Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>I tally 41 - mostly firm, mostly Asia-Pac - arb transactions currently being discussed and analysed on Smartkarma.</li>
<li>Five new deal was discussed on Smartkarma this week: <a href="https://www.smartkarma.com/entities/infomedia-ltd" target="_blank" data-smartkarma-citation="entities:11385:1" rel="noopener">Infomedia Ltd (IFM AU)</a>,<a href="https://www.smartkarma.com/entities/ci-medical-co-ltd" target="_blank" data-smartkarma-citation="entities:26170:1" rel="noopener">Ci Medical (3540 JP)</a>, <a href="https://www.smartkarma.com/entities/soft99-corp" target="_blank" data-smartkarma-citation="entities:18486:1" rel="noopener">Soft99 Corp (4464 JP)</a>, <a href="https://www.smartkarma.com/entities/technopro-holdings-inc" target="_blank" data-smartkarma-citation="entities:6955:1" rel="noopener">Technopro Holdings (6028 JP)</a>, and <a href="https://www.smartkarma.com/entities/kolon-mobility-group" target="_blank" data-smartkarma-citation="entities:45648:1" rel="noopener">Kolon Mobility (450140 KS)</a>.</li>
<li>Key updates/news took place on <a href="https://www.smartkarma.com/entities/iress-ltd" target="_blank" data-smartkarma-citation="entities:15342:1" rel="noopener">Iress Ltd (IRE AU)</a>, <a href="https://www.smartkarma.com/entities/pointsbet-holdings-ltd" target="_blank" data-smartkarma-citation="entities:29102:1" rel="noopener">PointsBet Holdings (PBH AU)</a>, <a href="https://www.smartkarma.com/entities/hkbn-ltd" target="_blank" data-smartkarma-citation="entities:289:1" rel="noopener">HKBN Ltd (1310 HK)</a>, <a href="https://www.smartkarma.com/entities/tourism-holdings-ltd" target="_blank" data-smartkarma-citation="entities:2787:1" rel="noopener">Tourism Holdings (THL NZ)</a>, and <a href="https://www.smartkarma.com/entities/furukawa-battery-co-ltd" target="_blank" data-smartkarma-citation="entities:6513:1" rel="noopener">Furukawa Battery (6937 JP)</a>.</li>
</ul>


I tally 41 - mostly firm, mostly Asia-Pac - arb transactions currently being discussed and analysed on Smartkarma.
Five new deal was discussed on Smartkarma this week: Infomedia Ltd (IFM AU),Ci Medical (3540 JP), Soft99 Corp (4464 JP), Technopro Holdings (6028 JP), and Kolon Mobility (450140 KS).
Key updates/news took place on Iress Ltd (IRE AU), PointsBet Holdings (PBH AU), HKBN Ltd (1310 HK), Tourism Holdings (THL NZ), and Furukawa Battery (6937 JP).


(Mostly) Asia-Pac M&A: Technopro, Infomedia, Kolon Mobility, Iress, HKBN, Furukawa Battery

Travis Lundy

<ul>
<li>Today, <a href="https://www.smartkarma.com/entities/air-water-inc" target="_blank" data-smartkarma-citation="entities:18073:1" rel="noopener">Air Water Inc (4088 JP)</a> and <a href="https://www.smartkarma.com/entities/ci-medical-co-ltd" target="_blank" data-smartkarma-citation="entities:26170:1" rel="noopener">Ci Medical (3540 JP)</a> announced that the CEO and Air Water who together own 85% would be taking over the company. </li>
<li>That's nice. That means it's a done deal and nobody can do anything about it. Complain all you want, it's done. </li>
<li>Helpfully, the Board did its job (as did Shimizu-san - he's selling most of his stake). This is not badly-priced for an ultimately coercive deal.  </li>
</ul>


Today, Air Water Inc (4088 JP) and Ci Medical (3540 JP) announced that the CEO and Air Water who together own 85% would be taking over the company. 
That's nice. That means it's a done deal and nobody can do anything about it. Complain all you want, it's done. 
Helpfully, the Board did its job (as did Shimizu-san - he's selling most of his stake). This is not badly-priced for an ultimately coercive deal.  


[Japan M&A] Air Water Takes over C.I. Medical (3540) - Done Deal, Not Bad

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.

<ul>
<li>
<a href="https://www.smartkarma.com/entities/ci-medical-co-ltd" target="_blank" data-smartkarma-citation="entities:26170:1" rel="noopener">Ci Medical (3540 JP)</a> has recommended a tender offer from <a href="https://www.smartkarma.com/entities/air-water-inc" target="_blank" data-smartkarma-citation="entities:18073:1" rel="noopener">Air Water Inc (4088 JP)</a> at JPY1,500, a 48.5% premium to the last close.</li>
<li>The offer is attractive compared to historical trading ranges and is above the mid-point of the IFA DCF valuation range. </li>
<li>This is a done deal as the offeror and irrevocable represent an 85.02% ownership ratio, which ensures that the EGM vote for share consolidation will pass. </li>
</ul>



Ci Medical (3540 JP) has recommended a tender offer from Air Water Inc (4088 JP) at JPY1,500, a 48.5% premium to the last close.
The offer is attractive compared to historical trading ranges and is above the mid-point of the IFA DCF valuation range. 
This is a done deal as the offeror and irrevocable represent an 85.02% ownership ratio, which ensures that the EGM vote for share consolidation will pass. 


CI Medical (3540 JP): Air Water (4088 JP)’s Tender Offer Is a Done Deal

Korea/Asia, Events, IPOs, Douglas Research Advisory

Douglas Kim

Korea/Asia, Events, IPOs

Equity Bottom-Up

<ul>
<li>
We believe SK Materials is the biggest winner from SK Group's efforts to vertically integrate the sourcing of semiconductor-related gases and materials. After the political feud between Japan and South Korea in the summer of 2019, SK Group has determined that it reduce risks associated with relying too much on the Japanese suppliers on various semiconductor materials. As such, over the next several years, SK Materials will play a key role in the entire SK Group's increasing vertical integration of numerous semiconductor materials.</li>
<li>Valuation - The valuation levels of SK Materials have been wide-ranging in the past four years. The P/E range has been from 10.2x to 18.6x in the past four years. The P/B multiples have ranged 2.2x to 4.7x in the past four years. Currently, it is trading at 3.6x P/B, using its book value of 489 billion won at the end of 3Q19. The consensus currently estimates the company's equity to be 634 billion won at the end of 2020, which would be a 30% increase in equity from the end of 3Q19. If we apply the same P/B multiple of 3.6x and apply to next year's book value, the would suggest an implied market cap of 2.3 trillion won or 216,402 won per share (30% higher than current levels).</li>
<li>
Tuck-In Acquisitions of Attractive Industrial Gases and Materials Businesses - Since 2016, SK Materials has made several acquisitions &amp; JVs including the acquisition of SKC Airgas (2016), SK Showa Denko (2017), Hanyu Chemical (2019), and Kumho Petrochem's photoresist business (2020). These tuck-in acquisitions have added to the company's revenues and the company has been able to maintain high operating margins. From 2015 to 2019, SK Materials generated an average operating margin of 30%, which is one of the highest among Korean companies with more than $1 billion in market cap.</li>
</ul>



We believe SK Materials is the biggest winner from SK Group's efforts to vertically integrate the sourcing of semiconductor-related gases and materials. After the political feud between Japan and South Korea in the summer of 2019, SK Group has determined that it reduce risks associated with relying too much on the Japanese suppliers on various semiconductor materials. As such, over the next several years, SK Materials will play a key role in the entire SK Group's increasing vertical integration of numerous semiconductor materials.
Valuation - The valuation levels of SK Materials have been wide-ranging in the past four years. The P/E range has been from 10.2x to 18.6x in the past four years. The P/B multiples have ranged 2.2x to 4.7x in the past four years. Currently, it is trading at 3.6x P/B, using its book value of 489 billion won at the end of 3Q19. The consensus currently estimates the company's equity to be 634 billion won at the end of 2020, which would be a 30% increase in equity from the end of 3Q19. If we apply the same P/B multiple of 3.6x and apply to next year's book value, the would suggest an implied market cap of 2.3 trillion won or 216,402 won per share (30% higher than current levels).

Tuck-In Acquisitions of Attractive Industrial Gases and Materials Businesses - Since 2016, SK Materials has made several acquisitions &amp; JVs including the acquisition of SKC Airgas (2016), SK Showa Denko (2017), Hanyu Chemical (2019), and Kumho Petrochem's photoresist business (2020). These tuck-in acquisitions have added to the company's revenues and the company has been able to maintain high operating margins. From 2015 to 2019, SK Materials generated an average operating margin of 30%, which is one of the highest among Korean companies with more than $1 billion in market cap.


SK Materials - The Biggest Winner from SK Group's Vertical Integration of Semiconductor Materials

'Quantamental' Japan Specialist, LightStream Research

Campbell Gunn

'Quantamental' Japan Specialist

ja research

ja research is an independent research platform focused exclusively on Japanese equities. Leveraging data and graphic analysis provided by Japan Analytics, we provide insights on small and medium-sized companies that have been ignored by the sell-side as well as challenging conventional wisdom on larger companies. We also offer analyst and corporate access, the latter with translation if required. 

<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/117/429/original/2020-02-12_12-29-56.png?1581478227" class="editor-image img-responsive" data-smartkarma-image-id="117429"></figure>
<div class="content-caption">Source • Japan Analytics</div>
<a href="https://www.smartkarma.com/entities/taiyo-nippon-sanso-corp" target="_blank" data-smartkarma-citation="entities:15756:1" rel="noopener">TAIYO NIPPON SANSO (4091 JP)</a> - TNS, itself a three-way merger between Nippon Sanso, Taiyo Sanso and Toyo Sanso, has been one of Japan's more globally acquisitive companies in recent years. The company has bought businesses from Linde (North America), Praxair (Europe) and Air Liquide (USA), Air Products (Thailand) while buying businesses outright or majority stakes in India, Australia, Singapore, Thailand. From  2014, TNS became a consolidated subsidiary of <a href="https://www.smartkarma.com/entities/mitsubishi-chemical-holdings" target="_blank" data-smartkarma-citation="entities:12781:1" rel="noopener">Mitsubishi Chemical (4188 JP),</a> a stake that represents 44% of Mitsubishi Chemical's current market value. 
HIGH-PRESSURE PERFORMER - TNS shares have been one of the best-performing stocks in the Chemicals Sector in Japan since 2012, rising by 554% and reaching a daily closing high of ¥2,665 on 15th November 2019. Although no longer Overbought and having moved in a  narrow range since July 2019, TNS shares are still trading at the elevated levels commensurate with a high-growth company.
<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/117/424/original/2020-02-12_12-16-41.png?1581477424" class="editor-image img-responsive" data-smartkarma-image-id="117424"></figure>
<div class="content-caption">Source • Japan Analytics</div>
TRULY GLOBAL - The domestic gas business is now only 42% of revenues and 29% of Operating Income, with the business spread geographically between the US (25%/25%), Europe (20%.28%), and Asia-Pacific (13%/11.9). Gas margins are higher overseas (10%/15%/10%) than in Japan 7.5%, which has been one of the drivers of the expansion abroad. 
<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/117/430/original/File%202020-02-12%2011%2051%2021.jpeg?1581478650" class="editor-image img-responsive" data-smartkarma-image-id="117430"></figure>
<div class="content-caption">Source • Company</div>
MOSTLY GAS - Although TNS has four main business lines, the non-Industrial Gas businesses are related to the application of gas technologies and products in fields related to electronics, medical care and energy. The exception is the THERMOS stainless steel vacuum flasks and thermal cookers business which commands margins of over 30% but is only 3% of sales.
<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/117/431/original/File%202020-02-12%2012%2042%2011.jpeg?1581479106" class="editor-image img-responsive" data-smartkarma-image-id="117431"></figure>
<div class="content-caption">Source • Company</div>
HOLDCO - In October this year, the company will transition to a holding company and change its name to Nippon Sanso Holdings as outlined above. The aim is to devolve more decision-making authority to the regions/business groups.
<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/117/458/original/2020-02-12_11-59-45.png?1581481488" class="editor-image img-responsive" data-smartkarma-image-id="117458"></figure>
<div class="content-caption">Source • Japan Analytics</div>
DOWNWARD REVISION - On 5th February, TNS announced a downward revision of Revenue, Operating Income and Net Income of 4%, 7% and 6%, respectively, due to weak performance in the domestic Gas and Thermos divisions and one-off costs relating to Nippon Ekitan. These revisions are the first downward revisions by the company in six years and will likely be followed by a cautious outlook for FY2021 at the full-year results announcement in May.
AVOID/SELL - Although now more diversified, TNS remains primarily exposed to developed manufacturing economies and has yet to prove it can earn a positive residual return on its newly acquired assets. The company has attracted a premium valuation but has, so far, yet to justify investors' confidence. Shielded by the majority ownership of Mitsubishi Chemicals, there is little pressure than can be exerted on management to focus on returns rather than scale for scale's sake. We consider a TTM EV/OP ratio of 21.4 times excessive for a -1.5% return and recommend avoiding or selling TNS ahead of the upcoming cyclical downturn.


Source • Japan Analytics
TAIYO NIPPON SANSO (4091 JP) - TNS, itself a three-way merger between Nippon Sanso, Taiyo Sanso and Toyo Sanso, has been one of Japan's more globally acquisitive companies in recent years. The company has bought businesses from Linde (North America), Praxair (Europe) and Air Liquide (USA), Air Products (Thailand) while buying businesses outright or majority stakes in India, Australia, Singapore, Thailand. From  2014, TNS became a consolidated subsidiary of Mitsubishi Chemical (4188 JP), a stake that represents 44% of Mitsubishi Chemical's current market value. 
HIGH-PRESSURE PERFORMER - TNS shares have been one of the best-performing stocks in the Chemicals Sector in Japan since 2012, rising by 554% and reaching a daily closing high of ¥2,665 on 15th November 2019. Although no longer Overbought and having moved in a  narrow range since July 2019, TNS shares are still trading at the elevated levels commensurate with a high-growth company.

Source • Japan Analytics
TRULY GLOBAL - The domestic gas business is now only 42% of revenues and 29% of Operating Income, with the business spread geographically between the US (25%/25%), Europe (20%.28%), and Asia-Pacific (13%/11.9). Gas margins are higher overseas (10%/15%/10%) than in Japan 7.5%, which has been one of the drivers of the expansion abroad. 

Source • Company
MOSTLY GAS - Although TNS has four main business lines, the non-Industrial Gas businesses are related to the application of gas technologies and products in fields related to electronics, medical care and energy. The exception is the THERMOS stainless steel vacuum flasks and thermal cookers business which commands margins of over 30% but is only 3% of sales.

Source • Company
HOLDCO - In October this year, the company will transition to a holding company and change its name to Nippon Sanso Holdings as outlined above. The aim is to devolve more decision-making authority to the regions/business groups.

Source • Japan Analytics
DOWNWARD REVISION - On 5th February, TNS announced a downward revision of Revenue, Operating Income and Net Income of 4%, 7% and 6%, respectively, due to weak performance in the domestic Gas and Thermos divisions and one-off costs relating to Nippon Ekitan. These revisions are the first downward revisions by the company in six years and will likely be followed by a cautious outlook for FY2021 at the full-year results announcement in May.
AVOID/SELL - Although now more diversified, TNS remains primarily exposed to developed manufacturing economies and has yet to prove it can earn a positive residual return on its newly acquired assets. The company has attracted a premium valuation but has, so far, yet to justify investors' confidence. Shielded by the majority ownership of Mitsubishi Chemicals, there is little pressure than can be exerted on management to focus on returns rather than scale for scale's sake. We consider a TTM EV/OP ratio of 21.4 times excessive for a -1.5% return and recommend avoiding or selling TNS ahead of the upcoming cyclical downturn.

4091🇯🇵 Taiyo Nippon Sanso - High-Pressure • High-Stakes

Japan

AIR WATER INC. produces industrial gases such as oxygen, nitrogen, argon, and acetylene.  The Company also sells fuels and processed foods.

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Air Water Inc (4088 JP)

(Mostly) Asia-Pac M&A: Technopro, Infomedia, Kolon Mobility, Iress, HKBN, Furukawa Battery

This insight provides a summary of gross/annualised spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and...

David Blennerhassett

[Japan M&A] Air Water Takes over C.I. Medical (3540) - Done Deal, Not Bad

This deal is interesting. It is probably better as a medical products roll-up but Air Water has decided to buy it (as the existing main partner to...

Travis Lundy

CI Medical (3540 JP): Air Water (4088 JP)’s Tender Offer Is a Done Deal

This is a done deal as the offeror and irrevocable represent an 85.02% ownership ratio, which ensures that the EGM vote for share consolidation...

Arun George

SK Materials - The Biggest Winner from SK Group's Vertical Integration of Semiconductor Materials

We believe SK Materials is the biggest winner from SK Group's efforts to vertically integrate the sourcing of semiconductor-related gases and...

Douglas Kim

4091🇯🇵 Taiyo Nippon Sanso - High-Pressure • High-Stakes

TAIYO NIPPON SANSO (4091 JP) - TNS, itself a three-way merger between Nippon Sanso, Taiyo Sanso and Toyo Sanso, has been one of Japan's more...

Campbell Gunn

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