Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

Haitong Securities Co Ltd (H) / Event-Driven

<ul>
<li>Back in March, the CSRC said it aimed to "form two to three investment banks and institutions with international competitiveness and market leadership by 2035".
</li>
<li>Last week's announced merger between China's leading state-backed brokerages, <a href="https://www.smartkarma.com/entities/guotai-junan-securities-co-ltd-5dfaf2c5-76d3-4f34-a77d-118787fd7091" target="_blank" data-smartkarma-citation="entities:23752:1" rel="noopener">Guotai Junan Securities (2611 HK)</a> and <a href="https://www.smartkarma.com/entities/haitong-securities-co-ltd-h" target="_blank" data-smartkarma-citation="entities:5665:1" rel="noopener">Haitong (6837 HK)</a>, is a move in that direction. Expect more scrip mergers to follow. </li>
<li>There have also been some media reports that the GJS/Haitong terms disadvantage holders of other Hong Kong broker stocks if potentially acquired in a merger. It's not quite that simple. </li>
</ul>


Back in March, the CSRC said it aimed to "form two to three investment banks and institutions with international competitiveness and market leadership by 2035".

Last week's announced merger between China's leading state-backed brokerages, Guotai Junan Securities (2611 HK) and Haitong (6837 HK), is a move in that direction. Expect more scrip mergers to follow. 
There have also been some media reports that the GJS/Haitong terms disadvantage holders of other Hong Kong broker stocks if potentially acquired in a merger. It's not quite that simple. 


<ul>
<li>A month after China's leading state-backed brokerages, <a href="https://www.smartkarma.com/entities/guotai-junan-securities-co-ltd-5dfaf2c5-76d3-4f34-a77d-118787fd7091" target="_blank" data-smartkarma-citation="entities:23752:1" rel="noopener">Guotai Junan Securities (2611 HK)</a> and <a href="https://www.smartkarma.com/entities/haitong-securities-co-ltd-h" target="_blank" data-smartkarma-citation="entities:5665:1" rel="noopener">Haitong Securities (H) (6837 HK)</a>, announced an intention to merge, we have a <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2024/1009/2024100900977.pdf" target="_blank" rel="noopener">firm deal</a>. </li>
<li>Via a share swap, each Haitong H share may be exchanged for 0.62 H shares of GJS. A similar ratio is in place for the As. Cash options are afforded</li>
<li>Conditions include GJS and Haitong shareholder approval; plus the usual suspects on the regulatory front. The key risk, as with <a href="https://www.smartkarma.com/entities/china-traditional-chinese-medicine" target="_blank" data-smartkarma-citation="entities:351:1" rel="noopener">TCM (570 HK)</a>'s Offer, is one of timing.</li>
</ul>


A month after China's leading state-backed brokerages, Guotai Junan Securities (2611 HK) and Haitong Securities (H) (6837 HK), announced an intention to merge, we have a firm deal. 
Via a share swap, each Haitong H share may be exchanged for 0.62 H shares of GJS. A similar ratio is in place for the As. Cash options are afforded
Conditions include GJS and Haitong shareholder approval; plus the usual suspects on the regulatory front. The key risk, as with TCM (570 HK)'s Offer, is one of timing.


Guotai Junan (2611 HK)/Haitong (6837 HK)'s Merger: A Win For H-Shareholders

<ul>
<li>Back on the 9th October, China's leading state-backed brokerages <a href="https://www.smartkarma.com/entities/guotai-junan-securities-co-ltd-5dfaf2c5-76d3-4f34-a77d-118787fd7091" target="_blank" data-smartkarma-citation="entities:23752:1" rel="noopener">Guotai Junan Securities (2611 HK)</a> (GJS) and <a href="https://www.smartkarma.com/entities/haitong-securities-co-ltd-h" target="_blank" data-smartkarma-citation="entities:5665:1" rel="noopener">Haitong Securities (6837 HK)</a> announced a scrip merger, with GJS the surviving entity.</li>
<li>Barring a <a href="https://www.smartkarma.com/entities/china-traditional-chinese-medicine" target="_blank" data-smartkarma-citation="entities:351:1" rel="noopener">China Traditional Chinese Medicine (570 HK)</a>-like obstacle/debacle, this transaction was a wrap. Fortunately, key regulatory approvals (SAMR and SASAC) have been ticked off.</li>
<li>Approval from the Shanghai Stock Exchange was secured overnight. That was a formality. One approval remains - CSRC. Expect that condition to be satisfied shortly. GJS is no longer shortable.</li>
</ul>


Back on the 9th October, China's leading state-backed brokerages Guotai Junan Securities (2611 HK) (GJS) and Haitong Securities (6837 HK) announced a scrip merger, with GJS the surviving entity.
Barring a China Traditional Chinese Medicine (570 HK)-like obstacle/debacle, this transaction was a wrap. Fortunately, key regulatory approvals (SAMR and SASAC) have been ticked off.
Approval from the Shanghai Stock Exchange was secured overnight. That was a formality. One approval remains - CSRC. Expect that condition to be satisfied shortly. GJS is no longer shortable.


GJS/Haitong Merger: One Formality Reg To Go

<ul>
<li>
<a href="https://www.smartkarma.com/entities/mphb-capital-bhd" target="_blank" data-smartkarma-citation="entities:8540:1" rel="noopener">MPHB Capital (MPHB MK)</a>'s delisting Offer via a selective capital reduction (SCR) from controlling shareholder and chairman Tan Sri Surin Upatkoon appears to be in the home straight.</li>
<li>The completion of the Offer has been delayed as ISM Sdn Bhd, MPHB's minority partner in six JVs, invokes various legal options in an ongoing dispute.</li>
<li>The High Court has now fixed 6 January 2025 as the hearing date for the SCR petition. Assuming that is granted, payment is likely mid-Feb.  </li>
</ul>



MPHB Capital (MPHB MK)'s delisting Offer via a selective capital reduction (SCR) from controlling shareholder and chairman Tan Sri Surin Upatkoon appears to be in the home straight.
The completion of the Offer has been delayed as ISM Sdn Bhd, MPHB's minority partner in six JVs, invokes various legal options in an ongoing dispute.
The High Court has now fixed 6 January 2025 as the hearing date for the SCR petition. Assuming that is granted, payment is likely mid-Feb.  


MPHB Capital (MPHB MK)'s Offer: Almost There As ISM Exhausts Options

<ul>
<li>Clearly I was way too pessimistic on this deal. 60 days to secure PRC regulatory approvals appeared an unrealistic timeframe. However the pre-cons were secured in a magical 18 days. </li>
<li>Those pre-cons included NDRC, Mofcom and SAFE. Perhaps regulatory filings were lodged well before the Offer announcement. Or perhaps a small deal such as this garners less scrutiny.</li>
<li>In any event, <a href="https://www.smartkarma.com/entities/cm-hi-tech-cleanroom-limited" target="_blank" data-smartkarma-citation="entities:44057:1" rel="noopener">CM Hi-Tech (2115 HK)</a>'s Scheme is now considerably simpler/cleaner. Securing these PRC approvals may also provide a minor positive read across for other Hong Kong M&amp;A deals.</li>
</ul>


Clearly I was way too pessimistic on this deal. 60 days to secure PRC regulatory approvals appeared an unrealistic timeframe. However the pre-cons were secured in a magical 18 days. 
Those pre-cons included NDRC, Mofcom and SAFE. Perhaps regulatory filings were lodged well before the Offer announcement. Or perhaps a small deal such as this garners less scrutiny.
In any event, CM Hi-Tech (2115 HK)'s Scheme is now considerably simpler/cleaner. Securing these PRC approvals may also provide a minor positive read across for other Hong Kong M&amp;A deals.


CM Hi-Tech (2115 HK): Bearish To Bullish!

Hong Kong

Samson Holding Ltd. manufactures residential furniture in the Peoples Republic of China.  The Company wholesales the furniture to department stores, retail chains, and independent retail stores in the United States, Canada, and elsewhere in the world.

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Samson Holding (531 HK)

GJS/Haitong Merger Musings

Some media outlets believe that the GJS/Haitong terms may place holders of other Hong Kong broker stocks at a disadvantage if potentially acquired...

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Guotai Junan (2611 HK)/Haitong (6837 HK)'s Merger: A Win For H-Shareholders

Done and done. After bigly moves in both stock, I see the gross/annualised return at 21%/22%, assuming late 3Q25. If you can take down borrow...

David Blennerhassett

GJS/Haitong Merger: One Formality Reg To Go

Trading at a gross spread of 3.1%. With possible completion next month (by my estimate), that looks attractive. BUT GJS is no longer shortable,...

David Blennerhassett

MPHB Capital (MPHB MK)'s Offer: Almost There As ISM Exhausts Options

This looks done. A 2.4% spread looks about right given the legal dispute, in which it appears all avenues of appeal have been exhausted; and the...

David Blennerhassett

CM Hi-Tech (2115 HK): Bearish To Bullish!

Good to see PRC reg approvals can be satisfied! This is trading at a 5.0%/16.8% gross/annualised spread, assuming late Feb payment. If small,...

David Blennerhassett

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