IPOs and Catalysts/Events, Global Equity Research Ltd

Arun George

IPOs and Catalysts/Events

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Event-Driven

<p><a href="https://www.smartkarma.com/entities/cimc-tianda-holdings-co-ltd" target="_blank" data-smartkarma-citation="entities:15431:1" rel="noopener">CIMC-TianDa Holdings (445 HK)</a> is China’s leading player in airport equipment and firefighting &amp; rescue equipment, with growing businesses in material handling systems and automated parking systems. Originally China Fire Safety Enterprise, CIMC-Tianda was created through the reverse takeover of Pteris Group, which resulted in <a href="https://www.smartkarma.com/entities/china-international-marine-cntnrs-gp-ltd" target="_blank" data-smartkarma-citation="entities:11752:1" rel="noopener">China International Marine Cntnrs Gp (2039 HK)</a> becoming the majority shareholder. </p><p>CIMC-Tianda has received a privatisation offer at HK$0.266 in cash per share. The joint offerors are Expedition Holding and Sharp Vision. Expedition Holding is wholly-owned by Macao QiXin One Belt One Road Investment Fund, a private equity fund, while Sharp Vision is a wholly-owned subsidiary of CIMC. The privatisation price is a 20.36% premium to the share price of HK$0.221 on the last trading day (28 September).</p><div class="content-highlight"><p>The key conditions precedents are the headcount test and the scheme approved by at least 75% disinterested shareholders (&lt;10% disinterested shareholders rejection). <a href="https://www.smartkarma.com/entities/wison-engineering-services-co" target="_blank" data-smartkarma-citation="entities:24534:1" rel="noopener">Wison Engineering Services Co (2236 HK)</a> will fully exercise its conversion rights (420.2 million new shares converted from its convertible bonds) before the scheme record date. The joint offerors and concert parties represent 12,566.9 million shares or 75.53% of shares outstanding (including Wison Energy’s convertibles). Disinterested scheme shareholders represent 4,071.2 million shares or 24.47% of shares outstanding which implies the 10% blocking stake is 407.1 million shares or 2.45% of shares outstanding (including Wison Energy’s convertibles). Overall, we believe that the privatisation price while not a knockout bid is good enough to get the proposal over the line. </p></div>

CIMC-TianDa Holdings (445 HK) is China’s leading player in airport equipment and firefighting &amp; rescue equipment, with growing businesses in material handling systems and automated parking systems. Originally China Fire Safety Enterprise, CIMC-Tianda was created through the reverse takeover of Pteris Group, which resulted in China International Marine Cntnrs Gp (2039 HK) becoming the majority shareholder. CIMC-Tianda has received a privatisation offer at HK$0.266 in cash per share. The joint offerors are Expedition Holding and Sharp Vision. Expedition Holding is wholly-owned by Macao QiXin One Belt One Road Investment Fund, a private equity fund, while Sharp Vision is a wholly-owned subsidiary of CIMC. The privatisation price is a 20.36% premium to the share price of HK$0.221 on the last trading day (28 September).The key conditions precedents are the headcount test and the scheme approved by at least 75% disinterested shareholders (&lt;10% disinterested shareholders rejection). Wison Engineering Services Co (2236 HK) will fully exercise its conversion rights (420.2 million new shares converted from its convertible bonds) before the scheme record date. The joint offerors and concert parties represent 12,566.9 million shares or 75.53% of shares outstanding (including Wison Energy’s convertibles). Disinterested scheme shareholders represent 4,071.2 million shares or 24.47% of shares outstanding which implies the 10% blocking stake is 407.1 million shares or 2.45% of shares outstanding (including Wison Energy’s convertibles). Overall, we believe that the privatisation price while not a knockout bid is good enough to get the proposal over the line. 

CIMC Partners up to Privatise CIMC-TianDa

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

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<p>After shares were <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2020/0929/2020092900089.pdf" target="_blank" rel="noopener">halted</a> before trading opened on the 29 September pursuant to the Hong Kong Code on Takeovers and Mergers,  <a href="https://www.smartkarma.com/entities/cimc-tianda-holdings-co-ltd" target="_blank" data-smartkarma-citation="entities:15431:1" rel="noopener">CIMC-TianDa Holdings (445 HK)</a> <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2020/1004/2020100400027.pdf" target="_blank" rel="noopener">announced</a> on the 4 October an Offer by way of a Scheme primarily from <a href="https://www.smartkarma.com/entities/china-international-marine-cntnrs-gp-ltd" target="_blank" data-smartkarma-citation="entities:11752:1" rel="noopener">China International Marine Cntnrs Gp (2039 HK)</a> (CIMC). </p>
<p>The cancellation price is HK$0.266/share, a 20.66% premium to last close. The price is final.</p>
<p>CIMC, together with joint offeror concert parties hold 75.53% of CIMC-Tianda, following the conversion of a CB held by <a href="https://www.smartkarma.com/entities/wison-engineering-services-co" target="_blank" data-smartkarma-citation="entities:24534:1" rel="noopener">Wison Engineering Services Co (2236 HK)</a>. Therefore Scheme Shareholders will comprise 24.47% of shares out.</p>
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<p>Conditions to the Scheme are standard - at a Court Meeting, at least 75% of Independent Shares vote FOR the Scheme &amp; not more than 10% of ALL Independent Shares against, or 2.447% of shares out. The headcount applies as CIMC-Tianda is Cayman incorporated.</p>
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<p>Despite solid 1H20 earnings, the announcement indicates those earnings were propped up by orders from last year, and it has proven challenging to procure a stable supply of raw materials and to complete new orders. Given this uncertain backdrop - one expected when exposed to the global aviation industry -  pricing appears <em>okay</em>.</p>
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<p>As always, more below the fold.</p>
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After shares were halted before trading opened on the 29 September pursuant to the Hong Kong Code on Takeovers and Mergers,  CIMC-TianDa Holdings (445 HK) announced on the 4 October an Offer by way of a Scheme primarily from China International Marine Cntnrs Gp (2039 HK) (CIMC). 
The cancellation price is HK$0.266/share, a 20.66% premium to last close. The price is final.
CIMC, together with joint offeror concert parties hold 75.53% of CIMC-Tianda, following the conversion of a CB held by Wison Engineering Services Co (2236 HK). Therefore Scheme Shareholders will comprise 24.47% of shares out.


Conditions to the Scheme are standard - at a Court Meeting, at least 75% of Independent Shares vote FOR the Scheme &amp; not more than 10% of ALL Independent Shares against, or 2.447% of shares out. The headcount applies as CIMC-Tianda is Cayman incorporated.


Despite solid 1H20 earnings, the announcement indicates those earnings were propped up by orders from last year, and it has proven challenging to procure a stable supply of raw materials and to complete new orders. Given this uncertain backdrop - one expected when exposed to the global aviation industry -  pricing appears okay.


As always, more below the fold.


CIMC-Tianda (445 HK): Scheme Offer Lead By CIMC

China

CIMC-TianDa Holdings Company Limited operates as a fire detection devices manufacturing company. The Company produces and sells smoke detectors, fire extinguishers, and other products. CIMC-TianDa Holdings markets its products worldwide.

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CIMC-TianDa Holdings (445 HK)

CIMC Partners up to Privatise CIMC-TianDa

CIMC-TianDa Holdings (445 HK) CIMC-Tianda is China’s leading player in airport equipment and firefighting & rescue equipment, with growing...

Arun George

CIMC-Tianda (445 HK): Scheme Offer Lead By CIMC

After shares were halted after trading closed on the 29 September pursuant to the Hong Kong Code on Takeovers and Mergers, Hengxing Gold Holding...

David Blennerhassett

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