IPOs and Catalysts/Events, Global Equity Research Ltd

Arun George

IPOs and Catalysts/Events

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Event-Driven

Hollysys Automation Technologies / Event-Driven

Hollysys Automation Technologies (HOLI US)

<ul>
<li>The <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> Board has finally succumbed to shareholder pressure by targeting a special meeting of shareholders in the week commencing 22 January 2024.</li>
<li>The special meeting is a side event as the Board targets a binding proposal by mid-December, with some bidders proceeding to the confirmatory due diligence stage.</li>
<li>The BVI takeover structure and Hollysys’ undemanding valuation facilitate a competitive bidding process. A 10% uplift to the current highest offer (Recco’s US$26.50 offer) is possible.</li>
</ul>


The Hollysys Automation Technologies (HOLI US) Board has finally succumbed to shareholder pressure by targeting a special meeting of shareholders in the week commencing 22 January 2024.
The special meeting is a side event as the Board targets a binding proposal by mid-December, with some bidders proceeding to the confirmatory due diligence stage.
The BVI takeover structure and Hollysys’ undemanding valuation facilitate a competitive bidding process. A 10% uplift to the current highest offer (Recco’s US$26.50 offer) is possible.


Hollysys (HOLI US): Progress as a Binding Proposal Targeted for Mid-December

<ul>
<li>Ascendent Capital has made a <a href="https://app.quotemedia.com/data/downloadFiling?webmasterId=101533&amp;ref=317844343&amp;type=PDF&amp;symbol=HOLI&amp;cdn=eb09d796c5e38b2cb3fcc4b11a699c1a&amp;companyName=Hollysys+Automation+Technologies+Ltd.&amp;formType=SC+13D&amp;dateFiled=2023-11-06" target="_blank" rel="noopener">non-binding proposal</a> for <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> at US$26.00 per share, a 4.0% premium to the MBO and Recco proposal of US$25.00 per share. </li>
<li>Ascendent has also become the largest shareholder by securing 13.69% of outstanding shares at an average price of A$20.84 per share. Ascendant is supportive of the special meeting request.</li>
<li>The Board has tried several delaying tactics, but the emergence of Ascendant ramps up the pressure on the Board to conduct a transparent sale process and address shareholder concerns. </li>
</ul>


Ascendent Capital has made a non-binding proposal for Hollysys Automation Technologies (HOLI US) at US$26.00 per share, a 4.0% premium to the MBO and Recco proposal of US$25.00 per share. 
Ascendent has also become the largest shareholder by securing 13.69% of outstanding shares at an average price of A$20.84 per share. Ascendant is supportive of the special meeting request.
The Board has tried several delaying tactics, but the emergence of Ascendant ramps up the pressure on the Board to conduct a transparent sale process and address shareholder concerns. 


Hollysys (HOLI US): Ascendent Capital Joins the Fray

<ul>
<li>
<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> update notes a new MBO proposal at US$25 per share, a bidders shortlist in several weeks and an update on the special meeting. </li>
<li>The update suggests several potential bidders and enough shareholders with the required record date to convene the special meeting to appoint independent directors. </li>
<li>The MBO proposal, while potentially a delaying tactic, suggests that the Board are under pressure for a solution and is aiming for a friendly takeover. </li>
</ul>



Hollysys Automation Technologies (HOLI US) update notes a new MBO proposal at US$25 per share, a bidders shortlist in several weeks and an update on the special meeting. 
The update suggests several potential bidders and enough shareholders with the required record date to convene the special meeting to appoint independent directors. 
The MBO proposal, while potentially a delaying tactic, suggests that the Board are under pressure for a solution and is aiming for a friendly takeover. 


Hollysys (HOLI US): MBO Proposal and Updates

<ul>
<li>The <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> Board succumbs to shareholder pressure by announcing the formation of a special committee to conduct a formal sale process.</li>
<li>Hollysys has received non-binding proposals from six parties since December 2020. The most recent is a non-binding proposal from the Recco consortium at US$25.00 per share.</li>
<li>The Board’s change of heart should encourage previous bidders to re-engage. Recco’s offer, while attractive, is not a knockout bid, suggesting a possible bidding war. </li>
</ul>


The Hollysys Automation Technologies (HOLI US) Board succumbs to shareholder pressure by announcing the formation of a special committee to conduct a formal sale process.
Hollysys has received non-binding proposals from six parties since December 2020. The most recent is a non-binding proposal from the Recco consortium at US$25.00 per share.
The Board’s change of heart should encourage previous bidders to re-engage. Recco’s offer, while attractive, is not a knockout bid, suggesting a possible bidding war. 


Hollysys (HOLI US): Board Starts a Formal Sale Process

European Event-Driven Analyst

Jesus Rodriguez Aguilar

<ul>
<li>Schneider increased its cash offer by 4% to <strong>3,225p/share</strong>, 47% premium, implied equity value of c.£9,863m and EV of £10,569m, <strong>27.8x EV/Fwd EBIT</strong>. Schneider said the sweetened bid is final.</li>
<li>The deal seems dilutive for Schneider: it would mean an implied Fwd P/E of 31.4x vs. 18.7x for Schneider and should increase Schneider's debt leverage to 1.9x.</li>
<li>The increased offer had been anticipated as the spread had been positive since the offer announcement. Gross spread has now turned negative and is -1.91% (including dividend) as of 14 November. Long.</li>
</ul>


Schneider increased its cash offer by 4% to 3,225p/share, 47% premium, implied equity value of c.£9,863m and EV of £10,569m, 27.8x EV/Fwd EBIT. Schneider said the sweetened bid is final.
The deal seems dilutive for Schneider: it would mean an implied Fwd P/E of 31.4x vs. 18.7x for Schneider and should increase Schneider's debt leverage to 1.9x.
The increased offer had been anticipated as the spread had been positive since the offer announcement. Gross spread has now turned negative and is -1.91% (including dividend) as of 14 November. Long.


France

Schneider Electric SE manufactures power distribution and automation systems. The Company produces circuit breakers, remote installation management equipment, panelboards, programmable logic controllers, industrial control products, detectors, human-machine interfaces, and process controls.  Schneider's products are sold various brands.

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Schneider Electric Se (SU FP)

Hollysys (HOLI US): Progress as a Binding Proposal Targeted for Mid-December

An SEC filing on Friday disclosed that Ascendent Capital (13.7% shareholder) entered a confidentiality agreement with Hollysys, which includes a...

Arun George

Hollysys (HOLI US): Ascendent Capital Joins the Fray

The Recco consortium has bumped its non-binding offer to US$26.50 per share, 1.9% higher than Ascendent’s offer. Recco notes that “shareholders...

Arun George

Hollysys (HOLI US): MBO Proposal and Updates

The MBO proposal, while potentially a delaying tactic, suggests that the Board are under pressure for a solution and is aiming for a friendly...

Arun George

Hollysys (HOLI US): Board Starts a Formal Sale Process

The Board’s change of heart should encourage previous bidders to re-engage. While attractive, Recco’s US$25 per share offer is not a knockout bid,...

Arun George

Schneider Electric Sweetens AVEVA Bid

Schneider increased its cash offer by 4% to a final 3,225p/share, which represents an implied equity value of c. £9,863 million and an EV of...

Jesus Rodriguez Aguilar

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