Australia

• Estia Health (EHE AU) has received a revised non-binding indicative proposal from Bain Capital at A$3.20 per share, a 6.7% premium to the previously rejected offer of A$3.00 per share.
• The revised offer is attractive in comparison to historical share prices and multiples. The offer is also attractive in comparison to the Japara Healthcare (JHC AU) precedent transaction.   
• Bain has been granted exclusive due diligence. Bain’s reengagement suggests a committed bidder. Expect a binding offer. At the last close, the gross spread is 10.3%.

• On the 23 March, aged care provider Estia Health (EHE AU) announced Bain Capital’s $3.00/share non-binding proposal. 12 days later, Estia rejected this indicative Offer. 
• Bain has returned with a A$3.20/share proposal, inclusive of a fully franked dividend up to A$0.12/share. A process deed has been entered into, and exclusive due diligence has been granted. 
• Trading at a gross spread of 10.7% with an indicative completion in early 4Q23.

• Redox (RDX AU), a chemical and ingredients distributor, is looking to raise around US$270m in its Australia IPO. 
• In 2022 it was ranked as the largest chemicals and ingredients distributor in Australia, as well as the 13th largest in the Asia Pacific region and the 35th largest worldwide.
• In this note, we will look at the company’s past performance.

Respiri’s recent investor presentation recapped management’s strategic rationale for and the merits of the company’s proposed acquisition of Access Managed Services, its US remote patient monitoring (RPM) and chronic care management partner. We maintain that the acquisition will provide further impetus to Respiri’s US commercialisation plans for wheezo, diversify the company’s operations and expand the addressable market. Importantly, the post-acquisition RPM monthly annuity will rise to US$70–100 from US$10–20 per patient, allowing break-even to be reached at 9,000 patients (by end-CY24) versus 30,000 patients previously, a target we see as more achievable. The decision to pay out the US$3m deal consideration over three milestone-linked tranches is also sound, tempering the financing risk, in our opinion. We will present our revised estimates and valuation following the deal closure, which we expect by early July 2023.

• Media reports indicate that Austal Ltd (ASB AU) is in the crosshairs of investors looking to take the company private.
• In an announcement, Austal Ltd (ASB AU) said it is regularly involved in discussion with strategic parties to create value for shareholders.
• The recent large contract from the US Navy, potentially more contracts in the pipeline and a weak AUD could result in investors paying up to take the company private.

• Carly Holdings Limited (ASX:CL8) operates a vehicle subscription business, which it launched in March 2019.
• Car subscription allows business and retail customers to pay a single monthly fee to access a car for 30 days or more and is an alternative to purchasing or financing a vehicle.
• Carly has attracted larger automotive industry businesses as shareholders, with a model that facilitates sales volumes of new vehicles and delivers a new recurring revenue stream for automotive manufacturers and dealers. 

Paradigm is focused on the development of injectable pentosan polysulfate (iPPS) for the treatment of osteoarthritis (OA). While the company has several active human clinical trials, it is also assessing iPPS in a canine model due to the similarities in disease biology. Furthermore, since dogs have a shorter lifespan than humans, the full progression of the condition can be assessed over a condensed period. Management believes that this could be advantageous in evaluating the disease-modifying OA drug (DMOAD) status of iPPS, a key goal for Paradigm. The latest data show that iPPS demonstrates durable effects on pain, function and cartilage volume in the canine OA model at the three-year human equivalent time point (canine 26 weeks). These positive results add to a growing data package to support iPPS as a potential DMOAD. Paradigm intends to present this to the FDA and EMA in H2 CY23, and the outcome of these discussions could represent a significant catalyst for the company, in our view.

• I am not a tax advisor and I do not play one on TV but it is a subject of interest in Australia, as an AFR article last year shows.
• The general gist of the idea is that retail investors in Australia will take gains on things which run up in price, or get taken over, then look for losses.
• Below I present a study using data from 2012-2022 of how a basket portfolio trade might work.

Incannex, an Australian-based biotech, has several active studies investigating cannabinoid combinations for a range of conditions, but is also focused on assessing psilocybin for the treatment of generalized anxiety disorder (GAD). In the psychedelics space, Incannex’s ongoing Phase II trial (Psi-GAD) received an encouraging interim review in March 2023, and we see the completion of the study in Q4 CY23 as a significant catalyst. Incannex has also recently announced developments in its psychedelic clinics business through its subsidiary Clarion Clinics Group. In this note, we provide an overview of psychedelics as therapeutics, the GAD market, and Incannex’s position in the emerging field of psychedelic-based therapies. Our valuation for Incannex stands at US$750.7m or US$11.83 per ADR (vs US$745.8m or US$11.75 per ADR previously).

• The review period for the June rebalance ended on 31 May. Announcement of the changes will be made on 9 June with implementation at the close on 16 June.
• There could be 3 or 4 A-share additions due to their inclusion in Northbound Stock Connect. That in turn expands the index universe and could result in 2-3 deletions.
• If there are 4 adds and 2 deletes at the June rebalance, estimated one-way turnover at the rebalance will be 13.4% and will result in a one-way trade of US$81m.

• Schrole Group Ltd (ASX:SCL) is an Australian software company focused on providing human resource technology solutions to the international education and training sector.
• Schrole has developed a suite of five HR Software-as-a-Service (SaaS) offerings including the core product, Schrole Connect, a SaaS-based staff recruitment platform.
• Schrole Group has held its CY22 annual general meeting in Perth, noting that it has an ambition of reaching a 25% share of the international schools’ HR SaaS market in the medium term. 

• Unchanged outlook commentary versus February 23 results commentary: QIP expects continued organic growth and  underlying EBITDA margin improvement.
• Increased sense of urgency around transformation programme execution with IP management platform upgrades and redundant data centre commissioning scheduled in coming months.
• Reiteration of EBITDA margin target of low 30s medium term versus  c. 27% currently.

• Sayona Mining (SYA AU) is looking to raise around US$129m in its primary follow-on offering. Proceeds will be used for CAPEX needs and working capital, amongst others. 
• The deal is a slightly large one to digest at 17.9 days of ADV and 12.1% dilution.
• In this note, we will talk about the deal dynamics and run the deal through our ECM framework.

AFT Pharmaceuticals reported another strong fiscal year, capping off three consecutive years of double-digit top-line growth. FY23 revenues of NZ$156.6m grew 20.2% year-on-year. As expected, top-line growth was H2 weighted, with a c 38% sequential improvement in H223 over H123 attributed primarily to new launches in Australia (revenue up c 61% over H123 in the region). Margins, however, were affected by lower licensing income and higher product launch marketing spend (operating margin of 12.6% vs 15.6% in FY22). We expect management to achieve the stated revenue target of NZ$200m in FY25, supported by higher marketing spends that will put some pressure on margins in the near term (FY24 operating profit guidance of NZ$22–24m). Management also announced a maiden dividend of 1.1c/share (payable in July 2023), although the payout (c 11%) is lower than the initial target of 20–30%. Accordingly, our valuation adjusts to NZ$644m or NZ$6.14/share from NZ$6.34/share previously.

• Silk Laser Australia (SLA AU) disclosed a non-binding indicative offer from EC Healthcare (2138 HK) at A$3.35 per share, a 6.3% premium to Wesfarmers Ltd (WES AU)’s offer of A$3.15.
• The Board has concluded that EC Healthcare’s offer is superior. Wesfarmers has matching rights which expire on 30 May. 
• Wesfarmers has the balance sheet and synergies to bump its offer. However, it is uncertain if EC Healthcare can engage in a bidding war due to a modest balance sheet.

• Back on the 19 April,  Silk Laser Australia (SLA AU), an operator of specialist clinic networks across Australia, announced a $3.15/share NBIO from Wesfarmers Ltd (WES AU).
• Wesfarmers was granted 30 business days to undertake due diligence on an exclusive basis. Ahead of that expiry, EC Healthcare (2138 HK) has crashed the party with a $3.35/share NBIO.
• Silk’s board considers ECH’s proposal to be superior. Wesfarmers has five business days to respond. I expect they will. 

In a strategic push of its US commercialisation strategy, Respiri has announced the proposed acquisition of Access Managed Services, its US remote patient monitoring (RPM) and chronic care management partner, for a cash consideration of up to US$3m (A$4.5m). We expect the acquisition to afford Respiri greater oversight of operations and sales and marketing efforts, potentially reducing sales cycles and expediting patient onboarding. The acquisition will also result in the RPM recurring revenue increasing to US$70–100 from US$10–20 per patient, although we note Respiri will cease to recognise revenue from device sales and operating expenses will likely trend higher. Management now guides for break-even to be achieved at 9,000 patients (by end CY24) vs 30,000–40,000 patients previously. The acquisition will be funded by a A$6.5m capital raise, including A$4.5m in convertible notes and a A$2m equity offer. We will update our model and estimates following the fund-raise and deal closure.

• Ansell Ltd (ANN AU) reported weak H1FY23 result. Strong growth in industrial more than offset by lower healthcare sales leading to 11.5% overall revenue decline on an organic constant currency-basis.
• Healthcare business sales declined 21.9% YoY on an organic constant currency-basis, mainly dragged by a 38% YoY decline in examination/single-use glove revenue with reductions in both price and volume.
• Ansell has revised FY23 EPS guidance downward to $1.10–1.20 (down 21% YoY at mid-point) from $1.15–1.35 earlier, reflecting market condition in healthcare GBU.

Vection Technologies recently announced the integration of ChatGPT into its flagship product, 3D Frame, enabling the creation of an artificial intelligence (AI) assistant within three dimensional (3D) and virtual reality (VR) environments. We believe this is a good example of an enterprise quickly integrating third-party AI to deliver a significant enhancement to its existing products within a timescale (and budget) that was unimaginable 12 months ago.