Daily BriefsEvent-Driven

Daily Brief Event-Driven: ESR Group (1821 HK): Offer Musings and more

In today’s briefing:

  • ESR Group (1821 HK): Offer Musings
  • ESR Group (1821 HK): Starwood Capital and SSW Partners Gauging a Privatisation Bid
  • Blackstone to Take I’rom (2372 JP) Private in MBO at ¥2800/Share (49% Premium)
  • Aozora (8304) – Daiwa Securities Group (8601) Tie-Up – Daiwa To Buy 15+%
  • Toppan Printing (7911) Accelerates Buyback Pace and Amount; But Crossholder Sales Lurk
  • Luxottica Buys Washin Optical, Paris Miki Next?
  • Softbank (9984 JP): Has Group NAV Peaked?
  • CSI Medical Service Index Rebalance Preview: Repeat of the December Rebal Could See Big Gains
  • I’rom Group (2372 JP): Blackstone-Sponsored Pre-Conditional MBO at JPY2,800
  • A Comparison Between Ecopro Materials & HD Hyundai Marine Solution Post IPO


ESR Group (1821 HK): Offer Musings

By David Blennerhassett

  • Back in February this year, various media sources reported that the key shareholders of warehouse/fund management play ESR Group (1821 HK), were exploring options, including a privatisation.
  • Long-Term holders Warburg Pincus and Canadian pension fund OMERS hold 14% and 10.7% respectively. ESR co-founders/directors Jeffrey Shen, Stuart Gibson, Charles de Portes, and Hwee Chiang collectively hold another ~23%.
  • Shares in ESR were suspended this morning “pursuant to the Hong Kong Code on Takeovers and Mergers“.

ESR Group (1821 HK): Starwood Capital and SSW Partners Gauging a Privatisation Bid

By Arun George

  • ESR Group (1821 HK) is on a trading halt. Press reports suggest a consortium featuring Starwood Capital Group and SSW Partners is considering a buyout.
  • Starwood and SSW are approaching other shareholders to join the consortium. The other members are likely Warburg Pincus, OMERS, Jinchu Shen, and Hwee Chiang Lim.
  • The offer is likely to be structured as a Cayman privatisation scheme. Our best guess is that an offer of at least HK$14.00 per share would be needed. 

Blackstone to Take I’rom (2372 JP) Private in MBO at ¥2800/Share (49% Premium)

By Travis Lundy

  • Today SMO and CRO operator I’Rom Group (2372 JP) announced an MBO where Blackstone would be the sponsor.
  • From outward appearances, it would seem to be an estate management exercise. It’s not particularly rich as a bid, but it isn’t awful. 
  • I expect this gets done as Mori-san and family and friends appear to have 58% going in. Expected to start in June.

Aozora (8304) – Daiwa Securities Group (8601) Tie-Up – Daiwa To Buy 15+%

By Travis Lundy

  • Pre-Open on February 1 2024, Aozora Bank Ltd (8304 JP) announced writedowns and a forecast revision, lowering full-year net profit expectations from +¥24bn to -¥28bn.
  • Shares which had been trading relatively richly (and heavily shorted) fell sharply over the following days, then noted activist Murakami-san started buying in. Then he bought more and went silent.
  • Today, Aozora reported full-year earnings – much worse than expected and Mar25 guidance lower than already low Street estimates. And they are selling 15% stake to Daiwa Securities Group. Oof!

Toppan Printing (7911) Accelerates Buyback Pace and Amount; But Crossholder Sales Lurk

By Travis Lundy

  • Toppan Printing (7911 JP) established a new Medium-Term Management Plan with targets in May 2023. 8% ROE, PBR >1.0x. More DX business. More management modernisation. More ESG. Mooooarrrrr!
  • They also promised capital measures: ¥100bn of buybacks over three years. Total shareholder return of 50%+ over three years. More progress in selling down cross-holdings. 
  • Today the company reported better-than expected full-year revenues, OP, and Net Profit, added more to the buybacks, and shortened the buyback period to two years. Details matter.

Luxottica Buys Washin Optical, Paris Miki Next?

By Michael Causton

  • EssilorLuxottica has always played a long game in Japan but since 2018 the eyewear giant has been investing in local production and a growing store network.
  • As reported by Mark Chadwick,Travis Lundy and myself, Luxottica has a stake in Paris Miki Holdings (7455 JP) and the Japanese firm is a key strategic interest for EssilorLuxottica.
  • That Luxottica is increasing its investments in Japan retail through acquisition is evidenced by its takeover of Washin Optical, a 70-store eyewear chain, last month.

Softbank (9984 JP): Has Group NAV Peaked?

By Victor Galliano

  • Arm’s valuation has driven the group NAV to a new high at fiscal year-end in March; with Arm accounting for 45% of group equity value, NAV downside risk is high
  • JPY depreciation has been NAV supportive, but this could reverse; SVF2 remains very exposed to financing costs, with 87% of its equity value in private companies
  • Softbank shares trade at a 57% discount to the estimated NAV; yet the downside risks to Arm’s valuation, along with SVF2 valuation headwinds, should keep the discount wide

CSI Medical Service Index Rebalance Preview: Repeat of the December Rebal Could See Big Gains

By Brian Freitas

  • The review period ended on 30 April, there are just over 2 weeks to announcement of the changes, and implementation will be done at the close on 14 June.
  • We forecast 5 potential changes for the index in June where there could be buying of 1.6-2.6x ADV on the adds and selling of 0.7-2.6x ADV on the deletes.
  • At the December 2023 rebalance, the adds outperformed the deletes in the weeks prior to announcement of the changes and then spiked post-announcement. Repeat this time?

I’rom Group (2372 JP): Blackstone-Sponsored Pre-Conditional MBO at JPY2,800

By Arun George

  • I’Rom Group (2372 JP) recommended a Blackstone (BX US)-sponsored pre-conditional MBO at JPY2,800, a 49.5% premium to the undisturbed price. 
  • Approvals under the competition laws of Japan and Australia are a precondition. The tender offer is expected to start in mid-June.
  • The offer is attractive and requires a 37% minority acceptance rate. While the timing of regulatory approvals is a risk, the transaction is a done deal.

A Comparison Between Ecopro Materials & HD Hyundai Marine Solution Post IPO

By Douglas Kim

  • In this insight, we make comparisons between EcoPro Materials (450080 KS) and HD Hyundai Marine Solution (443060 KS) post their IPOs
  • Ecopro Materials’ share price is likely to face continued weakness, especially with the potential for a major block deal sale by BRV Capital and end of the lock up period.
  • We believe that HD Hyundai Marine Solution’s share price has surged above its intrinsic value. More insiders are likely to start selling HD Hyundai Marine Solution in the coming months.

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