Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Prosus N.V. provides internet based services. The Company focuses on investments in internet, digital media, e-commerce retailing, and consumer internet companies. Prosus serves customers worldwide.

<ul>
<li>
<a href="https://www.smartkarma.com/entities/prosus-nv" target="_blank" data-smartkarma-citation="entities:28104:1" rel="noopener">Prosus (PRX NA)</a>'s discount to NAV and implied stub widened after Fabricio Bloisi's CEO appointment late last week. But the sell-down of <a href="https://www.smartkarma.com/entities/tencent-holdings-ltd" target="_blank" data-smartkarma-citation="entities:26:1" rel="noopener">Tencent (700 HK)</a> to buy-back Prosus will  continue. </li>
<li>Preceding my comments on <a href="https://www.smartkarma.com/entities/naspers-ltd" target="_blank" data-smartkarma-citation="entities:21085:1" rel="noopener">Naspers (NPN SJ)</a>/Prosus/Tencent are the current setup/unwind tables for Asia-Pacific Holdcos</li>
<li>These relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation &gt;20%.</li>
</ul>



Prosus (PRX NA)'s discount to NAV and implied stub widened after Fabricio Bloisi's CEO appointment late last week. But the sell-down of Tencent (700 HK) to buy-back Prosus will  continue. 
Preceding my comments on Naspers (NPN SJ)/Prosus/Tencent are the current setup/unwind tables for Asia-Pacific Holdcos
These relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation &gt;20%.


StubWorld: Bloisi's Appointment Stalls The Prosus Accretion Trade

L'Occitane International S.A. is a global, natural and organic ingredient based cosmetics and well-being products enterprise.  The Company designs, manufactures and markets a wide range of cosmetics and well-being products based on natural and organic ingredients sourced principally from or near Provence.

<ul>
<li>A fortnight ago, I sought access to <a href="https://www.smartkarma.com/entities/l-occitane-international-sa" target="_blank" data-smartkarma-citation="entities:6772:1" rel="noopener">L'Occitane (973 HK)</a>'s lesser-known shareholder register, a byproduct of investigative disclosure reports under Chapter 571, s329 of the Securities and Futures Ordinance.</li>
<li>This is the same register I discussed in <a href="https://www.smartkarma.com/insights/giordano-709-hk-a-closer-look-at-the-shareholder-register-ahead-of-the-sgm" target="_blank" data-smartkarma-citation="insights:132358" rel="noopener">Giordano (709 HK): A Closer Look At The Shareholder Register Ahead Of The SGM</a>; and one also used by proxy solicitors. </li>
<li>The register confirms what has been long rumoured about a certain shareholder activist. It is also informative for what isn't present. </li>
</ul>


A fortnight ago, I sought access to L'Occitane (973 HK)'s lesser-known shareholder register, a byproduct of investigative disclosure reports under Chapter 571, s329 of the Securities and Futures Ordinance.
This is the same register I discussed in Giordano (709 HK): A Closer Look At The Shareholder Register Ahead Of The SGM; and one also used by proxy solicitors. 
The register confirms what has been long rumoured about a certain shareholder activist. It is also informative for what isn't present. 


L'Occitane (973 HK): Who Owns What, And When

The Star Entertainment Group Limited owns and operates casinos and hotels. The Company offers services and amenities such as gaming facilities, nightclubs, bars, restaurants, exhibition centers. The Star Entertainment Group conducts business in Australia.

<ul>
<li>Troubled casino operator <a href="https://www.smartkarma.com/entities/star-entertainment-group-ltd" target="_blank" data-smartkarma-citation="entities:926:1" rel="noopener">Star Entertainment (SGR AU)</a><a href="https://announcements.asx.com.au/asxpdf/20240520/pdf/063qmlyvz81ytz.pdf" target="_blank" rel="noopener"> announced</a> it had “received inbound interest” from several parties, including "Hard Rock Hotels &amp; Resorts ... a local partner of Hard Rock".</li>
<li>Star is in the doghouse, again,  as the regulator conducts (another) review amid concerns Star did not do enough to remedy the problems identified in the first review. </li>
<li>Facing “serious and systemic non-compliance” with anti-money laundering laws, Star faces the distinct possibility of losing is casino licence in Sydney; and potentially the one in Queensland.  </li>
</ul>


Troubled casino operator Star Entertainment (SGR AU) announced it had “received inbound interest” from several parties, including "Hard Rock Hotels &amp; Resorts ... a local partner of Hard Rock".
Star is in the doghouse, again,  as the regulator conducts (another) review amid concerns Star did not do enough to remedy the problems identified in the first review. 
Facing “serious and systemic non-compliance” with anti-money laundering laws, Star faces the distinct possibility of losing is casino licence in Sydney; and potentially the one in Queensland.  


Star Entertainment (SGR AU): Hard Rock Rolls The Dice

Yichang HEC Changjiang Pharma / Event-Driven

YiChang HEC ChangJiang Pharmaceutical Co Ltd develops a variety of drugs.  The Company develops and sells drugs for anti-virus, metabolic diseases, cardiovascular, and more.

<ul>
<li>A "Privatisation via a Merger by Absorption" is nothing new in Hong Kong. But the <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/0510/2024051001146.pdf" target="_blank" rel="noopener">Offer consideration</a> for <a href="https://www.smartkarma.com/entities/yichang-hec-changjiang-pharmaceutical" target="_blank" data-smartkarma-citation="entities:21040:1" rel="noopener">Yichang HEC (1558 HK)</a>'s minorities is in unlisted scrip - that's new. </li>
<li>The Offeror holds 51.41% in Yichang HEC. Founder Guo Meilan and her son Zhang Yushuai control 62.12% of the Offeror. Yichang HEC shareholders are being offered 0.263614 "Offeror H shares".</li>
<li>These consideration shares are unlisted. An independent valuer backs out an implied scrip value of HK$18.12-HK$20.60/share. This is a super complicated, overwrought deal. With numerous unknowns. I'd vote this down. </li>
</ul>


A "Privatisation via a Merger by Absorption" is nothing new in Hong Kong. But the Offer consideration for Yichang HEC (1558 HK)'s minorities is in unlisted scrip - that's new. 
The Offeror holds 51.41% in Yichang HEC. Founder Guo Meilan and her son Zhang Yushuai control 62.12% of the Offeror. Yichang HEC shareholders are being offered 0.263614 "Offeror H shares".
These consideration shares are unlisted. An independent valuer backs out an implied scrip value of HK$18.12-HK$20.60/share. This is a super complicated, overwrought deal. With numerous unknowns. I'd vote this down. 


Yichang HEC (1558 HK): Absorption Via Speculative Scrip. Avoid

Japan Post Holdings Co. Ltd. operates post stations, banks, and insurance business. The Company offers letters and goods transportation services, stamp sales, deposits, loans, and insurance products.

<ul>
<li>There is <a href="https://www.smartkarma.com/entities/japan-post-bank-co-ltd" target="_blank" data-smartkarma-citation="entities:838:1" rel="noopener">Japan Post Bank (7182 JP)</a> buyback risk that might cause <a href="https://www.smartkarma.com/entities/japan-post-holdings-co-ltd" target="_blank" data-smartkarma-citation="entities:359:1" rel="noopener">Japan Post Holdings (6178 JP)</a>/JPB unwinds; though probably a H2 risk.</li>
<li>
<a href="https://www.smartkarma.com/entities/great-eastern-holdings-ltd" target="_blank" data-smartkarma-citation="entities:13993:1" rel="noopener">Great Eastern Holdings (GE SP)</a> has consistently traded through <a href="https://www.smartkarma.com/entities/oversea-chinese-banking-corp" target="_blank" data-smartkarma-citation="entities:114:1" rel="noopener">OCBC (OCBC SP)</a>'s Offer terms. Someone appears to be accumulating a stake to block an Exit/Delisting Offer, and force a bump.</li>
<li>
<a href="https://www.smartkarma.com/entities/l-occitane-international-sa" target="_blank" data-smartkarma-citation="entities:6772:1" rel="noopener">L'Occitane (973 HK)</a>'s scrip pre-condition has been satisfied. But still the Offeror prevaricates. </li>
</ul>


There is Japan Post Bank (7182 JP) buyback risk that might cause Japan Post Holdings (6178 JP)/JPB unwinds; though probably a H2 risk.

Great Eastern Holdings (GE SP) has consistently traded through OCBC (OCBC SP)'s Offer terms. Someone appears to be accumulating a stake to block an Exit/Delisting Offer, and force a bump.

L'Occitane (973 HK)'s scrip pre-condition has been satisfied. But still the Offeror prevaricates. 


Last Week in Event SPACE: Japan Post, Great Eastern, Malaysia Airports, L'Occitane

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.

David Blennerhassett
Pan-Asia Catalysts/Events
• Quiddity Advisors

StubWorld: Bloisi's Appointment Stalls The Prosus Accretion Trade

For long-onlies, replace your Tencent with Prosus; or specifically, ~80% of your Tencent position with Prosus. For rel-value players, ~80% of the...

David Blennerhassett

L'Occitane (973 HK): Who Owns What, And When

I still expect this deal to get up. But until the scrip Offer specifics are pinned down; and possibly an irrevocable attached to that scrip/cash...

David Blennerhassett

Star Entertainment (SGR AU): Hard Rock Rolls The Dice

Opportunistic suitors? Maybe. Probably. But like Crown, Star needs a clean slate. And that means it should be busted-up, or privatised -...

David Blennerhassett

Yichang HEC (1558 HK): Absorption Via Speculative Scrip. Avoid

Maybe this gets up. Maybe this is worth HK$19.30/share. Too many maybes. If in, I'd vote this transaction down. If not in, I'd be looking elsewhere.

David Blennerhassett

Last Week in Event SPACE: Japan Post, Great Eastern, Malaysia Airports, L'Occitane

The weekend is here! Pour yourself a coffee, grab a comfortable seat, and sift through a brief summary of insights on various events discussed...

David Blennerhassett