Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>A month ago I wrote <a href="https://www.smartkarma.com/insights/japan-activism-m-a-closing-in-on-the-tsuruha-partial-tender-likely-needs-to-be-higher" target="_blank" data-smartkarma-citation="insights:206132" rel="noopener">[Japan Activism/M&amp;A] - Closing In On the Tsuruha Partial Tender - Likely Needs To Be Higher</a>. Now we are &lt;2wks to the deal.  </li>
<li>At the time, I said the Partial Tender Offer Price needed to be higher than the mooted ¥2,280. <a href="https://www.smartkarma.com/entities/tsuruha-holdings-inc" target="_blank" data-smartkarma-citation="entities:9536:1" rel="noopener">Tsuruha Holdings (3391 JP)</a> shares are up 10.0% in that month. </li>
<li>The three largest peers are -2.0% on average in that period. The average of 8 peers is +0.5%. I still expect the partial offer price needs to be near ¥3,100</li>
</ul>


A month ago I wrote [Japan Activism/M&amp;A] - Closing In On the Tsuruha Partial Tender - Likely Needs To Be Higher. Now we are &lt;2wks to the deal.  
At the time, I said the Partial Tender Offer Price needed to be higher than the mooted ¥2,280. Tsuruha Holdings (3391 JP) shares are up 10.0% in that month. 
The three largest peers are -2.0% on average in that period. The average of 8 peers is +0.5%. I still expect the partial offer price needs to be near ¥3,100


[Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25

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>
<a href="https://www.smartkarma.com/entities/tsuruha-holdings-inc" target="_blank" data-smartkarma-citation="entities:9536:1" rel="noopener">Tsuruha Holdings (3391 JP)</a> announced a partial tender offer from <a href="https://www.smartkarma.com/entities/aeon-co-ltd" target="_blank" data-smartkarma-citation="entities:3:1" rel="noopener">Aeon Co Ltd (8267 JP)</a> at JPY2,900, a 27.2% premium over the previously stated offer price of JPY2,280.</li>
<li>Aeon will acquire a maximum (upper limit) of 43.2 million shares (9.52% ownership ratio) such that it attains a 50.90% ownership ratio. There is no lower limit. </li>
<li>The offer is above the midpoint of the IFA DCF valuation range and marginally below the JPY3,100 price Aeon paid in 2024 to acquire Oasis’ stake. </li>
</ul>



Tsuruha Holdings (3391 JP) announced a partial tender offer from Aeon Co Ltd (8267 JP) at JPY2,900, a 27.2% premium over the previously stated offer price of JPY2,280.
Aeon will acquire a maximum (upper limit) of 43.2 million shares (9.52% ownership ratio) such that it attains a 50.90% ownership ratio. There is no lower limit. 
The offer is above the midpoint of the IFA DCF valuation range and marginally below the JPY3,100 price Aeon paid in 2024 to acquire Oasis’ stake. 


Tsuruha (3391 JP): Aeon (8267 JP) Bumps Its Partial Tender Offer to JPY2,900

<ul>
<li>Today, post-close of its first day of trading as MergeCo, <a href="https://www.smartkarma.com/entities/tsuruha-holdings-inc" target="_blank" data-smartkarma-citation="entities:9536:1" rel="noopener">Tsuruha Holdings (3391 JP)</a> announced 12 different investors who had voted against the deal <a href="https://contents.xj-storage.jp/xcontents/AS70521/6d292fee/db4e/4ae0/8c87/a9cfe14bbd50/140120251201512689.pdf" target="_blank" rel="noopener">filed for dissenting shareholder share repurchase</a>.</li>
<li>This covers 27.154mm shares - a bit more than what Orbis owned when they last filed (25.5mm shs) and is just over half the AGM dissension.</li>
<li>This creates some weirdness. A 5+% buyback is strong accretion, but "fair price" is a question, and it could mean smaller tender offer quantity and larger eventual index selldowns.</li>
</ul>


Today, post-close of its first day of trading as MergeCo, Tsuruha Holdings (3391 JP) announced 12 different investors who had voted against the deal filed for dissenting shareholder share repurchase.
This covers 27.154mm shares - a bit more than what Orbis owned when they last filed (25.5mm shs) and is just over half the AGM dissension.
This creates some weirdness. A 5+% buyback is strong accretion, but "fair price" is a question, and it could mean smaller tender offer quantity and larger eventual index selldowns.


[Japan M&A] Possible Partial TSURUHA (3391 JP) Tender Changes - More Accretion! Smaller Tender?

Japan Specialist

Mark Chadwick

Thematic (Sector/Industry)

<ul>
<li>Japanese equities reversed early gains to close lower on the week (Nikkei -0.8%, Topix -0.4%) after breaching the 40,000 level on Monday</li>
<li>Trade friction is re-emerging as a key geopolitical overhang ahead of the July 9 tariff deadline</li>
<li>Yaskawa’s profit guidance cut (FY26 OP -14% YoY to ¥43bn vs prior +20%) signals subdued industrial capex ahead, with tariff policy weighing on visibility in FA demand</li>
</ul>


Japanese equities reversed early gains to close lower on the week (Nikkei -0.8%, Topix -0.4%) after breaching the 40,000 level on Monday
Trade friction is re-emerging as a key geopolitical overhang ahead of the July 9 tariff deadline
Yaskawa’s profit guidance cut (FY26 OP -14% YoY to ¥43bn vs prior +20%) signals subdued industrial capex ahead, with tariff policy weighing on visibility in FA demand


Japan Strategy Weekly | Positioning Caution Ahead of Tariff Risk

Asia Pac IPO & Placement Research, China biotech, Aequitas Research

Ke Yan, CFA, FRM

Asia Pac IPO & Placement Research, China biotech

IPOs and Placements coverage across Asia Pacific

Aequitas Research

We cover all listing across the Asia Pacific along with follow-up placements. As of Dec 2020, our team had covered 539 IPOs with a hit rate of 73.5% and 685 placements with a hit rate of 66.8%.

We combine fundamental bottom-up views with our proprietary quantitative framework to provide a holistic coverage across new listings and placements. Our coverage includes pre-IPO notes before the deal is launched, follow-up analysis once the deal is live and post-listing trading analysis as well.

Quantitative Analysis

<ul>
<li>We analyzed the changes in margin trading positions of JPX stocks as of May 23rd. The aggregated net margin trading position is USD16,904m.</li>
<li>We tabulate league tables for top/bottom net long/short of margin trading by value, net margin buy as multiple of ADT.</li>
<li>We highlight net margin buy/sell changes in Mitsubishi Heavy Industries, Kusuri No Aoki, Toyota Industries, Fujikura, Sompo, Sumitomo Mitsui Financial, Furukawa Electric, Softbank, Advantest, Mizuho Financial.</li>
</ul>


We analyzed the changes in margin trading positions of JPX stocks as of May 23rd. The aggregated net margin trading position is USD16,904m.
We tabulate league tables for top/bottom net long/short of margin trading by value, net margin buy as multiple of ADT.
We highlight net margin buy/sell changes in Mitsubishi Heavy Industries, Kusuri No Aoki, Toyota Industries, Fujikura, Sompo, Sumitomo Mitsui Financial, Furukawa Electric, Softbank, Advantest, Mizuho Financial.


JPX Margin Trading Weekly (May 23rd): Mitsubishi Heavy Industries, Kusuri No Aoki, Toyota Industries

Japan

Kusuri no Aoki Holdings Co., Ltd. operates as a holding company. The Company, through its subsidiaries, provides medicines, cosmetics, health foods, beauty care, and household products. Kusuri no Aoki Holdings serves customers in Japan.

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Kusuri no Aoki Holdings (3549 JP)

[Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25

Tsuruha and Welcia getting smacked late this AM and early PM - down 7% just now. This looks like an unwind of pre-positioned longs for the M _ _ _...

Travis Lundy

Tsuruha (3391 JP): Aeon (8267 JP) Bumps Its Partial Tender Offer to JPY2,900

A good result for minorities, as the offer has been bumped from JPY2,280 to JPY2,900. The offer is modestly below the JPY3,100 price Aeon paid in...

Arun George

[Japan M&A] Possible Partial TSURUHA (3391 JP) Tender Changes - More Accretion! Smaller Tender?

Tsuruha announced 5+% of shares asked for appraisal rights. That means a 5+% buyback at price TBD. It might be at the Tender Price. Technicals are...

Travis Lundy

Japan Strategy Weekly | Positioning Caution Ahead of Tariff Risk

Japanese equities fell for the week after reaching a milestone, trade tensions resurface before tariff deadline, Yaskawa's profit cut hints at...

Mark Chadwick

JPX Margin Trading Weekly (May 23rd): Mitsubishi Heavy Industries, Kusuri No Aoki, Toyota Industries

We analyzed JPX margin trading positions report for the past week and highlighted Mitsubishi Heavy Industries (7011 JP), Kusuri No Aoki (3549 JP),...

Ke Yan, CFA, FRM

Price Gauge

52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)

[Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25

Tsuruha and Welcia getting smacked late this AM and early PM - down 7% just now. This looks like an unwind of pre-positioned longs for the M _ _ _...

Travis Lundy

Tsuruha (3391 JP): Aeon (8267 JP) Bumps Its Partial Tender Offer to JPY2,900

A good result for minorities, as the offer has been bumped from JPY2,280 to JPY2,900. The offer is modestly below the JPY3,100 price Aeon paid in...

Arun George

[Japan M&A] Possible Partial TSURUHA (3391 JP) Tender Changes - More Accretion! Smaller Tender?

Tsuruha announced 5+% of shares asked for appraisal rights. That means a 5+% buyback at price TBD. It might be at the Tender Price. Technicals are...

Travis Lundy

Japan Strategy Weekly | Positioning Caution Ahead of Tariff Risk

​Japanese equities fell for the week after reaching a milestone, trade tensions resurface before tariff deadline, Yaskawa's profit cut hints at...

Mark Chadwick

JPX Margin Trading Weekly (May 23rd): Mitsubishi Heavy Industries, Kusuri No Aoki, Toyota Industries

We analyzed JPX margin trading positions report for the past week and highlighted Mitsubishi Heavy Industries (7011 JP), Kusuri No Aoki (3549 JP),...

Ke Yan, CFA, FRM

Japanese equities fell for the week after reaching a milestone, trade tensions resurface before tariff deadline, Yaskawa's profit cut hints at...