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.

Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/nws-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3350:1" rel="noopener">Nws Holdings (659 HK)</a>’s IFA opines that the conditional voluntary general offer from the Cheng family is fair and reasonable. The offer + 2H dividend is HK$9.46 per share.</li>
<li>The key condition is (majority vote) approval by independent NWD shareholders (EGM on 2 November). The timetable is designed such that the shareholders will also receive the NWS final dividend.</li>
<li>NWD has a high but declining AGM minority participation rate. Retail forums suggest support for the transaction. On balance, we believe that this deal gets up. </li>
</ul>



Nws Holdings (659 HK)’s IFA opines that the conditional voluntary general offer from the Cheng family is fair and reasonable. The offer + 2H dividend is HK$9.46 per share.
The key condition is (majority vote) approval by independent NWD shareholders (EGM on 2 November). The timetable is designed such that the shareholders will also receive the NWS final dividend.
NWD has a high but declining AGM minority participation rate. Retail forums suggest support for the transaction. On balance, we believe that this deal gets up. 


NWS Holding (659 HK): Offer Opens with NWD Vote on 2 November

<ul>
<li>We summarise the latest spreads and newsflow of merger arb situations we cover across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Philippines, Thailand and Chinese ADRs.</li>
<li>Highest spreads - <a href="https://www.smartkarma.com/entities/111-inc" target="_blank" data-smartkarma-citation="entities:27412:1" rel="noopener">111 Inc (YI US)</a>, <a href="https://www.smartkarma.com/entities/eoflow-co-ltd" target="_blank" data-smartkarma-citation="entities:36100:1" rel="noopener">Eoflow (294090 KS)</a>, <a href="https://www.smartkarma.com/entities/hollysys-automation-technologies" target="_blank" data-smartkarma-citation="entities:26078:1" rel="noopener">Hollysys Automation Technologies (HOLI US)</a>, <a href="https://www.smartkarma.com/entities/haitong-international-securities-group-ltd" target="_blank" data-smartkarma-citation="entities:13153:1" rel="noopener">Haitong International Securities Group (665 HK)</a>, <a href="https://www.smartkarma.com/entities/orecorp-ltd" target="_blank" data-smartkarma-citation="entities:8120:1" rel="noopener">Orecorp Ltd (ORR AU)</a>, <a href="https://www.smartkarma.com/entities/liontown-resources-ltd" target="_blank" data-smartkarma-citation="entities:20488:1" rel="noopener">Liontown Resources (LTR AU)</a>. </li>
<li>Owest spreads  <a href="https://www.smartkarma.com/entities/yaizu-suisankagaku-industry" target="_blank" data-smartkarma-citation="entities:20044:1" rel="noopener">Yaizu Suisankagaku Industry (2812 JP)</a>, <a href="https://www.smartkarma.com/entities/healius-ltd-6d4d947d-ad32-4aea-b2d8-265f5768b55e" target="_blank" data-smartkarma-citation="entities:14208:1" rel="noopener">Healius (HLS AU)</a>, <a href="https://www.smartkarma.com/entities/pact-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:692:1" rel="noopener">Pact Group Holdings (PGH AU)</a>, <a href="https://www.smartkarma.com/entities/origin-energy-ltd" target="_blank" data-smartkarma-citation="entities:797:1" rel="noopener">Origin Energy (ORG AU)</a>, <a href="https://www.smartkarma.com/entities/t-k-toka-co-ltd" target="_blank" data-smartkarma-citation="entities:18678:1" rel="noopener">T&amp;K Toka Co Ltd (4636 JP)</a>, <a href="https://www.smartkarma.com/entities/healthway-medical-corp-ltd" target="_blank" data-smartkarma-citation="entities:561:1" rel="noopener">Healthway Medical Corp (HMED SP)</a>. </li>
</ul>


We summarise the latest spreads and newsflow of merger arb situations we cover across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Philippines, Thailand and Chinese ADRs.
Highest spreads - 111 Inc (YI US), Eoflow (294090 KS), Hollysys Automation Technologies (HOLI US), Haitong International Securities Group (665 HK), Orecorp Ltd (ORR AU), Liontown Resources (LTR AU). 
Owest spreads  Yaizu Suisankagaku Industry (2812 JP), Healius (HLS AU), Pact Group Holdings (PGH AU), Origin Energy (ORG AU), T&amp;K Toka Co Ltd (4636 JP), Healthway Medical Corp (HMED SP). 


Merger Arb Mondays (16 Oct) - NWS, Haitong Intl, Eoflow, Liontown, Origin Energy, Estia, Pact, JSR

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

<ul>
<li>Accelerating the Offer timetable for <a href="https://www.smartkarma.com/entities/nws-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3350:1" rel="noopener">NWS (659 HK)</a> such that it closes before the dividend ex-date appeared stingy. But why pay dividends to shareholders that won’t hold the shares anymore?</li>
<li>Those concerns have been put to rest with the despatch of NWS' Composite Doc and <a href="https://www.smartkarma.com/entities/new-world-development" target="_blank" data-smartkarma-citation="entities:7037:1" rel="noopener">New World (17 HK)</a>'s Circular, guaranteeing all shareholders the dividend, no matter the Offer outcome.</li>
<li>The key risk now is NWD's independent shareholder vote. On balance, this should get up.</li>
</ul>


Accelerating the Offer timetable for NWS (659 HK) such that it closes before the dividend ex-date appeared stingy. But why pay dividends to shareholders that won’t hold the shares anymore?
Those concerns have been put to rest with the despatch of NWS' Composite Doc and New World (17 HK)'s Circular, guaranteeing all shareholders the dividend, no matter the Offer outcome.
The key risk now is NWD's independent shareholder vote. On balance, this should get up.


NWS (659 HK): Final Divvie Assured. NWD Vote Risk Remains

<ul>
<li>Back on the 26 June, Chow Tai Fook (CTFE) made a pre-conditional voluntary Offer for <a href="https://www.smartkarma.com/entities/new-world-development" target="_blank" data-smartkarma-citation="entities:7037:1" rel="noopener">New World (17 HK)</a>'s 60.88%-held <a href="https://www.smartkarma.com/entities/nws-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3350:1" rel="noopener">NWS (659 HK)</a> at HK$9.15/share, a 22.2% premium to undisturbed.</li>
<li>The Cheng-family-backed CTFE and connected parties held 45.24% of NWD, therefore the parent was effectively injecting ~US$2.75bn of cash into NWD for its NWS stake.</li>
<li>The pre-cons are now done, with a 13 October despatch date for the Composite Document. Technically, this could be wrapped up before NWS' final dividend ex-date. That's worth exploring further.</li>
</ul>


Back on the 26 June, Chow Tai Fook (CTFE) made a pre-conditional voluntary Offer for New World (17 HK)'s 60.88%-held NWS (659 HK) at HK$9.15/share, a 22.2% premium to undisturbed.
The Cheng-family-backed CTFE and connected parties held 45.24% of NWD, therefore the parent was effectively injecting ~US$2.75bn of cash into NWD for its NWS stake.
The pre-cons are now done, with a 13 October despatch date for the Composite Document. Technically, this could be wrapped up before NWS' final dividend ex-date. That's worth exploring further.


NWS (659 HK): Pre-Cons Done. Now, About That Final Divvie ...

<ul>
<li>The pre-condition for the <a href="https://www.smartkarma.com/entities/nws-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3350:1" rel="noopener">Nws Holdings (659 HK)</a> voluntary general offer from the Cheng family is satisfied. The total offer (HK$9.15 + 2H dividend) is HK$9.46 per share.</li>
<li>The key condition is (majority vote) approval by independent NWD shareholders. NWD’s share price decline and dependency on NWS earnings/cash flow support a NO vote.</li>
<li>A reasonable offer which reduces NWD’s gearing, results in a special dividend and helps reduce the holding company discount supports the YES vote. We think that the YES vote prevails.</li>
</ul>


The pre-condition for the Nws Holdings (659 HK) voluntary general offer from the Cheng family is satisfied. The total offer (HK$9.15 + 2H dividend) is HK$9.46 per share.
The key condition is (majority vote) approval by independent NWD shareholders. NWD’s share price decline and dependency on NWS earnings/cash flow support a NO vote.
A reasonable offer which reduces NWD’s gearing, results in a special dividend and helps reduce the holding company discount supports the YES vote. We think that the YES vote prevails.


NWS Holding (659 HK): Pre-Condition Satisfied

Hong Kong

NWS Holdings Limited operates businesses under three main divisions: Service, Infrastructure, and Ports. Its Service division comprises facilities, contracting, transport, financial, and environmental. The Infrastructure portfolio includes roads and bridges, energy, and water treatment and waste management. Its port division includes container handling, logistics, and warehousing.

Nws Holdings (659 HK)

NWS Holding (659 HK): Offer Opens with NWD Vote on 2 November

NWD shareholders overwhelmingly approved the two ordinary resolutions at the EGM. Therefore, the offer will be declared unconditional on 9 Nov, and...

Arun George

Merger Arb Mondays (16 Oct) - NWS, Haitong Intl, Eoflow, Liontown, Origin Energy, Estia, Pact, JSR

This week, the highest gross spreads are 111 (43.5%), Eoflow (38.2%), Hollysys (22.5%), Haitong Intl (8.6%), Orecorp (8.0%), Liontown (7.5%), JSR...

Arun George

NWS (659 HK): Final Divvie Assured. NWD Vote Risk Remains

The NWD vote risk is non-negligible when looking at minority action at past AGM/EGM voting. This is trading at a gross spread of 4.3% inclusive of...

David Blennerhassett

NWS (659 HK): Pre-Cons Done. Now, About That Final Divvie ...

Accelerating the timetable such that it closes before the final ex-date would smack of a new low in stinginess. I don't see it. This is trading at...

David Blennerhassett

NWS Holding (659 HK): Pre-Condition Satisfied

The key condition is approval by independent NWD shareholders. There are credible arguments for both camps - we think that the YES vote prevails....

Arun George