Category

Australia

Daily Brief Australia: MACA Ltd, Resapp Health and more

By | Australia, Daily Briefs

In today’s briefing:

  • MACA: Thiess’ Unsurprising Bump. NRW’s Move, If Any
  • MACA’s Revised Thiess Offer Makes an NRW Rival Offer Increasingly Unlikely
  • ResApp’s Scheme Meeting on 7 September Still Faces Headcount Test Risk

MACA: Thiess’ Unsurprising Bump. NRW’s Move, If Any

By David Blennerhassett

  • Back on the 26th July, diversified contractor MACA Ltd (MLD AU) announced a friendly off-market cash offer from fellow contractor Thiess, at A$1.025/share, a 28.1% premium to the undisturbed price.
  • The Bidder’s Statement was dispatched on the 9 August. After rejecting NRW Holdings (NWH AU)‘s non-binding proposal (implied consideration of $1.085/share), MACA dispatched the Target Statement on the 25 August.
  • Thiess has now lifted its all-cash Offer to A$1.075/share – a 34.4% to undisturbed. MACA is trading marginally through the revised terms. The first closing date is the 12 September. 

MACA’s Revised Thiess Offer Makes an NRW Rival Offer Increasingly Unlikely

By Arun George

  • Theiss has improved its MACA Ltd (MLD AU) offer from A$1.025 to A$1.075 per share. The offer is conditional on 90% minimum acceptances, FIRB approval and no prescribed occurrences.
  • Theiss increased its shareholding to 15.90% of outstanding shares due to acceptances from MACA founders and directors. This is a stumbling block to a potential NRW Holdings (NWH AU) scheme. 
  • While the value of NRW’s default option remains higher than Thiess’ revised offer, it is increasingly unlikely that NRW will start a bidding war. 

ResApp’s Scheme Meeting on 7 September Still Faces Headcount Test Risk

By Arun George

  • Resapp Health (RAP AU)’s scheme meeting date has been set for 7 September. Pfizer Inc (PFE US)’s A$0.208 per share is its best and final offer.
  • The Board hoped that the threat of a discounted equity raise and Pfizer’s final offer would sway the retail shareholders’ NO vote camp. However, there remains a vocal NO camp.
  • The headcount test remains a key risk. The upside (9.5% spread to the offer) vs downside (likely equity raise at a huge discount) is an unfavourable risk/reward profile.

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Daily Brief Australia: Ramsay Health Care and more

By | Australia, Daily Briefs

In today’s briefing:

  • Ramsay and KKR’s Game of Cat and Mouse

Ramsay and KKR’s Game of Cat and Mouse

By Arun George

  • Ramsay Health Care (RHC AU) disclosed that the KKR & Co Inc (KKR US) consortium withdrew its indicative proposal but remains committed to the alternative proposal, which the Board earlier rejected. 
  • The alternative proposal, while inferior to the indicative proposal, is still attractive and better than the status quo of no deal. The Board will engage for an improved offer. 
  • The value gap between the parties is not huge, and a deal is possible. The upside (20% to alternative proposal) vs downside (-9% to undisturbed price) is worth a punt. 

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Daily Brief Australia: Ramsay Health Care, MACA Ltd and more

By | Australia, Daily Briefs

In today’s briefing:

  • Ramsay Keeps Door Ajar After KKR’s “Meaningful Inferior” Offer
  • MACA’s Target Statement Responds To Thiess’ Offer

Ramsay Keeps Door Ajar After KKR’s “Meaningful Inferior” Offer

By David Blennerhassett

  • KKR has all-but-abandoned its A$88/share cash offer for Ramsay Health Care (RHC AU),  Australia’s largest private hospital group.
  • KKR’s alternative proposal involves $88/share for the 5,000 RHC shares, followed by A$78.20/cash + 0.22 Ramsay Generale de Sante (GDS FP) shares thereafter – or an indicative value of A$84.93/share.
  • Despite announcing horrible annual results, Ramsay’s board considers the alternative proposal to be meaningfully inferior to the KKR’s indicative proposal of $88.00/share.

MACA’s Target Statement Responds To Thiess’ Offer

By David Blennerhassett

  • On the 26th July, diversified contractor MACA Ltd (MLD AU) announced a friendly off-market cash offer from fellow contractor Thiess, at A$1.025/share, a 28.1% premium to the previous close.
  • The Bidder’s Statement was dispatched on the 9 August. After rebuffing NRW Holdings (NWH AU)‘s non-binding proposal, MACA has now dispatched the Target Statement.
  • The IE deems the Offer, which remains subject to FIRB and ACCC approvals, to be fair. The first closing date is the 12 September. 

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Daily Brief Australia: Pendal Group, Ramsay Health Care, Imugene Ltd and more

By | Australia, Daily Briefs

In today’s briefing:

  • Pendal Group (PDL AU): Perpetual’s Bump Should Get the Deal Done
  • Ramsay’s Overdue Update on the KKR Proposal
  • Pendal Gets a Binding Offer from Perpetual
  • Pendal Enters Scheme With Perpetual
  • Imugene (IMU AU): Clinical Trial Continued to Advance; Cash Position Still Strong

Pendal Group (PDL AU): Perpetual’s Bump Should Get the Deal Done

By Brian Freitas

  • Pendal Group and Perpetual Ltd have entered into a SID where Pendal shareholders will receive 1 share of Perpetual for every 7.5 shares in Pendal, plus cash of A$1.976/share.
  • While this is a premium to the last close and undisturbed prices, it is a discount to longer term prices. The Pendal Board has unanimously recommended the offer though.
  • In the short-term expect short covering on Pendal Group (PDL AU) and increased shorts on Perpetual Ltd (PPT AU) as arbs step in to close the gap.

Ramsay’s Overdue Update on the KKR Proposal

By Arun George

  • Ramsay Health Care (RHC AU) notes that discussions with KKR are ongoing, but the indicative proposal is held up by due diligence access to Ramsay Generale de Sante (GDS FP).
  • KKR proposed an alternative proposal that the Board rejected as “meaningfully inferior.” KKR remains interested, and its shenanigans are likely a move to nudge down the price.
  • At the last close, the risk/reward profile is favourable as the downside due to a deal break (-3% estimated decline) is lower than the upside (+20%) to the indicative proposal.

Pendal Gets a Binding Offer from Perpetual

By Arun George

  • Pendal Group (PDL AU) entered a scheme implementation deed with Perpetual Ltd (PPT AU). The revised offer – scrip (1 Perpetual share for every 7.5 Pendal share) and cash (A$1.976).
  • The revised offer throws in an 18.3% higher cash component as a sweetener. The offer implies a healthy acquisition multiple compared to peers.
  • The offer is subject to shareholder and regulatory approvals. At the last close price, the gross spread to the current offer value of A$5.635 per share is 13.7%.

Pendal Enters Scheme With Perpetual

By David Blennerhassett

  • On the 4 April, asset manager Pendal (PDL AU)‘s board unanimously determined the indicative cash/scrip Offer proposal from Perpetual (PPT AU) undervalued the current and future value of the company.
  • Pendal And Perpetual have now entered into a SID such that Pendal shareholders will receive 1 Perpetual share for every 7.5 Pendal shares plus $1.976 cash for each Pendal share.
  • The negotiation clincher was the increase in the cash component by A$0.306/share. Should the deal complete, Pendal will hold 47% in the enlarged entity.

Imugene (IMU AU): Clinical Trial Continued to Advance; Cash Position Still Strong

By Tina Banerjee

  • Imugene Ltd (IMU AU) has recently dosed the first patient in cohort 3 in the phase 1 clinical trial of oncolytic virotherapy candidate, CHECKvacc for breast cancer.
  • As at June 30, 2022, Imugene had cash balance of A$99.9 million, providing a runway to support its clinical pipeline and operations into 2025. 
  • As the clinical trials progressing, the company has appointed an experienced life sciences CFO.

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Daily Brief Australia: Link Administration, PTB Group Ltd, Nearmap Ltd and more

By | Australia, Daily Briefs

In today’s briefing:

  • Link’s Scheme Approved but Time Running Out for Satisfying Conditions Precedent
  • PTB Group Enters Scheme With PAG
  • Nearmap Enters a SID with Thoma Bravo at A$2.10
  • Nearmap Inks Scheme With Thoma Bravo

Link’s Scheme Approved but Time Running Out for Satisfying Conditions Precedent

By Arun George

  • Shareholders approved the scheme at the scheme meeting. However, Link Administration (LNK AU) shares declined due to the slow progress in satisfaction of conditions precedent.
  • Key conditions precedent is ACCC, FIRB, UK’s FCA and Central Bank of Ireland approvals. The wording in the Chairman’s address on the conditions precedent is incrementally negative.
  • The downside to a deal break remains low. At the last close, the potential upside to the offer (10.1%) outweighs the downside (-3.8% to our A$4.21 price target).

PTB Group Enters Scheme With PAG

By David Blennerhassett

  • Late last week aviation engine repair play PTB Group Ltd (PTB AU) entered into a Scheme Implementation Deed (SID) with PAG Holding Corp.
  • PAG is offering $1.595/share, a 40.5% premium to last close.
  • Apart from PTB shareholder approval, PAG’s Offer requires FIRB. This looks done. PTB’s board unanimously recommends the Scheme.

Nearmap Enters a SID with Thoma Bravo at A$2.10

By Arun George

  • Nearmap Ltd (NEA AU) entered a scheme implementation deed (SID) with Thoma Bravo at A$2.10 per share, a 39.1% premium to the undisturbed price.
  • The offer price is attractive. The key conditions are shareholders and regulatory (FIRB & US antitrust) approvals. The scheme meeting is in November. 
  • At last close and for the end of November payment, the gross and annualised spread to the offer is 1.4% and 5.2%, respectively.

Nearmap Inks Scheme With Thoma Bravo

By David Blennerhassett

  • It was a curious thing Nearmap Ltd (NEA AU) agreeing to pay Thoma Bravo up to US$3mn if a transaction agreement did not result. Unless negotiations were well advanced.  
  • Mapping technology outfit Nearmap’s board has now unanimously backed Thoma Bravo’s A$2.10/share Offer by way of a Scheme of Arrangement. 
  • This is a done deal and accordingly, trading tight to terms.

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Daily Brief Australia: Link Administration, Nearmap Ltd and more

By | Australia, Daily Briefs

In today’s briefing:

  • Merger Arb Mondays (22 Aug) – Link, Alliance, Nearmap, Genex, Ramsay, Lifestyle, EVOC, Giordano
  • Weekly Deals Digest (21 Aug) – CTGDF, Frasers Hospitality, Nearmap, Alliance, Tassal, Yashili


Weekly Deals Digest (21 Aug) – CTGDF, Frasers Hospitality, Nearmap, Alliance, Tassal, Yashili

By Arun George


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Daily Brief Australia: Ptb Group Ltd, Cleanaway Waste Management and more

By | Australia, Daily Briefs

In today’s briefing:

  • PTB Group’s Binding Offer from PAG
  • Cleanaway Waste Management Placement – Accretive Acquisition Could Outweigh Weak Momentum

PTB Group’s Binding Offer from PAG

By Arun George

  • Ptb Group Ltd (PTB AU) entered a scheme implementation deed (SID) with Precision Aviation Group (PAG). The offer comprises A$1.595 + dividend up to A$0.03 per share (total of A$1.625).
  • The offer price is attractive. The key conditions are shareholder approvals and FIRB approval. The scheme meeting is on 16 November. 
  • This is a done deal. At last close and for the 2 December payment, the gross and annualised spread to the offer + div is 3.8% and 13.5%, respectively.

Cleanaway Waste Management Placement – Accretive Acquisition Could Outweigh Weak Momentum

By Clarence Chu

  • Cleanaway Waste Management (CWY AU) is looking to raise US$242m (A$350m) to fund its acquisition of Global Renewables Holdings (GRL) and for funding its Blueprint 2030 initiatives.
  • Cleanaway Waste Management (CWY) had recently released its update for the Blueprint 2030 initiative.  Short interest on the stock has been on the rise as well.
  • The deal is relatively large at 21.3 days of three month ADV, representing 6.3% of current mcap.

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Daily Brief Australia: Tassal and more

By | Australia, Daily Briefs

In today’s briefing:

  • Cooke Nets Tassal On Fourth Attempt
  • Tassal Recommends Cooke’s A$5.23 Offer

Cooke Nets Tassal On Fourth Attempt

By David Blennerhassett

  • Tasmanian salmon producer Tassal (TGR AU) and Canadian aquaculture play Cooke have entered into a Scheme at A$5.23/share. 
  • The revised Offer is Cooke’s fourth bid since late May, having initially pitched A$4.67/share. Cooke has been gradually building its stake and now holds 10.5%, up from 5.4% initially.  
  • This Offer is done and dusted. Tassal’s board unanimously recommends shareholders vote in favour of the Scheme.

Tassal Recommends Cooke’s A$5.23 Offer

By Arun George

  • Tassal (TGR AU) entered a scheme implementation deed with Cooke at A$5.23 per share, a 48.6% premium to the undisturbed price of A$3.52.
  • The offer price is an all-time share price high. The scheme is not subject to due diligence or a financing condition. Cooke also noted that it had received FIRB approval.
  • This is a done deal. At last close and for year-end payment, the gross and annualised spread to the offer is 1.8% and 4.6%, respectively.

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Daily Brief Australia: Nearmap Ltd, Sayona Mining, Australia and New Zealand Banking Group (ANZ), Telix Pharmaceuticals and more

By | Australia, Daily Briefs

In today’s briefing:

  • Nearmap’s A$2.10 Per Share Indicative Offer from Thoma Bravo
  • S&P/​​​​ASX Index Rebalance Preview: Adds Outperform Deletes As Review Period End Nears
  • ANZ Renounceable Entitlement Offer – Could Be a Relatively Large (A$550-750m) Retail Shortfall
  • Telix Pharmaceuticals (TLX AU): Illuccix Launched in US; Large Market Opportunity; Potential to Grow
  • Nearmap: Thoma Bravo’s Bird’s Eye View

Nearmap’s A$2.10 Per Share Indicative Offer from Thoma Bravo

By Arun George

  • Nearmap Ltd (NEA AU) disclosed a non-binding indicative offer of A$2.10 per share from Thoma Bravo. The offer price represents a 39.1% premium to the last trading day price.
  • Thoma Bravo has secured a 7-day exclusivity to firm up an offer. Thoma Bravo is a credible bidder and agreed to acquire Ping Identity Holding Corp (PING US) last week. 
  • Nearmap also revealed other non-binding expressions of interest. The exclusivity could flush out other bids. We think that offer is reasonable. At the last close, the gross spread is 11.4%.

S&P/​​​​ASX Index Rebalance Preview: Adds Outperform Deletes As Review Period End Nears

By Brian Freitas

  • There are 4 trading days to go in the review period for the September rebalance of the S&P/ASX indices. Announcement is on 2 September with implementation on 16 September.
  • There could be 6 changes to the S&P/ASX 200 (AS51 INDEX), increasing to 8 if AVZ Minerals (AVZ AU) continues to be halted and if Link Administration (LNK) is privatised.
  • The potential adds have outperformed the potential deletes over the last month. Short interest has increased on a few potential deletes. There will be pre-positions built up.

ANZ Renounceable Entitlement Offer – Could Be a Relatively Large (A$550-750m) Retail Shortfall

By Sumeet Singh

  • ANZ announced a US$2.4bn (A$3.5bn) raising via a renounceable entitlement offer to part fund the purchase of Suncorp Bank in Jul 2022.
  • The institutional part of the entitlement offer saw a strong take up and the shares have held up well since the deal was announced.
  • In this note, we will talk about the upcoming retail shortfall bookbuild and other updates since our last note.

Telix Pharmaceuticals (TLX AU): Illuccix Launched in US; Large Market Opportunity; Potential to Grow

By Tina Banerjee

  • Telix Pharmaceuticals (TLX AU) has launched its prostate cancer imaging product, Illuccix in the U.S. in April 2022. The U.S. total addressable market value is estimated at $750 million.    
  • The U.S. commercial launch of Illuccix is off to a strong start. Illuccix generated revenue of $13.6 million in the U.S. in the ten weeks following first commercial sales.
  • Telix is progressing marketing authorization applications for Illuccix in Europe and Canada. The company’s partners are advancing toward Illuccix launch in China and South Korea.

Nearmap: Thoma Bravo’s Bird’s Eye View

By David Blennerhassett

  • Mapping technology outfit Nearmap Ltd (NEA AU) has fielded a non-binding indicative offer from San Francisco-based PE firm Thoma Bravo.
  • Thoma Bravo is offering A$2.10/share, a 39% premium to last close, and an 83% premium to when Nearmap was first approached in early July. 
  • Due diligence is at an advanced stage. Curiously, Nearmap has agreed to pay Thoma Bravo up to US$3mn if a transaction agreement does not result.

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Daily Brief Australia: Piedmont Lithium and more

By | Australia, Daily Briefs

In today’s briefing:

  • S&P/​​​​​​​ASX Quiddity Leaderboard Sep 2022: Potential Last Minute Surprises

S&P/​​​​​​​ASX Quiddity Leaderboard Sep 2022: Potential Last Minute Surprises

By Janaghan Jeyakumar, CFA

  • With the Reference Period for the September 2022 Rebalance nearing its end, we take a final look at the potential index changes for ASX 300, 200, 100, 50, and 20.
  • AVZ Minerals (AVZ AU) and Firefinch Ltd (FFX AU) are both members of the ASX Index family and are currently suspended from trading. There could be index consequences here.
  • Based on current data, I expect 7 ADDs/DELs for the ASX 200 Index and 22 ADDs and 18 DELs for the ASX 300 Index.

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