Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

In <a href="https://www.smartkarma.com/insights/evergrande-as-a-study-of-quantum-mechanics-theory" target="_blank" data-smartkarma-citation="insights:55979" rel="noopener">Evergrande as a Study of Quantum Mechanics Theory</a> in August I discussed how the state of <a href="https://www.smartkarma.com/entities/china-evergrande-group" target="_blank" data-smartkarma-citation="entities:479:1" rel="noopener">Evergrande (3333 HK)</a>'s existence was somehow not dissimilar to the classic cat-in-a-box problem mooted by early quantum physics theorists.<section class="figure"><figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/237/678/original/catinabox3.jpeg?1635296450" class="editor-image img-responsive" data-smartkarma-image-id="237678"></figure>With coupon payments not being made, then being made at the last minute to avoid default, this quantum kitty has more life (or is using up its nine lives) than one might have thought. It is worth exploring.</section><h3>Evergrande Property Services Deal Broken - The Nuance</h3>Last week it became clear that <a href="https://www.smartkarma.com/entities/china-evergrande-group" target="_blank" data-smartkarma-citation="entities:479:1" rel="noopener">Evergrande (3333 HK)</a> ("Evergrande") would end up NOT selling a controlling stake in <a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a> ("EPS") to <a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> ("Hopson"), but that was less clear that it appeared. Evergrande <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1020/2021102000957.pdf" target="_blank" rel="noopener">said</a> Hopson had not fulfilled its obligations (with word being - getting the Guangzhou govt stamp of approval). Hopson's "<a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1020/2021102000969.pdf" target="_blank" rel="noopener">clarification</a>" on the failure to settle the trade was nuanced quite differently. Evergrande had, according to Hopson, sought to change the terms of the deal, by asking for all the cash upfront before netting out the monies owned between Evergrande and its guarantors and EPS as the deal was originally laid out. The problem was that once the cash was paid out, it was not clear that Evergrande would pay to EPS the monies owed. The nuance here is that the "Cash and Short-Term Securities" at EPS may be in short-term securities issued by its parent. If the payment made to the parent (HK$20.04bn) nets out against HK$17bn possibly borrowed, that means that Evergrande only gets HK$3bn for 50.01%. It actually reduces debt, BUT getting that HK$3bn is less useful than getting HK$20bn. There is a HK$1bn break fee to the 'party which defaults' on the closure of the Sale of Target Company Shares. At this point, Evergrande is saying Hopson is at fault. Hopson has said it will go through with the transaction (and insists on doing so) at the terms agreed. Given the circumstances, I would expect this is now a HK$1bn payment to Hopson which will be owed but which could probably be marked to market at 20cts on the dollar. The other nuance one may derive from that little bust-up is that the shares in Evergrande Property Service - which are a crucial part of the value of the potential "estate" of Evergrande for the bondholders - may be worth a fair bit less than their traded value because if the netting could not occur, that means Evergrande Property Services may not control its significant net cash position. Evergrande and Hopson agreed at a price then below market based on the idea that the cash existed and Evergrande was good for it. The terms about timing would have been clear enough to Evergrande. Take that cash away and it is worth US$2bn less (which is a lot when the US$20bn of USD Evergrande debt is trading at 20cts on the dollar). That net cash position may be invested in Evergrande exposure, and if so, it may not be coming back out until Evergrande is fully healthy. Which may take awhile. But Hopson has stated its case. <h3>Coupons Paid and Unpaid - The Nuance</h3>The News we got last Friday and over the weekend was that the US$83.5mm of coupons which were in their grace period since the 23 September due date were paid to bondholders, apparently. While I had self-admittedly been up in the air about the likelihood they would pay, all reports suggest they have, and that means the company is in the clear until the 29th of October when more coupons run out their grace period. That would be ~US$47mm of coupons not paid on 29 September. There were other USD bond coupons unpaid recently - roughly US$148.13mm of coupons due on 11 October. Those would see their grace period expire on 10 November. There are another $82mm of coupons coming due on 6 November (where the grace period would be until 6 December) and another $255mm of coupons coming due on 28 December. But there is nuance here too. And timing. And that is better discussed in more detail below. <h3>The Discovery Phase of the Bezzle</h3>I used that phrase a bit more than a year ago when talking about Evergrande, suggesting that Galbraith's fabulously evocative word describing the cumulative increase in illusory/unrealised wealth and general excess marked by over-abundant trust and plentiful money on the way up - The Bezzle - was now in its discovery phase, where "Money is watched with a narrow, suspicious eye. The man who handles it is assumed to be dishonest until he proves himself otherwise. Audits are penetrating and meticulous."  I can cherry pick quotes, and if I do, I'd note that section continues a bit, then says, "Just as the boom accelerated the rate of growth, so the crash enormously advanced the rate of discovery. Within a few days, something close to a universal trust turned into something akin to universal suspicion. Audits were ordered. Strained or preoccupied behavior was noticed."I'd say we are definitely there now.It's a great book, and well worth reading, and this particular section describes very clearly the increase of unrealised wealth under the curve - which separately Mr. Galbraith looked at as seeding wealth effect spending, something for which our favourite Belt Brother is known.<div class="content-highlight">What matters now is that there is pressure on those who profited from The Bezzle to unwind the gains to whence they came.</div>What struck many observers for many years was how impervious to the enormous risks born by Evergrande's capital providers and customers Founder Hui Ka Yan and his reputation seemed. That all seemed to end with a series of articles and posts on mainland media in July and August, culminating in this Caixin <a href="https://www.caixinglobal.com/2021-08-30/rich-friends-who-helped-evergrande-tycoon-count-their-losses-101763855.html" target="_blank" rel="noopener">article</a> at the end of August which talked quite explicitly about Hui Ka Yan's poker buddies supporting him and his investments (the next day, one of his poker buddies - Joseph Lau and his wife, now head of <a href="https://www.smartkarma.com/entities/chinese-estates-holdings-limited" target="_blank" data-smartkarma-citation="entities:20954:1" rel="noopener">Chinese Estates Holdings (127 HK)</a>, started selling shares), and <a href="https://www.caixinglobal.com/2021-09-22/caixin-explains-how-evergrandes-hui-ka-yan-blew-up-a-43-billion-fortune-101776376.html" target="_blank" rel="noopener">another article</a> perhaps 5 weeks ago which talked about Chairman Hui having blown up a US$43bn fortune.  Hui Ka Yan - also known by Xu Jiayin - has been on the Forbes China Philanthropy List for years, giving RMB 3bn in 2020, and RMB 3bn in 2019, RMB 4.1bn in 2018, and RMB 4.2bn in 2017, and he had topped the list in 2016 and 2015 as well (this year was his first year in several not in the top spot (taken by Jack Ma this year)). A Reuters <a href="https://www.reuters.com/world/china/china-evergrande-shares-set-slide-105-after-26-bln-deal-collapses-2021-10-21/" target="_blank" rel="noopener">article</a> last week suggested that Evergrande chairman Hui Ka Yan had agreed to put up money into a project which backed a private $260mm USD bond issued by Jumbo Fortune Enterprises, an offshore JV affiliated with Evergrande subsidiary Hengda Real Estate, but guaranteed by Evergrande itself, with the idea that doing so gave more comfort to bondholders that they could extend the maturity, and avoid triggering an Event of Default on Evergrande proper. The nuance is that if this was the case, Chairman Hui is putting up his own money to make sure that default is delayed. That changes things. <h2>The Newest News</h2>On Monday 25 October there were headlines that the NDRC had called a meeting of real estate developers with the notable common factor among them that they had issued offshore bonds. Today they reportedly asked the companies to "optimise their foreign debt structures and proactively prepare for repayment of both principal and interest" <a href="https://www.reuters.com/article/china-evergrande-debt-ndrc/chinese-regulators-meet-companies-over-foreign-debt-holdings-idUSB9N2R702G" target="_blank" rel="noopener">according to Reuters</a>. On 26 October, Modern Land <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1026/2021102600163.pdf" target="_blank" rel="noopener">defaulted</a> on a USD bond, which was something of a surprise given the chairman and controlling shareholder Zhang Lei and company president Zhang Peng <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1011/2021101100057.pdf" target="_blank" data-v-6b4d63ed="" rel="noopener">together offered to loan the company 800 million yuan</a> "within the next 2-3 months" on 11 October and a surprise given the NDRC meeting.And Bloomberg <a href="https://www.bloomberg.com/news/articles/2021-10-26/developer-s-payment-miss-signals-more-stress-evergrande-update" target="_blank" rel="noopener">reported</a> yesterday that the government had urged/ordered Chairman Hui Ka Yan to use his personal wealth to pay Evergrande's debt. While this is perhaps not surprising, especially as he is calculated to have taken out US$8bn in dividends in the past decade, it is indicative that "common prosperity" means rich people make sure those from whom they take money to become rich get what they are owed. There is nuance here too. And timing. More discussion of timing and nuance below the fold.

In Evergrande as a Study of Quantum Mechanics Theory in August I discussed how the state of Evergrande (3333 HK)'s existence was somehow not dissimilar to the classic cat-in-a-box problem mooted by early quantum physics theorists.With coupon payments not being made, then being made at the last minute to avoid default, this quantum kitty has more life (or is using up its nine lives) than one might have thought. It is worth exploring.Evergrande Property Services Deal Broken - The NuanceLast week it became clear that Evergrande (3333 HK) ("Evergrande") would end up NOT selling a controlling stake in Evergrande Property Services (6666 HK) ("EPS") to Hopson Development (754 HK) ("Hopson"), but that was less clear that it appeared. Evergrande said Hopson had not fulfilled its obligations (with word being - getting the Guangzhou govt stamp of approval). Hopson's "clarification" on the failure to settle the trade was nuanced quite differently. Evergrande had, according to Hopson, sought to change the terms of the deal, by asking for all the cash upfront before netting out the monies owned between Evergrande and its guarantors and EPS as the deal was originally laid out. The problem was that once the cash was paid out, it was not clear that Evergrande would pay to EPS the monies owed. The nuance here is that the "Cash and Short-Term Securities" at EPS may be in short-term securities issued by its parent. If the payment made to the parent (HK$20.04bn) nets out against HK$17bn possibly borrowed, that means that Evergrande only gets HK$3bn for 50.01%. It actually reduces debt, BUT getting that HK$3bn is less useful than getting HK$20bn. There is a HK$1bn break fee to the 'party which defaults' on the closure of the Sale of Target Company Shares. At this point, Evergrande is saying Hopson is at fault. Hopson has said it will go through with the transaction (and insists on doing so) at the terms agreed. Given the circumstances, I would expect this is now a HK$1bn payment to Hopson which will be owed but which could probably be marked to market at 20cts on the dollar. The other nuance one may derive from that little bust-up is that the shares in Evergrande Property Service - which are a crucial part of the value of the potential "estate" of Evergrande for the bondholders - may be worth a fair bit less than their traded value because if the netting could not occur, that means Evergrande Property Services may not control its significant net cash position. Evergrande and Hopson agreed at a price then below market based on the idea that the cash existed and Evergrande was good for it. The terms about timing would have been clear enough to Evergrande. Take that cash away and it is worth US$2bn less (which is a lot when the US$20bn of USD Evergrande debt is trading at 20cts on the dollar). That net cash position may be invested in Evergrande exposure, and if so, it may not be coming back out until Evergrande is fully healthy. Which may take awhile. But Hopson has stated its case. Coupons Paid and Unpaid - The NuanceThe News we got last Friday and over the weekend was that the US$83.5mm of coupons which were in their grace period since the 23 September due date were paid to bondholders, apparently. While I had self-admittedly been up in the air about the likelihood they would pay, all reports suggest they have, and that means the company is in the clear until the 29th of October when more coupons run out their grace period. That would be ~US$47mm of coupons not paid on 29 September. There were other USD bond coupons unpaid recently - roughly US$148.13mm of coupons due on 11 October. Those would see their grace period expire on 10 November. There are another $82mm of coupons coming due on 6 November (where the grace period would be until 6 December) and another $255mm of coupons coming due on 28 December. But there is nuance here too. And timing. And that is better discussed in more detail below. The Discovery Phase of the BezzleI used that phrase a bit more than a year ago when talking about Evergrande, suggesting that Galbraith's fabulously evocative word describing the cumulative increase in illusory/unrealised wealth and general excess marked by over-abundant trust and plentiful money on the way up - The Bezzle - was now in its discovery phase, where "Money is watched with a narrow, suspicious eye. The man who handles it is assumed to be dishonest until he proves himself otherwise. Audits are penetrating and meticulous."  I can cherry pick quotes, and if I do, I'd note that section continues a bit, then says, "Just as the boom accelerated the rate of growth, so the crash enormously advanced the rate of discovery. Within a few days, something close to a universal trust turned into something akin to universal suspicion. Audits were ordered. Strained or preoccupied behavior was noticed."I'd say we are definitely there now.It's a great book, and well worth reading, and this particular section describes very clearly the increase of unrealised wealth under the curve - which separately Mr. Galbraith looked at as seeding wealth effect spending, something for which our favourite Belt Brother is known.What matters now is that there is pressure on those who profited from The Bezzle to unwind the gains to whence they came.What struck many observers for many years was how impervious to the enormous risks born by Evergrande's capital providers and customers Founder Hui Ka Yan and his reputation seemed. That all seemed to end with a series of articles and posts on mainland media in July and August, culminating in this Caixin article at the end of August which talked quite explicitly about Hui Ka Yan's poker buddies supporting him and his investments (the next day, one of his poker buddies - Joseph Lau and his wife, now head of Chinese Estates Holdings (127 HK), started selling shares), and another article perhaps 5 weeks ago which talked about Chairman Hui having blown up a US$43bn fortune.  Hui Ka Yan - also known by Xu Jiayin - has been on the Forbes China Philanthropy List for years, giving RMB 3bn in 2020, and RMB 3bn in 2019, RMB 4.1bn in 2018, and RMB 4.2bn in 2017, and he had topped the list in 2016 and 2015 as well (this year was his first year in several not in the top spot (taken by Jack Ma this year)). A Reuters article last week suggested that Evergrande chairman Hui Ka Yan had agreed to put up money into a project which backed a private $260mm USD bond issued by Jumbo Fortune Enterprises, an offshore JV affiliated with Evergrande subsidiary Hengda Real Estate, but guaranteed by Evergrande itself, with the idea that doing so gave more comfort to bondholders that they could extend the maturity, and avoid triggering an Event of Default on Evergrande proper. The nuance is that if this was the case, Chairman Hui is putting up his own money to make sure that default is delayed. That changes things. The Newest NewsOn Monday 25 October there were headlines that the NDRC had called a meeting of real estate developers with the notable common factor among them that they had issued offshore bonds. Today they reportedly asked the companies to "optimise their foreign debt structures and proactively prepare for repayment of both principal and interest" according to Reuters. On 26 October, Modern Land defaulted on a USD bond, which was something of a surprise given the chairman and controlling shareholder Zhang Lei and company president Zhang Peng together offered to loan the company 800 million yuan "within the next 2-3 months" on 11 October and a surprise given the NDRC meeting.And Bloomberg reported yesterday that the government had urged/ordered Chairman Hui Ka Yan to use his personal wealth to pay Evergrande's debt. While this is perhaps not surprising, especially as he is calculated to have taken out US$8bn in dividends in the past decade, it is indicative that "common prosperity" means rich people make sure those from whom they take money to become rich get what they are owed. There is nuance here too. And timing. More discussion of timing and nuance below the fold. 

Evergrande Bezzle Discovered - Quantum Kitty's Regenerative Capabilities Have Nuance and Timing

David Blennerhassett

There is nothing illegal about the sale of assets when a company is insolvent, or potentially insolvent. But any such sale must be at market value. Which is probably where negotiations between <a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> and <a href="https://www.smartkarma.com/entities/china-evergrande-group" target="_blank" data-smartkarma-citation="entities:479:1" rel="noopener">Evergrande (3333 HK)</a> came undone.
As discussed exhaustively both here at Smartkarma and in the media, Hopson is reportedly in talks to acquire a 51% stake in <a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a> from Evergrande. 
It was unclear whether the headline value of HK$40bn was for the 51% stake, or the valuation of the company as a whole. If for the whole company, that would have implied a 27.7% discount to last close, which might have upset Evergrande shareholders and bondholders alike. If it were HK$40bn for a 51% stake, that would be a considerably different outcome. Media reports noting the suspension of talks pointed at a HK$20bn number for the 51% stake. 
<a href="https://www.reuters.com/article/china-evergrande-debt-hopson-dev-hold/key-evergrande-deal-to-sell-stake-in-unit-put-on-hold-sources-idUSL4N2RF2DG" target="_blank" rel="noopener">Reportedly</a>, the Guangdong provincial government, which is effectively wearing a pre-administrator hat concerning Evergrande’s restructuring, has not approved the sale. 
In hindsight, this might be a good thing for Hopson. If Evergrande were to enter receivership/liquidation, and the receiver/liquidator deemed the stake sale in Evergrande Property Services was at a reduced value, it may make an application to the courts to unwind the transaction.
The other side of the coin, is why would Hopson potentially expose themselves to an unwind, or questionable business practice by acquiring assets on the cheap from a technically bankrupt or near-bankru entity? If a sale was reversed, does Hopson become a creditor and if so, is it subordinated to other creditors?
The 23 October marks the 30-day grace period on Evergrande's first missed payment before a default is officially declared. Evergrande also missed a second payment on September 29, and by media accounts, has been less than engaged with debtors on potential asset sales despite numerous requests.
And if Evergrande defaults, where does that leave Evergrande Property Services, whose business is almost exclusively reliant on the property services with its parent? And 65%-held <a href="https://www.smartkarma.com/entities/china-evergrande-new-energy-vehicle-group-ltd" target="_blank" data-smartkarma-citation="entities:713:1" rel="noopener">Evergrande Auto (708 HK)</a>, which has yet to manufacture an electric vehicle? And even 34.5%-held <a href="https://www.smartkarma.com/entities/shengjing-bank-co-ltd-h" target="_blank" data-smartkarma-citation="entities:96:1" rel="noopener">Shengjing Bank Co Ltd H (2066 HK)</a>?

There is nothing illegal about the sale of assets when a company is insolvent, or potentially insolvent. But any such sale must be at market value. Which is probably where negotiations between Hopson Development (754 HK) and Evergrande (3333 HK) came undone.
As discussed exhaustively both here at Smartkarma and in the media, Hopson is reportedly in talks to acquire a 51% stake in Evergrande Property Services (6666 HK) from Evergrande. 
It was unclear whether the headline value of HK$40bn was for the 51% stake, or the valuation of the company as a whole. If for the whole company, that would have implied a 27.7% discount to last close, which might have upset Evergrande shareholders and bondholders alike. If it were HK$40bn for a 51% stake, that would be a considerably different outcome. Media reports noting the suspension of talks pointed at a HK$20bn number for the 51% stake. 
Reportedly, the Guangdong provincial government, which is effectively wearing a pre-administrator hat concerning Evergrande’s restructuring, has not approved the sale. 
In hindsight, this might be a good thing for Hopson. If Evergrande were to enter receivership/liquidation, and the receiver/liquidator deemed the stake sale in Evergrande Property Services was at a reduced value, it may make an application to the courts to unwind the transaction.
The other side of the coin, is why would Hopson potentially expose themselves to an unwind, or questionable business practice by acquiring assets on the cheap from a technically bankrupt or near-bankru entity? If a sale was reversed, does Hopson become a creditor and if so, is it subordinated to other creditors?
The 23 October marks the 30-day grace period on Evergrande's first missed payment before a default is officially declared. Evergrande also missed a second payment on September 29, and by media accounts, has been less than engaged with debtors on potential asset sales despite numerous requests.
And if Evergrande defaults, where does that leave Evergrande Property Services, whose business is almost exclusively reliant on the property services with its parent? And 65%-held Evergrande Auto (708 HK), which has yet to manufacture an electric vehicle? And even 34.5%-held Shengjing Bank Co Ltd H (2066 HK)? 

Evergrande (3333 HK): Probably Hopson's Best Outcome

Evergrande Property Services Group / Event-Driven

Evergrande Property Services Group (6666 HK)

The plight of <a href="https://www.smartkarma.com/entities/china-evergrande-group" target="_blank" data-smartkarma-citation="entities:479:1" rel="noopener">Evergrande (3333 HK)</a>, the "world's most indebted property developer" has been exhaustively covered and picked apart both here at Smartkarma and in the media. (Although I highly recommend <a href="https://www.smartkarma.com/profiles/travis-lundy" target="_blank" data-smartkarma-citation="accounts:25" rel="noopener">Travis Lundy</a>'s Bloomberg <a href="https://www.bloomberg.com/news/articles/2021-09-20/understanding-evergrande-the-chinese-real-estate-conglomerate-that-s-nearing-collapse?sref=frV97TwV" target="_blank" rel="noopener">podcast</a> for his bird's eye synopsis).
Concerns for the embattled real estate play are leading to formerly friendly and close shareholders exiting at massive losses, such as recently suspended <a href="https://www.smartkarma.com/entities/chinese-estates-holdings-limited" target="_blank" data-smartkarma-citation="entities:20954:1" rel="noopener">Chinese Estates Holdings (127 HK)</a> (as discussed in <a href="https://skr.ma/1HQM2" target="_blank" rel="noopener">Chinese Estates (127 HK): Potential Privatisation?</a>); and spreading to smaller investors such as <a href="https://www.smartkarma.com/entities/blue-river-holdings-ltd" target="_blank" data-smartkarma-citation="entities:20130:1" rel="noopener">Blue River Holdings (498 HK)</a> <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1004/2021100403346.pdf" target="_blank" rel="noopener">dumping</a> <a href="https://www.smartkarma.com/entities/china-evergrande-new-energy-vehicle-group-ltd" target="_blank" data-smartkarma-citation="entities:713:1" rel="noopener">Evergrande Vehicle (708 HK)</a> (reportedly missed its last payroll payment) at a material loss - Blue River also sold stakes in Evergrande and <a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a> (EPS). <a href="https://www.smartkarma.com/entities/china-strategic-hldgs-ltd" target="_blank" data-smartkarma-citation="entities:20588:1" rel="noopener">China Strategic Hldgs (235 HK)</a> <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/0921/2021092101057.pdf" target="_blank" rel="noopener">announced</a> on the 21 September it proposes to sell its 1.37% stake in Evergrande Vehicle. 
Evergrande has also been selling off assets, most recently a <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/0929/2021092900039.pdf" target="_blank" rel="noopener">19.93% stake</a> in <a href="https://www.smartkarma.com/entities/shengjing-bank-co-ltd-h" target="_blank" data-smartkarma-citation="entities:96:1" rel="noopener">Shengjing Bank Co Ltd H (2066 HK)</a> for ~RMB10bn. 
Now we have Evergrande <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1004/2021100400771.pdf" target="_blank" rel="noopener">suspended</a> due to a material transaction; EPS due to a <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1004/2021100400799.pdf" target="_blank" rel="noopener">possible general Offer</a>; and the intriguing part, <a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2021/1004/2021100400101.pdf" target="_blank" rel="noopener">suspended</a> due the acquisition of a company "and the relevant possible mandatory offer to acquire the shares of the" company.
China's state-backed Global Times <a href="https://www.globaltimes.cn/page/202110/1235627.shtml" target="_blank" rel="noopener">said</a> Hopson will buy a 51% stake in EPS "and the deal could be valued at more than 40 billion HKD" ($5.1bn). One of those media sources appears to be <a href="https://www.cls.cn/detail/846513" target="_blank" rel="noopener">Cailian Press</a>, which also has SOE affiliation. Jiemian.com, Cailian's sister publication - the two merged in <a href="https://www.chinamoneynetwork.com/2018/02/28/chinese-media-firms-jiemian-cailian-press-merge-creating-financial-information-giant" target="_blank" rel="noopener">February 2018</a> - <a href="https://www.jiemian.com/article/6667341.html" target="_blank" rel="noopener">reckons</a> the fine print on a deal won't be known for a few days.<a href="https://www.jiemian.com/article/6667341.html" target="_blank" rel="noopener"></a>
All three companies remain suspended at the time of writing. Given this transaction could come out any old way, this insight touches on some of the permutations Hopson may take to gain majority control in EPS, if that is the end-game.

The plight of Evergrande (3333 HK), the "world's most indebted property developer" has been exhaustively covered and picked apart both here at Smartkarma and in the media. (Although I highly recommend Travis Lundy's Bloomberg podcast for his bird's eye synopsis).
Concerns for the embattled real estate play are leading to formerly friendly and close shareholders exiting at massive losses, such as recently suspended Chinese Estates Holdings (127 HK) (as discussed in Chinese Estates (127 HK): Potential Privatisation?); and spreading to smaller investors such as Blue River Holdings (498 HK) dumping Evergrande Vehicle (708 HK) (reportedly missed its last payroll payment) at a material loss - Blue River also sold stakes in Evergrande and Evergrande Property Services (6666 HK) (EPS). China Strategic Hldgs (235 HK) announced on the 21 September it proposes to sell its 1.37% stake in Evergrande Vehicle. 
Evergrande has also been selling off assets, most recently a 19.93% stake in Shengjing Bank Co Ltd H (2066 HK) for ~RMB10bn. 
Now we have Evergrande suspended due to a material transaction; EPS due to a possible general Offer; and the intriguing part, Hopson Development (754 HK) suspended due the acquisition of a company "and the relevant possible mandatory offer to acquire the shares of the" company.
China's state-backed Global Times said Hopson will buy a 51% stake in EPS "and the deal could be valued at more than 40 billion HKD" ($5.1bn). One of those media sources appears to be Cailian Press, which also has SOE affiliation. Jiemian.com, Cailian's sister publication - the two merged in February 2018 - reckons the fine print on a deal won't be known for a few days.
All three companies remain suspended at the time of writing. Given this transaction could come out any old way, this insight touches on some of the permutations Hopson may take to gain majority control in EPS, if that is the end-game.

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.

<a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a> is a Chinese property management provider. The controlling shareholder is the <a href="https://www.smartkarma.com/entities/china-evergrande-group" target="_blank" data-smartkarma-citation="entities:479:1" rel="noopener">Evergrande (3333 HK)</a>, which represents 60.96% of outstanding shares. It floated on 2 December 2020 to raise net proceeds of US$930 million (gross proceeds around US$1.8 billion) at HK$8.80 per share.  Evergrande Property Services entered a trading halt today pursuant to the Hong Kong Code on Takeovers and Mergers. Evergrande is in talks to sell a 51% controlling stake to <a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> for more than HK$40 billion ($5 billion), according to the Chinese financial news platform Cailian. Hopson also entered a trading halt today citing a major transaction to acquire the shares of a company listed on the HKEx and the relevant possible mandatory offer pursuant to the Hong Kong Code on Takeovers and Mergers.The potential stake sale was anticipated as Evergrande flagged on 14 September that it was actively exploring with potential investors the sales of part of its interests in <a href="https://www.smartkarma.com/entities/china-evergrande-new-energy-vehicle-group-ltd" target="_blank" data-smartkarma-citation="entities:713:1" rel="noopener">Evergrande Auto (708 HK)</a> and Evergrande Property Services.The rumoured Evergrande Property Services valuation implies a possible general offer of HK$3.70 per share, a -27.7% discount to the last close price of HK$5.12 per share. The steep discount to the last close is perhaps unsurprisingly as Evergrande is a distressed seller. The potential sale even at a distressed price could help Evergrande buy short-term breathing space to its liquidity issues.    If the potential deal materialises, Evergrande will cease to be the controlling shareholder and hold 9.96% of the outstanding shares. Evergrande Property Services’ shares have sunk 41% YTD due to the liquidity issues plaquing Evergrande. A new controlling shareholder will gradually reduce Evergrande Property Services reliance on Evergrande and also remove a significant share overhang.<div class="content-highlight">
Clearly, there will be limited shareholders who will accept the possible general offer price at a -27.7% discount to the last close. In the short term, Evergrande Property Services shares will likely be under pressure until the deal closes and there are some signs of closure on Evergrande's liquidity issues. 
While this potential transaction represents a sale at a distressed price (below the all-time low share price), the shift to a more stable controlling shareholder along with a market focus on fundamentals/valuation will help in the re-rating of Evergrande Property Services over the medium-term. 
</div>

Evergrande Property Services (6666 HK) is a Chinese property management provider. The controlling shareholder is the Evergrande (3333 HK), which represents 60.96% of outstanding shares. It floated on 2 December 2020 to raise net proceeds of US$930 million (gross proceeds around US$1.8 billion) at HK$8.80 per share.  Evergrande Property Services entered a trading halt today pursuant to the Hong Kong Code on Takeovers and Mergers. Evergrande is in talks to sell a 51% controlling stake to Hopson Development (754 HK) for more than HK$40 billion ($5 billion), according to the Chinese financial news platform Cailian. Hopson also entered a trading halt today citing a major transaction to acquire the shares of a company listed on the HKEx and the relevant possible mandatory offer pursuant to the Hong Kong Code on Takeovers and Mergers.The potential stake sale was anticipated as Evergrande flagged on 14 September that it was actively exploring with potential investors the sales of part of its interests in Evergrande Auto (708 HK) and Evergrande Property Services.The rumoured Evergrande Property Services valuation implies a possible general offer of HK$3.70 per share, a -27.7% discount to the last close price of HK$5.12 per share. The steep discount to the last close is perhaps unsurprisingly as Evergrande is a distressed seller. The potential sale even at a distressed price could help Evergrande buy short-term breathing space to its liquidity issues.    If the potential deal materialises, Evergrande will cease to be the controlling shareholder and hold 9.96% of the outstanding shares. Evergrande Property Services’ shares have sunk 41% YTD due to the liquidity issues plaquing Evergrande. A new controlling shareholder will gradually reduce Evergrande Property Services reliance on Evergrande and also remove a significant share overhang.
Clearly, there will be limited shareholders who will accept the possible general offer price at a -27.7% discount to the last close. In the short term, Evergrande Property Services shares will likely be under pressure until the deal closes and there are some signs of closure on Evergrande's liquidity issues. 
While this potential transaction represents a sale at a distressed price (below the all-time low share price), the shift to a more stable controlling shareholder along with a market focus on fundamentals/valuation will help in the re-rating of Evergrande Property Services over the medium-term. 


Hopson Development’s Potential 51% Stake in Evergrande Property Services

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

Brian Freitas

Pan-Asia Index Rebalances/ Events/ Delta One

Trading in <a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> was halted pre-market today along with <a href="https://www.smartkarma.com/entities/china-evergrande-group" target="_blank" data-smartkarma-citation="entities:479:1" rel="noopener">Evergrande (3333 HK)</a> and <a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a>.There are reports now that <a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> is looking to buy 51% in <a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a> at a valuation of more than HK$40bn. This amends an earlier report that <a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> would pay HK$40bn for 51% of <a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a>. The HK$40bn number values <a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a> at HK$3.7/share, a 27.7% discount  to its last close.<a href="https://www.smartkarma.com/entities/hopson-development-holdings" target="_blank" data-smartkarma-citation="entities:8108:1" rel="noopener">Hopson Development (754 HK)</a> will need to make a Mandatory General Offer (MGO) to all existing shareholders in cash at HK$3.70/share or higher. With a closing low of HK$4.03/share since listing, it is unlikely that there will be many takers in the MGO.<a href="https://www.smartkarma.com/entities/china-evergrande-group" target="_blank" data-smartkarma-citation="entities:479:1" rel="noopener">Evergrande (3333 HK)</a> is a very high probability deletion from the <a href="https://www.smartkarma.com/entities/hang-seng-china-enterprises-index" target="_blank" data-smartkarma-citation="entities:22900:1" rel="noopener">Hang Seng China Enterprises Index (HSCEI INDEX)</a> at the December rebalance and is expected to be replaced by <a href="https://www.smartkarma.com/entities/xinyi-solar-holdings-ltd" target="_blank" data-smartkarma-citation="entities:318:1" rel="noopener">Xinyi Solar Holdings (968 HK)</a>.<a href="https://www.smartkarma.com/entities/evergrande-property-services" target="_blank" data-smartkarma-citation="entities:30921:1" rel="noopener">Evergrande Property Services (6666 HK)</a> is also an <a href="https://www.smartkarma.com/entities/hang-seng-china-enterprises-index" target="_blank" data-smartkarma-citation="entities:22900:1" rel="noopener">Hang Seng China Enterprises Index (HSCEI INDEX)</a> constituent and is a high probability deletion from the index at the March 2022 review, where <a href="https://www.smartkarma.com/entities/innovent-biologics-inc" target="_blank" data-smartkarma-citation="entities:27452:1" rel="noopener">Innovent Biologics Inc (1801 HK)</a> is a potential inclusion.

Trading in Hopson Development (754 HK) was halted pre-market today along with Evergrande (3333 HK) and Evergrande Property Services (6666 HK).There are reports now that Hopson Development (754 HK) is looking to buy 51% in Evergrande Property Services (6666 HK) at a valuation of more than HK$40bn. This amends an earlier report that Hopson Development (754 HK) would pay HK$40bn for 51% of Evergrande Property Services (6666 HK). The HK$40bn number values Evergrande Property Services (6666 HK) at HK$3.7/share, a 27.7% discount  to its last close.Hopson Development (754 HK) will need to make a Mandatory General Offer (MGO) to all existing shareholders in cash at HK$3.70/share or higher. With a closing low of HK$4.03/share since listing, it is unlikely that there will be many takers in the MGO.Evergrande (3333 HK) is a very high probability deletion from the Hang Seng China Enterprises Index (HSCEI INDEX) at the December rebalance and is expected to be replaced by Xinyi Solar Holdings (968 HK).Evergrande Property Services (6666 HK) is also an Hang Seng China Enterprises Index (HSCEI INDEX) constituent and is a high probability deletion from the index at the March 2022 review, where Innovent Biologics Inc (1801 HK) is a potential inclusion.

Hopson (754 HK) To Buy 51% of Evergrande Property Services? Upcoming MGO & Potential HSCEI Changes

China

Evergrande Property Services Group Ltd. is an investment holding company providing comprehensive property management, community living, asset management, and community operation services for diverse properties including residential, commercial, and public facilities. The company offers a range of services such as basic property management, value-added services to non-property owners, and community convenience services. Headquartered in Guangzhou, China, the company was founded in 1997.

Price Gauge
52-week Range	0.00 - 0.00
Market Cap (USDm)	0.00
P/E	0.00
Dividend (Yield)	0.00

Evergrande Property Services Group (6666 HK)

Evergrande Bezzle Discovered - Quantum Kitty's Regenerative Capabilities Have Nuance and Timing

Evergrande as Quantum Kitty has more lives. Coupons have been paid to avoid default, and that suggests it could be months before an offshore EoD is...

Travis Lundy

Evergrande (3333 HK): Probably Hopson's Best Outcome

There is nothing illegal about the sale of assets when a company is insolvent. But any such sale must be at market value. This is probably where...

David Blennerhassett

Hopson Navigates Evergrande's Fire Sale

Indebted Evergrande and Hopson in trading halt over the possible sale of property management unit, the completion of which may trigger a general...

David Blennerhassett

Hopson Development’s Potential 51% Stake in Evergrande Property Services

Evergrande is in talks to sell a 51% stake in Evergrande Services to Hopson Dev for more than HK$40 bn. The shift to a more stable controlling...

Arun George

Hopson (754 HK) To Buy 51% of Evergrande Property Services? Upcoming MGO & Potential HSCEI Changes

Hopson is reportedly looking to buy 51% in Evergrande Prop Serv for more than HK$40bn.That is a 41.7% premium to the last close and will trigger an...

Brian Freitas

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)