Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Greatview Aseptic Packaging / Event-Driven

<ul>
<li>Following on from the surprise development that <a href="https://www.smartkarma.com/entities/china-mengniu-dairy-co" target="_blank" data-smartkarma-citation="entities:354:1" rel="noopener">China Mengniu Dairy (2319 HK)</a> had reduced its stake below 5%, I've had a few readers asking about hypothetical situations regarding its stake.</li>
<li>IF Mengniu is a seller, can't Mengniu simply sell its entire stake to <a href="https://www.smartkarma.com/entities/shandong-xinjufeng-technology-packaging-co-ltd" target="_blank" data-smartkarma-citation="entities:36744:1" rel="noopener">Shandong Xinjufeng Technology Packaging (301296 CH)</a> (XJF)? Can Mengniu sell to XJF above the Offer Price?</li>
<li>Both questions are addressed in the Takeovers Code. But only one is permitted.</li>
</ul>


Following on from the surprise development that China Mengniu Dairy (2319 HK) had reduced its stake below 5%, I've had a few readers asking about hypothetical situations regarding its stake.
IF Mengniu is a seller, can't Mengniu simply sell its entire stake to Shandong Xinjufeng Technology Packaging (301296 CH) (XJF)? Can Mengniu sell to XJF above the Offer Price?
Both questions are addressed in the Takeovers Code. But only one is permitted.


GAPack (468 HK): Additional Thoughts On Mengniu Selling

<ul>
<li>In the UK, once a Bidder is named in a possible offer announcement, the Bidder has 28 days to either announce a firm Offer intention or walk away. </li>
<li>This is known as a 'put up or shut up' or 'PUSU' deadline. Hong Kong's takeover rules has no such provision.</li>
<li>It's ~21 weeks since co-founders Jeff Bi and Gang Hong tabled a non-binding Offer. With no firm Offer in sight, AND contesting a SAMR ruling, they should fold their tent.</li>
</ul>


In the UK, once a Bidder is named in a possible offer announcement, the Bidder has 28 days to either announce a firm Offer intention or walk away. 
This is known as a 'put up or shut up' or 'PUSU' deadline. Hong Kong's takeover rules has no such provision.
It's ~21 weeks since co-founders Jeff Bi and Gang Hong tabled a non-binding Offer. With no firm Offer in sight, AND contesting a SAMR ruling, they should fold their tent.


GAPack (468 HK): Hong Kong's Takeovers Code Needs A PUSU Rule

<ul>
<li>On Friday, the 20th December, <a href="https://www.smartkarma.com/entities/greatview-aseptic-packaging" target="_blank" data-smartkarma-citation="entities:10802:1" rel="noopener">GAPack (468 HK)</a> announced that <a href="https://www.smartkarma.com/entities/shandong-xinjufeng-technology-packaging-co-ltd" target="_blank" data-smartkarma-citation="entities:36744:1" rel="noopener">Shandong Xinjufeng Technology (301296 CH)</a> (XJF) had satisfied all pre-conditions.</li>
<li>The Offer Document has now been dispatched, and the Offer is now open for tendering. The First Close is the 21st January.</li>
<li>This Doc is largely a nothing burger. The Response Document, which will include the IFA, is required to be dispatched on or before the 7 January 2025. </li>
</ul>


On Friday, the 20th December, GAPack (468 HK) announced that Shandong Xinjufeng Technology (301296 CH) (XJF) had satisfied all pre-conditions.
The Offer Document has now been dispatched, and the Offer is now open for tendering. The First Close is the 21st January.
This Doc is largely a nothing burger. The Response Document, which will include the IFA, is required to be dispatched on or before the 7 January 2025. 


<ul>
<li>During the lunch break, <a href="https://www.smartkarma.com/entities/greatview-aseptic-packaging" target="_blank" data-smartkarma-citation="entities:10802:1" rel="noopener">Greatview Aseptic Packaging (468 HK</a>)  <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/1220/2024122000232.pdf" target="_blank" rel="noopener">announced</a> that <a href="https://www.smartkarma.com/entities/shandong-xinjufeng-technology-packaging-co-ltd" target="_blank" data-smartkarma-citation="entities:36744:1" rel="noopener">Shandong Xinjufeng Technology Packaging (301296 CH)</a> (XJF) had satisfied all pre-conditions - the final approvals concerned outbound direct investments.</li>
<li>The Offer Document, including the IFA opinion, is expected to be dispatched  in seven days - or 27th December, at which time, the Offer will be open to acceptances.</li>
<li>Evidently the Jeff Bi/Gong Hong MGO isn't materialising any time soon. Provided the IFA is supportive - and that should now be known - management should unanimously back XJF's Offer.</li>
</ul>


During the lunch break, Greatview Aseptic Packaging (468 HK)  announced that Shandong Xinjufeng Technology Packaging (301296 CH) (XJF) had satisfied all pre-conditions - the final approvals concerned outbound direct investments.
The Offer Document, including the IFA opinion, is expected to be dispatched  in seven days - or 27th December, at which time, the Offer will be open to acceptances.
Evidently the Jeff Bi/Gong Hong MGO isn't materialising any time soon. Provided the IFA is supportive - and that should now be known - management should unanimously back XJF's Offer.


GAPack (468 HK): XJF Satisfies Pre-Cons. Management Should Back Terms

<ul>
<li>In <a href="https://www.smartkarma.com/entities/greatview-aseptic-packaging" target="_blank" data-smartkarma-citation="entities:10802:1" rel="noopener">Greatview Aseptic Packaging (468 HK)</a> (GAPack)'s <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/1204/2024120400907.pdf" target="_blank" rel="noopener">monthly update</a>, there is no update.</li>
<li>No further progress on the <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/0806/2024080601644.pdf" target="_blank" rel="noopener">management Offer</a>. Four months and counting. In the meantime, <a href="https://www.smartkarma.com/entities/shandong-xinjufeng-technology-packaging-co-ltd" target="_blank" data-smartkarma-citation="entities:36744:1" rel="noopener">Shandong Xinjufeng Technology (301296 CH)</a> (XJF) secured SAMR approval; and the appointment of two friendly directors.</li>
<li>IF (and when) XJF's Offer becomes open to acceptance and the IFA is supportive, management should back the Offer if their own Offer is unlikely to materialise. </li>
</ul>


In Greatview Aseptic Packaging (468 HK) (GAPack)'s monthly update, there is no update.
No further progress on the management Offer. Four months and counting. In the meantime, Shandong Xinjufeng Technology (301296 CH) (XJF) secured SAMR approval; and the appointment of two friendly directors.
IF (and when) XJF's Offer becomes open to acceptance and the IFA is supportive, management should back the Offer if their own Offer is unlikely to materialise. 


GAPack (468 HK): No Further Progress On Co-Founder's Offer. That's Good For XJF

China

Inner Mongolia Yili Industrial Group Co., Ltd. produces milk, powdered milk, ice cream, and other dairy products.  The Company also produces frozen food and noodles.

Inner Mongolia Yili Industrial Group (A) (600887 CH)

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Inner Mongolia Yili Industrial Group (A) (600887 CH)

GAPack (468 HK): Additional Thoughts On Mengniu Selling

China Mengniu can simply sell its entire stake to XJF; but not above the Offer Price. So what's stopping Mengniu if they appear to be selling down?

David Blennerhassett

GAPack (468 HK): Hong Kong's Takeovers Code Needs A PUSU Rule

It's ~21 weeks since co-founders Jeff Bi and Gang Hong tabled a non-binding Offer. With no firm Offer in sight, AND contesting a SAMR ruling, they...

David Blennerhassett

GAPack (468 HK): XJF's Offer Now Open

Even if Bi (9.17%) and Hong (5.55%) don't tender, XJF should still get to 50%. It's still doable even if Mengniu doesn't tender. If illiquid arbs...

David Blennerhassett

GAPack (468 HK): XJF Satisfies Pre-Cons. Management Should Back Terms

Bi/Hong will likely stick to their guns, and reject XJF's offer, and hope the deal fails. Minority shareholders should ignore that advice and tender.

David Blennerhassett

GAPack (468 HK): No Further Progress On Co-Founder's Offer. That's Good For XJF

IF (and when) XJF's Offer becomes open to acceptance and the IFA is supportive, management should back the Offer if their own Offer is unlikley to...

David Blennerhassett

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52-week Range

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