Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>In February 2022, <a href="https://www.smartkarma.com/entities/noritsu-koki-co-ltd" target="_blank" data-smartkarma-citation="entities:3091:1" rel="noopener">Noritsu Koki (7744 JP)</a> sold a chunk of <a href="https://www.smartkarma.com/entities/jmdc-inc" target="_blank" data-smartkarma-citation="entities:28673:1" rel="noopener">JMDC (4483 JP)</a> to <a href="https://www.smartkarma.com/entities/omron-corp" target="_blank" data-smartkarma-citation="entities:15904:1" rel="noopener">Omron Corp (6645 JP)</a> for nearly US$1bn. 7mos later, Omron supported a primary offering.</li>
<li>Now Omron is going to 50+%, as Noritsu Koki is getting out. Other investors have to participate for this to succeed. </li>
<li>The question of pro-ration may be a question of Elmer vs Mr Partridge. But Elmer has a point here. </li>
</ul>


In February 2022, Noritsu Koki (7744 JP) sold a chunk of JMDC (4483 JP) to Omron Corp (6645 JP) for nearly US$1bn. 7mos later, Omron supported a primary offering.
Now Omron is going to 50+%, as Noritsu Koki is getting out. Other investors have to participate for this to succeed. 
The question of pro-ration may be a question of Elmer vs Mr Partridge. But Elmer has a point here. 


Omron Partial Offer for JMDC (4483) - The Engagement Is On! This Is the Script, This Is the Timing

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/jmdc-inc" target="_blank" data-smartkarma-citation="entities:28673:1" rel="noopener">JMDC (4483 JP)</a> announced a partial tender offer for <a href="https://www.smartkarma.com/entities/omron-corp" target="_blank" data-smartkarma-citation="entities:15904:1" rel="noopener">Omron Corp (6645 JP)</a>, the largest shareholder. Omron aims to make JMDC a consolidated subsidiary.  </li>
<li>The offer is for a minimum of 12.0m shares (18.52% ownership ratio) and a maximum of 15.0m shares (23.08%) at JPY5,700 per share, a 22.4% premium to the undisturbed price.</li>
<li>Irrevocables (<a href="https://www.smartkarma.com/entities/noritsu-koki-co-ltd" target="_blank" data-smartkarma-citation="entities:3091:1" rel="noopener">Noritsu Koki (7744 JP)</a>) represent a 13.63% ownership ratio. While the offer is light, it will likely succeed as the minimum acceptance condition requires a 7.1% minority acceptance rate. </li>
</ul>



JMDC (4483 JP) announced a partial tender offer for Omron Corp (6645 JP), the largest shareholder. Omron aims to make JMDC a consolidated subsidiary.  
The offer is for a minimum of 12.0m shares (18.52% ownership ratio) and a maximum of 15.0m shares (23.08%) at JPY5,700 per share, a 22.4% premium to the undisturbed price.
Irrevocables (Noritsu Koki (7744 JP)) represent a 13.63% ownership ratio. While the offer is light, it will likely succeed as the minimum acceptance condition requires a 7.1% minority acceptance rate. 


JMDC (4483 JP): Omron’s Partial Tender Offer

Equity Capital Markets

<ul>
<li>In February 2022, <a href="https://www.smartkarma.com/entities/noritsu-koki-co-ltd" target="_blank" data-smartkarma-citation="entities:3091:1" rel="noopener">Noritsu Koki (7744 JP)</a> - longtime holder of <a href="https://www.smartkarma.com/entities/jmdc-inc" target="_blank" data-smartkarma-citation="entities:28673:1" rel="noopener">JMDC Inc (4483 JP)</a> - sold 2/3 of its holdings to Omron (6645). Omron made a US$1bn new bet.  </li>
<li>Shares fell after Q1 results, and then fell another 7% in 2 days after the company announced a primary offering for ¥22bn to international investors, ¥11bn to Omron. </li>
<li>High PER but Fundamental Forecasts are up-and-to-the-right, and there is a surprising amount of flow mitigation from passive investor activity the next 3 months.</li>
</ul>


In February 2022, Noritsu Koki (7744 JP) - longtime holder of JMDC Inc (4483 JP) - sold 2/3 of its holdings to Omron (6645). Omron made a US$1bn new bet.  
Shares fell after Q1 results, and then fell another 7% in 2 days after the company announced a primary offering for ¥22bn to international investors, ¥11bn to Omron. 
High PER but Fundamental Forecasts are up-and-to-the-right, and there is a surprising amount of flow mitigation from passive investor activity the next 3 months.


David Blennerhassett

<ul>
<li>
<a href="https://www.smartkarma.com/entities/hochtief-ag" target="_blank" data-smartkarma-citation="entities:21652:1" rel="noopener">Hochtief AG (HOT GR)</a> has finally launched an unconditional offer for the rest of <a href="https://www.smartkarma.com/entities/cimic-group-ltd" target="_blank" data-smartkarma-citation="entities:20030:1" rel="noopener">CIMIC Group Ltd (CIM AU)</a> (where it already owns 78.58%).</li>
<li>
<a href="https://www.smartkarma.com/entities/sk-square-co-ltd" target="_blank" data-smartkarma-citation="entities:35264:1" rel="noopener">SK Square (402340 KS)</a> was inexpensive after its November listing. Now it's even cheaper. </li>
<li>Canada-Based asset manager <a href="https://www.smartkarma.com/entities/brookfield-asset-manage-cl-a-0483cfb5-71a5-4931-af80-901e5f30aace" target="_blank" data-smartkarma-citation="entities:23741:1" rel="noopener">Brookfield Asset Management (BAM US)</a> and Australian billionaire Mike Cannon-Brookes have combined to purchase all of <a href="https://www.smartkarma.com/entities/agl-energy-ltd" target="_blank" data-smartkarma-citation="entities:554:1" rel="noopener">AGL Energy Ltd (AGL AU)</a> at A$7.50/share</li>
</ul>



Hochtief AG (HOT GR) has finally launched an unconditional offer for the rest of CIMIC Group Ltd (CIM AU) (where it already owns 78.58%).

SK Square (402340 KS) was inexpensive after its November listing. Now it's even cheaper. 
Canada-Based asset manager Brookfield Asset Management (BAM US) and Australian billionaire Mike Cannon-Brookes have combined to purchase all of AGL Energy Ltd (AGL AU) at A$7.50/share


Last Week in Event SPACE: CIMIC, SK Square, AGL Energy, Mapletree, Z Energy, VW/Porsche

<ul>
<li>
<a href="https://www.smartkarma.com/entities/noritsu-koki-co-ltd" target="_blank" data-smartkarma-citation="entities:3091:1" rel="noopener">Noritsu Koki (7744 JP)</a> just sold two-thirds of its stake in subsidiary <a href="https://www.smartkarma.com/entities/jmdc-inc" target="_blank" data-smartkarma-citation="entities:28673:1" rel="noopener">JMDC Inc (4483 JP)</a> to <a href="https://www.smartkarma.com/entities/omron-corp" target="_blank" data-smartkarma-citation="entities:15904:1" rel="noopener">Omron Corp (6645 JP)</a> for ¥112bn - pretty good for a ¥61bn marketcap.</li>
<li>This is the payday for those who have been long NK as a proxy for JMDC and possibly short JMDC against it. Now the shape of the company is different.</li>
<li>A closer look at the pro-forma financial profile is warranted. It's a lot of money. BUT... if you look today and buy today you do NOT get the special div!
</li>
</ul>



Noritsu Koki (7744 JP) just sold two-thirds of its stake in subsidiary JMDC Inc (4483 JP) to Omron Corp (6645 JP) for ¥112bn - pretty good for a ¥61bn marketcap.
This is the payday for those who have been long NK as a proxy for JMDC and possibly short JMDC against it. Now the shape of the company is different.
A closer look at the pro-forma financial profile is warranted. It's a lot of money. BUT... if you look today and buy today you do NOT get the special div!



Japan

Noritsu Koki Co., Ltd. manufactures various photo processors.  The Company specializes in high-speed mini-photo processing lab systems.  Noritsu Koki also produces OEM (original equipment manufacturer) supply for Kodak and Konica.

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Noritsu Koki (7744 JP)

Omron Partial Offer for JMDC (4483) - The Engagement Is On! This Is the Script, This Is the Timing

The Omron TOB for JMDC is designed to consolidate JMDC, and give both Noritsu Koki and minorities a chance to sell higher. We have an Elmer vs Mr...

Travis Lundy

JMDC (4483 JP): Omron’s Partial Tender Offer

While the offer is light, it will succeed as the minimum acceptance condition requires a low 7.1% minority acceptance rate. The tender offer runs...

Arun George

JMDC Offering - Smaller Than It Looks

JMDC saw "control" pass to Omron in February, but JMDC want to grow their health care big data business more aggressively so they are raising...

Travis Lundy

Last Week in Event SPACE: CIMIC, SK Square, AGL Energy, Mapletree, Z Energy, VW/Porsche

The weekend is here! Pour yourself a coffee, grab a comfortable seat, and sift through a brief summary of insights on various events discussed...

David Blennerhassett

Noritsu Koki (7744) - PAAAAYDAAAAY!

Noritsu Koki (7744) just got paid. They got ¥112bn for 2/3 of their stake in JMDC (4483), hold 15.7% still, now have net cash, and ongoing...

Travis Lundy

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