European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

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<h3>Trends</h3>
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<p>Spreads have generally tightened during the last five weeks, with some notorious exceptions like Roche and Volkswagen.</p>
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<h3>Interesting situations and trades</h3>
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<ul style="list-style-type: disc;">
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<p>The discount of <a href="https://www.smartkarma.com/entities/carlsberg-a-s" target="_blank" data-smartkarma-citation="entities:22320:1" rel="noopener">Carlsberg A/S (CARLB DC)</a> B shares (2 voting rights per share) has shrinked to 9.8% discount (from 28.4% on 19 April) vs. the A shares (with 20 voting rights per share). Maintain LONG B shares/short A shares on, if you can get hold of any A shares.</p>
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<p>The discount of the preferred shares of <a href="https://www.smartkarma.com/entities/bayerische-motoren-werke-ag" target="_blank" data-smartkarma-citation="entities:21591:1" rel="noopener">Bayerische Motoren Werke AG (BMW GR)</a> has been shrinking since reaching a maximum of 26.1% in November 2020. It is now 13.7%, roughly at the same level of mid-July, and approaching pre-Covid levels. Maintain <strong>long BMW prefs, short common shares</strong> on, with a target of a 12% discount.</p>
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<p><a href="https://www.smartkarma.com/entities/fuchs-petrolub-se" target="_blank" data-smartkarma-citation="entities:21624:1" rel="noopener">Fuchs Petrolub SE (FPE GR)</a> 's preference shares premium seems to vary within a range, which is probably liquidity related. It has widened to 26.1% (from 22.3%% by mid-July). With over 50% of the ordinary shares, the Fuchs family maintains the majority vote.</p>
<p>Although there is no reason why the voting rights should be specially dear in Fuchs's case, voting rights are still valuable and neither the dividend advantage of the preferred shares nor their being members of several midcap indexes (Prime Standard/MDAX; STOXX Europe 600; DAXplus Familiy 30) justify the large premium, in my view. Maintain the trade <strong>long common/short prefs</strong> on, with a 10% target.</p>
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<p><a href="https://www.smartkarma.com/entities/henkel-ag-co-kgaa" target="_blank" data-smartkarma-citation="entities:21646:1" rel="noopener">Henkel AG &amp; Co KGaA (HEN3 GR)</a> shows a long-term trend towards a reduction of the premium of the preferred shares. The premium has recently tightened and is now 7.3% (vs. 11.5% by mid-July and 16.1% by mid-May), thus below my 10% target.</p>
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<p>Voting rights are valuable in a company like <a href="https://www.smartkarma.com/entities/volkswagen-ag" target="_blank" data-smartkarma-citation="entities:21738:1" rel="noopener">Volkswagen (VOW GR)</a>. Prefs discount has widened to 31.1% back to March levels (it reached a maximum of 33.4% on 12 August). Preference shares have in the past traded at a premium due to its higher liquidity and inclusion in stock indexes. That said, ordinary shares are also liquid. It seems again time to put on <strong>long prefs/short ords</strong>.</p>
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<ul style="list-style-type: disc;">
<li>The premium of <a href="https://www.smartkarma.com/entities/telecom-italia-sp-a" target="_blank" data-smartkarma-citation="entities:21075:1" rel="noopener">Telecom Italia Sp A (TIT IM)</a> savings shares tightened to 4.4% vs. ordinary shares. The market may have given up on a conversion of savings into ords à la Buzzi Unicem or Danieli. A conversion makes financial sense as it would save the dividend advantage for the savings. But that would dilute the voting power of Vivendi (23.943% of the votes, the second largest shareholder is Cassa Depositi e Prestiti with 5.031%). <strong>Short savings/long ords</strong>.</li>
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<p><a href="https://www.smartkarma.com/entities/grifols-sa" target="_blank" data-smartkarma-citation="entities:21274:1" rel="noopener">Grifols SA (GRF SM)</a> B shares are trading at an <strong>almost 40% discount</strong> vs. A (ordinary) shares (vs. 36.1% by mid-April and 39.7% by mid-February). Ordinary shares are unloved as of lately and so are B shares. It may be a better time now to put on the trade long B, short A shares. There are some issues around Grifols leverage and some <em>creative</em> solutions to keeping it contained. The Covid-related antitakeover provisions issued by the Spanish Government mean that the voting rights are less valuable now. Moreover, the by-laws contain a poison pill that should significantly reduce the discount in case of a takeover attempt. The discount in Grifols B shares has averaged 28% since listing of the B shares in February 2016. I recommend setting up the trade long B shares (traded on Nasdaq), short A shares (traded in Madrid). The target is a 27% discount. Please note there is FX risk, which can be hedged.</p>
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<p>The current discount in <a href="https://www.smartkarma.com/entities/atlas-copco-ab" target="_blank" data-smartkarma-citation="entities:22282:1" rel="noopener">Atlas Copco AB (ATCOA SS)</a> B shares vs. A shares is 15.2%  and seems to be on a widening trend.</p>
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<p>On 10 May, Industrivärden divested its entire holding in <a href="https://www.smartkarma.com/entities/ssab-ab" target="_blank" data-smartkarma-citation="entities:22492:1" rel="noopener">SSAB AB (SSABA SS)</a>. Top shareholder is now LKAB (Luossavaara-Kiirunavaara Aktiebolag), a government owned Swedish mining company. LKAB is now consolidating its influence in SSAB "in order to take responsibility and ensure that the company continues to have a clear industrial ownership influence at a time when the steel industry is facing major change". On 7 June, LKAB communicated its increased holding in SSAB (16.0% of the votes and 10.5% of the capital). The <strong>discount has widened to 14.6%</strong> (vs. 11.3% by mid-July and 6.6% by mid-April). It seems the time to go <strong>long B shares/short A shares</strong>.</p>
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<ul style="list-style-type: disc;">
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<p>The discount in <a href="https://www.smartkarma.com/entities/volvo-ab" target="_blank" data-smartkarma-citation="entities:22521:1" rel="noopener">Volvo AB (VOLVB SS)</a> B shares has slightly tightened since mid-June, from 2.7% to 1.6%. Still highest levels since January 2016.</p>
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<p>The <strong>discount of non-voting</strong> <a href="https://www.smartkarma.com/entities/roche-holding-ag-77bd09c9-b0c2-45ea-98f1-6a7ca01dc9c5" target="_blank" data-smartkarma-citation="entities:27906:1" rel="noopener">Roche Holding AG (ROG SW)</a> shares has <strong>widened to 9.3%</strong> (vs. 7.9% by mid-July). Shareholding seems very stable, so there is no reason for the voting shares to become dearer vs. the non-voting stock. Softbank has quietly purchased nearly $5 bn of non-voting shares, according to the FT.</p>
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<p>The premium of <a href="https://www.smartkarma.com/entities/schindler-holding-ag-a63e9700-2075-4f83-952a-d3e71b14974b" target="_blank" data-smartkarma-citation="entities:25024:1" rel="noopener">Schindler Holding AG (SCHN SW)</a> participation certificates to Schindler Holding shares is 5.3% (vs. 3.6% by mid-July and a discount by January). Like Roche, Schindler also seems on a widening trend.</p>
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<p>The discount in <a href="https://www.smartkarma.com/entities/schroders-plc" target="_blank" data-smartkarma-citation="entities:22134:1" rel="noopener">Schroders PLC (SDR LN)</a> non-voting stock vs. voting one reflects Schroders' corporate governance and the influence of family control (45.4% voting rights with a 36% economic interest). The discount has <strong>widened to 31.2%</strong> (vs. 28.4% by mid-July). I would maintain long non-voting/short voting shares on. I would maintain l<strong>ong non-voting/short voting shares</strong> on.</p>
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<p>Please read on for table and charts.</p>
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Trends



Spreads have generally tightened during the last five weeks, with some notorious exceptions like Roche and Volkswagen.



Interesting situations and trades





The discount of Carlsberg A/S (CARLB DC) B shares (2 voting rights per share) has shrinked to 9.8% discount (from 28.4% on 19 April) vs. the A shares (with 20 voting rights per share). Maintain LONG B shares/short A shares on, if you can get hold of any A shares.


The discount of the preferred shares of Bayerische Motoren Werke AG (BMW GR) has been shrinking since reaching a maximum of 26.1% in November 2020. It is now 13.7%, roughly at the same level of mid-July, and approaching pre-Covid levels. Maintain long BMW prefs, short common shares on, with a target of a 12% discount.


Fuchs Petrolub SE (FPE GR) 's preference shares premium seems to vary within a range, which is probably liquidity related. It has widened to 26.1% (from 22.3%% by mid-July). With over 50% of the ordinary shares, the Fuchs family maintains the majority vote.
Although there is no reason why the voting rights should be specially dear in Fuchs's case, voting rights are still valuable and neither the dividend advantage of the preferred shares nor their being members of several midcap indexes (Prime Standard/MDAX; STOXX Europe 600; DAXplus Familiy 30) justify the large premium, in my view. Maintain the trade long common/short prefs on, with a 10% target.


Henkel AG &amp; Co KGaA (HEN3 GR) shows a long-term trend towards a reduction of the premium of the preferred shares. The premium has recently tightened and is now 7.3% (vs. 11.5% by mid-July and 16.1% by mid-May), thus below my 10% target.


Voting rights are valuable in a company like Volkswagen (VOW GR). Prefs discount has widened to 31.1% back to March levels (it reached a maximum of 33.4% on 12 August). Preference shares have in the past traded at a premium due to its higher liquidity and inclusion in stock indexes. That said, ordinary shares are also liquid. It seems again time to put on long prefs/short ords.





The premium of Telecom Italia Sp A (TIT IM) savings shares tightened to 4.4% vs. ordinary shares. The market may have given up on a conversion of savings into ords à la Buzzi Unicem or Danieli. A conversion makes financial sense as it would save the dividend advantage for the savings. But that would dilute the voting power of Vivendi (23.943% of the votes, the second largest shareholder is Cassa Depositi e Prestiti with 5.031%). Short savings/long ords.





Grifols SA (GRF SM) B shares are trading at an almost 40% discount vs. A (ordinary) shares (vs. 36.1% by mid-April and 39.7% by mid-February). Ordinary shares are unloved as of lately and so are B shares. It may be a better time now to put on the trade long B, short A shares. There are some issues around Grifols leverage and some creative solutions to keeping it contained. The Covid-related antitakeover provisions issued by the Spanish Government mean that the voting rights are less valuable now. Moreover, the by-laws contain a poison pill that should significantly reduce the discount in case of a takeover attempt. The discount in Grifols B shares has averaged 28% since listing of the B shares in February 2016. I recommend setting up the trade long B shares (traded on Nasdaq), short A shares (traded in Madrid). The target is a 27% discount. Please note there is FX risk, which can be hedged.


The current discount in Atlas Copco AB (ATCOA SS) B shares vs. A shares is 15.2%  and seems to be on a widening trend.


On 10 May, Industrivärden divested its entire holding in SSAB AB (SSABA SS). Top shareholder is now LKAB (Luossavaara-Kiirunavaara Aktiebolag), a government owned Swedish mining company. LKAB is now consolidating its influence in SSAB "in order to take responsibility and ensure that the company continues to have a clear industrial ownership influence at a time when the steel industry is facing major change". On 7 June, LKAB communicated its increased holding in SSAB (16.0% of the votes and 10.5% of the capital). The discount has widened to 14.6% (vs. 11.3% by mid-July and 6.6% by mid-April). It seems the time to go long B shares/short A shares.






The discount in Volvo AB (VOLVB SS) B shares has slightly tightened since mid-June, from 2.7% to 1.6%. Still highest levels since January 2016.


The discount of non-voting Roche Holding AG (ROG SW) shares has widened to 9.3% (vs. 7.9% by mid-July). Shareholding seems very stable, so there is no reason for the voting shares to become dearer vs. the non-voting stock. Softbank has quietly purchased nearly $5 bn of non-voting shares, according to the FT.


The premium of Schindler Holding AG (SCHN SW) participation certificates to Schindler Holding shares is 5.3% (vs. 3.6% by mid-July and a discount by January). Like Roche, Schindler also seems on a widening trend.


The discount in Schroders PLC (SDR LN) non-voting stock vs. voting one reflects Schroders' corporate governance and the influence of family control (45.4% voting rights with a 36% economic interest). The discount has widened to 31.2% (vs. 28.4% by mid-July). I would maintain long non-voting/short voting shares on. I would maintain long non-voting/short voting shares on.




Please read on for table and charts.


Liquid Universe of European Ordinary and Preferred Shares: August Report

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Last Week in Event SPACE: SOHO China, Evergrande, Kerry Logistics, Milton, CBA, NTT

<p>In my previous insight <a href="https://www.smartkarma.com/insights/europcar-is-again-on-the-driving-seat" target="_blank" data-smartkarma-citation="insights:53577" rel="noopener">Europcar Is Again on the Driving Seat</a>, I recommended Long Europcar (TP €0.58, DCF based).</p>
<p>On 28 July, a consortium led by <a href="https://www.smartkarma.com/entities/volkswagen-ag-pref" target="_blank" data-smartkarma-citation="entities:734:1" rel="noopener">Volkswagen (Pref) (VOW3 GY)</a>, together with Attestor fund and Pon Holdings transport group, entered a tender offer support agreement setting T&amp;Cs for the acquisition of <a href="https://www.smartkarma.com/entities/europcar-mobility-group" target="_blank" data-smartkarma-citation="entities:21457:1" rel="noopener">Europcar Mobility Group (EUCAR FP)</a>.</p>
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<p>The offer is €0.50/share (vs. € 0.44/share on the offer discussed in June, c. 14% higher).</p>
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<p>The premium compared to the prior closing is c. 3% and implies valuing the group at around €2,500 mn. Volkswagen's intention is to regain a controlling stake in Europcar (Volkswagen sold Europcar in 2006 for €3,300 mn).</p>
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<p>There is a potential price supplement of €0.01 if a 90% squeeze-out threshold is reached by the deal's completion.</p>
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<p>The Board of Europcar "favourably welcomed" the planned deal.</p>
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<p>This deal is highly likely to close, in my view. <strong>Gross spread</strong> (to €0.51, including the success payment) is <strong>2.4%</strong>, c. 4.7% annualized, assuming deal closes in 6 months. Recommendation is <strong>long EUCAR FP</strong>.</p>
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In my previous insight Europcar Is Again on the Driving Seat, I recommended Long Europcar (TP €0.58, DCF based).
On 28 July, a consortium led by Volkswagen (Pref) (VOW3 GY), together with Attestor fund and Pon Holdings transport group, entered a tender offer support agreement setting T&amp;Cs for the acquisition of Europcar Mobility Group (EUCAR FP).


The offer is €0.50/share (vs. € 0.44/share on the offer discussed in June, c. 14% higher).


The premium compared to the prior closing is c. 3% and implies valuing the group at around €2,500 mn. Volkswagen's intention is to regain a controlling stake in Europcar (Volkswagen sold Europcar in 2006 for €3,300 mn).


There is a potential price supplement of €0.01 if a 90% squeeze-out threshold is reached by the deal's completion.


The Board of Europcar "favourably welcomed" the planned deal.



This deal is highly likely to close, in my view. Gross spread (to €0.51, including the success payment) is 2.4%, c. 4.7% annualized, assuming deal closes in 6 months. Recommendation is long EUCAR FP.


Founder & CEO Bond Angle, LLC, Bond Angle, LLC

Vicki Bryan

Founder & CEO Bond Angle, LLC

Bond Angle, LLC

Insightful commentary and analysis on bond markets and market movers, including financial, economic, and industry catalysts and management shenanigans. 

High yield market investment research

Credit

<p>Bloomberg reported that <strong><a href="https://www.smartkarma.com/entities/nikola-corp" target="_blank" data-smartkarma-citation="entities:29029:1" rel="noopener">Nikola Corp (NKLA US)</a></strong> ex <strong>CEO Trevor Milton</strong> has <a href="https://www.bloomberg.com/news/articles/2021-08-06/nikola-s-milton-turns-to-lawyers-who-defended-tesla-s-musk?sref=Q1XEaVVD" target="_blank" rel="noopener">hired the s</a><strong><a href="https://www.bloomberg.com/news/articles/2021-08-06/nikola-s-milton-turns-to-lawyers-who-defended-tesla-s-musk?sref=Q1XEaVVD" target="_blank" rel="noopener">ame lawyers</a> who defended <a href="https://www.smartkarma.com/entities/tesla-motors-inc" target="_blank" data-smartkarma-citation="entities:20279:1" rel="noopener">Tesla Motors (TSLA US)</a> CEO Elon Musk</strong> in his securities fraud conviction in <strong>2018</strong>.</p><p>He might also consider <strong>Jay Clayton</strong>.</p><p><strong>Few lawyers have been more helpful to Elon Musk than ex SEC chair Jay Clayton</strong>, given his astonishing leniency with Elon over his fake buyout of Tesla which cost investors <strong>$20 billion in evaporated market cap</strong>.</p>

Bloomberg reported that Nikola Corp (NKLA US) ex CEO Trevor Milton has hired the same lawyers who defended Tesla Motors (TSLA US) CEO Elon Musk in his securities fraud conviction in 2018.He might also consider Jay Clayton.Few lawyers have been more helpful to Elon Musk than ex SEC chair Jay Clayton, given his astonishing leniency with Elon over his fake buyout of Tesla which cost investors $20 billion in evaporated market cap.

Nikola's Milton Just Hired Elon's Lawyers

<p data-pm-context="[]"><strong><a href="https://www.smartkarma.com/entities/nikola-corp" target="_blank" data-smartkarma-citation="entities:29029:1" rel="noopener">Nikola Corp (NKLA US)</a> </strong>ousted <strong><a href="https://www.bloomberg.com/news/articles/2021-07-29/nikola-founder-charged-for-allegedly-misleading-investors?sref=Q1XEaVVD" target="_blank" rel="noopener">founder/CEO Trevor Milton was charged in federal court today with criminal and civil fraud</a></strong> for lying to investors for years about “nearly every aspect of the business” to juice the stock price.</p><p>This comes just two weeks after <strong><a href="https://www.smartkarma.com/entities/tesla-motors-inc" target="_blank" data-smartkarma-citation="entities:20279:1" rel="noopener">Tesla Motors (TSLA US)</a> CEO Elon Musk</strong> defended himself in court over his role in <a href="https://www.bloomberg.com/news/articles/2021-07-13/musk-keeps-temper-in-check-in-tesla-solarcity-trial-testimony?sref=Q1XEaVVD" target="_blank" rel="noopener">pushing Tesla in 2016 to buy SolarCity</a> for an insupportable <strong>$2 billion</strong> without revealing its <strong>near-bankruptcy distress</strong> in order to bail out his relatives who ran it. Tesla already paid <strong>$60 million</strong> last year to settle the case, but Musk, true to form, stubbornly resists any efforts to hold him accountable for just about anything, no matter the harm.</p><p>It could cost him $2 billion to refund the purchase price for SolarCity if he loses, and the Tesla shareholders suing have a credible case, but <strong>Musk is used to getting off without serious consequences.</strong></p><p>After all, he has defied courts, federal regulators, police, state and local government authorities for years with little more than a slap on the wrist.</p><p>But this year <strong>things have changed</strong>, whether Elon Musk realizes it yet <strong>or not</strong>.</p>

Nikola Corp (NKLA US) ousted founder/CEO Trevor Milton was charged in federal court today with criminal and civil fraud for lying to investors for years about “nearly every aspect of the business” to juice the stock price.This comes just two weeks after Tesla Motors (TSLA US) CEO Elon Musk defended himself in court over his role in pushing Tesla in 2016 to buy SolarCity for an insupportable $2 billion without revealing its near-bankruptcy distress in order to bail out his relatives who ran it. Tesla already paid $60 million last year to settle the case, but Musk, true to form, stubbornly resists any efforts to hold him accountable for just about anything, no matter the harm.It could cost him $2 billion to refund the purchase price for SolarCity if he loses, and the Tesla shareholders suing have a credible case, but Musk is used to getting off without serious consequences.After all, he has defied courts, federal regulators, police, state and local government authorities for years with little more than a slap on the wrist.But this year things have changed, whether Elon Musk realizes it yet or not.

Nikola's Ex CEO Trevor Milton Arrested for Lying to Investors. Some Ask, "What About Elon?"

Germany

Volkswagen AG manufactures and sells vehicles. The Company offers economy and luxury automobiles, sports cars, trucks, and commercial vehicles. Volkswagen serves customers worldwide.

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Volkswagen (Pref) (VOW3 GR)

Liquid Universe of European Ordinary and Preferred Shares: August Report

Spreads have generally tightened during the last five weeks, with some notorious exceptions like Roche and Volkswagen. It seems the time to put the...

Jesus Rodriguez Aguilar

Last Week in Event SPACE: SOHO China, Evergrande, Kerry Logistics, Milton, CBA, NTT

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

VW Consortium/Europcar: Spread

This deal is highly likely to close, in my view. Gross spread (to €0.51, including the success payment) is 2.4%, c. 4.7% annualized, assuming deal...

Jesus Rodriguez Aguilar

Nikola's Milton Just Hired Elon's Lawyers

Nikola's Trevor Milton has hired the same lawyers who defended Elon Musk in his securities fraud conviction in 2018. He might also consider ex SEC...

Vicki Bryan

Nikola's Ex CEO Trevor Milton Arrested for Lying to Investors. Some Ask, "What About Elon?"

Many of Milton's lies are very different vs tales Tesla CEO Elon Musk has told investors for years. Others seem troublingly similar. With new...

Vicki Bryan

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