Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

For the month of March, ten new deals were discussed on Smartkarma with an overall deal size of US$22.3bn.
Clicking on the company name in the table below will take you to the entity page where you can see insight(s) written by Smartkarma contributors.



New Deals
Industry
Deal Size (US$m)
Deal Type
Premium


Australia






Villa World Ltd (VLW AU)
Real Estate Development
197
Scheme
12.0%


Xenith Ip (XIP AU)
Research &amp; Consulting
100
Scheme
22.7%


Lynas Corp Ltd (LYC AU)
Diversified Metals &amp; Mining
1,063
Scheme
44.7%


Hong Kong






Hong Kong International Construction Investment Management Group Co., (687 HK)
Construction &amp; Engineering
1,300
MGO
14.5%


China Power New Energy Development Co (735 HK)
Clean Energy
596
Scheme
41.9%


India






Mindtree Ltd (MTCL IN)
IT Consulting and Other Services
754
Open Offer
4.0%


Vietnam






Dhg Pharmaceutical Jsc (DHG VN)
Pharmaceuticals
146
Off-Mkt
3.5%


Europe

 
 
 


Scout24 AG (G24 GR)
Interactive Media and Services
5,249
Off-Mkt
10.9%


US

 
 
 


Versum Materials (VSM US)
Semiconductor Equipment
5,900
Off-Mkt
15.9%


Wabco Holdings (WBC US)
Construction Machinery
7,040
Merger
13.0%



Source: Company announcements
Blackstone and Hellman &amp; Friedman made a proposal for Scout24 AG (G24 GR) in mid-January - which was rejected by the board - and subsequently returned with an improved offer which was then supported. The deal was first written on after the Tender Offer was officially launched in March.
The average premium to last close for the new deals announced in March was 18%, while the average for the first quarter of 2019 is 33%.

Brief Summary of News in March of Arb Situations On Smartkarma's Radar
(again, click on the company names to take to you to the insights and/or discussion posts)




Australia


Comments (with links)



Eclipx (ECX AU)
McMillan announced on 20th March 2019, that they will not be able to complete the proposed scheme. Eclipx said it would sell two divisions (Grays and Right2Drive) and use the proceeds to pay down corporate debt.




Graincorp Ltd A (GNC AU)
No March Updates


Healthscope Ltd (HSO AU)
On 19th March 2019, Healthscope announced that they had received FIRB approval for the scheme. The Offer docs have been pushed out to the 24 April so as to incorporate the Scheme and Takeover Documents into a single integrated booklet


MYOB Group Ltd (MYO AU)
On 4th March 2019, Manikay Partners LLC and its affiliates filed a notice that they had increased their holding in MYOB to 9.99%, and submitted a letter that asserted that the board should reconsider their recommendation of the KKR offer. However, on 6th March MYOB's Board, mentioned in their announcement, that they continue to recommend the offer. MYOB's shareholders will be able to vote for the proposal at the Scheme meeting which will be held on 17th April 2019, as set out in the announcement on 14th March 2019. A Scheme Update on 20th March, stated that the all cash consideration of A$3.40/share, was KKR's best and final offer. 


Navitas Ltd (NVT AU)
On 21st March 2019, Navitas entered a Board Recommended Scheme Implementation Deed with BGH. 


Ruralco Holdings (RHL AU)
On 8th March 2019, a letter was released to Ruralco's shareholders that confirmed the details of the offer, and that the Board of Ruralco unanimously recommends the Scheme.


Sigma Healthcare (SIG AU)
On 13th March 2019, the Board of Sigma announced that following their review of the proposal submitted by API, they conclude that it is not in the best interest of the shareholders. 







China


Comments



Sichuan Swellfun Co Ltd A (600779 CH)
On 18th March 2019, an announcement was released stating that Sichuan Swellfun has engaged Citic Securities as their advisor for Diageo's offer. 







Hong Kong


Comments (with links)



Harbin Electric Co Ltd H (1133 HK)
The Composite Document for the deal was dispatched on 20th March 2019. 


Xingfa Aluminium (98 HK)
It was announced on 5th March 2019, that permission has been granted to extend the time for the despatch of the Composite Document to 2nd April 2019, in order for the offeror to consider the 2018 annual results of Xingfa.


Hanergy Thin Film Power (566 HK)
No March Updates


Hopewell Holdings (54 HK)
The resolution to approve the Sheme was approved by the Shareholders at the Court Meeting held on 21st March 2019. 


New Sports Group (299 HK)
No March Updates







India


Comments (with links)



Glaxosmithkline Consumer Healthcare (SKB IN)
No March Updates


Gruh Finance (GRHF IN)
No March Updates







Japan


Comments (with links)



Clarion Co Ltd (6796 JP)
Faurecia announced on 1st March 2019, that they were able to successfully complete their Tender Offer for Clarion. 95.28% of Clarion shareholders had tendered their shares. 


Descente Ltd (8114 JP)
On 8th March 2019, Descente released an opinion on the Tender offer, which said they continue to oppose the offer. The results of the tender offer was released on 15th March 2019 - Itochu planned on buying 7.21million shares out of the 75.37mm shares which bear voting rights (as of the commencement of the Tender), and 15,115,148 shares were tendered, which led to a pro-ration rate of 47.7%. The president will be replaced with the president of Itochu Textile.


Jiec Co Ltd (4291 JP)
On 19th March 2019, SCSK Corp announced that they had managed to acquire 1.947mm shares of Jiec Co Ltd in the tender offer taking them to 97.90%.


Kabu.Com Securities (8703 JP)
No March Updates


Kosaido Co Ltd (7868 JP)
On 8th March 2019, an announcement was released, which stated that the offer was bumped up to  ¥ 700/share, from  ¥ 610/share, and the offer close date was extended to 25th March 2019, with the commencement of settlement being 29th March 2019. On 18th March, Yoshiaki Murakami-associated companies announced they had raised their stake above 10%, at a price higher than the ¥ 700/share final tender offer price. On 20th March, Minami Aoyama Fudosan - another Murakami-associated company - announced a Tender Offer for a minimum of 50.00% of Kosaido (and up to 100% of the shares out) at ¥750/share (and announced they had bought more bringing their stake to 13.47% in total). On 25th March 2019, Bain extended their tender offer from 25th March to April 8th. 


Nd Software (3794 JP)
ND Software published an announcement on 8th March 2019, that the base date for shareholders eligible to vote at the EGM, will be the 31st March 2019.


Nexon Co Ltd (3659 JP)
A Reuters article on 3rd March 2019, mentioned that Tencent, Kakao Corp, Bain Capital, MBK Partners, and an unidentified private equity firm are the five bidders that have been shortlisted by Nexon, as reported by the Korea Economic Daily newspaper. Netmarble Corp was not offered a position among the bidders, but is said to have formed a consortium MBK Partners. 


Pioneer Corp (6773 JP)
On 8th March 2019, Pioneer announced that they had completed the payment for issuance of new shares through a third party allotment. 


U Shin Ltd (6985 JP)
No March Updates


Veriserve Corp (3724 JP)

SCSK Corp announced on 19th March 2019, that they gained 94.76% of the shares of Veriserve Corp in the tender, which will mean an immediate push to squeeze out minorities.








New Zealand


Comments (with links)



Trade Me (TME NZ)
On 7th March 2019, Trade Me announced that the high court had approved the special meeting for shareholders to vote on the Apax proposal. The Independent Advisers' assessed a fair value between NZ$5.93 and NZ$6.39 per share, below Apax's offer of NZ$6.45 per share. On 11th March the company announced that the special meeting for the shareholders to vote will be held on 3rd April 2019. The scheme booklet was released on the Trade Me website on 13th March 2019, which was ciculated among shareholders on 19th March.  







Singapore


Comments (with links)



Ascendas-Singbridge Pte Ltd
No March Updates


Courts Asia Ltd (COURTS SP)
The offer closed on 15th March 2019, with 95.83% of the issued share capital of Courts Asia. The remaining shares will be acquired through a compulsory acquisition at the final offer price of S$0.205/share. It was also announced that the last day of trading of the stock would be 15th March 2019, with the stock being suspended from 18th March 2019.


M1 Ltd (M1 SP)
On 6th March 2019, it was announced that the offeror had acquired 72.89% of the total number of shares, and held 92.20% of the shares of M1 Ltd, and that Konnectivity launched an offer to acquire the remaining shares not tendered in by 18th March 2019. On 18th March 2019 at the close of the offer they had managed to acquire an aggregate of 94.55% of shares.


Pci Ltd (PCI SP)
On 18th March 2019, it was announced that the scheme meeting will be held on 2nd April 2019.







South Korea


Comments (with links)



Hyundai Oilbank Co Ltd (1082Z KS)
No March Update







Taiwan


Comments (with links)



Yungtay Engineering (1507 TT)
On 6th March 2019, Hitachi announced that they had decided to extend the period of the public tender offer (originally from January 17, 2019 to March 7, 2019) to April 22, 2019. There was news that there would be an EGM (called by a dissenting director) on April 18th designed to renew the board of directors. On 22nd March 2019, Hitachi had amended the Public Purchase statement by raising the Purchase Price to NT$65/share.







Thailand


Comments (with links)



Delta Electronics Thai (DELTA TB)
Delta published a document which included amendments to the Conditional Voluntary Tender Offer on 1st March 2019, which confirmed that the Bt 71.0/share, will be the final offer, and that the offer is expected to close on 1st April 2019. The independent financial advisers opinion was published on 14th March 2019, recommending the offer. 9.12% of shares out have tendered into Delta's Offer, bringing the Offeror's total holding to 30.05% as at 26 March.


Glow Energy Pcl (GLOW TB)
The purchase price of the offer was adjusted to Bt91.9906/share, from Bt94.892/share, according to the announcement released on 11th March 2019.


Golden Land Prop Dvlp (GOLD TB)
No March Updates


Thanachart Capital (TCAP TB)
No March Updates







UK


Comments (with links)



Dairy Crest (DCG LN)
The scheme document was published on the 8th March 2019.


Earthport plc (EPO LN)
The Mastercard offer for Earthport lapsed on 8th March 2019, as the acceptance condition was not satisfied. On 13th March 2019 Visa's offer had been extended to 30th April 2019. As at 12th March 2019 Visa had 41.02% of the issued ordinary share capital of Earthport, which counted towards satisfaction of the acceptance condition to the Offer.


Ophir Energy (OPHR LN)
The Scheme Booklet was published on 1st March 2019, following which a bump in the offer to £0.575 from £0.55, was announced on 20th March 2019. 


RPC Group PLC (RPC LN)
On 8th March 2019,  the Bidder announced that the Competition Commission of South Africa had granted unconditional approval for the acquisition, thus satisfying one of the conditions of the Scheme. 







Europe


Comments (with links)



Amer Sports Oyj (AMEAS FH)
The final results of the Tender Offer, which closed on 7th March 2019, was released on 12th March 2019, according to which the offeror had managed to acquire 94.98% of all the shares. The offeror then opened a subsequent offer from 13th to 27th March in order to allow the remaining shareholders to tender in their shares. On 28th March 2019, the offeror announced that according to the preliminary results of the Subsequent Offer Period, the shares tendered represent approximately 3.13% of all the shares in Amer Sports. Together with the shares tendered during the Offer Period, the total shares acquired represent approximately 98.10% of all the shares. The consideration for the shares tendered during the Subsequent Offer Period, will be paid on or about 2nd April 2019.


Oslo Bors VPS Holding ASA (OSLO NS)
On 4th March 2019, Nasdaq raised their offer to NOK 158/share (from NOK 152/share) to match the Euronext offer, reduced the minimum acceptance requirement to at least two-thirds of the shares of Oslo Børs (from more than 90%), and extended the offer period expiry to 29th March 2019 (from 4th March 2019), as well as the drop dead date to the date which is the later of: (i) March 4, 2020; and (ii) the date which is sixty days after the Euronext Offer lapses, closes or is withdrawn. It was also announced that shareholders representing more than 1/3 if the shares in Oslo Børs have reaffirmed their support for Nasdaq's offer. 


Ceva Logistics AG (CEVA SW)
On 14th March 2019, the provisional interim results of the tender offer was released. It stated that 78.69% of the CEVA Shares to which the Tender Offer relates were tendered in, which results in CMA CGA holding 89.47% of share capital. A subsequent offer was made to acquire the remaining shares, running from 20th March to 2nd April 2019. 


Panalpina Welttransport Holding (PWTN SW)
On 5th March 2019, Panalpina announced that an extraordinary general meeting will be held on 5th April 2019 to vote on a "one share one vote" scheme to replace the current cap on holdings over 5%. All major shareholders who would see their voting rights increase have come out against it because they want to see the Ernst Gohner Foundation have their voting rights come down. ISS and Glass Lewis have both come out against the proposal. A couple of minor European proxy solicitors and agents have come out in favor.  Late Sunday night it was reported by Bloomberg that DSV had improved its offer once again and that the Foundation had agreed to the sweetened bid of 2.375 DSV shares per Panalpina share, worth CHF 195.8 






Last Week in Event SPACE: Toppan, Hyundai Heavy, Descente, Healthscope, Eclipx, Pioneer, Earthport

<p>For the month of January, seventeen new deals were discussed on Smartkarma with an overall deal size of US$91bn, with ~81% of that figure from the <strong><a href="https://www.smartkarma.com/entities/7410" target="_blank" data-smartkarma-citation="entities:7410:1">Celgene Corp (CELG US)</a> </strong>deal. This overall number does not include rumours on <strong><a href="https://www.smartkarma.com/entities/7012" target="_blank" data-smartkarma-citation="entities:7012:1">Nexon Gt Co Ltd (041140 KS)</a></strong> and <strong><a href="https://www.smartkarma.com/entities/55" target="_blank" data-smartkarma-citation="entities:55:1">Capitaland Ltd (CAPL SP)</a></strong>'s acquisition of <a href="https://www.smartkarma.com/entities/7012" target="_blank" data-smartkarma-citation="entities:7012:1">Ascendas-Singbridge.</a> The average transaction premium was 43%, or 26% if ignoring <strong><a href="https://www.smartkarma.com/entities/23493" target="_blank" data-smartkarma-citation="entities:23493:1">Earthport plc (EPO LN)</a></strong>.</p>
<table class="table table-striped">
<colgroup></colgroup>
<tbody>
<tr>
<td data-sheets-value='{"1":2,"2":"Target Company"}'>
<h2>New Deals</h2>
</td>
<td data-sheets-value='{"1":2,"2":"Industry"}'>
<h2>Industry</h2>
</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Premium for Deals Announced in January"}'>
<h2>Premium</h2>
</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Deal Size (US$m)"}' data-sheets-numberformat='[null,2,"#,##0",1]'>
<h2>Deal Size (US$m)</h2>
</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Deal Type"}'>
<h2>Deal Type</h2>
</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"Healius Limited"}'><strong>Australia</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Healius Limited"}'><a href="https://www.smartkarma.com/entities/6296" target="_blank" data-smartkarma-citation="entities:6296:1">Healius (HLS AU)</a></td>
<td data-sheets-value='{"1":2,"2":"Health Care"}'>Health Care</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.332}' data-sheets-numberformat='[null,3,"0.00%",1]'>33.2%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":1809.78}' data-sheets-numberformat='[null,2,"#,##0",1]'>1,402</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Scheme</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"New Sports Group"}'><strong>Hong Kong</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"New Sports Group"}'><a href="https://www.smartkarma.com/entities/8706" target="_blank" data-smartkarma-citation="entities:8706:1">New Sports Group (299 HK)</a></td>
<td data-sheets-value='{"1":2,"2":"Communication Services"}'>Communication Services</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.0357}' data-sheets-numberformat='[null,3,"0.00%",1]'>3.6%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":638.91}' data-sheets-numberformat='[null,2,"#,##0",1]'>82</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Off-Mkt</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"GRUH Finance"}'><strong>India</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"GRUH Finance"}'><a href="https://www.smartkarma.com/entities/16072" target="_blank" data-smartkarma-citation="entities:16072:1">Gruh Finance (GRHF IN)</a></td>
<td data-sheets-value='{"1":2,"2":"Thrifts and Mortgage Finance"}'>Thrifts and Mortgage Finance</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":-0.0761}' data-sheets-numberformat='[null,3,"0.00%",1]'>-7.6%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":3154}' data-sheets-numberformat='[null,2,"#,##0",1]'>2,974</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Scheme</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"GRUH Finance"}'><strong>Indonesia</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"GRUH Finance"}'><a href="https://www.smartkarma.com/entities/135" target="_blank" data-smartkarma-citation="entities:135:1">Bank Danamon Indonesia (BDMN IJ)</a></td>
<td data-sheets-value='{"1":2,"2":"Thrifts and Mortgage Finance"}'>Finance</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":-0.0761}' data-sheets-numberformat='[null,3,"0.00%",1]'>14.9%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":3154}' data-sheets-numberformat='[null,2,"#,##0",1]'>4,000</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Offer</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"Kosaido Co Ltd"}'><strong>Japan</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Kosaido Co Ltd"}'>
<a href="https://www.smartkarma.com/entities/7888" target="_blank" data-smartkarma-citation="entities:7888:1">Clarion Co Ltd (6796 JP)</a> </td>
<td data-sheets-value='{"1":2,"2":"Commercial Printing"}'>Audio/infotainment</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.438}' data-sheets-numberformat='[null,3,"0.00%",1]'>10.5%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":498.47}' data-sheets-numberformat='[null,2,"#,##0",1]'>1,300</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Tender offer</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Kosaido Co Ltd"}'><a href="https://www.smartkarma.com/entities/8225" target="_blank" data-smartkarma-citation="entities:8225:1">Descente Ltd (8114 JP)</a></td>
<td data-sheets-value='{"1":2,"2":"Commercial Printing"}'>Retailer</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.438}' data-sheets-numberformat='[null,3,"0.00%",1]'>49.7%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":498.47}' data-sheets-numberformat='[null,2,"#,##0",1]'>185</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Partial offer</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Kosaido Co Ltd"}'><a href="https://www.smartkarma.com/entities/1209" target="_blank" data-smartkarma-citation="entities:1209:1">Jiec Co Ltd (4291 JP)</a></td>
<td data-sheets-value='{"1":2,"2":"Commercial Printing"}'>Info Tech</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.438}' data-sheets-numberformat='[null,3,"0.00%",1]'>39.3%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":498.47}' data-sheets-numberformat='[null,2,"#,##0",1]'>52</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Tender Offer</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Kosaido Co Ltd"}'><a href="https://www.smartkarma.com/entities/15158" target="_blank" data-smartkarma-citation="entities:15158:1">Kosaido Co Ltd (7868 JP)</a></td>
<td data-sheets-value='{"1":2,"2":"Commercial Printing"}'>Commercial Printing</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.438}' data-sheets-numberformat='[null,3,"0.00%",1]'>43.8%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":498.47}' data-sheets-numberformat='[null,2,"#,##0",1]'>139</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Tender offer</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Shinmaywa Industries Ltd"}'><a href="https://www.smartkarma.com/entities/18738" target="_blank" data-smartkarma-citation="entities:18738:1">Shinmaywa Industries (7224 JP)</a></td>
<td data-sheets-value='{"1":2,"2":"Industrials"}'>Industrials</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.105}' data-sheets-numberformat='[null,3,"0.00%",1]'>10.5%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":364.86}' data-sheets-numberformat='[null,2,"#,##0",1]'>365</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Tender offer</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Ascendas-Singbridge"}'><a href="https://www.smartkarma.com/entities/19831" target="_blank" data-smartkarma-citation="entities:19831:1">Veriserve Corp (3724 JP)</a></td>
<td data-sheets-value='{"1":2,"2":"Construction and Engineering"}'>Info tech</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.07}' data-sheets-numberformat='[null,3,"0.00%",1]'>44.6%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":4481.45}' data-sheets-numberformat='[null,2,"#,##0",1]'>142</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Tender offer</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"Ascendas-Singbridge"}'><strong>Singapore</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Courts Asia Ltd"}'><a href="https://www.smartkarma.com/entities/13837" target="_blank" data-smartkarma-citation="entities:13837:1">Courts Asia Ltd (COURTS SP)</a></td>
<td data-sheets-value='{"1":2,"2":"Consumer Discretionary"}'>Consumer Discretionary</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.349}' data-sheets-numberformat='[null,3,"0.00%",1]'>34.9%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":80}' data-sheets-numberformat='[null,2,"#,##0",1]'>27</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Scheme</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"M1 Ltd"}'><a href="https://www.smartkarma.com/entities/412" target="_blank" data-smartkarma-citation="entities:412:1">M1 Ltd (M1 SP)</a></td>
<td data-sheets-value='{"1":2,"2":"Communication Services"}'>Communication Services</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.26}' data-sheets-numberformat='[null,3,"0%",1]'>26.0%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":932}' data-sheets-numberformat='[null,2,"#,##0",1]'>932</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Off-Mkt</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Pci Ltd"}'><a href="https://www.smartkarma.com/entities/11743" target="_blank" data-smartkarma-citation="entities:11743:1">Pci Ltd (PCI SP)</a></td>
<td data-sheets-value='{"1":2,"2":"Information Technology"}'>Information Technology</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.28}' data-sheets-numberformat='[null,3,"0%",1]'>28.0%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":45}' data-sheets-numberformat='[null,2,"#,##0",1]'>45</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Scheme</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"Panalpina Welttransport Holdin"}'><strong>Taiwan</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Yungtay Engineering"}'><a href="https://www.smartkarma.com/entities/14121" target="_blank" data-smartkarma-citation="entities:14121:1">Yungtay Engineering (1507 TT)</a></td>
<td data-sheets-value='{"1":2,"2":"Industrials"}'>Industrials</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.22}' data-sheets-numberformat='[null,3,"0%",1]'>22.0%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":703.51}' data-sheets-numberformat='[null,2,"#,##0",1]'>704</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Off-Mkt</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"Earthport PLC"}'><strong>Europe</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Earthport PLC"}'><a href="https://www.smartkarma.com/entities/23493" target="_blank" data-smartkarma-citation="entities:23493:1">Earthport plc (EPO LN)</a></td>
<td data-sheets-value='{"1":2,"2":"Information Technology"}'>Information Technology</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":3.4}' data-sheets-numberformat='[null,3,"0%",1]'>340.0%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":277.2}' data-sheets-numberformat='[null,2,"#,##0",1]'>277</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Off-Mkt"}'>Off-Mkt</td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Celgene"}'><a href="https://www.smartkarma.com/entities/22460" target="_blank" data-smartkarma-citation="entities:22460:1">Panalpina Welttransport Holdin (PWTN SW)</a></td>
<td data-sheets-value='{"1":2,"2":"Health Care"}'>Industrials</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.537}' data-sheets-numberformat='[null,3,"0.00%",1]'>24.0%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":99367.24}' data-sheets-numberformat='[null,2,"#,##0",1]'>4,083</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Off-Mkt</td>
</tr>
<tr>
<td colspan="5" data-sheets-value='{"1":2,"2":"Celgene"}'><strong>US</strong></td>
</tr>
<tr>
<td data-sheets-value='{"1":2,"2":"Celgene"}'><a href="https://www.smartkarma.com/entities/7410" target="_blank" data-smartkarma-citation="entities:7410:1">Celgene Corp (CELG US)</a></td>
<td data-sheets-value='{"1":2,"2":"Health Care"}'>Health Care</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":0.537}' data-sheets-numberformat='[null,3,"0.00%",1]'>53.7%</td>
<td style="text-align: right;" data-sheets-value='{"1":3,"3":99367.24}' data-sheets-numberformat='[null,2,"#,##0",1]'>74,000</td>
<td style="text-align: right;" data-sheets-value='{"1":2,"2":"Scheme"}'>Scheme</td>
</tr>
</tbody>
</table>
<p><strong><a href="https://www.smartkarma.com/entities/412" target="_blank" data-smartkarma-citation="entities:412:1">M1 Ltd (M1 SP)</a></strong> is essentially an ongoing transaction; while <strong><a href="https://www.smartkarma.com/entities/15529" target="_blank" data-smartkarma-citation="entities:15529:1">Mastercard Inc Class A (MA US)</a> </strong>trumped <strong><a href="https://www.smartkarma.com/entities/8707" target="_blank" data-smartkarma-citation="entities:8707:1">Visa Inc Class A Shares (V US)</a></strong>'s December offer for Earthport. <strong><a href="https://www.smartkarma.com/entities/6296" target="_blank" data-smartkarma-citation="entities:6296:1">Healius (HLS AU)</a> </strong>rejected its proposal.</p>
<p><strong><a href="https://www.smartkarma.com/entities/135" target="_blank" data-smartkarma-citation="entities:135:1">Bank Danamon Indonesia (BDMN IJ)</a></strong> is similarly an ongoing transaction and arguably the premium is higher than 14.9%, which is based on the last close.</p>
<p>Directly below is a summary of ongoing M&amp;A situations, followed by a recap of news associated with each event situation.</p>
<figure class="editor-figure mceNonEditable"><img src="https://static-prod.smartkarma.com/images/media/000/077/633/original/CaptureMonth%20summary.PNG?1549001321" class="editor-image img-responsive" data-smartkarma-image-id="77633"></figure>
<div style="text-align: left;" class="content-caption">Source: Company announcements, our workings</div>

For the month of January, seventeen new deals were discussed on Smartkarma with an overall deal size of US$91bn, with ~81% of that figure from the Celgene Corp (CELG US) deal. This overall number does not include rumours on Nexon Gt Co Ltd (041140 KS) and Capitaland Ltd (CAPL SP)'s acquisition of Ascendas-Singbridge. The average transaction premium was 43%, or 26% if ignoring Earthport plc (EPO LN).





New Deals


Industry


Premium


Deal Size (US$m)


Deal Type



Australia


Healius (HLS AU)
Health Care
33.2%
1,402
Scheme


Hong Kong


New Sports Group (299 HK)
Communication Services
3.6%
82
Off-Mkt


India


Gruh Finance (GRHF IN)
Thrifts and Mortgage Finance
-7.6%
2,974
Scheme


Indonesia


Bank Danamon Indonesia (BDMN IJ)
Finance
14.9%
4,000
Offer


Japan



Clarion Co Ltd (6796 JP) 
Audio/infotainment
10.5%
1,300
Tender offer


Descente Ltd (8114 JP)
Retailer
49.7%
185
Partial offer


Jiec Co Ltd (4291 JP)
Info Tech
39.3%
52
Tender Offer


Kosaido Co Ltd (7868 JP)
Commercial Printing
43.8%
139
Tender offer


Shinmaywa Industries (7224 JP)
Industrials
10.5%
365
Tender offer


Veriserve Corp (3724 JP)
Info tech
44.6%
142
Tender offer


Singapore


Courts Asia Ltd (COURTS SP)
Consumer Discretionary
34.9%
27
Scheme


M1 Ltd (M1 SP)
Communication Services
26.0%
932
Off-Mkt


Pci Ltd (PCI SP)
Information Technology
28.0%
45
Scheme


Taiwan


Yungtay Engineering (1507 TT)
Industrials
22.0%
704
Off-Mkt


Europe


Earthport plc (EPO LN)
Information Technology
340.0%
277
Off-Mkt


Panalpina Welttransport Holdin (PWTN SW)
Industrials
24.0%
4,083
Off-Mkt


US


Celgene Corp (CELG US)
Health Care
53.7%
74,000
Scheme



M1 Ltd (M1 SP) is essentially an ongoing transaction; while Mastercard Inc Class A (MA US) trumped Visa Inc Class A Shares (V US)'s December offer for Earthport. Healius (HLS AU) rejected its proposal.
Bank Danamon Indonesia (BDMN IJ) is similarly an ongoing transaction and arguably the premium is higher than 14.9%, which is based on the last close.
Directly below is a summary of ongoing M&amp;A situations, followed by a recap of news associated with each event situation.

Source: Company announcements, our workings

Travis Lundy

<p>Today after the close, <a href="https://www.smartkarma.com/entities/5380" target="_blank" data-smartkarma-citation="entities:5380:1">Sumitomo Corp (8053 JP)</a> consolidated subsidiary <a href="https://www.smartkarma.com/entities/19996" target="_blank" data-smartkarma-citation="entities:19996:1">SCSK Corp (9719 JP)</a> announced a Tender Offer to buy out minorities in <a href="https://www.smartkarma.com/entities/1209" target="_blank" data-smartkarma-citation="entities:1209:1">JIEC Co Ltd (4291 JP)</a>.</p><p>SCSK currently holds 4,768,000 shares or 69.52% of voting rights. </p><p>The Tender Offer is at ¥2,750/share which is a 39.3% premium to the last traded price of the day before the announcement (¥1,974), a 38% premium to the one-month average, and a 41% premium to the 3-month and 6-month averages.</p><p>It is being done at about 7.5x TTM EV/EBITDA.</p><p>This is one of those situations with which the currently underway METI M&amp;A Fairness enquiry might have a problem.</p>

Today after the close, Sumitomo Corp (8053 JP) consolidated subsidiary SCSK Corp (9719 JP) announced a Tender Offer to buy out minorities in JIEC Co Ltd (4291 JP).SCSK currently holds 4,768,000 shares or 69.52% of voting rights. The Tender Offer is at ¥2,750/share which is a 39.3% premium to the last traded price of the day before the announcement (¥1,974), a 38% premium to the one-month average, and a 41% premium to the 3-month and 6-month averages.It is being done at about 7.5x TTM EV/EBITDA.This is one of those situations with which the currently underway METI M&amp;A Fairness enquiry might have a problem.

SCSK (9719 JP) Launches Buyout of Subsidiary JIEC

Japan

JIEC Co., Ltd. provides services in developing information systems.  The Company offers Internet integration, system integration, and system consulting services, as well as packaged software for document processing and system support.

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