (SPH SP)</a> has released a set of Q&amp;A for holders as we approach the 22 March EGM/Scheme Meeting.</li>
<li>Approval of both resolutions/votes is necessary to effect the Cuscaden Peak deal.</li>
<li>The comments and answer about the SPH REIT Chain Offer may be misleading. Take care of the details!</li>
</ul>



Singapore Press Holdings (SPH SP) has released a set of Q&amp;A for holders as we approach the 22 March EGM/Scheme Meeting.
Approval of both resolutions/votes is necessary to effect the Cuscaden Peak deal.
The comments and answer about the SPH REIT Chain Offer may be misleading. Take care of the details!


SPH Releases EGM/Scheme "Substantial & Relevant Questions" - Beware Chain Offer Comments

<ul>
<li>The Combination Cuscaden - Keppel Scheme Offer Meetings for <a href="https://www.smartkarma.com/entities/singapore-press-holdings-limited" target="_blank" data-smartkarma-citation="entities:9952:1" rel="noopener">Singapore Press Holdings (SPH SP)</a> shareholders should come imminently.</li>
<li>Time has passed and that should be worth something. Astute shareholders have likely already made their feelings known. Everyone should. </li>
<li>In the meantime, there is a good spread, with a put option on a portion of it, and the possibility of a little upside. </li>
</ul>


The Combination Cuscaden - Keppel Scheme Offer Meetings for Singapore Press Holdings (SPH SP) shareholders should come imminently.
Time has passed and that should be worth something. Astute shareholders have likely already made their feelings known. Everyone should. 
In the meantime, there is a good spread, with a put option on a portion of it, and the possibility of a little upside. 


SPH Shareholders - A Good Deal For Waiting (After a Good Deal of Waiting)

ASEAN Insight Provider, CrossASEAN Research

Angus Mackintosh

ASEAN Insight Provider

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

Cross Asset Strategy

<ul>
<li>The week that was in ASEAN@Smartkarma is filled with an eclectic mix of differentiated, substantive, and actionable insights from across South East Asia plus value added commentary</li>
<li>This week includes insights on <a href="https://www.smartkarma.com/entities/pt-matahari-department-store" target="_blank" data-smartkarma-citation="entities:5230:1" rel="noopener">Matahari Department Store (LPPF IJ)</a>, <a href="https://www.smartkarma.com/entities/xl-axiata-tbk-pt" target="_blank" data-smartkarma-citation="entities:15028:1" rel="noopener">XL Axiata (EXCL IJ)</a>, <a href="https://www.smartkarma.com/entities/comfortdelgro-corp-ltd" target="_blank" data-smartkarma-citation="entities:497:1" rel="noopener">Comfortdelgro Corp (CD SP),</a><a href="https://www.smartkarma.com/entities/synergy-grid-development-philippines" target="_blank" data-smartkarma-citation="entities:23221:1" rel="noopener">Synergy Grid &amp; Development Philippines (SGP PM)</a> IPO, and Philippine Banks</li>
<li>There are also insights on Sea's Internet Economy, <a href="https://www.smartkarma.com/entities/singapore-press-holdings-limited" target="_blank" data-smartkarma-citation="entities:9952:1" rel="noopener">Singapore Press (SPH SP)</a>, <a href="https://www.smartkarma.com/entities/singapore-telecommunications" target="_blank" data-smartkarma-citation="entities:20:1" rel="noopener">Singtel (ST SP)</a>, <a href="https://www.smartkarma.com/entities/cisarua-mountain-dairy-pt-tbk" target="_blank" data-smartkarma-citation="entities:34999:1" rel="noopener">Cisarua Mountain Dairy</a> IPO, <a href="https://www.smartkarma.com/entities/tiki-corp" target="_blank" data-smartkarma-citation="entities:35014:1" rel="noopener">Tiki</a> IPO, <a href="https://www.smartkarma.com/entities/siam-makro-public-co-ltd" target="_blank" data-smartkarma-citation="entities:5577:1" rel="noopener">Siam Makro,</a> and <a href="https://www.smartkarma.com/entities/bank-negara-indonesia-persero" target="_blank" data-smartkarma-citation="entities:8285:1" rel="noopener">Bank Negara Indonesia (BBNI IJ)</a> </li>
</ul>


The week that was in ASEAN@Smartkarma is filled with an eclectic mix of differentiated, substantive, and actionable insights from across South East Asia plus value added commentary
This week includes insights on Matahari Department Store (LPPF IJ), XL Axiata (EXCL IJ), Comfortdelgro Corp (CD SP),Synergy Grid &amp; Development Philippines (SGP PM) IPO, and Philippine Banks
There are also insights on Sea's Internet Economy, Singapore Press (SPH SP), Singtel (ST SP), Cisarua Mountain Dairy IPO, Tiki IPO, Siam Makro, and Bank Negara Indonesia (BBNI IJ) 


The Week That Was in ASEAN@Smartkarma - Matahari Dept Store, Cimory IPO, and Philippine Banks

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>Cuscaden is offering an all-cash offer of S$2.36 or cash &amp; units offer to comprise S$1.602 in cash and 0.782 <a href="https://www.smartkarma.com/entities/sph-reit" target="_blank" data-smartkarma-citation="entities:5994:1" rel="noopener">SPH REIT (SPHREIT SP)</a> units per SPH share (worth S$2.40).</li>
<li>SPH independent directors preliminarily recommend to shareholders to vote against the Keppel scheme and vote in favour of the Cuscaden scheme. Cuscaden’s offer will be implemented by February 2022. </li>
<li>Cuscaden’s revised offer options are attractive in the context of SPH’s long-term multiples/share prices and <a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp (KEP SP)</a>’s final offer. Cuscaden’s revised offer seems like a done deal. </li>
</ul>


Cuscaden is offering an all-cash offer of S$2.36 or cash &amp; units offer to comprise S$1.602 in cash and 0.782 SPH REIT (SPHREIT SP) units per SPH share (worth S$2.40).
SPH independent directors preliminarily recommend to shareholders to vote against the Keppel scheme and vote in favour of the Cuscaden scheme. Cuscaden’s offer will be implemented by February 2022. 
Cuscaden’s revised offer options are attractive in the context of SPH’s long-term multiples/share prices and Keppel Corp (KEP SP)’s final offer. Cuscaden’s revised offer seems like a done deal. 


Cuscaden’s Revised Offer Options to End the Battle for SPH

There is a recent history here. <a href="https://www.smartkarma.com/entities/singapore-press-holdings-limited" target="_blank" data-smartkarma-citation="entities:9952:1" rel="noopener">Singapore Press Holdings (SPH SP)</a> had, after somewhat lackluster results in some of its divisions and spreading itself a bit thin in others, and losing money in the media division decided this spring to restructure itself by spinning out the media business (<a href="https://www.smartkarma.com/insights/singapore-press-own-time-own-target-restructuring-lor-come-i-clap-for-you" target="_blank" data-smartkarma-citation="insights:51141" rel="noopener">Singapore Press Own Time Own Target Restructuring Lor... (Come I Clap For You)</a>).After that was announced, <a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp (KEP SP)</a> had the bright idea it would like to take over the real estate business for itself, and on 2 August they announced a deal which seemed more in Keppel's interest than SPH Shareholders' interests (<a href="https://www.smartkarma.com/insights/alamak-sph-restructuring-restructured-as-keppel-bo-jios-sph-holders" target="_blank" data-smartkarma-citation="insights:55370" rel="noopener">Alamak! SPH Restructuring Restructured as Keppel Bo Jios SPH Holders</a>). The Keppel Consideration was some cash, a distribution of <a href="https://www.smartkarma.com/entities/sph-reit" target="_blank" data-smartkarma-citation="entities:5994:1" rel="noopener">SPH REIT (SPHREIT SP)</a> from SPH, and a <a href="https://www.smartkarma.com/entities/keppel-reit" target="_blank" data-smartkarma-citation="entities:192:1" rel="noopener">Keppel REIT (KREIT SP)</a> units - not far from one-third each. Six weeks later <a href="https://www.smartkarma.com/insights/sph-shareholders-approve-spinoff-there-s-still-a-spread-to-earn" target="_blank" data-smartkarma-citation="insights:57504" rel="noopener">SPH Shareholders approved the spinoff but there was still a spread to earn</a>.On October 29, when the Keppel Consideration was trading at S$2.09 per SPH share while the shares were trading at S$1.99/share, a new entity called Cuscaden Peak Pte. Limited, backed by Hotel Properties Limited, Capitaland, and Mapletree Investments - two Temasek-backed entities - came out and proposed a bid of S$2.10/share in cash plus the S$0.03 dividend to come, topping the Scheme Consideration in the <a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp (KEP SP)</a> Offer. <a href="https://www.smartkarma.com/insights/sph-lobang-holders-so-shiok-bidders-so-kiasu-this-may-not-be-the-end" target="_blank" data-smartkarma-citation="insights:59725" rel="noopener">SPH Lobang - Holders So Shiok, Bidders So Kiasu. This May Not Be The End.</a>The same day Keppel said it would think about how to respond. The shares bounced, and traded "through terms" with Keppel's terms jumping as some arbitrageurs bought back their REIT baskets. In the last and a followup <a href="https://www.smartkarma.com/insights/sph-update-keppel-sph-reit-chain-offer-and-cuscaden-strategy" target="_blank" data-smartkarma-citation="insights:59962" rel="noopener">SPH Update: Keppel, SPH REIT Chain Offer, and Cuscaden Strategy</a> I suggested Keppel needed to up the cash component to clearly win this deal. This morning, Keppel did - raising the cash component by S$0.20/share, making the value at yesterday's close equivalent to S$2.35 per SPH share. Keppel was not lepaking!So swee!<section class="figure"><figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/240/739/original/Screenshot+2021-11-10+at+7.27.01+AM.png?1636501815" class="editor-image img-responsive" data-smartkarma-image-id="240739"></figure></section>S$2.35 is higher than the old Keppel Offer Consideration had ever traded, and is considerably more attractive to SPH shareholders. They should feel less bo jio'd. I think the entry of Cuscaden has served its purpose. This should be done, but should Cuscaden want to do so, it now has its work cut out for it.

There is a recent history here. Singapore Press Holdings (SPH SP) had, after somewhat lackluster results in some of its divisions and spreading itself a bit thin in others, and losing money in the media division decided this spring to restructure itself by spinning out the media business (Singapore Press Own Time Own Target Restructuring Lor... (Come I Clap For You)).After that was announced, Keppel Corp (KEP SP) had the bright idea it would like to take over the real estate business for itself, and on 2 August they announced a deal which seemed more in Keppel's interest than SPH Shareholders' interests (Alamak! SPH Restructuring Restructured as Keppel Bo Jios SPH Holders). The Keppel Consideration was some cash, a distribution of SPH REIT (SPHREIT SP) from SPH, and a Keppel REIT (KREIT SP) units - not far from one-third each. Six weeks later SPH Shareholders approved the spinoff but there was still a spread to earn.On October 29, when the Keppel Consideration was trading at S$2.09 per SPH share while the shares were trading at S$1.99/share, a new entity called Cuscaden Peak Pte. Limited, backed by Hotel Properties Limited, Capitaland, and Mapletree Investments - two Temasek-backed entities - came out and proposed a bid of S$2.10/share in cash plus the S$0.03 dividend to come, topping the Scheme Consideration in the Keppel Corp (KEP SP) Offer. SPH Lobang - Holders So Shiok, Bidders So Kiasu. This May Not Be The End.The same day Keppel said it would think about how to respond. The shares bounced, and traded "through terms" with Keppel's terms jumping as some arbitrageurs bought back their REIT baskets. In the last and a followup SPH Update: Keppel, SPH REIT Chain Offer, and Cuscaden Strategy I suggested Keppel needed to up the cash component to clearly win this deal. This morning, Keppel did - raising the cash component by S$0.20/share, making the value at yesterday's close equivalent to S$2.35 per SPH share. Keppel was not lepaking!So swee!S$2.35 is higher than the old Keppel Offer Consideration had ever traded, and is considerably more attractive to SPH shareholders. They should feel less bo jio'd. I think the entry of Cuscaden has served its purpose. This should be done, but should Cuscaden want to do so, it now has its work cut out for it. 

Huat Ah! SPH Holders So Shiok, Keppel (So Kiasu!) Adds 20 Cents - Swee!

Singapore

SPH REIT is a Singapore-based REIT established principally to invest, directly or indirectly, in a portfolio of income-producing real estate which is used primarily for retail purposes in Asia-Pacific, as well as real estate-related assets.

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SPH REIT (SPHREIT SP)

SPH Releases EGM/Scheme "Substantial & Relevant Questions" - Beware Chain Offer Comments

SPH Scheme and EGM Meetings will take place on 22 March. This deal is likely to get done. But the Q&A out today may be misleading. Be careful about...

Travis Lundy

SPH Shareholders - A Good Deal For Waiting (After a Good Deal of Waiting)

The Cuscaden/Keppel Offer Scheme Meetings For SPH Shareholders should come soon. There is a Chain Offer for SPH REIT meaning the current terms are...

Travis Lundy

The Week That Was in ASEAN@Smartkarma - Matahari Dept Store, Cimory IPO, and Philippine Banks

The week that was in ASEAN@Smartkarma is filled with an eclectic mix of differentiated, substantive, and actionable insights from across South East...

Angus Mackintosh

Cuscaden’s Revised Offer Options to End the Battle for SPH

Cuscaden is offering an all-cash offer of S$2.36 per share or cash & units offer to comprise S$1.602 in cash and 0.782 SPH REIT units per SPH share...

Arun George

Huat Ah! SPH Holders So Shiok, Keppel (So Kiasu!) Adds 20 Cents - Swee!

Alamak! Huat Ah! Keppel comes back with a strong, but FINAL, overbid, adding S$0.20/share to the consideration. SPH may continue to engage with...

Travis Lundy

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