Australia

• Upworth, an Australian fintech company that aims to democratise money management for all, has completed its AUD 1 million (US$650,000) funding round from unnamed business angels and entrepreneurs.
• Founded by Alexandre Chavotier (CEO), Carlos Rios (CTO), and Maxime Chaury (COO & CMO), Sydney-headquartered Upworth provides an online platform to empower users with tools to track all their assets and liabilities in one place, plan their financial independence and grow their wealth.
• Also Read: A penny saved is a penny earned: How Vircle cultivates money-smart kids All customer data is stored in Australia, and the data exchanges are subject to AES-256 military-grade encryption protocols.

• Comms Group Ltd (ASX:CCG), a global IT and communications services group, has provided some updated trading commentary as part of its AGM presentation.
• Unaudited Q1 FY24 revenue was $13.6m, 50% of our H1 FY24 estimate, and unaudited EBITDA $1.5m, 50% of our H1 FY24 EBITDA estimate, placing RaaS H1 FY24 estimates on track.
• Large opportunities are expected to close in the Global division over coming quarters, and along with additional Vodafone revenue is expected to boost the H2 FY24 result. 

• Pureprofile Ltd (ASX:PPL) is a data analytics and consumer insights company underpinned by proprietary technology, servicing business decision makers in brands and media companies as well as market researchers.
• At the company’s AGM yesterday, management provided guidance for FY24 revenue and EBITDA margin.
• The revenue guidance range is for $46m to $51m while the EBITDA margin guidance range is from 7% to 9%, including the impact of cash-based short-term performance incentives for key executives and personnel. 

• QANTM Intellectual Property Ltd (ASX:QIP) owns a group of intellectual property (IP) services businesses operating under the independent brands of Davies Collison Cave (DCC), FPA Patent Attorneys, and Sortify.tm.
• It is a major player in the mature and regulated Australian patent, trade marks and IP legal services market, and has a diversified mix of local and foreign clients (~45%/55% split; ~50% US$ revenue).
• The company has provided a trading update at its annual general meeting (AGM) noting that revenue and earnings (EBITDA) to the end of October were well ahead of last year and ahead of budget. 

• We summarise the latest spreads and newsflow of merger arb situations we cover across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Philippines, Thailand and Chinese ADRs.
• Highest spreads  Eoflow (294090 KS), 111 Inc (YI US), Taisho Pharmaceutical Holdin (4581 JP), Healius (HLS AU), Irc Ltd (1029 HK), Hollysys Automation Technologies (HOLI US), Origin Energy (ORG AU).
• Lowest spreads – Azure Minerals (AZS AU), Toyo Construction (1890 JP), Tietto Minerals Ltd (TIE AU), Pact Group Holdings (PGH AU), IJTT Co., Ltd. (7315 JP). 

• I tally 39 – mostly firm, mostly Asia-Pac – transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.
• One new deal discussed on Smartkarma this week: Taisho Pharmaceutical Holding (4581 JP)‘s MBO. 
• Key updates on:  Origin Energy (ORG AU), Healius (HLS AU), OreCorp (ORR AU), Haitong Int’l (665 HK), JSR Corp (4185 JP), Eoflow (294090 KS), T&K TOKA, and Hollysys (HOLI US).

• On the 6 August, Canada’s Silvercorp (SVM CN) offered shareholders of Western Australian-based miner OreCorp (ORR AU) A$0.15 in cash and 0.0967 new Silvercorp shares, by way of a Scheme.
• The Scheme Booklet was despatched on the 6 November with a Scheme Meeting on the 8 December. The IE viewed terms as fair. 
• Silvercorp has now bumped the cash terms to $0.19/share from $0.15/share. All other terms remain unchanged. Tim Goyder (5.14%) is now supportive. Done and done. 

• Origin Energy (ORG AU)‘s Scheme vote today was always going to be a tenuous affair with AusSuper’s ~17.5% blocking stake, and Perpetual also firmly in the “against” camp. 
• The Scheme meeting has now been adjourned. Origin said that based on the proxy votes, it was unlikely the Scheme would have achieved the required 75% approval by shareholders.
• In addition, the Brookfield-led consortium has pitched a alternative non-binding and indicative proposal which Origin views as inferior to the existing Scheme, and has significant reservations as to its complexity.

• Origin Energy (ORG AU) has postponed its scheme meeting to 4 December after it received a non-binding indicative proposal from Brookfield/EIG to amend the current scheme.
• The Board admitted the current scheme was likely to be voted down if the meeting was held today. The alternative transaction structure will struggle to gain shareholder support.
• If Brookfield/EIG walks, the share price will fall, at least in the short term. We think a reasonable deal break price is A$7.40, an 11% downside to the last close.

• Orecorp Ltd (ORR AU) has disclosed a revised offer from Silvercorp Metals (SVM US) at A$0.19 cash per share and 0.0967 SVM shares per ORR share.
• The revised offer was necessitated due to the decline in SVM shares. Since 7 August, the revised offer is, on average, 7.8% higher than the previous offer.
• Directors and irrevocables represent around 20% of voting rights. The revised offer should help the scheme get up. At the last close, the gross spread was 8.6%.

• Amaero International Ltd (ASX:3DA) is a global specialist in advanced materials manufacturing for the defence, aerospace, and other industrial sectors.
• The company is developing a 1,000+-tonne-a-year critical metals alloy powder manufacturing facility in Tennessee, USA with its initial focus on producing refractory alloy powder, C103, a critical metal powder used in hypersonics weaponry.
• The company has raised A$10m from new and existing institutional and sophisticated shareholders at $0.16/share, representing a 15.8% discount to the last traded price prior to the raise. 

SenSen has won a major contract with Australia’s National Heavy Vehicle Regulator (NHVR), generating A$1.5m in upfront revenue and c A$500,000 in annual recurring revenue. This is a major scale-up with an existing customer, providing important validation of both SenSen’s technology and its ‘land and expand’ strategy, while retaining significant upsell potential through expanding deployments across other NHVR jurisdictions. The deal provides good support for our FY24 forecasts and strengthens the company’s prospects for delivering sustained, scalable growth.

• There could be 3 changes for the S&P/ASX 200 (AS51 INDEX) in December. There are unlikely to be any changes for indices higher up the hierarchy.
• Passive trackers will need to buy between 7-11 days of ADV in the inclusions while the impact on the deletions will be larger at between 11-23 days of ADV.
• Short interest has decreased on the potential inclusions and increased on the potential deletions. There is significant pre-positioning on some of the stocks.

• Lakes Blue Energy NL (ASX:LKO) is a junior energy explorer with assets across southern and eastern Australia (and PNG).
• Having secured a farm-in deal, the company is set to return to exploration with the high-graded Enterprise North prospect set for drilling in H2 2024 subject to securing the requisite regulatory approvals.
• The success case of Enterprise North can also add material look-through upside to other Victorian opportunities. 

• Wrkr Ltd (ASX:WRK) offers compliance solutions for Australian superannuation contributions and payroll including member onboarding, super payments, messaging and employee validation.
• New AGM commentary is guiding FY24 revenue to $9m-$10m (RaaS $10.2m), which includes forecast SMSF Hub revenue in-line with RaaS at ~$800k and higher interest income, boosted by the recent RBA rate increase.
• While the onboarding of a ‘significant fund’ client of Link is expected ‘within weeks’ we have little in the way of transactional revenue in FY24, just implementation revenue. 

• The S&P/ASX 200 INDEX closed up last week (CC=+1), currently uptrending, but the rally is weak, there is a chance that it could fall already this week and close down.
• The index has reached Q2 resistance, that’s the area where the index starts to be OVERBOUGHT, based on the current pattern.
• We see a potential pullback between -1% and -2% from current levels, across 1-2 weeks, this would bring the index down to the 6990-6920 support area. 

• Back on the 20 March, Australian Clinical Labs (ACL AU) announced a merger proposal for Healius (HLS AU), the completion of which would create Australia’s largest pathology provider.
• In its Target Statement on the 4 May, Healius’ board unanimously recommended that Healius shareholders reject the Offer. A forthcoming ACCC decision may also conclude a merger is verboten. 
• Now Healius has announced a “capital restructure reset” via issuing new shares at $1.20/share, a hefty 34.6% discount to last close. This breaches a number of prescribed occurrences. 

• The Origin Energy (ORG AU) scheme vote is on 23 November. Brookfield/EIG’s best and final offer is A$6.59 and US$1.86 per share, currently worth A$9.45.
• With AusSuper reportedly increasing its stake past 17% on Friday, the scheme vote remains too close to call. Brookfield/EIG will need a large YES vote turnout for a successful vote.
• If the scheme is voted down, there are mainly three Plan Bs – Brookfield/EIG’s alternate transaction structure, Board-initiated strategic review or maintaining the status quo.

• Steadfast (SDF AU) is looking to raise around A$280m (US$180m) to fund the acquisition of Sure Insurance, and provide headroom for potentially additional acquisitions over the year.
• SDF has undertaken a number of capital raises in the past to similarly fund its active acquisition strategy. Overall, the firm’s past deal record has been strong.
• In this note, we will talk about the acquisition and run the deal through our ECM framework.

• Karoon Energy Ltd (KAR AU) seeks to raise approximately A$170m (US$110m) through its primary placement.
• The deal is a large one to digest at 28.5 days of three month ADV and 14.1% of current mcap. 
• In this note, we will talk about the placement and run the deal through our ECM framework.