Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Late last week aviation engine repair play <a href="https://www.smartkarma.com/entities/ptb-group-ltd" target="_blank" data-smartkarma-citation="entities:19198:1" rel="noopener">PTB Group Ltd (PTB AU)</a> entered into a Scheme Implementation Deed (SID) with PAG Holding Corp.</li>
<li>PAG is offering $1.595/share, a 40.5% premium to last close.</li>
<li>Apart from PTB shareholder approval, PAG's Offer requires FIRB. This looks done. PTB’s board unanimously recommends the Scheme.</li>
</ul>


Late last week aviation engine repair play PTB Group Ltd (PTB AU) entered into a Scheme Implementation Deed (SID) with PAG Holding Corp.
PAG is offering $1.595/share, a 40.5% premium to last close.
Apart from PTB shareholder approval, PAG's Offer requires FIRB. This looks done. PTB’s board unanimously recommends the Scheme.


<ul>
<li>On the 25 July, renewable energy play <a href="https://www.smartkarma.com/entities/genex-power-ltd" target="_blank" data-smartkarma-citation="entities:29079:1" rel="noopener">Genex Power Ltd (GNX AU)</a>  <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02544773-2A1386667?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">announced</a> a non-binding indicative proposal from Atlassian's Scott Farquhar and Stonepeak, by way of a Scheme, at A$0.23/share.  </li>
<li>Genex subsequently <a href="https://cdn-api.markitdigital.com/apiman-gateway/ASX/asx-research/1.0/file/2924-02548222-2A1388020?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">rejected</a> the proposal less than a week later on the grounds the Offer undervalued the company.  </li>
<li>Farquhar, via Skip Essential Infrastructure Fund, and Stonepeak have increased their non-binding proposal to A$0.25/share. Genex has now provided confirmatory due diligence.</li>
</ul>


On the 25 July, renewable energy play Genex Power Ltd (GNX AU)  announced a non-binding indicative proposal from Atlassian's Scott Farquhar and Stonepeak, by way of a Scheme, at A$0.23/share.  
Genex subsequently rejected the proposal less than a week later on the grounds the Offer undervalued the company.  
Farquhar, via Skip Essential Infrastructure Fund, and Stonepeak have increased their non-binding proposal to A$0.25/share. Genex has now provided confirmatory due diligence.


Genex Opens Its Books After Farquhar Bumps

<ul>
<li>
<a href="https://www.smartkarma.com/entities/maca-ltd" target="_blank" data-smartkarma-citation="entities:11390:1" rel="noopener">MACA Ltd (MLD AU)</a> has indicated that <a href="https://www.smartkarma.com/entities/nrw-holdings-ltd" target="_blank" data-smartkarma-citation="entities:9271:1" rel="noopener">NRW Holdings (NWH AU)</a>'s A$1.085/share Offer is inferior to Thiess' conditional A$1.025/share takeover offer.</li>
<li>The reasons for the rejection are expected to be fleshed out at MACA's full years results briefing.</li>
<li>NRW's Offer is higher, has a lower shareholder approval, and provides MACA shareholders the option of cash, scrip or a combination of both. But is subject to scaling.</li>
</ul>



MACA Ltd (MLD AU) has indicated that NRW Holdings (NWH AU)'s A$1.085/share Offer is inferior to Thiess' conditional A$1.025/share takeover offer.
The reasons for the rejection are expected to be fleshed out at MACA's full years results briefing.
NRW's Offer is higher, has a lower shareholder approval, and provides MACA shareholders the option of cash, scrip or a combination of both. But is subject to scaling.


<ul>
<li>Mapping technology outfit <a href="https://www.smartkarma.com/entities/nearmap-ltd" target="_blank" data-smartkarma-citation="entities:5142:1" rel="noopener">Nearmap Ltd (NEA AU)</a> has fielded a non-binding indicative offer from San Francisco-based PE firm Thoma Bravo.</li>
<li>Thoma Bravo is offering A$2.10/share, a 39% premium to last close, and an 83% premium to when Nearmap was first approached in early July. </li>
<li>Due diligence is at an advanced stage. Curiously, Nearmap has agreed to pay Thoma Bravo up to US$3mn if a transaction agreement does not result.</li>
</ul>


Mapping technology outfit Nearmap Ltd (NEA AU) has fielded a non-binding indicative offer from San Francisco-based PE firm Thoma Bravo.
Thoma Bravo is offering A$2.10/share, a 39% premium to last close, and an 83% premium to when Nearmap was first approached in early July. 
Due diligence is at an advanced stage. Curiously, Nearmap has agreed to pay Thoma Bravo up to US$3mn if a transaction agreement does not result.


<ul>
<li>Sanjuro, the consortium behind <a href="https://www.smartkarma.com/entities/hwa-hong-corp-ltd" target="_blank" data-smartkarma-citation="entities:6648:1" rel="noopener">Hwa Hong Corp (HWAH SP)</a> proposal, now controls 51.29%. The Offer has turned unconditional in all respects. Ong directors previously holding out, will now tender. </li>
<li>The Offer will still close on the 1 August - it will not be extended. </li>
<li>Should Sanjuro fail to acquire less than 90% of disinterested shares, Hwa Hong will continue to remain listed. </li>
</ul>


Sanjuro, the consortium behind Hwa Hong Corp (HWAH SP) proposal, now controls 51.29%. The Offer has turned unconditional in all respects. Ong directors previously holding out, will now tender. 
The Offer will still close on the 1 August - it will not be extended. 
Should Sanjuro fail to acquire less than 90% of disinterested shares, Hwa Hong will continue to remain listed. 


Australia

Japara Healthcare Limited, is a provider of aged care and retirement living services in Australia.

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Japara Healthcare (JHC AU)

PTB Group Enters Scheme With PAG

Trading tight at a 1.9%/7% gross/annualised spread, assuming early December payment. This is a done deal. Although it's not a particularly liquid...

David Blennerhassett

Genex Opens Its Books After Farquhar Bumps

Trading around a 8.7% gross spread to the indicative Offer. This is a buy here. But this is not a super liquid arb situation.

David Blennerhassett

MACA (MLD AU): NRW's Offer Rejected

You have a firm, unanimously-backed Offer. And now you have another interested party who may raise terms, notably the 100% cash option.

David Blennerhassett

Nearmap: Thoma Bravo's Bird's Eye View

Trading at a 10.2% gross spread to terms as I type. Though still a non-binding Offer, I'd be a buyer of Nearmap (NEA AU) here.

David Blennerhassett

Hwa Hong (HWAH SP): MGO Unconditional

Sanjuro, the consortium behind Hwa Hong Corp (HWAH SP) proposal, now controls 51.29%. The Offer has turned unconditional in all respects. Ong...

David Blennerhassett

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