Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>I tally 37 - mostly firm, mostly Asia-Pac - arb transactions currently being discussed and analysed on Smartkarma. Those arbs metrics and upcoming events are detailed below.</li>
<li>Surprisingly, no new deals were discussed on Smartkarma this week. </li>
<li>Key updates/news also took place on: <a href="https://www.smartkarma.com/entities/mayne-pharma-group-ltd" target="_blank" data-smartkarma-citation="entities:757:1" rel="noopener">Mayne Pharma (MYX AU)</a>, <a href="https://www.smartkarma.com/entities/hainan-meilan-international-airport-company-limited" target="_blank" data-smartkarma-citation="entities:12545:1" rel="noopener">Hainan Meilan International Airport (357 HK)</a>, <a href="https://www.smartkarma.com/entities/renew-energy-global-plc" target="_blank" data-smartkarma-citation="entities:37038:1" rel="noopener">ReNew Energy Global (RNW US)</a>, <a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a>, and <a href="https://www.smartkarma.com/entities/restaurant-brands-nz-ltd" target="_blank" data-smartkarma-citation="entities:11891:1" rel="noopener">Restaurant Brands (RBD NZ)</a>.</li>
</ul>


I tally 37 - mostly firm, mostly Asia-Pac - arb transactions currently being discussed and analysed on Smartkarma. Those arbs metrics and upcoming events are detailed below.
Surprisingly, no new deals were discussed on Smartkarma this week. 
Key updates/news also took place on: Mayne Pharma (MYX AU), Hainan Meilan International Airport (357 HK), ReNew Energy Global (RNW US), Mandom Corp (4917 JP), and Restaurant Brands (RBD NZ).


Mostly Asia-Pac M&A: Mayne Pharma, Meilan Airport, ReNew Energy Global, Mandom, Restaurant Brands

Travis Lundy

<ul>
<li>
<a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a> yesterday decided to launch a question-response effort for the Murakami-san Group ownership of Mandom shares up to and above 20%. This is a Poison Pill precursor.</li>
<li>There's a drawn out set of questions, answers, etc, at the end of which, the Independent Committee will decide that Murakami is a Bad Person and the Poison Pill proceeds.</li>
<li>Murakami Group is apparently now over 20%. That's a little tricky. But this looks like a Good Poison Pill. </li>
</ul>



Mandom Corp (4917 JP) yesterday decided to launch a question-response effort for the Murakami-san Group ownership of Mandom shares up to and above 20%. This is a Poison Pill precursor.
There's a drawn out set of questions, answers, etc, at the end of which, the Independent Committee will decide that Murakami is a Bad Person and the Poison Pill proceeds.
Murakami Group is apparently now over 20%. That's a little tricky. But this looks like a Good Poison Pill. 


[Japan Activism] Mandom (4917 JP) - Murakami at 20% and Mandom Offers A Sweet Poison Pill

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/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a> has proposed countermeasures in response to Murakami’s 18.87% voting stake and to ostensibly secure time for an alternative, viable (higher) offer.</li>
<li>The read-across from the proposal is that CVC’s offer at current terms will fail, CVC is unwilling to match Murakami/Hibiki’s expectations, and there could be genuine interest from third-party bidders. </li>
<li>Nevertheless, countermeasures are unnecessary as the share price and presence of activists provide the time needed for the Board’s purported aim to secure a higher offer.       </li>
</ul>



Mandom Corp (4917 JP) has proposed countermeasures in response to Murakami’s 18.87% voting stake and to ostensibly secure time for an alternative, viable (higher) offer.
The read-across from the proposal is that CVC’s offer at current terms will fail, CVC is unwilling to match Murakami/Hibiki’s expectations, and there could be genuine interest from third-party bidders. 
Nevertheless, countermeasures are unnecessary as the share price and presence of activists provide the time needed for the Board’s purported aim to secure a higher offer.       


Mandom (4917 JP): Countermeasures Ostensibly to Buy Time for a Higher Offer

<ul>
<li>Four weeks ago, CVC announced a family-led MBO of hair care and cosmetics company <a href="https://www.smartkarma.com/entities/mandom-corp" target="_blank" data-smartkarma-citation="entities:8353:1" rel="noopener">Mandom Corp (4917 JP)</a> at a price which was decidedly too light, well below company plans.</li>
<li>One activist wrote a letter clearly calling them out for accepting a low-ball price well below the Medium Term Management Plan target. Another bought a lot of shares. </li>
<li>On 25 September, Murakami-san and affiliates reported an 8.39% position. Seven trading days later it is 16.59% and the shares are up small from my last piece + 1. </li>
</ul>


Four weeks ago, CVC announced a family-led MBO of hair care and cosmetics company Mandom Corp (4917 JP) at a price which was decidedly too light, well below company plans.
One activist wrote a letter clearly calling them out for accepting a low-ball price well below the Medium Term Management Plan target. Another bought a lot of shares. 
On 25 September, Murakami-san and affiliates reported an 8.39% position. Seven trading days later it is 16.59% and the shares are up small from my last piece + 1. 


[Japan Activism] Mandom (4917 JP) MBO Sees Murakami Pushing Harder, Now at 16.59%

<ul>
<li>Murakami has amassed an 18.85% 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 JPY2,157.78 per share is 10.1% above the JPY1,960 CVC-sponsored MBO.</li>
<li>Murakami’s ongoing stake building likely suggests that any potential discussions with CVC and the founding family to reinvest into BidCo have hit an impasse.  </li>
<li>CVC/Founding family can buy time by extending the 10 November close and disclosing additional irrevocables. Nevertheless, an offer bump remains more likely than not. </li>
</ul>


Murakami has amassed an 18.85% ownership ratio in Mandom Corp (4917 JP). The average buy-in price of JPY2,157.78 per share is 10.1% above the JPY1,960 CVC-sponsored MBO.
Murakami’s ongoing stake building likely suggests that any potential discussions with CVC and the founding family to reinvest into BidCo have hit an impasse.  
CVC/Founding family can buy time by extending the 10 November close and disclosing additional irrevocables. Nevertheless, an offer bump remains more likely than not. 


Mandom (4917 JP): Murakami Continues to Add

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: Mayne Pharma, Meilan Airport, ReNew Energy Global, Mandom, Restaurant Brands

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 Activism] Mandom (4917 JP) - Murakami at 20% and Mandom Offers A Sweet Poison Pill

Mandom has launched a "Response Policy" - a standstill which leads to a poison pill for anyone/group over 20%, like Murakami-san. But this one is...

Travis Lundy

Mandom (4917 JP): Countermeasures Ostensibly to Buy Time for a Higher Offer

The method is regrettable, but the purported intention to secure time for a higher offer is acceptable. The current offer terms are untenable, and...

Arun George

[Japan Activism] Mandom (4917 JP) MBO Sees Murakami Pushing Harder, Now at 16.59%

The silence around Mandom is unsurprising. Now trading ~25% through terms, suggesting there is no likelihood the current deal gets up. 1 turn of...

Travis Lundy

Mandom (4917 JP): Murakami Continues to Add

CVC/Founding family can buy time by extending the 10 November close and disclosing additional irrevocables. Nevertheless, an offer bump remains...

Arun George

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