Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>I tally 39 - mostly firm, mostly Asia-Pac - arb transactions currently being discussed and analysed on Smartkarma.</li>
<li>One new deal was discussed on Smartkarma this week: <a href="https://www.smartkarma.com/entities/paramount-bed-holdings-co-lt" target="_blank" data-smartkarma-citation="entities:17808:1" rel="noopener">Paramount Bed Holdings Co Lt (7817 JP)</a>.</li>
<li>Key updates/news took place on <a href="https://www.smartkarma.com/entities/pointsbet-holdings-ltd" target="_blank" data-smartkarma-citation="entities:29102:1" rel="noopener">PointsBet (PBH AU)</a>, <a href="https://www.smartkarma.com/entities/oneconnect-financial-technology-co-ltd-2e580cf8-6a65-4148-ac1e-f9a8a167856a" target="_blank" data-smartkarma-citation="entities:36656:1" rel="noopener">Oneconnect (6638 HK)</a>, <a href="https://www.smartkarma.com/entities/hangzhou-kangji-medical-instrument-co-ltd" target="_blank" data-smartkarma-citation="entities:28938:1" rel="noopener">Kangji Medical Instrument (9997 HK)</a>, <a href="https://www.smartkarma.com/entities/jinke-smart-services-group-co" target="_blank" data-smartkarma-citation="entities:29214:1" rel="noopener">Jinke Smart Services (9666 HK)</a>, <a href="https://www.smartkarma.com/entities/soft99-corp" target="_blank" data-smartkarma-citation="entities:18486:1" rel="noopener">Soft99 Corp (4464 JP)</a>, and <a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a>.</li>
</ul>


I tally 39 - mostly firm, mostly Asia-Pac - arb transactions currently being discussed and analysed on Smartkarma.
One new deal was discussed on Smartkarma this week: Paramount Bed Holdings Co Lt (7817 JP).
Key updates/news took place on PointsBet (PBH AU), Oneconnect (6638 HK), Kangji Medical Instrument (9997 HK), Jinke Smart Services (9666 HK), Soft99 Corp (4464 JP), and Mandom Corp (4917 JP).


(Mostly) Asia-Pac M&A: Kangji Medical, Jinke Smart Services, Soft99, Mandom, Paramount Bed

Travis Lundy

<ul>
<li>On 10 September, CVC announced a family-led MBO of well-known Japanese hair-care/cosmetics firm <a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a>. Agreed, supported, recommended, for a start date end-September. It was also too light.</li>
<li>I suggested the open-ish register could trigger activists. The stock opened just above terms post-announcement and then traded higher. Shares fell today but it is still 15% through terms. </li>
<li>Hibiki Path Advisors wrote a strong letter. Murakami announced a 6.67% stake yesterday, 8.39% today. But that's 5 days old. Today, the company announced the TOB starts tomorrow. Still fun. </li>
</ul>


On 10 September, CVC announced a family-led MBO of well-known Japanese hair-care/cosmetics firm Mandom Corp (4917 JP). Agreed, supported, recommended, for a start date end-September. It was also too light.
I suggested the open-ish register could trigger activists. The stock opened just above terms post-announcement and then traded higher. Shares fell today but it is still 15% through terms. 
Hibiki Path Advisors wrote a strong letter. Murakami announced a 6.67% stake yesterday, 8.39% today. But that's 5 days old. Today, the company announced the TOB starts tomorrow. Still fun. 


[Japan M&A] Mandom (4917 JP) MBO Launched at ¥1,960, Stock Is 15% Higher and Activists Dream Bigger

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>Murakami <a href="https://disclosure2dl.edinet-fsa.go.jp/searchdocument/pdf/S100WQFH.pdf?sv=2020-08-04&amp;st=2025-09-24T07%3A41%3A14Z&amp;se=2030-09-24T15%3A00%3A00Z&amp;sr=b&amp;sp=rl&amp;sig=pBNXCLzc2M2noizmBySiKIgGaALs0RzHJHz3GWVI7jw%3D" target="_blank" rel="noopener">reported</a> a 7.14% ownership ratio in <a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a>. The average buy-in price of JPY2,070.73 per share is 5.6% above the JPY1,960 CVC-sponsored MBO.</li>
<li>Murakami undoubtedly shares Hibiki’s concerns. On 15 September, Hibiki issued an open letter questioning the rationale behind the Board's recommendation of a CVC-sponsored preconditional MBO. </li>
<li>With the emergence of Murakami, CVC and the founding family’s options narrow. The need for satisfaction of the precondition buys time, but a bump seems inevitable. </li>
</ul>


Murakami reported a 7.14% ownership ratio in Mandom Corp (4917 JP). The average buy-in price of JPY2,070.73 per share is 5.6% above the JPY1,960 CVC-sponsored MBO.
Murakami undoubtedly shares Hibiki’s concerns. On 15 September, Hibiki issued an open letter questioning the rationale behind the Board's recommendation of a CVC-sponsored preconditional MBO. 
With the emergence of Murakami, CVC and the founding family’s options narrow. The need for satisfaction of the precondition buys time, but a bump seems inevitable. 


Mandom (4917 JP): Two Is a Company as Murakami Joins the Fray

<ul>
<li>On 15 September, Hibiki Path Advisors issued an <a href="https://www.hibiki-path-advisors.com/en/engagement/post-5029/" target="_blank" rel="noopener">open letter</a> questioning the rationale for the <a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a> Board to recommend a CVC-sponsored preconditional MBO at JPY1,960 per share. </li>
<li>Hibiki opines that the MBO is being done at the wrong price (Hibiki's value is JPY3,050). Some of Hibiki's criticisms are valid, while others are not.</li>
<li>CVC's initial approach will wait for precondition satisfaction and secure additional irrevocables. However, this is a stopgap measure, and a bump is likely to occur.</li>
</ul>


On 15 September, Hibiki Path Advisors issued an open letter questioning the rationale for the Mandom Corp (4917 JP) Board to recommend a CVC-sponsored preconditional MBO at JPY1,960 per share. 
Hibiki opines that the MBO is being done at the wrong price (Hibiki's value is JPY3,050). Some of Hibiki's criticisms are valid, while others are not.
CVC's initial approach will wait for precondition satisfaction and secure additional irrevocables. However, this is a stopgap measure, and a bump is likely to occur.


Mandom (4917 JP): Welcome Activism as Hibiki Takes Issue with the Price

<ul>
<li>On 10 September, the founding Nishimura family, the PE Firm CVC, and <a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a> agreed that the first two could take over the latter at 4.9x Mar28 EBITDA.</li>
<li>A cocktail napkin calculation of expected leverage suggests the equity check is buying this at 5x average Mar27-28 free cash flow. That's cheap for a growing company.</li>
<li>The register is open enough to cause problems but not open enough to allow a clean hostile bid by a strategic. But still open enough for someone to have fun.</li>
</ul>


On 10 September, the founding Nishimura family, the PE Firm CVC, and Mandom Corp (4917 JP) agreed that the first two could take over the latter at 4.9x Mar28 EBITDA.
A cocktail napkin calculation of expected leverage suggests the equity check is buying this at 5x average Mar27-28 free cash flow. That's cheap for a growing company.
The register is open enough to cause problems but not open enough to allow a clean hostile bid by a strategic. But still open enough for someone to have fun.


[Japan M&A] Mandom (4917 JP) MBO - Light Price, Open-Ish Register, Tough to Take Over, Could Do Fun

Japan

MANDOM CORPORATION manufactures and markets a variety of cosmetic products for men and women.  The Company's products include hair care and skin care cosmetics.

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Mandom Corp (4917 JP)

(Mostly) Asia-Pac M&A: Kangji Medical, Jinke Smart Services, Soft99, Mandom, Paramount Bed

This insight provides a summary of gross/annualised spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and...

David Blennerhassett

[Japan M&A] Mandom (4917 JP) MBO Launched at ¥1,960, Stock Is 15% Higher and Activists Dream Bigger

The too-light Mandom Tender Offer MBO has acquired two activists. Hibiki Path wrote early. Murakami reported yesterday. Price is unchanged even...

Travis Lundy

Mandom (4917 JP): Two Is a Company as Murakami Joins the Fray

The tender offer is open from September 26 to November 10 (30 business days). The Board supports the offer and recommends that shareholders tender...

Arun George

Mandom (4917 JP): Welcome Activism as Hibiki Takes Issue with the Price

Hibiki opines that the MBO is being done at the wrong price (Hibiki's value is JPY3,050). Some of Hibiki's criticisms are valid, while others are...

Arun George

[Japan M&A] Mandom (4917 JP) MBO - Light Price, Open-Ish Register, Tough to Take Over, Could Do Fun

Mandom is the subject of an MBO where the family will go from 12% to 34% which means this is levered and cheap for the equity check. Too cheap. An...

Travis Lundy

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