Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Back on the 6th January, Kerry Stokes-backed <a href="https://www.smartkarma.com/entities/sgh-limited" target="_blank" data-smartkarma-citation="entities:803:1" rel="noopener">SGH Limited (SGH AU)</a> and <a href="https://www.smartkarma.com/entities/steel-dynamics-inc" target="_blank" data-smartkarma-citation="entities:11061:1" rel="noopener">Steel Dynamics (STLD US)</a><a href="https://announcements.asx.com.au/asxpdf/20260106/pdf/06tzv9t8w6g7pg.pdf" target="_blank" rel="noopener">submitted</a> an A$0.30/share cash NBIO for <a href="https://www.smartkarma.com/entities/bluescope-steel-ltd" target="_blank" data-smartkarma-citation="entities:207:1" rel="noopener">BlueScope Steel (BSL AU)</a>, Australia’s largest steel manufacturer.</li>
<li>BlueScope summarily rejected terms, stating the Offer "very significantly undervalues" the company. SGH/SDI have now <a href="https://announcements.asx.com.au/asxpdf/20260218/pdf/06wflzg212dlgh.pdf" target="_blank" rel="noopener">returned with a $32.35/share</a> (best &amp; final) NBIO - $34/share when including A$1.65/share in dividends.</li>
<li>That's a A$15bn bid. Exclusive due diligence is sought. AusSuper, with 13.5% of shares out, holds the key. No scrip alternative is afforded. My guess is AusSuper is not supportive.</li>
</ul>


Back on the 6th January, Kerry Stokes-backed SGH Limited (SGH AU) and Steel Dynamics (STLD US)submitted an A$0.30/share cash NBIO for BlueScope Steel (BSL AU), Australia’s largest steel manufacturer.
BlueScope summarily rejected terms, stating the Offer "very significantly undervalues" the company. SGH/SDI have now returned with a $32.35/share (best &amp; final) NBIO - $34/share when including A$1.65/share in dividends.
That's a A$15bn bid. Exclusive due diligence is sought. AusSuper, with 13.5% of shares out, holds the key. No scrip alternative is afforded. My guess is AusSuper is not supportive.


BlueScope (BSL AU): SGH And SDI's Latest NBIO - What Say You AusSuper?

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/bluescope-steel-ltd" target="_blank" data-smartkarma-citation="entities:207:1" rel="noopener">Bluescope Steel (BSL AU)</a> has disclosed a revised non-binding proposal from <a href="https://www.smartkarma.com/entities/sgh-limited" target="_blank" data-smartkarma-citation="entities:803:1" rel="noopener">SGH Limited (SGH AU)</a> and <a href="https://www.smartkarma.com/entities/steel-dynamics-inc" target="_blank" data-smartkarma-citation="entities:11061:1" rel="noopener">Steel Dynamics (STLD US)</a> at US$32.35. Adjusting for dividends, the equivalent offer is A$34.00. </li>
<li>It is the best and final proposal. The offer does not fully address the Board’s reasons for rejecting the previous offer, but it will pressure the Board to engage. </li>
<li>AustralianSuper, the largest shareholder, holds the key vote. If AustralianSuper does not increase its shareholding in the coming days, it signals that it is supportive.</li>
</ul>



Bluescope Steel (BSL AU) has disclosed a revised non-binding proposal from SGH Limited (SGH AU) and Steel Dynamics (STLD US) at US$32.35. Adjusting for dividends, the equivalent offer is A$34.00. 
It is the best and final proposal. The offer does not fully address the Board’s reasons for rejecting the previous offer, but it will pressure the Board to engage. 
AustralianSuper, the largest shareholder, holds the key vote. If AustralianSuper does not increase its shareholding in the coming days, it signals that it is supportive.


BlueScope Steel (BSL AU): SGH and Steel Dynamics’ Best and Final Offer

<ul>
<li>This morning (6th Jan), <a href="https://www.smartkarma.com/entities/sgh-limited" target="_blank" data-smartkarma-citation="entities:803:1" rel="noopener">SGH Limited (SGH AU)</a> and <a href="https://www.smartkarma.com/entities/steel-dynamics-inc" target="_blank" data-smartkarma-citation="entities:11061:1" rel="noopener">Steel Dynamics (STLD US)</a> (SDI) <a href="https://announcements.asx.com.au/asxpdf/20260106/pdf/06tzv9t8w6g7pg.pdf" target="_blank" rel="noopener">confirmed</a> they have submitted an NBIO for <a href="https://www.smartkarma.com/entities/bluescope-steel-ltd" target="_blank" data-smartkarma-citation="entities:207:1" rel="noopener">Bluescope Steel (BSL AU)</a>, Australia’s largest steel manufacturer.</li>
<li>The Kerry Stokes-backed SGH and SDI are offering A$30/share, a 27% premium to undisturbed. And ~18.6x and 9.5x FY25 EV/EBIT and FY25 EV/EBITDA. </li>
<li>Regulatory clearance should include FIRB and (perhaps) ACCC. SGH's entrance should smooth over these conditions.</li>
</ul>


This morning (6th Jan), SGH Limited (SGH AU) and Steel Dynamics (STLD US) (SDI) confirmed they have submitted an NBIO for Bluescope Steel (BSL AU), Australia’s largest steel manufacturer.
The Kerry Stokes-backed SGH and SDI are offering A$30/share, a 27% premium to undisturbed. And ~18.6x and 9.5x FY25 EV/EBIT and FY25 EV/EBITDA. 
Regulatory clearance should include FIRB and (perhaps) ACCC. SGH's entrance should smooth over these conditions.


Bluescope Steel (BSL AU): Kerry Stokes-Backed SGH's NBIO Needs More Gruel

<ul>
<li>
<a href="https://www.smartkarma.com/entities/sgh-limited" target="_blank" data-smartkarma-citation="entities:803:1" rel="noopener">SGH Limited (SGH AU)</a>/<a href="https://www.smartkarma.com/entities/steel-dynamics-inc" target="_blank" data-smartkarma-citation="entities:11061:1" rel="noopener">Steel Dynamics (STLD US)</a>'s indicative Offer for <a href="https://www.smartkarma.com/entities/bluescope-steel-ltd" target="_blank" data-smartkarma-citation="entities:207:1" rel="noopener">Bluescope Steel (BSL AU)</a>was light from the onset. They'd need bump terms bigly for any deal to move forward. </li>
<li>The<a href="https://www.smartkarma.com/entities/aeon-co-ltd" target="_blank" data-smartkarma-citation="entities:3:1" rel="noopener">Aeon Co Ltd (8267 JP)</a>'s Tender Offer for <a href="https://www.smartkarma.com/entities/tsuruha-holdings-inc" target="_blank" data-smartkarma-citation="entities:9536:1" rel="noopener">Tsuruha Holdings (3391 JP)</a> shows a 100% pro-ration.  A LOT of long-only and retail holders did NOT tender.</li>
<li>Air China's share placing agreement, is very clearly geared to get their stake &lt;30% after <a href="https://www.smartkarma.com/entities/cathay-pacific-airways-ltd" target="_blank" data-smartkarma-citation="entities:243:1" rel="noopener">Cathay Pacific Airways (293 HK)</a>buys back Qatar Airways' stake.  </li>
</ul>



SGH Limited (SGH AU)/Steel Dynamics (STLD US)'s indicative Offer for Bluescope Steel (BSL AU)was light from the onset. They'd need bump terms bigly for any deal to move forward. 
TheAeon Co Ltd (8267 JP)'s Tender Offer for Tsuruha Holdings (3391 JP) shows a 100% pro-ration.  A LOT of long-only and retail holders did NOT tender.
Air China's share placing agreement, is very clearly geared to get their stake &lt;30% after Cathay Pacific Airways (293 HK)buys back Qatar Airways' stake.  


Last Week In Event SPACE: Bluescope Steel, Cathay Pacific, Sunny Optical

<ul>
<li>
<a href="https://www.smartkarma.com/entities/bluescope-steel-ltd" target="_blank" data-smartkarma-citation="entities:207:1" rel="noopener">Bluescope Steel (BSL AU)</a> confirmed that on 12 December, it received a non-binding proposal from <a href="https://www.smartkarma.com/entities/sgh-limited" target="_blank" data-smartkarma-citation="entities:803:1" rel="noopener">SGH Limited (SGH AU)</a> and Steel Dynamics at US$30.00, a 22.7% premium to last close.</li>
<li>The offer is the latest of three previous offers from <a href="https://www.smartkarma.com/entities/steel-dynamics-inc" target="_blank" data-smartkarma-citation="entities:11061:1" rel="noopener">Steel Dynamics (STLD US)</a> that the Board rejected as significantly undervaluing BlueScope and having regulatory approval issues.</li>
<li>The statement strongly suggests that this offer will share a similar fate. While representing a ten-year high, the offer is light compared to peer multiples. </li>
</ul>



Bluescope Steel (BSL AU) confirmed that on 12 December, it received a non-binding proposal from SGH Limited (SGH AU) and Steel Dynamics at US$30.00, a 22.7% premium to last close.
The offer is the latest of three previous offers from Steel Dynamics (STLD US) that the Board rejected as significantly undervaluing BlueScope and having regulatory approval issues.
The statement strongly suggests that this offer will share a similar fate. While representing a ten-year high, the offer is light compared to peer multiples. 


BlueScope Steel (BSL AU): SGH and Steel Dynamics’ Non-Binding Offer Likely to Be Knocked Back

Australia

BlueScope Steel Limited supplies steel products and solutions. The Company manufactures steel slabs, plates, hot and cold rolled coils, and coated and painted strip products for building and construction, automotive, whitegoods, and manufacturing applications. BlueScope Steel serves customers in Asia, Australia, New Zealand, and the United States.

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Bluescope Steel (BSL AU)

BlueScope (BSL AU): SGH And SDI's Latest NBIO - What Say You AusSuper?

Revised terms are close to SDI's NBIO last year, which was rejected. BlueScope has zero net debt. The USA ops are undervalued. And structurally...

David Blennerhassett