HK/China Equity Long-Short

Osbert Tang, CFA

Equity Bottom-Up

China National Building Material / Equity Bottom-Up

China National Building Material (3323 HK)

<ul>
<li>We view <a href="https://www.smartkarma.com/entities/china-national-building-ma-h" target="_blank" data-smartkarma-citation="entities:184:1" rel="noopener">China National Building Material (3323 HK)</a>'s proposal to buy back 9.98% of H-shares as a good opportunity for the shareholders to cash out in their position.</li>
<li>Without further significant government stimulus, CNBM will find it difficult to return to the HK$4.03 offer price. Potential weak FY24 results also mean downside risks.</li>
<li>Other companies with high gearing and low P/B may follow CNBM's move. We single out the infrastructure construction companies as the likely candidates.</li>
</ul>


We view China National Building Material (3323 HK)'s proposal to buy back 9.98% of H-shares as a good opportunity for the shareholders to cash out in their position.
Without further significant government stimulus, CNBM will find it difficult to return to the HK$4.03 offer price. Potential weak FY24 results also mean downside risks.
Other companies with high gearing and low P/B may follow CNBM's move. We single out the infrastructure construction companies as the likely candidates.


China National Building Materials (3323 HK): Buying Back 9.98% of H-Shares

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

China National Building Material / Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/china-national-building-ma-h" target="_blank" data-smartkarma-citation="entities:184:1" rel="noopener">China National Building Material (3323 HK)</a> has launched a conditional share buyback to acquire a maximum of 841.7 million H Shares (18.47% of H Shares) at HK$4.03.</li>
<li>The share buyback seems designed to enable the CNBM parent company to bypass the creeper rule and squeeze the shorts. </li>
<li>The buyback is unattractive and will leave minorities short-changed, weakening a stretched balance sheet. Nevertheless, while potentially tricky, the votes should pass. </li>
</ul>



China National Building Material (3323 HK) has launched a conditional share buyback to acquire a maximum of 841.7 million H Shares (18.47% of H Shares) at HK$4.03.
The share buyback seems designed to enable the CNBM parent company to bypass the creeper rule and squeeze the shorts. 
The buyback is unattractive and will leave minorities short-changed, weakening a stretched balance sheet. Nevertheless, while potentially tricky, the votes should pass. 


China National Building Material (3323 HK): H Share Buyback Short Changes Minorities

<ul>
<li>
<a href="https://www.smartkarma.com/entities/guotai-junan-securities-co-ltd-5dfaf2c5-76d3-4f34-a77d-118787fd7091" target="_blank" data-smartkarma-citation="entities:23752:1" rel="noopener">Guotai Junan Securities (2611 HK)</a> and <a href="https://www.smartkarma.com/entities/haitong-securities-co-ltd-h" target="_blank" data-smartkarma-citation="entities:5665:1" rel="noopener">Haitong Securities Co Ltd (H) (6837 HK)</a> all-scrip merger is set at an exchange ratio of 0.62x. </li>
<li>The merger is conditional on the GJTA/Haitong shareholder vote, which is low risk. Regulatory approvals are a formality as they involve two entities with SOE backgrounds. </li>
<li>The share exchange ratio is attractive compared to historical price ratios and precedent transactions. The recent material re-rating of peers is irrelevant to the vote as the offer is all-scrip. </li>
</ul>



Guotai Junan Securities (2611 HK) and Haitong Securities Co Ltd (H) (6837 HK) all-scrip merger is set at an exchange ratio of 0.62x. 
The merger is conditional on the GJTA/Haitong shareholder vote, which is low risk. Regulatory approvals are a formality as they involve two entities with SOE backgrounds. 
The share exchange ratio is attractive compared to historical price ratios and precedent transactions. The recent material re-rating of peers is irrelevant to the vote as the offer is all-scrip. 


Haitong Securities (6837 HK)/GTJA (2611 HK) Merger Is a Done Deal

<ul>
<li>On 6 September, <a href="https://www.smartkarma.com/entities/guotai-junan-securities-co-ltd-5dfaf2c5-76d3-4f34-a77d-118787fd7091" target="_blank" data-smartkarma-citation="entities:23752:1" rel="noopener">Guotai Junan Securities (2611 HK)</a> and <a href="https://www.smartkarma.com/entities/haitong-securities-co-ltd-h" target="_blank" data-smartkarma-citation="entities:5665:1" rel="noopener">Haitong Securities Co Ltd (H) (6837 HK)</a> entered a legally binding agreement to merge through absorption and share exchange. </li>
<li>The high-profile merger aligns with the Chinese government’s ambition to reform the brokerage sector and create world-class investment banks. The merger would result in the largest China broker by assets.</li>
<li>In this note, we evaluate the potential share exchange ratio and the risks to satisfying the conditions for implementing the potential merger.</li>
</ul>


On 6 September, Guotai Junan Securities (2611 HK) and Haitong Securities Co Ltd (H) (6837 HK) entered a legally binding agreement to merge through absorption and share exchange. 
The high-profile merger aligns with the Chinese government’s ambition to reform the brokerage sector and create world-class investment banks. The merger would result in the largest China broker by assets.
In this note, we evaluate the potential share exchange ratio and the risks to satisfying the conditions for implementing the potential merger.


Haitong Securities (6837 HK): Evaluating the Potential Merger with GTJA (2611 HK)

<ul>
<li>
<a href="https://www.smartkarma.com/entities/asia-cement-china-holdings" target="_blank" data-smartkarma-citation="entities:3374:1" rel="noopener">Asia Cement China (743 HK)</a>’s IFA opines that <a href="https://www.smartkarma.com/entities/asia-cement-corp" target="_blank" data-smartkarma-citation="entities:15350:1" rel="noopener">Asia Cement (1102 TT)</a>’s HK$3.22 privatisation offer is fair and reasonable. The scheme vote is on 26 August. </li>
<li>The IFA valiantly justifies that an offer materially below net cash is fair and reasonable. The crux of the justification lies in the fortuitous disclosure of material capex requirements.</li>
<li>While no shareholder holds the 10% blocking stake, the high AGM minority participation rates, retail opposition and unconvincing IFA report suggest a high chance of a deal break.</li>
</ul>



Asia Cement China (743 HK)’s IFA opines that Asia Cement (1102 TT)’s HK$3.22 privatisation offer is fair and reasonable. The scheme vote is on 26 August. 
The IFA valiantly justifies that an offer materially below net cash is fair and reasonable. The crux of the justification lies in the fortuitous disclosure of material capex requirements.
While no shareholder holds the 10% blocking stake, the high AGM minority participation rates, retail opposition and unconvincing IFA report suggest a high chance of a deal break.


Asia Cement China (743 HK): Scheme Vote on 26 August Has a High Deal Break Risk

China

China National Building Material is a state-owned enterprise primarily engaged in the production and sale of building materials, including cement, concrete, new materials like glass fiber and composite materials, and engineering technology services. It is recognized as a leading global producer in several of these segments. The company is headquartered in Beijing, People's Republic of China, and was founded in 1984.

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China National Building Material (3323 HK)

China National Building Materials (3323 HK): Buying Back 9.98% of H-Shares

CNBM's buyback proposal offers shareholders a chance to cash out, but without government stimulus, returning to the offer price is not easy. Other...

Osbert Tang, CFA

Haitong Securities (6837 HK)/GTJA (2611 HK) Merger Is a Done Deal

The share exchange ratio is attractive. Regulatory approvals are a formality. The GJTA/Haitong shareholder vote is low risk. Timing is the key risk.

Arun George

Haitong Securities (6837 HK): Evaluating the Potential Merger with GTJA (2611 HK)

In this note, we evaluate the potential share exchange ratio and the risks to satisfying the conditions for implementing the potential merger.

Arun George

Asia Cement China (743 HK): Scheme Vote on 26 August Has a High Deal Break Risk

The IMAX China precedent suggests that minorities can and will vote down a low-balled offer. The risk (12.5% downside to the undisturbed price)...

Arun George

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China National Building Materials (3323 HK): Buying Back 9.98% of H-Shares

​CNBM's buyback proposal offers shareholders a chance to cash out, but without government stimulus, returning to the offer price is not easy. Other...

Osbert Tang, CFA