Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>Bain Capital and CC Capital have both <a href="https://announcements.asx.com.au/asxpdf/20250307/pdf/06gc4zf37b64vx.pdf" target="_blank" rel="noopener">bumped</a> indicative terms to $5/share,  a 63% premium to <a href="https://www.smartkarma.com/entities/insignia-financial-ltd" target="_blank" data-smartkarma-citation="entities:12349:1" rel="noopener">Insignia Financial (IFL AU)</a>’s undisturbed closing share price of $3.06 on December 11 2024.</li>
<li>Both suitors have been granted four weeks of exclusivity. Confirmatory due diligence is expected to be completed within six weeks. IFL's board is supportive at A$5/share or more. </li>
<li>
Where's Brookfield on all this? A local media source previously reported that at least one suitor was losing interest. </li>
</ul>


Bain Capital and CC Capital have both bumped indicative terms to $5/share,  a 63% premium to Insignia Financial (IFL AU)’s undisturbed closing share price of $3.06 on December 11 2024.
Both suitors have been granted four weeks of exclusivity. Confirmatory due diligence is expected to be completed within six weeks. IFL's board is supportive at A$5/share or more. 

Where's Brookfield on all this? A local media source previously reported that at least one suitor was losing interest. 


Insignia Financial (IFL AU): The Field Narrows As Bain And CC Capital Bump Terms

<ul>
<li>One exceptionally crowded data room as PE outfit Brookfield Capital joins Bain Capital and CC Capital with a matching A$4.60/share NBIO, via a Scheme, for <a href="https://www.smartkarma.com/entities/insignia-financial-ltd" target="_blank" data-smartkarma-citation="entities:12349:1" rel="noopener">Insignia Financial (IFL AU)</a>.</li>
<li>Brookfield's Offer may include a scrip alternative in an unlisted bid vehicle, subject to caps.  As with Bain and CC Capital's Offers, Brookfield's Offer would ultimately require FIRB signing off.</li>
<li>And similar to Bain and CC Capital, Brookfield has been afforded a limited period of access to certain non-public information on a non-exclusive basis.</li>
</ul>


One exceptionally crowded data room as PE outfit Brookfield Capital joins Bain Capital and CC Capital with a matching A$4.60/share NBIO, via a Scheme, for Insignia Financial (IFL AU).
Brookfield's Offer may include a scrip alternative in an unlisted bid vehicle, subject to caps.  As with Bain and CC Capital's Offers, Brookfield's Offer would ultimately require FIRB signing off.
And similar to Bain and CC Capital, Brookfield has been afforded a limited period of access to certain non-public information on a non-exclusive basis.


Insignia Financial (IFL AU): Three's A Crowd As Brookfield Joins Bain And CC Capital

Shinko Electric Industries / Event-Driven

<ul>
<li>For the month of January 2025, 14 new transactions (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$6bn.</li>
<li>The average premium for the new transactions announced (or first discussed) in January was ~57%, excluding <a href="https://www.smartkarma.com/entities/sun-art-retail-group-ltd" target="_blank" data-smartkarma-citation="entities:401:1" rel="noopener">Sun Art Retail (6808 HK)</a>'s massive takeunder.</li>
<li>The average premiums for transactions in 2024 (129 transactions), (2023 (117), 2022 (106), 2021 (165), 2020 (158), and 2019 (145 ) were 43%, 39%, 41%, 33%, 31%, and 31% .</li>
</ul>


For the month of January 2025, 14 new transactions (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$6bn.
The average premium for the new transactions announced (or first discussed) in January was ~57%, excluding Sun Art Retail (6808 HK)'s massive takeunder.
The average premiums for transactions in 2024 (129 transactions), (2023 (117), 2022 (106), 2021 (165), 2020 (158), and 2019 (145 ) were 43%, 39%, 41%, 33%, 31%, and 31% .


(Mostly) Asia M&A, Jan 2025: Sun Art, Sanyo Special Steel, Jamco, Ascot, Dropsuite, Smart Share

<ul>
<li>On the 17th Jan, CC Capital lifted is indicative Offer for <a href="https://www.smartkarma.com/entities/insignia-financial-ltd" target="_blank" data-smartkarma-citation="entities:12349:1" rel="noopener">Insignia Financial (IFL AU)</a> to A$4.60/share from A$4.30/share, a ~50% premium to undisturbed. Limited, non-exclusive due diligence was subsequently provided.</li>
<li>As discussed in <a href="https://www.smartkarma.com/compose/insight/173397/Insignia%20Financial%20(IFL%20AU):%20Bumpity%20Bumpity.%20Expect%20Bain%20To%20Match%20-%20Or%20Exceed%20-%20CC%20Capital's%20Terms.%20Read%20more:%20https:/skr.ma/RiVBa" target="_blank" rel="noopener">Insignia Financial (IFL AU): Bumpity Bumpity. Expect Bain To Match - Or Exceed - CC Capital's Term</a>, I expected Bain to match CC Capital's terms.</li>
<li>Today Bain did just that, tabling a NBIO at A$4.60/share. Bain was also provided with limited, non-exclusive due diligence.</li>
</ul>


On the 17th Jan, CC Capital lifted is indicative Offer for Insignia Financial (IFL AU) to A$4.60/share from A$4.30/share, a ~50% premium to undisturbed. Limited, non-exclusive due diligence was subsequently provided.
As discussed in Insignia Financial (IFL AU): Bumpity Bumpity. Expect Bain To Match - Or Exceed - CC Capital's Term, I expected Bain to match CC Capital's terms.
Today Bain did just that, tabling a NBIO at A$4.60/share. Bain was also provided with limited, non-exclusive due diligence.


Insignia Financial (IFL AU): Bain Matches CC Capital's Terms. And Also Afforded DD

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/insignia-financial-ltd" target="_blank" data-smartkarma-citation="entities:12349:1" rel="noopener">Insignia Financial (IFL AU)</a> disclosed a revised non-binding privatisation offer from CC Capital at A$4.60, a 7.0% premium compared to its previous A$4.30 offer and Bain’s A$4.30 offer.</li>
<li>While the revised CC Capital offer is attractive compared to historical trading ranges, there remains valuation headroom for Bain to engage in a bidding war. </li>
<li>The presence of several substantial shareholders facilitates a bidding war. The board should provide both bidders with due diligence access to promote the auction.</li>
</ul>



Insignia Financial (IFL AU) disclosed a revised non-binding privatisation offer from CC Capital at A$4.60, a 7.0% premium compared to its previous A$4.30 offer and Bain’s A$4.30 offer.
While the revised CC Capital offer is attractive compared to historical trading ranges, there remains valuation headroom for Bain to engage in a bidding war. 
The presence of several substantial shareholders facilitates a bidding war. The board should provide both bidders with due diligence access to promote the auction.


Insignia Financial (IFL AU): CC Capital Bumps, Next Move Bain

Australia

Platinum Asset Management Limited is a fund management company. The Company specializes in global equities.

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Platinum Asset Management (PTM AU)

Insignia Financial (IFL AU): The Field Narrows As Bain And CC Capital Bump Terms

Both Offers remain non-binding. IFL is engaged and supportive. Trading at a 5%/11.8% gross/annualised spread assuming a five month off-ramp. I...

David Blennerhassett

Insignia Financial (IFL AU): Three's A Crowd As Brookfield Joins Bain And CC Capital

All three Offers remain non-binding. My guess is that Tanarra is supportive of a $4.60/share firm Offer. Trading a couple spreads through terms....

David Blennerhassett

Insignia Financial (IFL AU): Bain Matches CC Capital's Terms. And Also Afforded DD

Both Offers remain non-binding. IFL has now engaged. (I'd think) Tanarra is supportive here. I still would not be paying through terms. Currently...

David Blennerhassett

Insignia Financial (IFL AU): CC Capital Bumps, Next Move Bain

While the revised CC Capital offer is attractive compared to historical trading ranges, there remains valuation headroom for Bain to engage in a...

Arun George

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52-week Range

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Insignia Financial (IFL AU): The Field Narrows As Bain And CC Capital Bump Terms

Both Offers remain non-binding. IFL is engaged and supportive. Trading at a 5%/11.8% gross/annualised spread assuming a five month off-ramp. I...

David Blennerhassett

Insignia Financial (IFL AU): Three's A Crowd As Brookfield Joins Bain And CC Capital

All three Offers remain non-binding. My guess is that Tanarra is supportive of a $4.60/share firm Offer. Trading a couple spreads through terms....

David Blennerhassett

(Mostly) Asia M&A, Jan 2025: Sun Art, Sanyo Special Steel, Jamco, Ascot, Dropsuite, Smart Share

For the month of January, 14 new deals were discussed on Smartkarma with an overall deal size of just ~US$6bn. The average premium for the new...

David Blennerhassett

Insignia Financial (IFL AU): Bain Matches CC Capital's Terms. And Also Afforded DD

Both Offers remain non-binding. IFL has now engaged. (I'd think) Tanarra is supportive here. I still would not be paying through terms. Currently...

David Blennerhassett

Insignia Financial (IFL AU): CC Capital Bumps, Next Move Bain

While the revised CC Capital offer is attractive compared to historical trading ranges, there remains valuation headroom for Bain to engage in a...

Arun George