Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Beijing Jingneng Clean Energy / Event-Driven


For the month of November, 18 new deals were discussed on Smartkarma with an overall announced deal size of ~US$20bn.


Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow up discussions, or simply click on the insight link(s) below the name.






New Deals


Industry


Size (US$bn)


Type


Premium




Australia



Regis Healthcare (REG AU) 
Retirement
0.4
Poss. Scheme
25%


Regis Healthcare (REG AU): Potential New Home For The Old


Think Childcare (TNK AU) 
Childcare
0.1
Poss. Scheme
8%


Think Childcare (TNK AU) : Takeover Proposal From Alceon Group Seems Light


Vitalharvest Freehold Trust (VTH AU) 
Agriculture
0.1
Scheme
27.4%


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






Hong Kong




Beijing Jingneng Clean Energy (579 HK) 
Energy
2.8
Vol. Offer
70.89%


Beijing Jingneng (579 HK): Privatisation Offer From Parent






Japan



Honshu Chemical Industry (4115 JP) 
Chemical
0.1
Tender Offer
42.6%


Honshu Chemical (4115) - An Embarrassment of Riches


Imasen Electric Industrial (7266 JP) 
Auto parts
0.1
Partial Tender
41%


Imasen Electric Partial Tender - Set Governance to Ludicrous Mode


Japan Asia (3751 JP) 
Community ops
0.2
Tender Offer
70.5%


Japan Asia (3751 JP) Management Buyout: Should There Be a BUMP?


Joban Kaihatsu (1782 JP) 
Construction
0.1
Tender Offer
32%


SmallCap Joban Kaihatsu Founder Tries a Free MBO


Kansai Mirai Financial (7321 JP) 
Financials
0.6
Tender Offer
3%


Resona To Take Kansai Mirai Private!







Keihanshin Building (8818 JP) 

Building leasing
0.2
Partial Tender
1%


Opportunistic Keihanshin (8818) Tender Offer Designed to Fail


Kenedix Inc (4321 JP) 
Real estate
1.25
Tender Offer
32%


A Curiously Unsatisfying Takeover Bid For Kenedix


Tohto Suisan (8038 JP) 
Fresh seafood
0.2
Partial Tender
9.2%


Tohto Suisan Partial Tender Offer - A Weird Tender Which Leads To Listed Zombie-Ism


Tokyo Dome Corp (9681 JP) 
Amusement parks
1.0
Rumoured



Mitsui Fudosan Tender For Tokyo Dome (9681) Mooted, and Tokyo Dome Sells Itself For the Wrong Price  


Yomiuri Land (9671 JP) 
Theme Park
0.4
Tender Offer
26%


Yomiuri Land (9671) Takeover - Probably The Wrong Price But Whaddya Gonna Do?










Malaysia



Batu Kawan Bhd (BAK MK) 
Chemical/rubber
0.1
MGO
13.14%


Batu Kawan (BAK MK)'s Mandatory Offer for CCM: Low Risk Risk Arb






US



China Biologic Products (CBPO US) 
Medical
1.9
Merger
16.8%


China Biologics (CBPO US): Firm Offer Backed By Prerequisite Votes










Europe/UK



Aryzta AG (ARYN VX) 
B2B solutions
0.9
Indicative Offer
32%


Aryzta - Elliott: Prospective Offer


RSA Insurance (RSA LN) 
Insurance
9.5
Offer
48%


RSA - Intact Financial &amp; Tryg: Generous Break-Up Takeover Proposal





Source: Smartkarma Insights

The above does not include the US$0.2bn SPA for amaysim Australia (AYS AU) discussed in Amaysim To Be Wound-Up After Mobile Sale.

Technically, China Biologic Products (CBPO US) was first mentioned on Smartkarma 14 months ago - but now we have a firm offer.


The average premium for the new deals announced (or first discussed) in November was ~29% and the YTD average premium for all deals discussed on Smartkarma (139 all-in) is ~31.5%.  The average for all deals discussed on Smartkarma in 2019 (145 deals all-in) was 31.5%.



The charts below provide a snapshot of deals YTD discussed on Smartkarma. Where the deal is a merger of equals or similar, I've assigned no premium.







Summary of News in November of Arb Situations On Smartkarma's Radar



(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation. Where a new insight was written on these names in July, I've included a link, in bold, to that insight in italics.)






Australia


Comments (with links to announcements &amp; insights)




3P Learning (3PL AU) 

15-Nov: 3P Learning (3PL AU) : Indian Ed-Tech Giant BYJU's Competitive Bid 24-Nov: 3P Learning (3PL AU): Ed-Tech Deal Faces a New Twist




Cardinal Resources (CDV AU) 

4-Nov: In an ASX update, Cardinal Resources (CDV AU) goes into detail the numerous Takeover Panel applications. All of a bit of a mess right now.  25-Nov: Cardinal Resources: Three's A Crowd 26-Nov: Nordgold extends its Offer until the 14 December for Cardinal Resources (CDV AU) while continuing to air its concerns over E&amp;P's Offer. Cardinal continues to unanimously recommend Shandong's Offer.




Citadel Group (CGL AU) 

No November update




Coca Cola Amatil (CCL AU) 

4-Nov: A Scheme implementation Deed has now been entered into, at $12.75/share. The Scheme Meeting is expected to be held in early/mid-March, with an expected implementation date in late March/early April. 




Cromwell Property (CMW AU) 

17-Nov: Board spill for Cromwell Property (CMW AU). One more step for ARA.  26-Nov: ARA's proportional Offer will close on the 30 November.




DWS Ltd (DWS AU) 

No November update




Link Administration Holdings (LNK AU) 

25-Nov: An update to say there is no update




OptiComm Ltd (OPC AU) 

3-Nov: OptiComm Ltd (OPC AU) announced it "not received any contact whatsoever from Aware Super " since 15 October.
6-Nov: OptiComm Ltd (OPC AU) shareholders overwhelmingly approve Scheme.




Northern Star Resources (NST AU) 

25-Nov: some finance conditions are met




Village Roadshow (VRL AU) 

9-Nov: In a new announcement, Village Roadshow (VRL AU) said the A$0.12/share uplift is now locked in.
12-Nov: Spheria said it will vote against Scheme B for Village Roadshow (VRL AU).
17-Nov: Mittleman ups stake in Village Roadshow (VRL AU) to 14.34% from 12.87%.
23-Nov: Village Roadshow: Rollercoaster Economics
27-Nov: Mittleman Brothers posted a presentation, which describes its concerns regarding the currently proposed takeover of VLR.  "The current A$2.95 to A$3.00 range of best outcomes provided still appears unfairly low versus our estimate of indicative fair value which is currently A$5.24 per share."





 




Hong Kong


Comments (with links to announcements &amp; insights)




Allied Properties (H.K.) (56 HK) 
26-Nov: The High Court just upheld the appeal. And the Scheme will now be sanctioned Allied Prop (56 HK): In High Court Today .... 




AMVIG Holdings (2300 HK) 
2-Nov: The Composite doc has now been delayed until the 18 November.   18-Nov: Offer doc for AMVIG Holdings (2300 HK) is out. The first close is the 9 December. The IFA says the Offer is fair &amp; reasonable.   25-Nov: Offer for AMVIG Holdings (2300 HK) now declared unconditional in all respects. 



Beijing Jingneng Clean Energy (579 HK) 
18-Nov: Beijing Jingneng (579 HK): Privatisation Offer From Parent




Car Inc (699 HK) 
14-Nov: Car Inc (699 HK): MBK's Firm Offer




Changshouhua Food (1006 HK) 

11-Nov: China Zhongdi Dairy (1492 HK) will hold an EGM on the 2 December to consider the Offer from Inner Mongolia Yili Industrial Group (A) (600887 CH).
19-Nov: Fortune Hero, with 4.04%, has given an irrevocable to accept the Offer for China Zhongdi Dairy (1492 HK).
25-Nov: More irrevocables trickle in for China Zhongdi Dairy (1492 HK). This takes the shares held plus irrevocables to 96.58%, and is therefore expected to turn unconditional on the 7th day after the despatch of the Composite Doc.




CIMC-TianDa Holdings (445 HK) 
No November update



Cross Harbour Holdings (32 HK) 
4-Nov: The Offer is now unconditional in all respects. The Offer will remain open for acceptances until the 23 November. 



Get Nice Holdings (64 HK) 

25-Nov: Composite Doc despatched for Get Nice Financial Group Ltd (1469 HK).




Haier Electronics Group Co (1169 HK) 

14-Nov:Pre-conditions have now been fulfilled for the Haier Electronics Group Co (1169 HK) Offer. 16-Nov: Haier Electric (1169 HK): The "H-Share" Guessing Game




Hengxing Gold Holding (2303 HK) 

3-Nov: As expected, the despatch of the Scheme Doc has been pushed back to 30 November, from 4 November.
13-Nov: Pre-conditions have now been fulfilled for the Hengxing Gold Holding (2303 HK) Offer.




Leyou Technologies (1089 HK) 

12-Nov: Leyou Tech (1089 HK): Offer Doc Despatched




Macau Legend Development (1680 HK) 

2-Nov: The Composite Document is out. The closing date is the 24 November. The IFA says fair &amp; reasonable.




Powerleader Science &amp; Technology Group (8236 HK) 

No November update




Shanghai Prime Machinery H (2345 HK) 

3-Nov: As expected, the Composite Doc for  Shanghai Prime Machinery H (2345 HK) has been delayed until 22 January, if need be. 
25-Nov: SEG's shareholders approve the merger of Shanghai Prime Machinery H (2345 HK). This is one of the pre-cons. Regulatory approvals form other pre-cons are still outstanding. 




Sun Art Retail (6808 HK) 

9-Nov: As expected, the Composite Doc has been delayed - but only for a week, and is now expected to be despatched on or before the 18 November. 
27-Nov: Sun Art (6808 HK): Offer Doc Out. Not Fair And Reasonable




Yixin Group Ltd (2858 HK) 
6-Nov: Yixin (2858 HK)’s Downstream Unconditional MGO 11-Nov: Composite Doc is out for Yixin Group Ltd (2858 HK). The first (&amp; probably last) close is the 2 December. 











India


Comments (with links to insights)




Allcargo Logistics (AGLL IN) 

No November update




Hexaware Technologies (HEXW IN) 

No November update




INEOS Styrolution India Limited (INEOS IN) 

No November update













Japan


Comments (with links to insights)




Cocokara Fine (3098 JP) 
No November update, but Oasis now over 5%



Medical &amp; Biological Laboratories (4557 JP) 

No November update




NTT Docomo Inc (9437 JP) 

11-Nov: NTT/Docomo - The KDDI Quibble
17-Nov:Surprising NTT Docomo Tender Result Accelerates Squeezeout, Great Re-Allocation, Nikkei 225 Change
27-Nov: The Other Docomo Selldown and TOPIX Buy  Delisting scheduled for late December.




Shimachu Co Ltd (8184 JP) 

13-Nov: Nitori's Bid for Shimachu Goes Friendly as Shimachu Dumps DCM
16-Nov: DCM Holdings (3050 JP) has extended its Tender Offer for Shimachu Co Ltd (8184 JP) by 10 days, so now it ends on 1 December 2020.  This gives it time to await an expected Phase 1 decision by the JFTC regarding the bid by Nitori Holdings (9843 JP). It was something of a no-brainer for them to extend.   On 27Nov, DCM extended again.




Softbrain (4779 JP) 

Tender Offer succeeded.  27Nov: EGM to consolidate is 29 Dec. Delisting to be 19 Jan.














Singapore


Comments (with links to insights and announcements)




ESR-REIT (EREIT SP) / Sabana Shari'ah Compliant Industrial REIT (SSREITR SP) 

27-Nov:  ESR-REIT/Sabana: Furphys And Fear-Mongering
















Thailand


Comments 




COL PCL (COL TB) 
No November update


















Middle East


Comments 




Samba Financial Group (SAMBA AB) /
National Commercial Bank (NCB AB) 

No November update










Europe/UK


Comments (with links to announcements and insights)




Ahlstrom-Munksjo (AM1 FH) 
No November update



Altice NV A (ATC NA) 


No November update




CaixaBank SA (CABK SM) 
No November update



G4S PLC (GFS LN) 
6-Nov: G4S Playing Hard-To-Get




Play Communications SA (1P1 GR) 
No November update



Talktalk Telecom (TALK LN) 
No November update



William Hill (WMH LN) 
No November update






For the month of October, 15 new deals were discussed on Smartkarma with an overall announced deal size of ~US$31bn.


Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow up discussions, or simply click on the insight link(s) below the name.






New Deals


Industry


Size (US$bn)


Type


Premium




Australia




Coca Cola Amatil (CCL AU) 
Beverage Bottler
6.9
Poss. Scheme
25%


Coca Cola Amatil: Flat Or Fizzy?







Link Administration Holdings (LNK AU) 
Super registry
2.1
Poss. Scheme
30%


Link Admin/PEP: All Together Now. Again Link Admin: Hardball Tactics After Meagre Bump 



Northern Star Resources (NST AU) / Saracen Mineral Holdings (SAR AU) 
Mining
4.4
Scheme




Northern Star/Saracen: Merger Of Equals
Saracen – Trade the Northern Star Deal and Then Stay Long Northern Star




Hong Kong




CIMC-TianDa Holdings (445 HK) 
Airport facilities
0.3
Scheme
20.36%


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



Hengxing Gold Holding (2303 HK) 
Mining
0.3
Pre-con Scheme
(2.43%)


Hengxing (2303 HK): Offer From Shandong Gold



Powerleader Science &amp; Tech (8236 HK) 
Cloud Computing
0.1
Merger by Absorption
14.6%


Powerleader (8236 HK): Small Deal, Trading Wide



Shanghai Prime Machinery H (2345 HK) 
Turbines
0.4
Merger by Absorption
68.4%


Shanghai Prime (2345 HK): Delisting Offer From Parent



Sun Art Retail (6808 HK) 
Hypermarkets
2.2
MGO
2.14%


Sun Art (6808 HK): Alibaba Takes Control



Japan




Medical &amp; Biological Lab (4557 JP) 
Diagnostics
0.1
Tender Offer
23.8%


JSR (4185 JP) Tender Offer for Medical &amp; Biological Labs (4557 JP)


Shimachu Co Ltd (8184 JP)
Retailer
1.6 - 2.1
Tender Offer
45.8%/91.0%



DCM Does a Full Takeover of Shimachu - Looks Like a Strong Price. Look Again Nitori To Make a Rival Bid for Shimachu? More Fun To Go 
Gaming Out a Nitori Bid for Shimachu Nitori Bids UP For Shimachu - Now Things Slow Down  




US




HUYA Inc (HUYA US) 
Gaming
7.2
Merger



Huya – Generous for Douyu and the New Global Streaming Landscape Gets Interesting



PNM Resources (PNM US) 
Energy
4.3
Tender Offer
10%


PNM Resources - Iberdrola: Friendly Acquisition



Wanda Sports Group (WSG US) 
Events
0.1
Prelim Proposal
38.9%


Wanda Sports (WSG US): Preliminary Proposal From Dalian Wanda



Europe/UK




G4S PLC (GFS LN) 
Security Service
0.4
Cash Offer
30%


G4S - GardaWorld: Lowball Offer



Talktalk Telecom (TALK LN) 
Telco
1.0
Non-binding Offer
17%


TalkTalk - Toscafund: Preliminary &amp; Non-Binding Proposal





Source: Smartkarma Insights


The average premium for the new deals announced (or first discussed) in October was ~25% and the YTD average premium for all deals discussed on Smartkarma (121 all-in) is ~32%.  The average for all deals discussed on Smartkarma in 2019 (145 deals all-in) was 31.5%.



The charts below provide a snapshot of deals YTD discussed on Smartkarma. Where the deal is a merger of equals or similar, I've assigned no premium.







Summary of News in October of Arb Situations On Smartkarma's Radar



(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation. Where a new insight was written on these names in July, I've included a link, in bold, to that insight in italics.)






Australia


Comments (with links to announcements &amp; insights)




3P Learning (3PL AU) 

15-Oct: FRB approval 20-Oct: Scheme Meeting set for the 20 Nov




Cardinal Resources (CDV AU) 

22-Oct: Cardinal Resources: Nordgold's "Competing Offer"
23-Oct: Cardinal announced that shareholders holding 19.38% of shares out intend to accept Shandong's unconditional off-market Offer by 30 October - provided there be no superior proposal, or is Shandong extends its Offer (currently expected to close on the 30 October, unless extended). 23-Oct: Nordgold has now lodged an application with the Takeovers Panel concerning “the clear and unambiguous interpretation” of Shandong’s Last and Final Statement.
27-Oct: Nordgold has withdrawn its Takeovers Panel application. But stands its ground that Shandong's statements are materially misleading.




Citadel Group (CGL AU) 

29-Oct: Scheme Meeting set for the 1 December.




Cromwell Property (CMW AU) 

No October update




DWS Ltd (DWS AU) 

13-Oct: DWS will not declare or pay any permitted special dividend. The Scheme payment will be fixed at A$1.20/share.




OptiComm Ltd (OPC AU) 

13-Oct: OptiComm: Aware Super's Superior Optics 15-Oct: OptiComm: Uniti Sees Aware And Raises




Village Roadshow (VRL AU) 

6-Oct: Mittleman bumps stake to 10.09% (from 8.50% previously) and according to media reports, opposes BGH's Scheme.    7-Oct: Village Roadshow (VRL AU) said it would proceed with the Scheme - and is engaged in correspondence with Mittleman.   12-Oct: The Independent Expert concludes the Offer is fair &amp; reasonable. 










Hong Kong


Comments (with links to announcements &amp; insights)




Allied Properties (H.K.) (56 HK) 
5-Oct: Remarkably - the judge has declined to sanction the Scheme.
Here's the judgment. Para 66 mentions the headcount test. I have no clue why - HK-incorporated companies do not adhere to a headcount test. Baffling.
12-Oct: Allied Properties (56 HK): Amateur Hour 19-Oct: Allied has appealed the High Court judgment. The Appeal will be heard on Monday, 23rd November 2020 at 10:00 a.m.



AMVIG Holdings (2300 HK) 
4-Oct: SPA is done - conditional MGO triggered. Composite doc to be dispatched on or before 15 October.  15-Oct: Composite doc has been delayed until the 2 November from the 15 October. This was to be expected. I had the 30 October in my initial timetable. 



Beijing Jingneng Clean Energy (579 HK) 
5-Oct: In its monthly update, the company announces that there is no update.



Car Inc (699 HK) 
No October update



CGN New Energy Holdings (1811 HK) 
30-Sep: The deal is off.



Changshouhua Food (1006 HK) 
26-Oct: Scheme doc out - court meeting to be held on the 19 November. Cheques on (or before) the 14 December. IFA (Somerley) considers the Offer fair &amp; reasonable. 



China Zhongdi Dairy (1492 HK) 
16-Oct: The despatch of the Composite Doc has been pushed out to the 18 January 2021. A significant delay. This may not complete until early 2Q21.  23-Oct: I see 12.11% of shares out have moved into Halycon, according to CCASS. That is Green Farmlands stake, part of the Offeror's.  27-Oct: 27.99% of shares out have given irrevocables to accept the MGO. That will take the Offeror's stake to 71.74%, at a minimum, under the MGO.



Cross Harbour Holdings (32 HK) 
7-Oct: The Composite Doc has been delayed until the 23 Oct (on or before) from the 8 October. Such a delay is pretty standard.   23-Oct: The Composite Doc for Cross Harbour Holdings (32 HK) has been despatched. The first close is the 23 Nov.



Get Nice Holdings (64 HK) 

22-Oct: Composite doc dispatched for Get Nice Holdings (64 HK). The first close is the 13 November. 




Haier Electronics Group Co (1169 HK) 

12-Oct: Haier Electronics Group Co (1169 HK) announced that Haier Smart Home (600690 CH)'s application with the CSRC for the proposed issuance of HSH H shares is "progressing".




Leyou Technologies (1089 HK) 

8-Oct: Re: regulatory approvals, Leyou Technologies (1089 HK) said Canadain and US regulatory bodies have signed off on the Offer from Tencent Holdings (700 HK). Scheme doc to be despatched on or before the 9 November. 




Macau Legend Development (1680 HK) 

5-Oct: The stake sale completed. The MGO is now triggered. The Composite Doc is expected to be despatched on the 12 October. 12-Oct: The Composite Document has been delayed until the 21 October, from the 12 October. This was expected but is still a full month earlier than what I would have anticipated.   21-Oct: The Composite Document has now been further delayed until the 3 November. Getting closer to my 21 November despatch target. 




Yixin Group Ltd (2858 HK) 
23-Oct: Bitauto Holdings (BITA US) shareholders approve the merger plan. The merger is expected to close on or around the 10 November. The Composite Doc for Yixin Group Ltd (2858 HK)'s downstream MGO will then be despatched 7 business days later.









India


Comments (with links to insights)




Allcargo Logistics (AGLL IN) 

25-Oct: Allcargo Logistics (AGLL IN): Shareholder Vote Encouraging. Buying Opportunity




Hexaware Technologies (HEXW IN) 

No October update




INEOS Styrolution India Limited (INEOS IN) 

No October update




J.B. Chemicals &amp; Pharmaceut (JBCP IN) 

No October update




Sequent Scientific (SEQ IN) 

No October update




Vedanta Ltd (VEDL IN) 

4-Oct: Vedanta Limited Reports Results: KEY Info on Deal Funding Embedded 8-Oct: Vedanta Limited Reports Results: KEY Info on Deal Funding Embedded 8-Oct: Vedanta - Someone Is Playing Silly Buggers But Even On The Last Day Investor Strategy Matters 11-Oct: Vedanta Delisting Proposal/Offer Fails (We Think) 11-Oct: Vedanta (VEDL IN): A Failed Delisting Will Now Pressure The Stock 13-Oct: VEDL Delisting Fail Day1 - Reading Between the Lines of the Trading Data 21-Oct: Vedanta Limited - Caught in Economic Purgatory but Governance Hell?

















Indonesia


Comments 




Bank Permata (BNLI IJ) 

No October update











Japan


Comments (with links to insights)




Cocokara Fine (3098 JP) 
No October update



FamilyMart Co Ltd (8028 JP) 

22-Oct: FamilyMart Co Ltd (8028 JP) has now officially been designated a Security to be Delisted by the TSE. The last day of trading is November 11. Delisting Date is November 12. 22-Oct: Familymart Delisting and Its Nikkei 225 Replacement Is Nexon (3659)




Hinokiya Holdings (1413 JP) 

No October update



 Hitachi Capital (8586 JP) / Mitsubishi UFJ Lease &amp; Finance (8593 JP) 

26-Oct: The Right Trade May Be Hitachi




Keihin Corp (7251 JP) / Showa Corp (7274 JP) 

16-Oct: Honda Tenders Done - Now For The Residuals 28-Oct: The TOPIX exclusions on Showa Corp (7274 JP), Nissin Kogyo (7230 JP), and Keihin Corp (7251 JP) took place after the close. Now it will be the trickle-out until delisting. Delisting will be on 11 November, and the last day of trading will be on the 10th. Effective Date of the Acquisition is the 13th of November. 




Kirindo Holdings (3194 JP) 

16-Oct: In what might be a first that I have seen, Kirindo Holdings (3194 JP) today announced the Record Date for the EGM to be held to squeeze out minorities. That's not unusual. What IS unusual is that it has happened prior to the end of the Tender Offer. The EGM itself will be sometime in December. The date of the EGM may be announced on 19 October.  27-Oct: successful at 69.75%. Now we head to EGM and delisting. 




LIXIL VIVA (3564 JP) 

15 Oct:  Buyback Tender successful.




Mcubs Midcity Investment Cor (3227 JP) 

22-Oct: Unitholders have approved the Deal. Japan Retail Fund Investment (8953 JP) unit holders have also voted in favour of the transaction. 




Nichii Gakkan Co (9792 JP) 

Delisting expected 5 November




NTT Docomo Inc (9437 JP) 

13-Oct: NTT Docomo: The Three Arbs and the Great Re-Allocation Trade




Ryoyo Electro (8068 JP) 

No October update




Sanyo Chemical Ind (4471 JP) /  Nippon Shokubai (4114 JP) 
22-Oct: SanyoChem/Shokubai Deal Cancelled - The Trick Is NOT to Look Inside the Diaper




Softbrain (4779 JP) 

No October update
















New Zealand


Comments (with links to announcements)




Metlifecare Ltd (MET NZ) 

3-Oct: Metlifecare Ltd (MET NZ) shareholders approve Scheme.  "It is anticipated that the Scheme will be implemented and shareholders will be paid NZ$6 per share on or around 29 October 2020". 
8-Oct: Metlifecare Ltd (MET NZ) has announced a "shareholder has lodged a Notice of Opposition to the High Court application for the Scheme of Arrangement with Asia Pacific Village Group Limited".
14-Oct: The High Court hearing has been delayed until the 20 October from the 15 October. 
15-Oct:  Metlifecare: Statutory Vacuum
18-Oct: The Panel has given a "no objection" statement. The Court does not have to rely on this statement - but it usually does. This looks (finally) done. 
20-Oct: Metlifecare: Scheme Sanctioned. Potential Bad Precedent Averted











Singapore


Comments (with links to insights and announcements)




Accordia Golf Trust (AGT SP) 

Now in progress/wind-down mode




Capitaland Commercial Trust (CCT SP) 

12-Oct: Capitaland Commercial Trust (CCT SP) has announced that the Trust Scheme was sanctioned by the Court yesterday and confirmed that the last trading day of the CCT units will be the 16 October.




ESR-REIT (EREIT SP) / Sabana Shari'ah Compliant Industrial REIT (SSREITR SP) 

No October update










Taiwan


Comments 




Boardtek Electronics (5349 TT) 
No October update



Casetek Holdings (5264 TT) 
1-Oct: According to various media sources, shareholders have approved the merger with Pegatron. 








Thailand


Comments 




COL PCL (COL TB) 
No October update










Vietnam


Comments (with links to announcements)




Viglacera Corp (VGC VN) 
No October update










Middle East


Comments 




Samba Financial Group (SAMBA AB) /
National Commercial Bank (NCB AB) 

No October update









Europe/UK


Comments (with links to announcements and insights)




Ahlstrom-Munksjo (AM1 FH) 
No October update



Altice NV A (ATC NA) 
No October update



Bolsas y Mercados Espanoles (BME SM) 
No October update



CaixaBank SA (CABK SM) 
28-Oct: Bankia - CaixaBank: Merger in Progress, Spread Attractive




Play Communications SA (1P1 GR) 
No October update



William Hill (WMH LN) 
5-Oct: William Hill - Caesars (Almost) Done Deal, Trading Above Terms









For the month of September, 21 new deals were discussed on Smartkarma with an overall announced deal size of ~US$70b, bolstered by the monster deal for NTT Docomo Inc (9437 JP).


Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow up discussions, or simply click on the insight link(s) below the name.





New Deals


Industry


Size (US$bn)


Type


Premium




Australia




Citadel Group (CGL AU) 
IT Services
0.3
Scheme
43.2%



   Citadel Group: Private Equity Partners' Offer




DWS Ltd (DWS AU) 
IT services
0.1
Scheme
33.3%



   HCL-DWS(DWS AU): Cash Deal Trading Wide







Hong Kong




AMVIG Holdings (2300 HK) 
Tobacco packaging
0.3
MGO
51.39%



   AMVIG (2300 HK): Smoker's Delight - Possible Conditional Offer




Changshouhua Food (1006 HK) 
Edible oils
0.15
Scheme
16.4%


   Changshouhua (1006 HK): What's Cooking?




Cross Harbour Holdings (32 HK) 
Toll roads
0.2
VGO
42.4%



   Cross-Harbour (32 HK): Voluntary Offer. Price Not Final




Get Nice Holdings (64 HK) 
Financials
0.1
VGO
5.59%



   Get Nice (64 HK)'s VGO. Possible Downstream Offer For Get Nice (1469 HK)




Macau Legend Development (1680 HK) 
Gaming
0.3
MGO
9.38%



   Macau Legend (1680 HK): Mandatory General Offer




China Zhongdi Dairy (1492 HK) 
Dairy
0.2
MGO
11.0%



   Zhongdi Dairy (1492 HK): Possible MGO from Yili



 







India




Allcargo Logistics (AGLL IN) 
Logistics
0.1
Delisting




   Allcargo Logistics (AGLL IN): Indian Delisting Offer Trading Cheap







Japan




Hinokiya Holdings (1413 JP) 
Electronic Retailer
0.1
Partial
12%



   Yamada Denki Partial TOB For Hinokiya (1413 JP)
    Hinokiya (1413 JP) Partial Tender Arb Grids &amp; ProRation




Kirindo Holdings (3194 JP) 
Retail
0.3
Tender Offer
39.7%



   Kirindo (3194) - Another Cheap Bain MBO With Weak Adherence to Fair M&amp;A Guidelines



 Hitachi Capital (8586 JP) / Mitsubishi UFJ Lease &amp; Finance (8593 JP) 
Leasing
7.1
Merger




   Hitachi's Hitachi Capital Capital Case - A Merger With MUFG Lease




NTT Docomo Inc (9437 JP) 
Telco
40
Tender Offer
40.5%



   NTT Docomo SHOCKER - Nikkei Says Parent NTT To Buy Out Docomo Minorities
   NTT – Initial Thoughts Reading Through the Lines of the Shock News
   NTT – NTT Is Going Big and Our Suspicions Are Aroused Further
   NTT Deal for DoCoMo - Not Going Gentle, Definitely Raging Against the Dying of the Light




Ryoyo Electro (8068 JP) 
Electronic Retailer
0.1
Partial
0%



   Ryoyo Electro Corporate Activism Ends in Buyout




Mcubs Midcity Investment Cor (3227 JP) 
REIT
1.2
Merger




   MCUBS Midcity (3227 JP): Scrip Deal Trading Tight But There's a BETTER Trade











Thailand








COL PCL (COL TB) 


Retailer

0.4
Delisting
26.7%



   COL-Central Retail Corp: Thailand Delisting Offer Trading Tight







US




51 Job Inc Adr (JOBS US) 
HR solutions
5.3
Going Private
16.05%


  You're Hired! DCP's Proposal For 51job.Inc










Europe/UK




Altice NV A (ATC NA) 
Telco
5.8
Tender Offer
23.8%



   Altice - Next Private Takeover Announcement




Play Communications SA (1P1 GR) 
Telco
2.6
Tender Offer
38.8%



   Play Communications - Iliad: Offer Announcement




William Hill (WMH LN) 
Gaming
3.7
Rumoured
25%



   William Hill - Caesars: Entertainment Prospective Bid




Ahlstrom-Munksjo (AM1 FH) 
Materials
2.0
Tender offer
37.1%



  Ahlstrom-Munksjo (AM1 FH): Tender Offer Trading Tight - Will There Be Bumpitrage?
  Ahlstrom-Munksjö - Spa Holdings 3: Friendly Offer 






Source: Smartkarma Insights


The average premium for the new deals announced (or first discussed) in September was ~26% and the YTD average premium for all deals discussed on Smartkarma (106 all-in) is 33%.  The average for all deals discussed on Smartkarma in 2019 (145 deals all-in) was 31.5%.

At present, it is difficult to gauge what level of control premium the acquirer will be willing to pay for Allcargo Logistics (AGLL IN) and it is unlikely that we will find the answer until the RBB process is complete. 

The Offer(s) for British bookmaker William Hill (WMH LN) are as yet not official. 


The charts below provide a snapshot of deals YTD discussed on Smartkarma. Where the deal is a merger of equals or similar, I've assigned no premium.







Summary of News in September of Arb Situations On Smartkarma's Radar



(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation. Where a new insight was written on these names in July, I've included a link, in bold, to that insight in italics.)





Australia


Comments (with links to announcements &amp; insights)




3P Learning (3PL AU) 

No September update




Cardinal Resources (CDV AU) 

2-Sep: Nordgold has bumped its Offer by 36.4% to A$0.90/share from A$0.66/share.   Cardinal Resources (CDV AU): Nordgold's Knockout Offer
7-Sep: Shandong intends to increase its Offer Price to A$1.00/share.
Cardinal Resources (CDV AU): Shandong Trumps Nordgold’s Knockout Offer
9-Sep: Nordgold extends its Offer to the 24 September. 
15-Sep: CDV directors holding 6.07% have publicly stated their intention to accept Shandong's Offer.
17-Sep: Nordgold extends its Offer until the 8 October.
21-Sep: Shandong's Offer declared unconditional. They currently hold 10.94%.




Cassini Resources (CZI AU) 

24-Sep: Scheme effective




Cromwell Property (CMW AU) 

21-Sep: ARA now has 28.53% in Cromwell Property (CMW AU).




Infigen Energy (IFN AU) 

8-Sep: The AFR reported that UAC Energy had sold their 19.9% stake in Infigen Energy (IFN AU) into Iberdrola SA (IBE SM)'s revised bid. Iberdrola now have 97%. This is completely done. 




Onevue Holdings (OVH AU) 

4-Sep: The Scheme Meeting will be held on the 9 October.




OptiComm Ltd (OPC AU) 

8-Sep: Non-binding Offer from First State
OptiComm: First State Gatecrashes Uniti's Offer
25-Sep: OptiComm Ltd (OPC AU) will hold a Scheme Meeting on the 13 October to consider Uniti Group Ltd (UWL AU) 's Offer. 




Village Roadshow (VRL AU) 

25-Sep: Three films have been deferred. This would imply the A$0.08/share uplift is not payable.  






 





Hong Kong


Comments (with links to announcements &amp; insights)




Allied Properties (H.K.) (56 HK) 
In its weekly update concerning the progress of the High Court sanctioning, Allied Properties (H.K.) (56 HK) says there is no new update.



Beijing Jingneng Clean Energy (579 HK) 
4-Sep: In its monthly update, the company announces that there is no update.



Car Inc (699 HK) 
No September update



CGN New Energy Holdings (1811 HK) 
28-Aug: In its monthly update, CGN says there is no update on the deal.



Golden Meditech Holdings (801 HK) 

16-Sep: Scheme approved. 




Haier Electronics Group Co (1169 HK) 

1-Sep: The pre-conditions have been fulfilled - ie. approval from the independent shareholders of Haier Smart Home (600690 CH). The despatch of the Scheme Doc has now been extended to the 30 November, from 4 September previously.
Haier (1169 HK): Back To Entry Levels




Huadian Fuxin Energy Corp (816 HK) 

9-Sep: Lakeville Capital Management Ltd. has given a letter of intent to support the Merger. Lakeville holds 96.089mn shares or 3.74% of the total issued H shares. 
16-Sep: Shareholders approve the merger.




Jinmao Hotel &amp; Jinmao (China) Hotel Investments and Management Limited (6139 HK) 

10-Sep: Shareholders approve the Scheme.




Leyou Technologies (1089 HK) 

9-Sep: The SFC has granted consent to an extension of the time limit for despatching the Scheme Document from 17 September 2020 to 9 November 2020.  
A delay was anticipated - but this is about two weeks past my expected despatch date. The delay is expected to push the despatch of cheques to mid-late December.
23-Sep: Tencent/Leyou: China Bytes




O-Net Technologies (Group) (877 HK) 

1-Sep: O-Net (877 HK): Offer Doc Out. Priced To Complete
The Scheme for O-Net Technologies (Group) (877 HK) passes - 100% approval. 




Skyworth Group Limited (751 HK) 

1-Sep: Unaudited profit before and after non-controlling interests was RMB573mn and RMB391mn respectively, up 64.6% &amp; 116% as compared to RMB348mn and RMB181mn in 1H19.
3-Sep: The partial results are out - 755.8mn tendered against the maximum number of shares to be bought of 392.8mn. Or 51.97% pro-ration - nice one Travis Lundy. The settlement is expected to take place on or before the 14 September (not 11 September as per the circular on account of the delay in the SGM due to the typhoon last month). Shares not bought will be also be returned on this date.




Xinghua Port Holdings (1990 HK) 
16-Sep: Right on cue - this turned unconditional on the first close - 95.91% tendered. The Offer has been automatically extended for another 14 days. 



Yixin Group Ltd (2858 HK) 
4-Sep: Yixin Group Ltd (2858 HK) announced that the Merger is progressing, and Bitauto Holdings (BITA US) just filed a response letter to the SEC addressing some SEC comments. No date has been fixed for such shareholders’ meeting of Bitauto as of the date of this announcement.









India


Comments (with links to insights)




Adani Power Ltd (ADANI IN) 

No September update




Hexaware Technologies (HEXW IN) 

8-Sep: Hexaware Technologies Reverse Book Build Auction - It's On 15-Sep: Hexaware Exit Offer Reverse Book Build Gets 90% &amp; Discovered Price - Now We Wait 23-Sep:Hexaware Tech Done at INR 475. Now For The Residual




INEOS Styrolution India Limited (INEOS IN) 

No September update




J.B. Chemicals &amp; Pharmaceut (JBCP IN) 

No September update




Sequent Scientific (SEQ IN) 

7-Sep: Vedanta: Reaching The End Game 17-Sep: Vedanta : More Fuel For The Fire
21-Sep: Vedanta (VEDL): Cash Raised, Money Flow, and How It Affects Delisting Offer Discovered Price




Vedanta Ltd (VEDL IN) 

7-Sep: Vedanta: Reaching The End Game 17-Sep: Vedanta : More Fuel For The Fire 21-Sep: Vedanta (VEDL): Cash Raised, Money Flow, and How It Affects Delisting Offer Discovered Price 29-Sep: Vedanta Reverse Book Build Auction - It’s On And the Schedule From Here Is Tight










Indonesia


Comments 




Bank Permata (BNLI IJ) 

No September update










Japan


Comments (with links to insights)




Cocokara Fine (3098 JP) 
23-Sep: Cocokara/MatsuKiyo - Big Gains Since Delay, Stay Long Both




FamilyMart Co Ltd (8028 JP) 

14-Sep: FTSE today announced the deletion of FamilyMart Co Ltd (8028 JP) from its indices as of the close of 11 November 2020, contingent on the passage of the agenda items at the EGM allowing a squeezeout of minority shareholders. 
17-Sep: Familymart: What's Next? And Will Mitsubishi React?




Kawasumi Laboratories (7703 JP) 
No September update; offer closes 30 Sep



Keihin Corp (7251 JP) / Showa Corp (7274 JP) 
2-Sep: The Honda TOBs: FINALLY. Tenders for Showa, Keihin, and Nissin Kogyo




LIXIL VIVA (3564 JP) 

17 Sep EGM held 




Nichii Gakkan Co (9792 JP) 

Record Date for EGM 3 Sep, EGM for 16 Oct, Delisting expected 5 November




OOTOYA Holdings (2705 JP) 

9-Sep: They announced they had gotten to 46.77% in the Tender Offer,




Sanyo Chemical Ind (4471 JP) /  Nippon Shokubai (4114 JP) 
No September update



Softbrain (4779 JP) 

On 28 Sep, the Opinion Statement was revised slightly. A couple of minor changes to the doc.  Tender offer finally launched on 29 Sep.










Malaysia


Comments




TA Global Bhd (TAGB MK) 
No September update










New Zealand


Comments (with links to announcements)




Metlifecare Ltd (MET NZ) 

1-Sep: Scheme docs out - as previously flagged, the Scheme Meeting will be held on the 2 October.
14-Sep: MET has been advised by Asia Pacific Village Group Limited that the New Zealand Overseas Investment Office has granted APVG consent to acquire 100% of Metlifecare.











Singapore


Comments (with links to insights and announcements)




Accordia Golf Trust (AGT SP) 

10-Sep: Securities Investors Association (Singapore) has sent a letter to Accordia Golf Trust (AGT SP)'s management company with questions ahead of the EGM. 
14-Sep: The Accordia Golf Trust (AGT SP) General Meeting went off without a hitch.  The selldown was approved 97.55% FOR 2.45% AGAINST. The proposed winding up was 99.4% FOR 0.6% AGAINST. EGM Results here. 
17-Sep: Accordia Golf Trust (AGT SP) will be deleted from FTSE Small Cap as of the morning of Sep 30.  It goes out one trading day before.
24-Sep: Accordia Golf Gets Interesting - Main Payment Shortly Then Run The Residual




Capitaland Commercial Trust (CCT SP) 

7-Sep: Capitaland Mall and CCT Merger: Circular Finally Out. Looks Done.




ESR-REIT (EREIT SP) / Sabana Shari'ah Compliant Industrial REIT (SSREITR SP) 

16-Sep: Quarz Capital has raised its stake in Sabana Shari'ah Compliant Industrial REIT (SSREITR SP) from 5% to 6% - it restated it intends to vote down the merger with ESR-REIT (EREIT SP).    22-Sep: Sabana Shari'ah Compliant Industrial REIT (SSREITR SP) has received a notice from the Courts to convene a Scheme Meeting. It is understood Quarz and Black Crane continue to hold out against the deal.




Perennial Real Estate Holdings (PREH SP) 
11-Sept: Compulsory acquisition completed




Sembcorp Industries (SCI SP) / Sembcorp Marine (SMM SP) 

3-Sep: Sembcorp - Last Chance Before....
7-Sep:  Sembcorp Marine Rights Issue Results : Looks Like a Scheme of Introduction










Taiwan


Comments 




Boardtek Electronics (5349 TT) 
No September update



Casetek Holdings (5264 TT) 
No September update









Vietnam


Comments (with links to announcements)




Viglacera Corp (VGC VN) 
20-Sep: Gelex Bumps Viglacera Bid Again. High Pro-Ration Likely.. 





 






Middle East


Comments 




Samba Financial Group (SAMBA AB) /
National Commercial Bank (NCB AB) 

No September update 










Europe/UK


Comments (with links to announcements and insights)




Aker Solutions (AKSO NO) 

25-Sep: At the EGM, all proposals on the agenda were adopted, including approval of the merger plan.




Bolsas y Mercados Espanoles (BME SM) 
7-Sep: Bolsas Y Mercados - SIX Group: Squeeze-Out




CaixaBank SA (CABK SM) 
5-Sep: CaixaBank-Bankia Merger Conversations Announcement: First Take 18-Sep:  CaixaBank - Bankia: Definitive Agreement and Exchange Ratio




Mediawan (MDW FP) 
21-Sep: Antitrust approval received. 



NetEnt AB (NETB SS) 

No September update 








(Mostly) Asia M&A: September 2020 Roundup

Overseas Chinese Equities, Aequitas Research

Ming Lu

Overseas Chinese Equities

IPOs and Placements coverage across Asia Pacific

Aequitas Research

We cover all listing across the Asia Pacific along with follow-up placements. As of Dec 2020, our team had covered 539 IPOs with a hit rate of 73.5% and 685 placements with a hit rate of 66.8%.

We combine fundamental bottom-up views with our proprietary quantitative framework to provide a holistic coverage across new listings and placements. Our coverage includes pre-IPO notes before the deal is launched, follow-up analysis once the deal is live and post-listing trading analysis as well.

Equity Bottom-Up

<ul>
<li>Alibaba (BABA) launched a platform of real estate agency.</li>
<li>Alibaba (BABA) promoted its interactive entertainment unit to first-level department because of a popular game.</li>
<li>We do not believe BABA’s acquisition of an online job agency is rational or true.</li>
</ul>


Alibaba (BABA) launched a platform of real estate agency.
Alibaba (BABA) promoted its interactive entertainment unit to first-level department because of a popular game.
We do not believe BABA’s acquisition of an online job agency is rational or true.


China Internet Weekly (21Sep2020): BABA Launched Property Agency and Promoted Game Department

IPOs and Catalysts/Events, Global Equity Research Ltd

Arun George

IPOs and Catalysts/Events

Uncompromised, Independent, Conflict-Free Research

Global Equity Research Ltd

Global Equity Research was started in 2017 by a group of experienced research professionals. It was founded on a passionate belief in the importance and the need for uncompromised, independent, conflict-free research. We aim to provide differentiated and actionable primary and bottom up fundamental research.

<p>On 17 September, <a href="https://www.smartkarma.com/entities/51-job-inc-adr" target="_blank" data-smartkarma-citation="entities:532:1" rel="noopener">51 Job Inc Adr (JOBS US)</a> announced a non-binding privatisation proposal from DCP Capital Partners, a PE firm in Asia. The bid of $79.05 in cash per common share represents a premium of 16.05% to the undisturbed price on 16 September and a premium of 18.82% to the VWAP during the last 30 days. </p><div class="content-highlight"><p>As 51job is incorporated in the Cayman Islands, for the privatisation to succeed, shareholders representing two-thirds of shares present and voting need to approve the deal. DCP has not disclosed a shareholding. 51job’s two largest shareholders are <a href="https://www.smartkarma.com/entities/recruit-holdings-co-ltd" target="_blank" data-smartkarma-citation="entities:15070:1" rel="noopener">Recruit Holdings (6098 JP)</a> (35.0% stake) and Rick Yan, co-founder and CEO (19.3% stake). The share price closed at $79.42 per ADS, marginally above the privatisation price indicating a chance of a bump to the price. We think that privatisation succeeds as the most likely scenario is that Recruit and Rick Yan participate as rollover shareholders.  </p></div>

On 17 September, 51 Job Inc Adr (JOBS US) announced a non-binding privatisation proposal from DCP Capital Partners, a PE firm in Asia. The bid of $79.05 in cash per common share represents a premium of 16.05% to the undisturbed price on 16 September and a premium of 18.82% to the VWAP during the last 30 days. As 51job is incorporated in the Cayman Islands, for the privatisation to succeed, shareholders representing two-thirds of shares present and voting need to approve the deal. DCP has not disclosed a shareholding. 51job’s two largest shareholders are Recruit Holdings (6098 JP) (35.0% stake) and Rick Yan, co-founder and CEO (19.3% stake). The share price closed at $79.42 per ADS, marginally above the privatisation price indicating a chance of a bump to the price. We think that privatisation succeeds as the most likely scenario is that Recruit and Rick Yan participate as rollover shareholders.  

China

51job, Inc. provides integrated human resource services in China, with a strong focus on recruitment related services.  The Company's recruitment related services are delivered in both print and online formats.

Price Gauge
52-week Range	0.00 - 0.00
Market Cap (USDm)	0.00
P/E	0.00
Dividend (Yield)	0.00

51 Job Inc Adr (JOBS US)

(Mostly) Asia M&A: November 2020 Roundup

The average premium for the new deals announced (or first discussed) in November was ~29% and the YTD average premium for all deals discussed on...

David Blennerhassett

(Mostly) Asia M&A: October 2020 Roundup

15 new deals were discussed on Smartkarma in October with an overall deal size of ~US$31bn. The average premium was ~25% and the YTD average...

David Blennerhassett

(Mostly) Asia M&A: September 2020 Roundup

For the month of August, 9 new deals were discussed on Smartkarma with an overall announced deal size of ~US$35bn. Clicking on the company...

David Blennerhassett

China Internet Weekly (21Sep2020): BABA Launched Property Agency and Promoted Game Department

Alibaba (BABA) launched a platform of real estate agency. Alibaba (BABA) promoted its interactive entertainment unit to first-level department...

Ming Lu

51job’s Privatisation Bid from DCP

On 17 September, $jobs us announced a non-binding privatisation proposal from DCP Capital Partners, a PE firm in Asia. The bid of $79.05 in cash...

Arun George

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)