Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Adobe rival <a href="https://www.smartkarma.com/entities/nitro-software-ltd" target="_blank" data-smartkarma-citation="entities:30943:1" rel="noopener">Nitro Software Ltd (NTO AU)</a>  has announced KKR (via Alludo) has firmed its $2.00/share Offer, by way of a Scheme, in tandem with an off-market takeover.</li>
<li>Both the Scheme and takeover are subject to FIRB and MACs/prescribed occurrences. The takeover is subject to a 50.1% acceptance hurdle. The proposals have the unanimous support of Nitro's board.</li>
<li>The Transaction Booklet is expected to be despatched to shareholders in early February 2023, with a Scheme Meeting expected to be held in March 2023.</li>
</ul>


Adobe rival Nitro Software Ltd (NTO AU)  has announced KKR (via Alludo) has firmed its $2.00/share Offer, by way of a Scheme, in tandem with an off-market takeover.
Both the Scheme and takeover are subject to FIRB and MACs/prescribed occurrences. The takeover is subject to a 50.1% acceptance hurdle. The proposals have the unanimous support of Nitro's board.
The Transaction Booklet is expected to be despatched to shareholders in early February 2023, with a Scheme Meeting expected to be held in March 2023.


Nitro Software: KKR's $2.00/Share Firm Offer

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 weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.</li>
<li>ECM developments - <a href="https://www.smartkarma.com/entities/global-digital-niaga-pt-blibli" target="_blank" data-smartkarma-citation="entities:34881:1" rel="noopener">Blibli (1437710D IJ)</a> priced at IDR450, <a href="https://www.smartkarma.com/entities/giant-biogene-holding-co-ltd" target="_blank" data-smartkarma-citation="entities:35950:1" rel="noopener">Giant Biogene Holding (2367 HK)</a>   solid trading debut. </li>
<li>Event-Driven developments - <a href="https://www.smartkarma.com/entities/nitro-software-ltd" target="_blank" data-smartkarma-citation="entities:30943:1" rel="noopener">Nitro Software Ltd (NTO AU)</a>, <a href="https://www.smartkarma.com/entities/perpetual-ltd" target="_blank" data-smartkarma-citation="entities:599:1" rel="noopener">Perpetual Ltd (PPT AU)</a>, <a href="https://www.smartkarma.com/entities/readytech-holdings-ltd" target="_blank" data-smartkarma-citation="entities:29105:1" rel="noopener">ReadyTech Holdings Ltd (RDY AU)</a>, China VAST, <a href="https://www.smartkarma.com/entities/singapore-medical-group-ltd" target="_blank" data-smartkarma-citation="entities:7441:1" rel="noopener">Singapore Medical (SMG SP)</a>, <a href="https://www.smartkarma.com/entities/21-vianet-group-inc-adr" target="_blank" data-smartkarma-citation="entities:8489:1" rel="noopener">21Vianet Group (VNET US)</a>. </li>
</ul>


A weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.
ECM developments - Blibli (1437710D IJ) priced at IDR450, Giant Biogene Holding (2367 HK)   solid trading debut. 
Event-Driven developments - Nitro Software Ltd (NTO AU), Perpetual Ltd (PPT AU), ReadyTech Holdings Ltd (RDY AU), China VAST, Singapore Medical (SMG SP), 21Vianet Group (VNET US). 


Weekly Deals Digest (06 Nov) - Perpetual, Pendal, Nitro, ReadyTech, VNET, Singapore Medical, Blibli

<ul>
<li>Software outfit <a href="https://www.smartkarma.com/entities/readytech-holdings-ltd" target="_blank" data-smartkarma-citation="entities:29105:1" rel="noopener">ReadyTech (RDY AU)</a> has announced an indicative proposal from Pacific Equity Partners and affiliates, to acquire ReadyTech by way of a Scheme of Arrangement at $4.50/share.</li>
<li>Pemba Capital, with 32.01% of shares out, are in discussion with PEP as to what appears to be the PE firm rolling over shares. </li>
<li>ReadyTech's independent board has granted PEP non-exclusive due diligence to flesh out a firm Offer. According to media reports, Microequities, with ~13%, is not on board whatsoever.</li>
</ul>


Software outfit ReadyTech (RDY AU) has announced an indicative proposal from Pacific Equity Partners and affiliates, to acquire ReadyTech by way of a Scheme of Arrangement at $4.50/share.
Pemba Capital, with 32.01% of shares out, are in discussion with PEP as to what appears to be the PE firm rolling over shares. 
ReadyTech's independent board has granted PEP non-exclusive due diligence to flesh out a firm Offer. According to media reports, Microequities, with ~13%, is not on board whatsoever.


Readytech (RDY AU): Microequities Baulks At PEP's A$4.50/Share Indicative Offer

<ul>
<li>
<a href="https://www.smartkarma.com/entities/nitro-software-ltd" target="_blank" data-smartkarma-citation="entities:30943:1" rel="noopener">Nitro Software Ltd (NTO AU)</a> has received a competing proposal from Alludo. The offer is A$2.00 via a scheme or an off-market takeover at A$2.00, with a 50.1% minimum acceptance condition.</li>
<li>Unsurprisingly, the Board rejected Potentia’s A$1.80 per share off-market takeover offer. Potentia has three options - lift its offer, do nothing or sell into Alludo’s offer. </li>
<li>While Alludo’s offer is 11.1% above Potentia’s offer, it is far from a knockout bid. Therefore, there is a good chance that Potentia returns with improved terms.</li>
</ul>



Nitro Software Ltd (NTO AU) has received a competing proposal from Alludo. The offer is A$2.00 via a scheme or an off-market takeover at A$2.00, with a 50.1% minimum acceptance condition.
Unsurprisingly, the Board rejected Potentia’s A$1.80 per share off-market takeover offer. Potentia has three options - lift its offer, do nothing or sell into Alludo’s offer. 
While Alludo’s offer is 11.1% above Potentia’s offer, it is far from a knockout bid. Therefore, there is a good chance that Potentia returns with improved terms.


Nitro Attracts a Competing Offer from KKR's Alludo

<ul>
<li>On the 28 October, Potentia announced an improved (and final) off-market Offer of A$1.80/share for <a href="https://www.smartkarma.com/entities/nitro-software-ltd" target="_blank" data-smartkarma-citation="entities:30943:1" rel="noopener">Nitro (NTO AU)</a>, a 13.9% improvement over its initial proposal on the 30 August. </li>
<li>Nitro has now concluded the Potentia Takeover Bid undervalues Nitro. The Offer, however, is still proceeding, and will open in two weeks.</li>
<li>Separately, KKR's Alludo has pitched a non-binding - subject to due diligence - Offer by way of  a Scheme (or off-market takeover) at A$2.00/share. Nitro is supportive of this Offer.</li>
</ul>


On the 28 October, Potentia announced an improved (and final) off-market Offer of A$1.80/share for Nitro (NTO AU), a 13.9% improvement over its initial proposal on the 30 August. 
Nitro has now concluded the Potentia Takeover Bid undervalues Nitro. The Offer, however, is still proceeding, and will open in two weeks.
Separately, KKR's Alludo has pitched a non-binding - subject to due diligence - Offer by way of  a Scheme (or off-market takeover) at A$2.00/share. Nitro is supportive of this Offer.


Nitro Software Rejects Potentia, Again, And Engages With KKR

United States

Nitro Software Limited is a global document productivity software company.The Company offers integrated PDF productivity, eSignature and business intelligence (BI) tools through a horizontal, SaaS and desktop-based software suite. Nitro Software serves customers worldwide.

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Nitro Software Ltd (NTO AU)

Weekly Deals Digest (06 Nov) - Perpetual, Pendal, Nitro, ReadyTech, VNET, Singapore Medical, Blibli

Last week, notable developments occurred in Event-Driven (Nitro, Perpetual, Pendal, ReadyTech, Tassal, China VAST, Singapore Medical, VNET) and ECM...

Arun George

Nitro Attracts a Competing Offer from KKR's Alludo

While Alludo’s offer is 11.1% above Potentia’s offer, it is far from a knockout bid. Therefore, there is a good chance that Potentia returns with...

Arun George

Nitro Software Rejects Potentia, Again, And Engages With KKR

Currently trading through terms at A$2.04/share. A competitive bidding situation between Potentia and KRR may unfold. I would be inclined to pick...

David Blennerhassett

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Nitro Software: KKR's $2.00/Share Firm Offer

Trading comfortably through terms at A$2.07/share. Expect Potentia to lift its Offer. But for KKR to ultimately emerge as the winner. I would be...

David Blennerhassett

Weekly Deals Digest (06 Nov) - Perpetual, Pendal, Nitro, ReadyTech, VNET, Singapore Medical, Blibli

Last week, notable developments occurred in Event-Driven (Nitro, Perpetual, Pendal, ReadyTech, Tassal, China VAST, Singapore Medical, VNET) and ECM...

Arun George

Readytech (RDY AU): Microequities Baulks At PEP's A$4.50/Share Indicative Offer

Given the indictive nature, trading at an 8.9% gross spread. I'd be disinclined to chase this given the number of no-deals in this space, and...

David Blennerhassett

Nitro Attracts a Competing Offer from KKR's Alludo

While Alludo’s offer is 11.1% above Potentia’s offer, it is far from a knockout bid. Therefore, there is a good chance that Potentia returns with...

Arun George

Nitro Software Rejects Potentia, Again, And Engages With KKR

Currently trading through terms at A$2.04/share. A competitive bidding situation between Potentia and KRR may unfold. I would be inclined to pick...

David Blennerhassett