Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

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<p>This insight provides a quick summary of gross/annualised (where possible) spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and how those spreads have changed over the last week; plus the next hard events over the coming weeks.</p>
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<p>I number 40, mostly firm, deals around the region.</p>
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<p>More below the fold.</p>
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This insight provides a quick summary of gross/annualised (where possible) spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and how those spreads have changed over the last week; plus the next hard events over the coming weeks.


I number 40, mostly firm, deals around the region.


More below the fold.


Asia-Pac Weekly Risk Arb Summary: Shinsei Bank, Aussie Pharma, Ebook Initiative, Smartgroup


For the month of September, 9 new deals (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$14bn.



Clicking on the company name in the table below will take you to the entity page where you can read the initial insight(s) written by Smartkarma contributors on these new deals and follow-up discussions, or simply click on the insight link(s) below the name.







New Deals


Industry


Size (US$bn)


Type


Premium




Australia




Ausnet Services (AST AU) 
Transmission
7.0
Scheme
31%



AusNet Services (AST AU) Opens Its Books to Brookfield
AusNet Services (AST AU): Spurned APA Trumps Brookfield's Proposal
AusNet (AST AU): APA Elevates Tussle With Brookfield And Taps Takeover Panel




Ale Property (LEP AU) 
Pub properties
0.8
Scheme
N/A


ALE-Charter Hall: A Post-Lockdown Bet on Australian Pubs



Smartgroup Corp (SIQ AU) 
Employee services
1.0
Scheme
31.7%


Smartgroup (SIQ AU): Indicative Offer From TPG/Potential Capital/Aware Super



Japan




Maxvalu Nishinihon (8287 JP) / Fuji Co Ltd (8278 JP) 
Supermarkets
1.6
Merger
N/A


Fuji (8278) &amp; Maxvalu Nishinihon (8287): Aeon Family Supermarket Integration



Nippo Corp (1881 JP) 
Contractor
2.0
Tender Offer
13.8%



ENEOS To Steamroll Nippo (1881 JP) Minorities
NIPPO (1881 JP) Gets Some Cowbell - It Probably Needs More




Shinsei Bank (8303 JP) 
Financial
1.0
Hostile Offer
38.9%



SBI (8473) Launches a HOSTILE Tender Offer on Shinsei Bank (8303)!
Shinsei Bank - Valuations
Shinsei Looks To A Poison Pill, But Probably Not Really
Shinsei To Launch a Poison Pill; SBI Plays Coy, So We Wait SBI &amp; Shinsei Talking Past Each Other  




Malaysia




Scientex Bhd (SCI MK) 
Real estate
0.1
VTO
12.97%


Scientex - Daibochi: Unconditional Voluntary Take-Over Offer



Singapore








Roxy Pacific Holdings (ROXY SP) 
Real estate
0.3
Offer
19.8%


Roxy-Pacific (ROXY SP): Pre-Conditional Offer Led By Founder



US




iClick Interactive Asia Group (ICLK US) 
Online marketer
0.6
Merger
19%


IClick (ICLK US): PAG &amp; Oasis Shake The Trees


Source: Smartkarma Insights






The average premium for the new deals announced (or first discussed) in September was ~24%, with a year-to-date average of ~32% (121 deals &amp; total deal size of US$249bn).
This compares to the average premium for all deals in 2020 (158 deals) and 2019 (145 deals) of 31% and 31.5% respectively.



Offer Premium Summary




     




2019


2020


2021 YTD



Australia
33.0%
32.4%
34.9%


Hong Kong
25.2%
34.7%
33.9%


Japan
44.0%
35.2%
28.4%


ROW
29.1%
24.2%
33.1%


Average
31.5%
31.1%
32.4%



Source: Smartkarma Insights








Summary of News in September of Arb Situations On Smartkarma's Radar


(Again, click on the company names to take to you to the insights and/or discussion posts for a more comprehensive read-through on each situation)






Australia


Comments (with links to announcements &amp; insights)




1300 Smiles Ltd (ONT AU) 

No September update




5G Networks Ltd/Australia (5GN AU) / Webcentral (WCG AU) 

No September update




Afterpay Touch (APT AU) 

No September update




Australian Pharmaceutical Industries (API AU) 

17-Sep:  Aussie Pharma (API AU): Wesfarmer's Sweetened (Yet Indicative) Offer
27-Sep: Aussie Pharma (API AU): Sigma's Rival Bid (Just) Edges Wesfarmers
Sigma Healthcare (SIG AU)'s corporate affairs manager said due diligence can commence immediately. As API indicated that Sigma's NBIO was capable of being superior, it opened up access. So much for exclusive DD.




Empired Ltd (EPD AU) 

25-Sep: Empired (EPD AU): Scheme Booklet Out. Meeting On The 25 October




Hansen Technologies (HSN AU) 

5-Sep: And it's a no deal - BGH withdraws its proposal for Hansen Technologies (HSN AU).
 
"Having conducted extensive due diligence inquiries in relation to the company, BGH has not notified Hansen of any issue which Hansen considers material in the context of Hansen’s current operations and strategy. BGH Capital has advised the company that it continues to see Hansen as a highly effective organisation with an outstanding management team and strong prospects."




iCar Asia Ltd (ICQ AU) 

9-Sep: Carsome has requested an extension of the exclusivity period under the process deed with iCar Asia Ltd (ICQ AU), such that the exclusivity period is extended initially to the 30 September, then to automatically to the 30 October provided Casome has completed DD by the 30 Sept. Ithe board is currently minded to agree to this request.




Huon Aquaculture (HUO AU) 

23-Sep: Huon Aquaculture (HUO AU)'s Scheme Booklet is out. The Scheme Meeting will take place on the 29 October, with expected implementation on the 8 November.  28-Sep: The effective date under JBS' Offer has been changed to the 3 November from 4 November previously. 




Iress Ltd (IRE AU) 

16-Sep: Another deal failure. EGT and Iress Ltd (IRE AU) have been unable to agree to a transaction. 




Japara Healthcare (JHC AU) 

18-Sep: Japara Healthcare (JHC AU): 21st October Scheme Meeting




Mainstream Group Holdings Ltd (MAI AU) 
No September update



Milton Corp Ltd (MLT AU) 

3-Sep: Marvelous Milton Merger Mapping Mabbled: Ratio Done, Now For The Hard Part
17-Sep: Marvelous Milton and WHSP (SOL AU) Index Event Prepositioning Analysis




Oil Search Ltd (OSH AU) 

10-Sep: Oil Search/Santos: PNG a Potential Party Pooper




Rhipe Ltd (RHP AU) 

9-Sep: Rhipe (RHP AU): Done Deal As Scheme Booklet Dispatched




Spark Infrastructure (SKI AU) 

No September update




Sydney Airport (SYD AU) 

13-Sep:  Sydney Airport (SYD AU): Consortium Ups Bid And Granted Due Diligence




Think Childcare (TNK AU) 

29-Sep: Shareholders approved the Scheme




Youfoodz Holdings (YFZ AU) 

2-Sep: Youfoodz Holdings (YFZ AU) announced that the Federal court of Australia has approved the convening of Scheme Meeting and despatch of Scheme Booklet. The Scheme Meeting will be conducted as a virtual meeting (video conference) at 10.00 am (Sydney time) on Friday, 8th October 2021.










Hong Kong


Comments (with links to announcements &amp; insights)




Beijing Capital Land Ltd H (2868 HK) 

23-Sep: Beijing Capital Land Ltd H (2868 HK) H shareholders overwhelmingly approve the merger. The last day of trading in shares is today - the 24th.  Payment is expected on or before the 8 November. 




China Youzan Limited (8083 HK) 

No September update




Golden Throat Holdings (6896 HK) 

1-Sep: As expected, Golden Throat Holdings (6896 HK) has pushed out the dispatch date for the Scheme Dochemnt to the 19 October (on or before). 



Kerry Logistics Network (636 HK)

16-Sep: Partial closes for Kerry Logistics Network (636 HK) - 89.6% pro-ration. Not bad. 




Nature Home Holding Company (2083 HK) 

14-Sep: Nature Home (2083 HK): Scheme Doc Out. Court Meeting On 6 Oct. Evergrande Overhang
28-Sep: Nature Home (2083 HK): Risk Aversity Sees Spread Blow Out




Suchuang Gas Corp (1430 HK) 

27-Sep: Shares suspended for some reason.




Soho China Ltd (410 HK) 

10-Sep: Another deal break.










India


Comments 




Adani Power (ADANI IN) 

No September update




Mphasis Ltd (MPHL IN) 

No September update










Japan


Comments (with links to announcements &amp; insights)




GCA Corporation (2174 JP) 

9-Sep: Houlihan Lokey Bumps the GCA Offer - A Whopping 1.3%!!!
28-Sep: The Houlihan Lokey (HLI US) takeout of GCA Corporation (2174 JP) is on its way. The Tender Offer Result was just announced and HLI has 89.58%. That means there will be an EGM and squeezeout. 




Hitachi Metals (5486 JP) 

No September update




Sakai Ovex (3408 JP) 
9-Sep: The Sakai Ovex (3408 JP) Tender Offer has been completed successfully. 
The bidders did not get as much as I thought they might, but the top owner has 77.27%.  That means the squeezeout will go through an EGM and this will be delisted maybe a month after the EGM.










Malaysia


Comments 




Ijm Plantations (IJMP MK) 
No September update



MMC Corp Bhd (MMC MK) 
22-Sep: MMC Corp (MMC MK): This Is A Buy








New Zealand


Comments 




Z Energy Ltd (ZEL NZ) 
27-Sep: Z Energy Ltd (ZEL NZ) announced that the original four-week exclusivity period with Ampol has been extended by a further two weeks.









Taiwan


Comments (with links to insights &amp; announcements)




China Development Financial (2883 TT) / China Life Insurance (2823 TT)

No September update












(Mostly) Asia M&A: September 2021 Roundup

<div>
<p>This insight provides a quick summary of gross/annualised (where possible) spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and how those spreads have changed over the last week; plus the next hard events over the coming weeks.</p>
</div>
<div>
<p>I number 38, mostly firm, deals around the region.</p>
</div>
<div>
<p>More below the fold.</p>
</div>


This insight provides a quick summary of gross/annualised (where possible) spreads (on deals discussed on Smartkarma) across Asia-Pacific as at the last trading date, and how those spreads have changed over the last week; plus the next hard events over the coming weeks.


I number 38, mostly firm, deals around the region.


More below the fold.


Asia-Pac Weekly Risk Arb Summary: AusNet Services, Sembcorp Marine, Roxy Pacific

SGX Market Strategist, Equity & Fixed Income, Singapore Exchange Ltd (SGX)

Geoff Howie

SGX Market Strategist, Equity & Fixed Income

Asia’s leading multi-asset exchange

Singapore Exchange Ltd (SGX)

Singapore Exchange is Asia’s leading and trusted market infrastructure, facilitating the exchange of capital and ideas to create value for people, businesses and economies. As a multi-asset exchange operating equity, fixed income and derivatives markets to the highest regulatory standards, SGX is a vertically integrated business that provides listing, trading, clearing, settlement, depository and data services.

With about 40% of listed companies and over 80% of listed bonds originating outside of Singapore as well as established linkages across the region and in Europe, SGX is Asia’s most international and connected exchange. Offering a full suite of derivatives products across Asian equity indices, commodities and currencies, SGX is the world’s most liquid international market for the benchmark equity indices of China, India, Japan and ASEAN.

As Asia’s pioneering central counterparty, SGX is globally recognised for its risk management and clearing capabilities, and was one of the first globally to adopt the Principles for Financial Market Infrastructure.

Headquartered in AAA-rated Singapore, SGX has over 800 employees including offices in Beijing, Chicago, Hong Kong, London, New York, Mumbai, San Francisco, Shanghai and Tokyo.

Equity Bottom-Up

<div><em><strong>Non- SGX Report: These equity research reports are not written by the SGX.</strong>&nbsp;SGX supports the distribution of the research reports by external contributors. Please refer to the Disclaimer in the attached report.</em></div>
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<h2>Roxy-Pacific Holdings Limited</h2>
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<h3>Privatisation Offer</h3>
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<p><strong>Offer to delist.</strong> Roxy-Pacific Holdings on 20 September announced a pre-conditional voluntary general offer from TKL &amp; Family for all the issued ordinary shares in the company. The offeror is the bid vehicle of a consortium formed by 11 individuals, including the chairman and chief executive of Roxy- Pacific, Mr Teo Hong Lim. The pre-condition pertains to all necessary consents under the Overseas Investment Act of New Zealand.</p>
<p>The offer price of S$0.485 is at a 33.4% discount to adjusted net asset value of S$0.7287/share (as at 30 Jun 21). 31 Dec 20’s ANAV was S$0.7215/share. Currently, the undertaking parties hold 76.44% of the total number of issued shares.</p>
<p><strong>Emerging from the trough.</strong> The Group posted 19.6% yoy increase in revenue to S$141.2m in 1HFY21, from S$118.1m a year ago. This was largely due to higher revenue from property development (+27.4%), offset by lower revenue from hotel ownership (-29.2%). Property investment segment increased slightly (+8.5%). 1HFY21 PATMI was S$5.9m, doubled from S$2.8m a year ago.</p>
<p><strong>Property development.</strong> We believe that with residential prices holding up, along with Roxy-Pacific’s unbooked contracted sales (S$564.4m), toplines will be firm for the Group. It has 2 properties under development with a forecasted gross development value of S$224.1m.</p>
<p><strong>Hotel ownership.</strong> Despite the global vaccination drive and higher vaccination rates, the world continues to grapple with the virus. We expect tourism to remain weak for the rest of 2021. Although there is hope of a possible return of travel when Singapore opens up to more countries under the VTL, large- scale leisure travel in 2022 remains an uncertainty.</p>
<p>We noted that Singapore-listed property developers are trading at a significant discount to their adjusted net asset values, ranging from discount rates of 15.0% to 73.6%.</p>
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Non- SGX Report: These equity research reports are not written by the SGX.&nbsp;SGX supports the distribution of the research reports by external contributors. Please refer to the Disclaimer in the attached report.






Roxy-Pacific Holdings Limited




Privatisation Offer




Offer to delist. Roxy-Pacific Holdings on 20 September announced a pre-conditional voluntary general offer from TKL &amp; Family for all the issued ordinary shares in the company. The offeror is the bid vehicle of a consortium formed by 11 individuals, including the chairman and chief executive of Roxy- Pacific, Mr Teo Hong Lim. The pre-condition pertains to all necessary consents under the Overseas Investment Act of New Zealand.
The offer price of S$0.485 is at a 33.4% discount to adjusted net asset value of S$0.7287/share (as at 30 Jun 21). 31 Dec 20’s ANAV was S$0.7215/share. Currently, the undertaking parties hold 76.44% of the total number of issued shares.
Emerging from the trough. The Group posted 19.6% yoy increase in revenue to S$141.2m in 1HFY21, from S$118.1m a year ago. This was largely due to higher revenue from property development (+27.4%), offset by lower revenue from hotel ownership (-29.2%). Property investment segment increased slightly (+8.5%). 1HFY21 PATMI was S$5.9m, doubled from S$2.8m a year ago.
Property development. We believe that with residential prices holding up, along with Roxy-Pacific’s unbooked contracted sales (S$564.4m), toplines will be firm for the Group. It has 2 properties under development with a forecasted gross development value of S$224.1m.
Hotel ownership. Despite the global vaccination drive and higher vaccination rates, the world continues to grapple with the virus. We expect tourism to remain weak for the rest of 2021. Although there is hope of a possible return of travel when Singapore opens up to more countries under the VTL, large- scale leisure travel in 2022 remains an uncertainty.
We noted that Singapore-listed property developers are trading at a significant discount to their adjusted net asset values, ranging from discount rates of 15.0% to 73.6%.














(Non-SGX Report) Roxy-Pacific Holdings Limited: Privatisation Offer

<p><a href="https://www.smartkarma.com/entities/roxy-pacific-holdings-ltd" target="_blank" data-smartkarma-citation="entities:1096:1" rel="noopener">Roxy Pacific Holdings (ROXY SP)</a>, a small-sized property developer focusing on the Asia-Pacific region, has announced a pre-conditional Offer at S$0.485/share, a 19.8% premium to last close. The offer price will not be increased. No dividends are expected to be declared.</p>
<p>The Offeror consortium is led by Teo Hong Lim, chairman, and CEO of Roxy-Pacific.</p>
<p>The pre-condition pertains to all necessary consents under the Overseas Investment Act of New Zealand. Roxy holds an interest in two commercial properties in Auckland.</p>
<p>The Offer, assuming it proceeds, is conditional on the Offeror holding not less than 90% of shares out as at the close of the Offer, following which, shares are expected to be suspended on account of the breach in the free float. The Offeror does not intend to take any steps to restore the float. </p>
<p>Irrevocables total 76.44% of shares out.</p>
<p>This is done. It is the Offeror's intention to delist the company.</p>
<p>More below the fold. </p>

Roxy Pacific Holdings (ROXY SP), a small-sized property developer focusing on the Asia-Pacific region, has announced a pre-conditional Offer at S$0.485/share, a 19.8% premium to last close. The offer price will not be increased. No dividends are expected to be declared.
The Offeror consortium is led by Teo Hong Lim, chairman, and CEO of Roxy-Pacific.
The pre-condition pertains to all necessary consents under the Overseas Investment Act of New Zealand. Roxy holds an interest in two commercial properties in Auckland.
The Offer, assuming it proceeds, is conditional on the Offeror holding not less than 90% of shares out as at the close of the Offer, following which, shares are expected to be suspended on account of the breach in the free float. The Offeror does not intend to take any steps to restore the float. 
Irrevocables total 76.44% of shares out.
This is done. It is the Offeror's intention to delist the company.
More below the fold. 

Roxy-Pacific (ROXY SP): Pre-Conditional Offer Led By Founder

Singapore

Roxy-Pacific Holdings Limited, through its subsidiaries, develops and sells residential properties. The Company also owns and invests in hotels.

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Roxy Pacific Holdings (ROXY SP)

Asia-Pac Weekly Risk Arb Summary: Shinsei Bank, Aussie Pharma, Ebook Initiative, Smartgroup

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

(Mostly) Asia M&A: September 2021 Roundup

For the month of September, 9 new deals were discussed on Smartkarma with an announced deal size of ~US$14bn. The average premium in September was...

David Blennerhassett

Asia-Pac Weekly Risk Arb Summary: AusNet Services, Sembcorp Marine, Roxy Pacific

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

(Non-SGX Report) Roxy-Pacific Holdings Limited: Privatisation Offer

Non- SGX Report: These equity research reports are not written by the SGX. SGX supports the distribution of the research reports by external...

Singapore Exchange Ltd (SGX)

Roxy-Pacific (ROXY SP): Pre-Conditional Offer Led By Founder

This Offer is all locked up. Pricing will not be increased. For a gross/annualised return - assuming payment early December - pay up to S$0.47...

David Blennerhassett

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