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.

Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/yashili-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3397:1" rel="noopener">Yashili International Holdings (1230 HK)</a>'s spread to <a href="https://www.smartkarma.com/entities/china-mengniu-dairy-co" target="_blank" data-smartkarma-citation="entities:354:1" rel="noopener">China Mengniu Dairy Co (2319 HK)</a>’s offer (HK$1.20) has widened to 10.1% due to doubts about the satisfaction of the remaining pre-condition.</li>
<li>We think the delay in satisfying Dumex Key Condition is due to the glacial bureaucratic process. The pre-conditions long stop date is 31 July 2023, which provides sufficient time.</li>
<li>Both <a href="https://www.smartkarma.com/entities/danone-sa" target="_blank" data-smartkarma-citation="entities:21403:1" rel="noopener">Danone SA (BN FP)</a> and Mengniu can waive conditions to satisfy the pre-condition. Both have the motivation to complete the transaction as it facilitates the unwinding of their partnership.</li>
</ul>



Yashili International Holdings (1230 HK)'s spread to China Mengniu Dairy Co (2319 HK)’s offer (HK$1.20) has widened to 10.1% due to doubts about the satisfaction of the remaining pre-condition.
We think the delay in satisfying Dumex Key Condition is due to the glacial bureaucratic process. The pre-conditions long stop date is 31 July 2023, which provides sufficient time.
Both Danone SA (BN FP) and Mengniu can waive conditions to satisfy the pre-condition. Both have the motivation to complete the transaction as it facilitates the unwinding of their partnership.


Yashili’s Widening Spread Is an Opportunity

<ul>
<li>
<a href="https://www.smartkarma.com/entities/yashili-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3397:1" rel="noopener">Yashili International Holdings (1230 HK)</a> independent shareholders unanimously approved the proposed transactions at the 16 August EGM, a crucial step for <a href="https://www.smartkarma.com/entities/china-mengniu-dairy-co" target="_blank" data-smartkarma-citation="entities:354:1" rel="noopener">China Mengniu Dairy Co (2319 HK)</a>’s HK$1.20 offer.</li>
<li>The remaining pre-condition is the completion of the 25% Yashili acquisition. The completion conditions suggest that this pre-condition is low risk and will likely be completed soon.</li>
<li>The value test is only applicable to the scheme. At last close and for a November completion, the gross and annualised spread to the offer is 8.1% and 29.6%, respectively.</li>
</ul>



Yashili International Holdings (1230 HK) independent shareholders unanimously approved the proposed transactions at the 16 August EGM, a crucial step for China Mengniu Dairy Co (2319 HK)’s HK$1.20 offer.
The remaining pre-condition is the completion of the 25% Yashili acquisition. The completion conditions suggest that this pre-condition is low risk and will likely be completed soon.
The value test is only applicable to the scheme. At last close and for a November completion, the gross and annualised spread to the offer is 8.1% and 29.6%, respectively.


Yashili’s Pre-Condition EGM Approval Secured

<ul>
<li>The approval by <a href="https://www.smartkarma.com/entities/yashili-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3397:1" rel="noopener">Yashili International Holdings (1230 HK)</a> independent shareholders of the proposed transactions at the 16 August EGM is a pre-condition to the HK$1.20 per share privatisation proposal.</li>
<li>Shareholders will pass the ordinary resolutions at the EGM so that they can vote on the attractive privatisation proposal. The key risk is timing around the satisfaction of the pre-conditions.</li>
<li>
<a href="https://www.smartkarma.com/entities/china-mengniu-dairy-co" target="_blank" data-smartkarma-citation="entities:354:1" rel="noopener">China Mengniu Dairy Co (2319 HK)</a>’s offer remains attractive in the context of multiples and historical share prices. At the last close, the gross spread to the offer is 10.1%.</li>
</ul>


The approval by Yashili International Holdings (1230 HK) independent shareholders of the proposed transactions at the 16 August EGM is a pre-condition to the HK$1.20 per share privatisation proposal.
Shareholders will pass the ordinary resolutions at the EGM so that they can vote on the attractive privatisation proposal. The key risk is timing around the satisfaction of the pre-conditions.

China Mengniu Dairy Co (2319 HK)’s offer remains attractive in the context of multiples and historical share prices. At the last close, the gross spread to the offer is 10.1%.


Yashili’s Pre-Condition EGM Set for 16 August

<ul>
<li>
<a href="https://www.smartkarma.com/entities/danone-sa" target="_blank" data-smartkarma-citation="entities:21403:1" rel="noopener">Danone SA (BN FP)</a> will sell to <a href="https://www.smartkarma.com/entities/china-mengniu-dairy-co" target="_blank" data-smartkarma-citation="entities:354:1" rel="noopener">China Mengniu Dairy Co (2319 HK)</a> its 25% Yashili stake for HK$1.20 per share. Post-completion, Mengniu will launch a privatisation offer at HK$1.20.  </li>
<li>The privatisation is subject to several pre-conditions, which carry low risk in our view. The key conditions are the headcount test and rejections by &lt;10% of all disinterested shareholders.</li>
<li>The offer for <a href="https://www.smartkarma.com/entities/yashili-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3397:1" rel="noopener">Yashili International Holdings (1230 HK)</a> is attractive. At the last close, the gross spread to the offer is 30.4%. Buy up to HK$1.09 (implies an 85% deal probability).</li>
</ul>



Danone SA (BN FP) will sell to China Mengniu Dairy Co (2319 HK) its 25% Yashili stake for HK$1.20 per share. Post-completion, Mengniu will launch a privatisation offer at HK$1.20.  
The privatisation is subject to several pre-conditions, which carry low risk in our view. The key conditions are the headcount test and rejections by &lt;10% of all disinterested shareholders.
The offer for Yashili International Holdings (1230 HK) is attractive. At the last close, the gross spread to the offer is 30.4%. Buy up to HK$1.09 (implies an 85% deal probability).


Yashili’s HK$1.20 Privatisation Offer from Mengniu

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

<ul>
<li>
<a href="https://www.smartkarma.com/entities/yashili-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3397:1" rel="noopener">Yashili International Holdings (1230 HK)</a> has <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2022/0506/2022050602098.pdf" target="_blank" rel="noopener">announced</a> a pre-conditional Offer, by way of a Scheme, from <a href="https://www.smartkarma.com/entities/china-mengniu-dairy-co" target="_blank" data-smartkarma-citation="entities:354:1" rel="noopener">China Mengniu Dairy Co (2319 HK)</a>.</li>
<li>The cancellation price of HK$1.20/share, a 31.9% premium to last close, and a 161% premium to the undisturbed price, is in line with the <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2022/0316/2022031601535.pdf" target="_blank" rel="noopener">16 March announcement</a>.</li>
<li>Conditions involve various business disposals and the exit of <a href="https://www.smartkarma.com/entities/danone-sa" target="_blank" data-smartkarma-citation="entities:21403:1" rel="noopener">Danone SA (BN FP)</a>'s stake in Yashili;  yet apart from timing, which is contingent on regulatory approvals, this looks done. </li>
</ul>



Yashili International Holdings (1230 HK) has announced a pre-conditional Offer, by way of a Scheme, from China Mengniu Dairy Co (2319 HK).
The cancellation price of HK$1.20/share, a 31.9% premium to last close, and a 161% premium to the undisturbed price, is in line with the 16 March announcement.
Conditions involve various business disposals and the exit of Danone SA (BN FP)'s stake in Yashili;  yet apart from timing, which is contingent on regulatory approvals, this looks done. 


Yashili (1230 HK)'s Pre-Conditional Offer From Mengniu

Hong Kong

Ausnutria Dairy is an international company specializing in the research, development, production, marketing, and distribution of dairy and nutrition products. Its diverse portfolio includes infant formula (cow and goat milk-based), adult formula, and probiotic products, sold under various brands globally. The company was founded in 2003 and is headquartered in Sheung Wan, Hong Kong.

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Ausnutria Dairy (1717 HK)

Yashili’s Widening Spread Is an Opportunity

While the pre-condition should be satisfied, both Danone and Mengniu have the incentive and the ability to waive conditions to satisfy the pre...

Arun George

Yashili’s Pre-Condition EGM Approval Secured

The remaining pre-condition is low risk and will likely be completed soon. Interims on 24 August. At last close and for a November completion, the...

Arun George

Yashili’s Pre-Condition EGM Set for 16 August

The EGM will take a convoluted transaction further to completion. Expect the spread to narrow. At the last close, the gross spread to the offer is...

Arun George

Yashili’s HK$1.20 Privatisation Offer from Mengniu

Mengniu will launch a pre-conditional privatisation offer at HK$1.20. The risk around the pre-conditions is low. At the last close, the gross...

Arun George

Yashili (1230 HK)'s Pre-Conditional Offer From Mengniu

HK$1.20/share will get up. I'd be a buyer here. I'd probably bid up to ~HK$1.13/share or a gross/annualised spread of 6.2%/15%.

David Blennerhassett

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