Korea/Asia, Events, IPOs, Douglas Research Advisory

Douglas Kim

Korea/Asia, Events, IPOs

Event-Driven

<ul>
<li>On 25 October, Eoflow announced that the M&amp;A of Eoflow by Medtronic has been postponed. </li>
<li>The closing date for Eoflow's stock transfer agreement with Medtronic has now been changed to 3 January 2024. </li>
<li>Although we believe Medtronic will continue to pursue Eoflow, the M&amp;A tender offer price could be lowered to about 26,000 won, which would be nearly 20% higher than current price.</li>
</ul>


On 25 October, Eoflow announced that the M&amp;A of Eoflow by Medtronic has been postponed. 
The closing date for Eoflow's stock transfer agreement with Medtronic has now been changed to 3 January 2024. 
Although we believe Medtronic will continue to pursue Eoflow, the M&amp;A tender offer price could be lowered to about 26,000 won, which would be nearly 20% higher than current price.


Medtronic's M&A of Eoflow Timeline Postponed

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>The closing date of the <a href="https://www.smartkarma.com/entities/eoflow-co-ltd" target="_blank" data-smartkarma-citation="entities:36100:1" rel="noopener">Eoflow (294090 KS)</a>/<a href="https://www.smartkarma.com/entities/medtronic-plc" target="_blank" data-smartkarma-citation="entities:14982:1" rel="noopener">Medtronic Plc (MDT US)</a> transaction has been extended from 25 October 2023 to 3 January 2024. All other terms are unchanged.</li>
<li>The bull view is that despite the preliminary injunction and share suspension, Medtronic’s move underscores its commitment to the transaction on current terms.</li>
<li>The bear view is that the extension was Medtronic’s best move as it retains option value should Insulet’s lawsuit start floundering in court and KRX reinstate trading in Eoflow shares. </li>
</ul>


The closing date of the Eoflow (294090 KS)/Medtronic Plc (MDT US) transaction has been extended from 25 October 2023 to 3 January 2024. All other terms are unchanged.
The bull view is that despite the preliminary injunction and share suspension, Medtronic’s move underscores its commitment to the transaction on current terms.
The bear view is that the extension was Medtronic’s best move as it retains option value should Insulet’s lawsuit start floundering in court and KRX reinstate trading in Eoflow shares. 


EOFLOW/Medtronic Tender: Closing Date Extended to 3 January 2024

<ul>
<li>We summarise the latest spreads and newsflow of merger arb situations we cover across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Philippines, Thailand and Chinese ADRs.</li>
<li>Highest spreads - <a href="https://www.smartkarma.com/entities/111-inc" target="_blank" data-smartkarma-citation="entities:27412:1" rel="noopener">111 Inc (YI US)</a>, <a href="https://www.smartkarma.com/entities/eoflow-co-ltd" target="_blank" data-smartkarma-citation="entities:36100:1" rel="noopener">Eoflow (294090 KS)</a>, <a href="https://www.smartkarma.com/entities/hollysys-automation-technologies" target="_blank" data-smartkarma-citation="entities:26078:1" rel="noopener">Hollysys Automation Technologies (HOLI US)</a>, <a href="https://www.smartkarma.com/entities/jsr-corp" target="_blank" data-smartkarma-citation="entities:17620:1" rel="noopener">JSR Corp (4185 JP)</a>, <a href="https://www.smartkarma.com/entities/haitong-international-securities-group-ltd" target="_blank" data-smartkarma-citation="entities:13153:1" rel="noopener">Haitong International Securities Group (665 HK)</a>, <a href="https://www.smartkarma.com/entities/lithium-power-international" target="_blank" data-smartkarma-citation="entities:30603:1" rel="noopener">Lithium Power International (LPI AU)</a>. </li>
<li>Lowest spreads - <a href="https://www.smartkarma.com/entities/healius-ltd-6d4d947d-ad32-4aea-b2d8-265f5768b55e" target="_blank" data-smartkarma-citation="entities:14208:1" rel="noopener">Healius (HLS AU)</a>, <a href="https://www.smartkarma.com/entities/pact-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:692:1" rel="noopener">Pact Group Holdings (PGH AU)</a>, <a href="https://www.smartkarma.com/entities/origin-energy-ltd" target="_blank" data-smartkarma-citation="entities:797:1" rel="noopener">Origin Energy (ORG AU)</a>, <a href="https://www.smartkarma.com/entities/t-k-toka-co-ltd" target="_blank" data-smartkarma-citation="entities:18678:1" rel="noopener">T&amp;K Toka Co Ltd (4636 JP)</a>, <a href="https://www.smartkarma.com/entities/kenedix-retail-reit-corp" target="_blank" data-smartkarma-citation="entities:188:1" rel="noopener">Kenedix Retail REIT (3453 JP)</a>, <a href="https://www.smartkarma.com/entities/chindata-group-holdings-adr" target="_blank" data-smartkarma-citation="entities:29274:1" rel="noopener">Chindata Group (CD US)</a>.</li>
</ul>


We summarise the latest spreads and newsflow of merger arb situations we cover across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Philippines, Thailand and Chinese ADRs.
Highest spreads - 111 Inc (YI US), Eoflow (294090 KS), Hollysys Automation Technologies (HOLI US), JSR Corp (4185 JP), Haitong International Securities Group (665 HK), Lithium Power International (LPI AU). 
Lowest spreads - Healius (HLS AU), Pact Group Holdings (PGH AU), Origin Energy (ORG AU), T&amp;K Toka Co Ltd (4636 JP), Kenedix Retail REIT (3453 JP), Chindata Group (CD US).


Merger Arb Mondays (23 Oct) - Eoflow, Celltrion Healthcare, JSR, Origin, Lithium Power, Poly Culture

<ul>
<li>Latest filings on <a href="https://www.smartkarma.com/entities/insulet-corp" target="_blank" data-smartkarma-citation="entities:5252:1" rel="noopener">Insulet Corp (PODD US)</a>’s voluntary dismissal without prejudice only to <a href="https://www.smartkarma.com/entities/flex-ltd" target="_blank" data-smartkarma-citation="entities:36680:1" rel="noopener">Flex (FLEX US)</a>, <a href="https://www.smartkarma.com/entities/eoflow-co-ltd" target="_blank" data-smartkarma-citation="entities:36100:1" rel="noopener">Eoflow (294090 KS)</a>’s motion to restart Korean sales, dismiss a count and a timetable.</li>
<li>Examining the court filings suggests <a href="https://www.smartkarma.com/entities/medtronic-plc" target="_blank" data-smartkarma-citation="entities:14982:1" rel="noopener">Medtronic Plc (MDT US)</a>’s access to court unredacted documents is restricted. Medtronic’s limited access makes evaluating the transaction’s potential litigation risk challenging.</li>
<li>Eoflow’s defence in the court documents is based on reverse engineering and procedural arguments. The KRX will rule on Eoflow's share trading suspension by 1 November.</li>
</ul>


Latest filings on Insulet Corp (PODD US)’s voluntary dismissal without prejudice only to Flex (FLEX US), Eoflow (294090 KS)’s motion to restart Korean sales, dismiss a count and a timetable.
Examining the court filings suggests Medtronic Plc (MDT US)’s access to court unredacted documents is restricted. Medtronic’s limited access makes evaluating the transaction’s potential litigation risk challenging.
Eoflow’s defence in the court documents is based on reverse engineering and procedural arguments. The KRX will rule on Eoflow's share trading suspension by 1 November.


EOFLOW/Medtronic Tender: Pretrial Timetable and Latest Court Filings

<ul>
<li>On 10 October, the Korea Exchange announced a temporary suspension of trading of Eoflow (294090 KS) shares starting 11 October.</li>
<li>Eoflow decided at its board of directors meeting the previous day (10th) to suspend production and sales of Eoflow patches until the outcome of the lawsuit is resolved. </li>
<li>In this insight, we provide various scenario analysis including the worst case, best case, and in-between cases of the Eoflow M&amp;A tender offer process.</li>
</ul>


On 10 October, the Korea Exchange announced a temporary suspension of trading of Eoflow (294090 KS) shares starting 11 October.
Eoflow decided at its board of directors meeting the previous day (10th) to suspend production and sales of Eoflow patches until the outcome of the lawsuit is resolved. 
In this insight, we provide various scenario analysis including the worst case, best case, and in-between cases of the Eoflow M&amp;A tender offer process.


United States

Insulet Corporation is a medical device company that develops, manufactures and markets an insulin infusion system for people with insulin-dependent diabetes.

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Insulet Corp (PODD US)

Medtronic's M&A of Eoflow Timeline Postponed

The M&A between Eoflow and Medtronic has been postponed, with a new closing date set for January 3, 2024. The tender offer price may be lowered to...

Douglas Kim

EOFLOW/Medtronic Tender: Closing Date Extended to 3 January 2024

The bulls would say that the closing extension date suggests a done deal. The bears would say the move was Medtronic’s only move to retain option...

Arun George

Merger Arb Mondays (23 Oct) - Eoflow, Celltrion Healthcare, JSR, Origin, Lithium Power, Poly Culture

This week, the highest gross spreads are 111 (64.9%), Eoflow (38.2%), Hollysys (30.1%), JSR (8.2%), Haitong Intl (7.8%), LPI (7.5%), Orecorp...

Arun George

EOFLOW/Medtronic Tender: Pretrial Timetable and Latest Court Filings

We examine the latest court filings and highlight critical information to help investors in their decision-making process regarding this...

Arun George

Eoflow: Temporary Trading Suspension

On 10 October, KRX announced a temporary suspension of trading of Eoflow starting 11 October. We provide various scenario analysis including the...

Douglas Kim

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Medtronic's M&A of Eoflow Timeline Postponed

​The M&A between Eoflow and Medtronic has been postponed, with a new closing date set for January 3, 2024. The tender offer price may be lowered to...

Douglas Kim

EOFLOW/Medtronic Tender: Closing Date Extended to 3 January 2024

The bulls would say that the closing extension date suggests a done deal. The bears would say the move was Medtronic’s only move to retain option...

Arun George

Merger Arb Mondays (23 Oct) - Eoflow, Celltrion Healthcare, JSR, Origin, Lithium Power, Poly Culture

This week, the highest gross spreads are 111 (64.9%), Eoflow (38.2%), Hollysys (30.1%), JSR (8.2%), Haitong Intl (7.8%), LPI (7.5%), Orecorp...

Arun George

EOFLOW/Medtronic Tender: Pretrial Timetable and Latest Court Filings

We examine the latest court filings and highlight critical information to help investors in their decision-making process regarding this...

Arun George

Eoflow: Temporary Trading Suspension

On 10 October, KRX announced a temporary suspension of trading of Eoflow starting 11 October. We provide various scenario analysis including the...

Douglas Kim

The M&A between Eoflow and Medtronic has been postponed, with a new closing date set for January 3, 2024. The tender offer price may be lowered to...