Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

HK Type 4 license through Ballingal Investment Advisors Ltd. 

I'm a highly experienced sell-side analyst with in excess of 22 years of covering Asia Pacific equities, the past 19 years immersed in event strategies encompassing M&A risk arbitrage, directional long/short, stub trades and restructuring.  

My background also includes accountancy (liquidation/bankruptcy/receivership) earlier in my career and as a chief financial officer of a global commodity company based in the US and Mexico.

Pan-Asia Catalysts/Events

Vitalharvest (VTH AU): Roc Blinks, And Bumps

Vitalharvest (VTH AU): Bumpity Bumpity Berry Bidding

Vitalharvest (VTH AU): Macquarie Doesn't See A Lemon

Quiddity Advisors

Event-Driven

Vitalharvest Freehold Trust / Event-Driven

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<p>On the 9 November, <a href="https://www.smartkarma.com/entities/vitalharvest-freehold-trust" target="_blank" data-smartkarma-citation="entities:29120:1" rel="noopener">Vitalharvest Freehold Trust (VTH AU)</a>, owner of one of Australia's largest aggregations of citrus and berry farms, <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02306235-3A554957?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">received</a> an all-cash cash Offer of $1.00/unit from Macquarie Infrastructure and Real Assets (MIRA), by way of a Scheme. Should the Scheme <em>not</em> be approved by unitholders, MIRA is offering to buy all of VTH's assets for A$300mn in cash, which requires a reduced shareholder approval threshold.</p>
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<p>The outcome of MIRA's Offer hinged on support from <a href="https://www.smartkarma.com/entities/primewest-group-ltd" target="_blank" data-smartkarma-citation="entities:29103:1" rel="noopener">Primewest Group Ltd (PWG AU)</a>, then holding 19.9% of units out. </p>
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<p>On the 17 November, Macquarie Agricultural Funds Management (MAFM) and VTH entered into a <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02309943_PS-3A555619?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">SID</a>,  for A$1.00/unit. The SID covered both the Scheme and asset sale, wherein the distribution was expected to be equivalent under either outcome. Subject to a superior proposal, Primewest said it would support MAFM's Offer.</p>
<p>On the 1 February, an agreement was reached whereby MAFM would pay an additional A$0.025/share from rent received in the first half the year up to 31 December. The combined value of the distribution - be it under the Scheme or the asset sale - would be A$1.025/share. </p>
<p>25 days later, VTH announced a non-binding <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02347268-3A562484?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">Offer</a> from Roc Private Equity of A$1.08/share by way of a Scheme, which also incorporates an asset sale component in a similar vein to that of MAFM's. VTH said it had <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02350149-3A563012?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">assessed</a> the proposal and determined that it would be reasonably likely to result in a superior proposal. The unitholder meeting to vote on MAFM's offer, initially to be held on the 4 March, was subsequently postponed.</p>
<p>Although VTH had not been able to determine whether the Roc proposal was in fact a superior proposal, MAFM's "matching rights" under the SID were triggered.</p>
<p>MAFM has now <a href="https://www.asx.com.au/asxpdf/20210311/pdf/44tkfcwkr3hm7c.pdf" target="_blank" rel="noopener">matched</a> Roc's Offer of A$1.08/share, plus extended the payment of the A$0.025/share dividend. </p>
<p>VTH's responsible entity (Perpetual) recommends unitholders to vote in favour of MAFM's Scheme, in the absence of a superior Offer.</p>
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<p>More below the fold.</p>


On the 9 November, Vitalharvest Freehold Trust (VTH AU), owner of one of Australia's largest aggregations of citrus and berry farms, received an all-cash cash Offer of $1.00/unit from Macquarie Infrastructure and Real Assets (MIRA), by way of a Scheme. Should the Scheme not be approved by unitholders, MIRA is offering to buy all of VTH's assets for A$300mn in cash, which requires a reduced shareholder approval threshold.


The outcome of MIRA's Offer hinged on support from Primewest Group Ltd (PWG AU), then holding 19.9% of units out. 


On the 17 November, Macquarie Agricultural Funds Management (MAFM) and VTH entered into a SID,  for A$1.00/unit. The SID covered both the Scheme and asset sale, wherein the distribution was expected to be equivalent under either outcome. Subject to a superior proposal, Primewest said it would support MAFM's Offer.
On the 1 February, an agreement was reached whereby MAFM would pay an additional A$0.025/share from rent received in the first half the year up to 31 December. The combined value of the distribution - be it under the Scheme or the asset sale - would be A$1.025/share. 
25 days later, VTH announced a non-binding Offer from Roc Private Equity of A$1.08/share by way of a Scheme, which also incorporates an asset sale component in a similar vein to that of MAFM's. VTH said it had assessed the proposal and determined that it would be reasonably likely to result in a superior proposal. The unitholder meeting to vote on MAFM's offer, initially to be held on the 4 March, was subsequently postponed.
Although VTH had not been able to determine whether the Roc proposal was in fact a superior proposal, MAFM's "matching rights" under the SID were triggered.
MAFM has now matched Roc's Offer of A$1.08/share, plus extended the payment of the A$0.025/share dividend. 
VTH's responsible entity (Perpetual) recommends unitholders to vote in favour of MAFM's Scheme, in the absence of a superior Offer.

More below the fold.

Vitalharvest (VTH AU): Macquarie Ups Its Offer