Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

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<a href="https://www.smartkarma.com/entities/esr-cayman-ltd" target="_blank" data-smartkarma-citation="entities:27983:1" rel="noopener">ESR Cayman (1821 HK)</a> has <a href="https://links.sgx.com/FileOpen/202108_01%20Major%20and%20Connected%20Transaction%20in%20Relation%20to%20the%20Proposed%20Acquisition%20of%20ARA%20Asset%20Managament%20Limited.ashx?App=Announcement&amp;FileID=677405" target="_blank" rel="noopener">announced</a> it is acquiring unlisted ARA Asset Management for US$5.2bn, the completion of which will result in the world's third-largest real estate management company with total assets under management of ~US$129bn.
Under the terms of the US$5,192mn transaction, ESR will issue US$4.7bn via new ESR shares (US$4.286mn) and vendor loan notes (US$387mn); and US$519mn in cash, to be funded by a US$250mn placement to SMBC, and the remainder (US$269mn) in debt. The scrip/cash split is 90/10.
All of the ARA shareholders are rolling over their shares  - and will mostly be subject to a six-month lock-up - and will hold ~28% of the enlarged entity at completion.
The transaction requires the approval from ESR shareholders by way of an ordinary resolution. Irrevocables totaling 4.6%, to vote in favour of the deal, have been received from ESR's founders, together with OMERS and <a href="https://www.smartkarma.com/entities/jd-com-inc" target="_blank" data-smartkarma-citation="entities:29043:1" rel="noopener">JD.com Inc. (9618 HK)</a>.
There are various pre-conditions attached to the deal, with an EGM expected to be convened before 31 October. The deal may be wrapped up late 4Q21, early 1Q22.
Much more below the fold. 
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ESR Cayman (1821 HK) has announced it is acquiring unlisted ARA Asset Management for US$5.2bn, the completion of which will result in the world's third-largest real estate management company with total assets under management of ~US$129bn.
Under the terms of the US$5,192mn transaction, ESR will issue US$4.7bn via new ESR shares (US$4.286mn) and vendor loan notes (US$387mn); and US$519mn in cash, to be funded by a US$250mn placement to SMBC, and the remainder (US$269mn) in debt. The scrip/cash split is 90/10.
All of the ARA shareholders are rolling over their shares  - and will mostly be subject to a six-month lock-up - and will hold ~28% of the enlarged entity at completion.
The transaction requires the approval from ESR shareholders by way of an ordinary resolution. Irrevocables totaling 4.6%, to vote in favour of the deal, have been received from ESR's founders, together with OMERS and JD.com Inc. (9618 HK).
There are various pre-conditions attached to the deal, with an EGM expected to be convened before 31 October. The deal may be wrapped up late 4Q21, early 1Q22.
Much more below the fold. 


ESR Cayman (1821 HK) Takes Out ARA Asset Management

Research from SooChow CSSD Capital Markets (Asia), SCCM Asia Research

SCCM Asia Research

Research from SooChow CSSD Capital Markets (Asia)

Thematic (Sector/Industry)

<h2>Singapore</h2><h3>SREITs results in a glance (see detailed spreadsheet and calendar attached)</h3><table class="table table-striped"><tbody><tr><td style="width: 242.047px; height: 14px;"> </td><td style="width: 241.969px; height: 14px;">FLT</td><td style="width: 241.984px; height: 14px;">ARAUS (US$)</td></tr><tr><td style="width: 242.047px; height: 15px;">Period</td><td style="width: 241.969px; height: 15px;">3Q21</td><td style="width: 241.984px; height: 15px;">2Q21</td></tr><tr><td style="width: 242.047px; height: 15px;">Gross Revenue (S$m)</td><td style="width: 241.969px; height: 15px;">NA</td><td style="width: 241.984px; height: 15px;">33.3 (+69.9% QoQ)</td></tr><tr><td style="width: 242.047px; height: 14px;">NPI (S$m)</td><td style="width: 241.969px; height: 14px;">NA</td><td style="width: 241.984px; height: 14px;">8.7 (+2,075% QoQ)</td></tr><tr><td style="width: 242.047px; height: 14px;">DPU (S$ c)</td><td style="width: 241.969px; height: 14px;">NA</td><td style="width: 241.984px; height: 14px;">NA</td></tr><tr><td style="width: 242.047px; height: 14px;">NAV per Unit (S$)</td><td style="width: 241.969px; height: 14px;">Based on last qtr: 1.14</td><td style="width: 241.984px; height: 14px;">0.61</td></tr><tr><td style="width: 242.047px; height: 14px;">P/B (x)</td><td style="width: 241.969px; height: 14px;">1.33</td><td style="width: 241.984px; height: 14px;">0.87</td></tr><tr><td style="width: 242.047px; height: 14px;">Occupancy (%)</td><td style="width: 241.969px; height: 14px;">96.3</td><td style="width: 241.984px; height: 14px;">51.2 (Overall)55.8 (Hyatt Place)64.7 (Hyatt House)68 (AC Hotels)75.7 (Courtyard by Marriott)95 (Residence Inn)</td></tr><tr><td style="width: 242.047px; height: 7px;">Reversion (%)</td><td style="width: 241.969px; height: 7px;">0.8</td><td style="width: 241.984px; height: 7px;">RevPAR (% QoQ):66.7 (Overall Portfolio)70.6 (Hyatt Place)68.3 (Hyatt House)77.4 (AC Hotels)55.4 (Courtyard by Marriott)46.2 (Residence Inn)</td></tr><tr><td style="width: 242.047px; height: 14px;">Gearing (%)</td><td style="width: 241.969px; height: 14px;">36.4</td><td style="width: 241.984px; height: 14px;">49</td></tr><tr><td style="width: 242.047px; height: 14px;">Cost of Debt (%)</td><td style="width: 241.969px; height: 14px;">1.7</td><td style="width: 241.984px; height: 14px;">3.4</td></tr><tr><td style="width: 242.047px; height: 14px;">1 Yr Fwd Yield (%)</td><td style="width: 241.969px; height: 14px;">5.07</td><td style="width: 241.984px; height: 14px;">4.67</td></tr><tr><td style="width: 242.047px; height: 14px;">Debt Hedged (%)</td><td style="width: 241.969px; height: 14px;">69.4</td><td style="width: 241.984px; height: 14px;">76.7</td></tr><tr><td style="width: 242.047px; height: 14px;">Target Price</td><td style="width: 241.969px; height: 14px;">N/A</td><td style="width: 241.984px; height: 14px;">N/A</td></tr><tr><td style="width: 242.047px; height: 15px;">Rating</td><td style="width: 241.969px; height: 15px;">N/A</td><td style="width: 241.984px; height: 15px;">N/A</td></tr></tbody></table>

SingaporeSREITs results in a glance (see detailed spreadsheet and calendar attached) FLTARAUS (US$)Period3Q212Q21Gross Revenue (S$m)NA33.3 (+69.9% QoQ)NPI (S$m)NA8.7 (+2,075% QoQ)DPU (S$ c)NANANAV per Unit (S$)Based on last qtr: 1.140.61P/B (x)1.330.87Occupancy (%)96.351.2 (Overall)55.8 (Hyatt Place)64.7 (Hyatt House)68 (AC Hotels)75.7 (Courtyard by Marriott)95 (Residence Inn)Reversion (%)0.8RevPAR (% QoQ):66.7 (Overall Portfolio)70.6 (Hyatt Place)68.3 (Hyatt House)77.4 (AC Hotels)55.4 (Courtyard by Marriott)46.2 (Residence Inn)Gearing (%)36.449Cost of Debt (%)1.73.41 Yr Fwd Yield (%)5.074.67Debt Hedged (%)69.476.7Target PriceN/AN/ARatingN/AN/A

ASEAN Builder's Scoop (05Aug21) - FLT Acq-Driven Growth

<h2>Singapore</h2><h3><a href="https://www.smartkarma.com/entities/frasers-centrepoint-trust" target="_blank" data-smartkarma-citation="entities:2870" rel="noopener">Frasers Centrepoint Trust (FCT SP)</a> to sell YewTee Point for S$220m; 75% upside from original purchase price</h3>FCT will divest YewTee Point for S$220m, having entered into a sale-and-purchase agreement with an unrelated third party. The transaction is expected to be completed on 28May21. The sales proceed will be used to repay debts and lower gearing level. The Choa Chu Kang mall was valued at S$200m by Savills as at 31Jan21. On a pro-forma FY20 (Sep20) basis, the DPU dilution is 2.33% and NAV would rise by 0.8%. The divestment is in line with the manager’s proactive portfolio management strategy to optimise the trust's portfolio composition. Upon completion of the divestment, FCT's retail portfolio will comprise nine retail properties, all located in the suburbs of Singapore.Comments: The S$220m offer price is ~16% higher than the latest book value (as at end FY20) and translates to S$2,986psf (based on NLA). It also represents a significant 75% upside from purchase price of S$125.7m in 2010.

SingaporeFrasers Centrepoint Trust (FCT SP) to sell YewTee Point for S$220m; 75% upside from original purchase priceFCT will divest YewTee Point for S$220m, having entered into a sale-and-purchase agreement with an unrelated third party. The transaction is expected to be completed on 28May21. The sales proceed will be used to repay debts and lower gearing level. The Choa Chu Kang mall was valued at S$200m by Savills as at 31Jan21. On a pro-forma FY20 (Sep20) basis, the DPU dilution is 2.33% and NAV would rise by 0.8%. The divestment is in line with the manager’s proactive portfolio management strategy to optimise the trust's portfolio composition. Upon completion of the divestment, FCT's retail portfolio will comprise nine retail properties, all located in the suburbs of Singapore.Comments: The S$220m offer price is ~16% higher than the latest book value (as at end FY20) and translates to S$2,986psf (based on NLA). It also represents a significant 75% upside from purchase price of S$125.7m in 2010.

ASEAN Builder's Scoop - FCT to Sell YewTee Point; Activists at SSREIT Asked ESR to Buy Assets

Pan-Asia Index Rebalances/ Events/ Delta One, Periscope Analytics

Brian Freitas

Pan-Asia Index Rebalances/ Events/ Delta One

Index Rebalance

The Hang Seng Indexes Company Limited (HSIL) announced the results of its review of the Hang Seng Family of Indexes post market close on 26 February. The constituent changes will be effective after the close of trading on 12 March.For the Hang Seng Composite Index (HSCI) there are 36 inclusions and 29 deletions, taking the number of index constituents up to 500.Although there are almost no assets indexed to the HSCI, the index forms the basis of stocks that are eligible for Southbound Stock Connect. Stocks that are included in the HSCI and subsequently included in the Stock Connect program get inflows from mainland investors. Secondary Listings are not eligible for inclusion in the Stock Connect program.Of the 36 inclusions, 4 are already a part of Stock Connect by virtue of having listed A-shares, 2 are Secondary listings and will not be included in Stock Connect, 9 will be added to Shanghai and Shenzhen Stock Connect, while 21 stocks will only be added to Shenzhen Stock Connect.Of the 29 index deletions, 13 are not a part of Stock Connect, 7 will continue to remain a part of Stock Connect by virtue of having listed A-shares, while 9 will be deleted from the Stock Connect program.We identify 4 stocks that could sell off ahead of their removal from the Stock Connect Buy list, while Biotech stocks could be in focus ahead of their inclusion in the Stock Connect Buy and Sell list.

The Hang Seng Indexes Company Limited (HSIL) announced the results of its review of the Hang Seng Family of Indexes post market close on 26 February. The constituent changes will be effective after the close of trading on 12 March.For the Hang Seng Composite Index (HSCI) there are 36 inclusions and 29 deletions, taking the number of index constituents up to 500.Although there are almost no assets indexed to the HSCI, the index forms the basis of stocks that are eligible for Southbound Stock Connect. Stocks that are included in the HSCI and subsequently included in the Stock Connect program get inflows from mainland investors. Secondary Listings are not eligible for inclusion in the Stock Connect program.Of the 36 inclusions, 4 are already a part of Stock Connect by virtue of having listed A-shares, 2 are Secondary listings and will not be included in Stock Connect, 9 will be added to Shanghai and Shenzhen Stock Connect, while 21 stocks will only be added to Shenzhen Stock Connect.Of the 29 index deletions, 13 are not a part of Stock Connect, 7 will continue to remain a part of Stock Connect by virtue of having listed A-shares, while 9 will be deleted from the Stock Connect program.We identify 4 stocks that could sell off ahead of their removal from the Stock Connect Buy list, while Biotech stocks could be in focus ahead of their inclusion in the Stock Connect Buy and Sell list.

HSCI Index Rebalance & Stock Connect: Inclusions & Exclusions

Asian Equities Analyst, Logistics & Transport, Tracking Traffic

Daniel Hellberg

Asian Equities Analyst, Logistics & Transport

Tracking Traffic

Focusing on Asian logistics, transportation, and travel companies

Equity Capital Markets

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The goal of this new product is to monitor the progress of upcoming and recently-completed IPOs and deals in the Asian logistics, transportation and travel space. We'll also look at deals in related segments, including eCommerce fulfillment, ride-hailing, online food delivery, and warehousing.
Each issue will feature news and commentary on planned IPOs and other major deals in the logistics space, plus an update on the performance of recent IPOs and deals. We'll also profile a prominent private Asian company in the sector that could soon seek a public listing.  
In this issue we review planned listings from <a href="https://www.smartkarma.com/entities/dida-inc" target="_blank" data-smartkarma-citation="entities:29701:1" rel="noopener">Dida (DIDA HK)</a> and <a href="https://www.smartkarma.com/entities/zim-integrated-shipping-services-ltd" target="_blank" data-smartkarma-citation="entities:31124:1" rel="noopener">ZIM Integrated Shipping Services (ZIM US)</a>, check in on the share performance of four recent logistics-related IPOs, and introduce private Hive-Box Holdings (HBH), the world's largest operator of smart lockers.




The goal of this new product is to monitor the progress of upcoming and recently-completed IPOs and deals in the Asian logistics, transportation and travel space. We'll also look at deals in related segments, including eCommerce fulfillment, ride-hailing, online food delivery, and warehousing.
Each issue will feature news and commentary on planned IPOs and other major deals in the logistics space, plus an update on the performance of recent IPOs and deals. We'll also profile a prominent private Asian company in the sector that could soon seek a public listing.  
In this issue we review planned listings from Dida (DIDA HK) and ZIM Integrated Shipping Services (ZIM US), check in on the share performance of four recent logistics-related IPOs, and introduce private Hive-Box Holdings (HBH), the world's largest operator of smart lockers. 

TRACKING TRAFFIC/Logistics Capital Markets Monitor | IPOs | M&A | Pre-IPO Profile: Hive-Box Holdings

China

ESR Group Limited operates as an integrated logistics real estate platform. The Company provides real estate private equity fund management, real estate investment trust, and other services. ESR Group conducts businesses in China, Japan, South Korea, Australia, Singapore, India, New Zealand, and other countries.

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ESR Group (1821 HK)

ESR Cayman (1821 HK) Takes Out ARA Asset Management

This looks like a great deal for ESR. But the company looks full here compared to historical metrics. Plus there is an indication of further...

David Blennerhassett

ASEAN Builder's Scoop (05Aug21) - FLT Acq-Driven Growth

FLT acq-driven growth; ARAUS QoQ recovery on full speed; ESR/ARA - what's next?; MEG 2Q21 NI underperforms; SEC approves RLC, MEG REITs; Indo...

SCCM Asia Research

ASEAN Builder's Scoop - FCT to Sell YewTee Point; Activists at SSREIT Asked ESR to Buy Assets

Activists at SSREIT asked ESR to buy its assets; GLL to be acquired and delisted; Sheng Tai-IWG expands workspace in Melaka

SCCM Asia Research

HSCI Index Rebalance & Stock Connect: Inclusions & Exclusions

There are 36 inclusions/ 29 exclusions for the Hang Seng Composite Index. 9 stocks will be deleted from the Stock Connect Buy list & there are a...

Brian Freitas

TRACKING TRAFFIC/Logistics Capital Markets Monitor | IPOs | M&A | Pre-IPO Profile: Hive-Box Holdings

In this week's Logistics Capital Markets Monitor: updates on ZIM and DiDa ChuXing IPOs, performance of recent IPOs in the Logistics space, and a...

Tracking Traffic

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