Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>After <a href="https://www.smartkarma.com/entities/goldlion-holdings-ltd" target="_blank" data-smartkarma-citation="entities:12359:1" rel="noopener">Goldlion (533 HK)</a>'s spectacular Scheme fail, <a href="https://www.smartkarma.com/entities/soundwill-holdings-ltd" target="_blank" data-smartkarma-citation="entities:19318:1" rel="noopener">Soundwill  (878 HK)</a> appeared destined to be the next failure as shares dipped hard ahead of the Scheme vote. And fail it did.</li>
<li>Just like for Goldlion, Soundwill's Offer was clearly light. The counter-argument was that terms were, arguably, as good as it gets. And no competing Offer would emerge. Minorities voiced otherwise.</li>
<li>Hong Kong has been the proverbial graveyard for arb deals of late. However, in a positive sense, minorities in Goldlion and Soundwill simply rejected opportunistic Offers. </li>
</ul>


After Goldlion (533 HK)'s spectacular Scheme fail, Soundwill  (878 HK) appeared destined to be the next failure as shares dipped hard ahead of the Scheme vote. And fail it did.
Just like for Goldlion, Soundwill's Offer was clearly light. The counter-argument was that terms were, arguably, as good as it gets. And no competing Offer would emerge. Minorities voiced otherwise.
Hong Kong has been the proverbial graveyard for arb deals of late. However, in a positive sense, minorities in Goldlion and Soundwill simply rejected opportunistic Offers. 


Soundwill (878 HK): Thoughts On The Latest Scheme Fail

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/soundwill-holdings-ltd" target="_blank" data-smartkarma-citation="entities:19318:1" rel="noopener">Soundwill Holdings (878 HK)</a> shareholders have voted against the Foo family’s HK$8.50 per share offer. The minority participation rate was high, and the NO vote comfortably failed the value test.</li>
<li>Unlike the <a href="https://www.smartkarma.com/entities/goldlion-holdings-ltd" target="_blank" data-smartkarma-citation="entities:12359:1" rel="noopener">Goldlion Holdings (533 HK)</a> deal break, the price action over the last three days pointed to a deal break. Like previous deal breaks, this one offers hard lessons.</li>
<li>Soundwill has the fourth-highest premium of the pre-deal break price to the undisturbed price compared to previous deal breaks. My estimated deal-break price is HK$5.63, 13.2% below the last close.</li>
</ul>



Soundwill Holdings (878 HK) shareholders have voted against the Foo family’s HK$8.50 per share offer. The minority participation rate was high, and the NO vote comfortably failed the value test.
Unlike the Goldlion Holdings (533 HK) deal break, the price action over the last three days pointed to a deal break. Like previous deal breaks, this one offers hard lessons.
Soundwill has the fourth-highest premium of the pre-deal break price to the undisturbed price compared to previous deal breaks. My estimated deal-break price is HK$5.63, 13.2% below the last close.


Soundwill Holdings (878 HK): Hard Lessons from Another HK Arbageddon

<ul>
<li>
<a href="https://www.smartkarma.com/entities/goldlion-holdings-ltd" target="_blank" data-smartkarma-citation="entities:12359:1" rel="noopener">Goldlion Holdings (533 HK)</a> shareholders have voted against Mr Tsang’s HK$1.5232 per share offer. The minority participation rate was high, and the NO vote comfortably cleared the threshold.</li>
<li>The Goldlion deal break was unexpected, and the HKEx merger arb rulebook will be rewritten. This deal break offers several lessons.</li>
<li>Goldlion had the highest premium of the pre-deal break price to the undisturbed price compared to previous deal breaks. My estimated deal-break price is HK$0.953, 36.0% below last close.</li>
</ul>



Goldlion Holdings (533 HK) shareholders have voted against Mr Tsang’s HK$1.5232 per share offer. The minority participation rate was high, and the NO vote comfortably cleared the threshold.
The Goldlion deal break was unexpected, and the HKEx merger arb rulebook will be rewritten. This deal break offers several lessons.
Goldlion had the highest premium of the pre-deal break price to the undisturbed price compared to previous deal breaks. My estimated deal-break price is HK$0.953, 36.0% below last close.


Goldlion Holdings (533 HK): An Unexpected HK Arbageddon

HK/China Healthcare Analyst (ex-Fosun Pharma)

Xinyao (Criss) Wang

Equity Bottom-Up

Shanghai Fosun Pharmaceutical (Group) / Equity Bottom-Up

<ul>
<li>2024 results appear to be improving, but there’s no large-scale/sustainable new increment with high certainty in revenue end.Fosun Pharma would rely on reducing costs/selling loss-making projects to recover profit/cash flow.</li>
<li>Financial performance in 2025 could be under pressure due to VBP. Fosun Pharm is also mired in a huge guarantee quagmire. International business expansion is facing fierce market competition.</li>
<li>There could be a “valuation discount” for Fosun Pharma due to the concerns on its business model and undervaluation could be a norm. Our recommendation is to invest Henlius directly.</li>
</ul>


2024 results appear to be improving, but there’s no large-scale/sustainable new increment with high certainty in revenue end.Fosun Pharma would rely on reducing costs/selling loss-making projects to recover profit/cash flow.
Financial performance in 2025 could be under pressure due to VBP. Fosun Pharm is also mired in a huge guarantee quagmire. International business expansion is facing fierce market competition.
There could be a “valuation discount” for Fosun Pharma due to the concerns on its business model and undervaluation could be a norm. Our recommendation is to invest Henlius directly.


Shanghai Fosun Pharmaceutical (2196 HK/600196 CH) - The Concerns Behind 2024 Results and the Outlook

<ul>
<li>When <a href="https://www.smartkarma.com/entities/shandong-fengxiang-co-ltd-h" target="_blank" data-smartkarma-citation="entities:29164:1" rel="noopener">Shandong Fengxiang (9977 HK)</a> was suspended last month due to the Takeovers Code, I expected PAG to launch an Offer by way of a Merger by Absorption at ~HK$2.00.</li>
<li>And that is exactly what unfolded. The price, which is a 33.33% premium to last close is final. 42.35% of independent H-shareholders are supportive. A scrip alternative is afforded.</li>
<li>PAG was permitted to take control of Fengxiang, via the domestic shares, late 2022. There will be no regulatory roadblock as PAG now seeks to privatise Fengxiang. </li>
</ul>


When Shandong Fengxiang (9977 HK) was suspended last month due to the Takeovers Code, I expected PAG to launch an Offer by way of a Merger by Absorption at ~HK$2.00.
And that is exactly what unfolded. The price, which is a 33.33% premium to last close is final. 42.35% of independent H-shareholders are supportive. A scrip alternative is afforded.
PAG was permitted to take control of Fengxiang, via the domestic shares, late 2022. There will be no regulatory roadblock as PAG now seeks to privatise Fengxiang. 


China

Shanghai Henlius Biotech, Inc develops and produces drugs. The Company develops and produces monoclonal antibody biosimilar drugs, bio betters, novel monoclonal antibodys, and other drugs. Shanghai Henlius Biotech throughout China.

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Shanghai Henlius Biotech (2696 HK)

Soundwill (878 HK): Thoughts On The Latest Scheme Fail

The outcome for Soundwill was not a big surprise. However, expect current and future illiquid small-cap arbs to trade wide(r) if there is a whiff...

David Blennerhassett

Soundwill Holdings (878 HK): Hard Lessons from Another HK Arbageddon

Like previous deal breaks, this one offers hard lessons and suggests that HK merger arb is increasingly fraught with risk. My estimated deal-break...

Arun George

Goldlion Holdings (533 HK): An Unexpected HK Arbageddon

The Goldlion deal break was unexpected, and the HKEx merger arb rulebook will be rewritten. My estimated deal-break price is HK$0.953, 36.0% below...

Arun George

Shanghai Fosun Pharmaceutical (2196 HK/600196 CH) - The Concerns Behind 2024 Results and the Outlook

Fosun Pharma's financial performance in 2025/2026 could be under pressure due to VBP. There could be “valuation discount” due to the concerns on...

Xinyao (Criss) Wang

Fengxiang (9977 HK): PAG's Pre-Con Offer

This is done. It's just a question of timing on regulatory approvals. Assuming completion, say mid-Sep, I'd pay up to HK$1.88/share.

David Blennerhassett

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Soundwill (878 HK): Thoughts On The Latest Scheme Fail

The outcome for Soundwill was not a big surprise. However, expect current and future illiquid small-cap arbs to trade wide(r) if there is a whiff...

David Blennerhassett

Soundwill Holdings (878 HK): Hard Lessons from Another HK Arbageddon

Like previous deal breaks, this one offers hard lessons and suggests that HK merger arb is increasingly fraught with risk. My estimated deal-break...

Arun George

Goldlion Holdings (533 HK): An Unexpected HK Arbageddon

The Goldlion deal break was unexpected, and the HKEx merger arb rulebook will be rewritten. My estimated deal-break price is HK$0.953, 36.0% below...

Arun George

Shanghai Fosun Pharmaceutical (2196 HK/600196 CH) - The Concerns Behind 2024 Results and the Outlook

​Fosun Pharma's financial performance in 2025/2026 could be under pressure due to VBP. There could be “valuation discount” due to the concerns on...

Xinyao (Criss) Wang

Fengxiang (9977 HK): PAG's Pre-Con Offer

This is done. It's just a question of timing on regulatory approvals. Assuming completion, say mid-Sep, I'd pay up to HK$1.88/share.

David Blennerhassett

Fosun Pharma's financial performance in 2025/2026 could be under pressure due to VBP. There could be “valuation discount” due to the concerns on...