Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>I tally 58 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma.</li>
<li>Four new deals discussed this week: <a href="https://www.smartkarma.com/entities/domain-holdings-australia-ltd" target="_blank" data-smartkarma-citation="entities:26033:1" rel="noopener">Domain Holdings Australia (DHG AU)</a>, <a href="https://www.smartkarma.com/entities/mayne-pharma-group-ltd" target="_blank" data-smartkarma-citation="entities:757:1" rel="noopener">Mayne Pharma (MYX AU)</a>, <a href="https://www.smartkarma.com/entities/tam-jai-international-co-ltd" target="_blank" data-smartkarma-citation="entities:34227:1" rel="noopener">Tam Jai International (2217 HK)</a>, and <a href="https://www.smartkarma.com/entities/pec-ltd" target="_blank" data-smartkarma-citation="entities:19415:1" rel="noopener">PEC Ltd. (PEC SP)</a>.</li>
<li>Key updates/news took place on: <a href="https://www.smartkarma.com/entities/canvest-environmental-protection-group-co-ltd" target="_blank" data-smartkarma-citation="entities:100:1" rel="noopener">Canvest Environmental Protection Group (1381 HK)</a>,<a href="https://www.smartkarma.com/entities/fuji-soft-inc" target="_blank" data-smartkarma-citation="entities:17504:1" rel="noopener">Fuji Soft Inc (9749 JP)</a>, and <a href="https://www.smartkarma.com/entities/proto-corp" target="_blank" data-smartkarma-citation="entities:2511:1" rel="noopener">Proto Corp (4298 JP)</a>.</li>
</ul>


I tally 58 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma.
Four new deals discussed this week: Domain Holdings Australia (DHG AU), Mayne Pharma (MYX AU), Tam Jai International (2217 HK), and PEC Ltd. (PEC SP).
Key updates/news took place on: Canvest Environmental Protection Group (1381 HK),Fuji Soft Inc (9749 JP), and Proto Corp (4298 JP).


(Mostly) Asia-Pac M&A: Domain Holdings, Mayne Pharma, Tam Jai, PEC Ltd, Canvest, Fuji Soft, Proto

China National Building Material / Event-Driven

<ul>
<li>On the 6th December 2024, <a href="https://www.smartkarma.com/entities/china-national-building-ma-h" target="_blank" data-smartkarma-citation="entities:184:1" rel="noopener">China National Building Material (3323 HK)</a> (CNBM), China's leading building materials company, offered to buy back 841,749,304 H-shares at HK$4.03/share, a 15.1% premium to undisturbed.</li>
<li>This elevated CNBM's parent's stake to 50.01% of total shares from 45.02% currently, necessitating  a whitewash waiver so the parent would not be obliged to make a full blown offer.  </li>
<li>Independent H-shareholder overwhelmingly approved the waiver yesterday, the 19th February. Tendering closes on the 5th March. Minimum pro-ration is 19.24%. I'm estimating at least 35%. The Offer is now unconditional.</li>
</ul>


On the 6th December 2024, China National Building Material (3323 HK) (CNBM), China's leading building materials company, offered to buy back 841,749,304 H-shares at HK$4.03/share, a 15.1% premium to undisturbed.
This elevated CNBM's parent's stake to 50.01% of total shares from 45.02% currently, necessitating  a whitewash waiver so the parent would not be obliged to make a full blown offer.  
Independent H-shareholder overwhelmingly approved the waiver yesterday, the 19th February. Tendering closes on the 5th March. Minimum pro-ration is 19.24%. I'm estimating at least 35%. The Offer is now unconditional.


CNBM (3323 HK): Whitewash Waiver Secured. Next Is The Proration

<ul>
<li>
<a href="https://www.smartkarma.com/entities/pec-ltd" target="_blank" data-smartkarma-citation="entities:19415:1" rel="noopener">PEC Ltd. (PEC SP)</a>, a plant and terminal engineering specialist, has (finally) announced an Offer from Allied Energy Services, an engineering entity under the Liberty Group.</li>
<li>Liberty is offering S$0.84/share (not final) - including a AS$0.20/share special  dividend - a 12.8% premium to undisturbed; but really more like a &gt;35% premium. </li>
<li>Irrevocables from the board of 63.38% have been secured. Looks pretty clean. Assuming late May payment, pay up to S$0.79/share for a 6%/15% gross/annualised spread. </li>
</ul>



PEC Ltd. (PEC SP), a plant and terminal engineering specialist, has (finally) announced an Offer from Allied Energy Services, an engineering entity under the Liberty Group.
Liberty is offering S$0.84/share (not final) - including a AS$0.20/share special  dividend - a 12.8% premium to undisturbed; but really more like a &gt;35% premium. 
Irrevocables from the board of 63.38% have been secured. Looks pretty clean. Assuming late May payment, pay up to S$0.79/share for a 6%/15% gross/annualised spread. 


PEC Ltd. (PEC SP): Privatisation Offer From Liberty Group

<ul>
<li>After <a href="https://www.smartkarma.com/entities/tam-jai-international-co-ltd" target="_blank" data-smartkarma-citation="entities:34227:1" rel="noopener">Tam Jai  (2217 HK)</a> was suspended, in <a href="https://skr.ma/uHXiV" target="_blank" rel="noopener">Tam Jai (2217 HK) Suspended: Expect Toridoll (3397 JP) To Make An Offer</a> I expected an Offer from <a href="https://www.smartkarma.com/entities/toridoll-holdings-corporation" target="_blank" data-smartkarma-citation="entities:8193:1" rel="noopener">TORIDOLL Holdings (3397 JP)</a>.</li>
<li>I also thought an Offer price ~HK$1.50/share would be welcome, but wasn't hopeful. We got both - a <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2025/0217/2025021701057.pdf" target="_blank" rel="noopener">Scheme</a> from Toridoll at HK$1.58/share (best &amp; final).</li>
<li>Clean deal. Just a question of timing. Docs may be delayed to incorporate FY25E (Mar Y/E) financials. </li>
</ul>


After Tam Jai  (2217 HK) was suspended, in Tam Jai (2217 HK) Suspended: Expect Toridoll (3397 JP) To Make An Offer I expected an Offer from TORIDOLL Holdings (3397 JP).
I also thought an Offer price ~HK$1.50/share would be welcome, but wasn't hopeful. We got both - a Scheme from Toridoll at HK$1.58/share (best &amp; final).
Clean deal. Just a question of timing. Docs may be delayed to incorporate FY25E (Mar Y/E) financials. 


Tam Jai (2217 HK): Toridoll (3397 JP)'s Excellent Offer

<ul>
<li>Small-Cap property developer <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> is currently <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2025/0214/2025021400231.pdf" target="_blank" rel="noopener">suspended</a> pursuant to the Takeovers Code</li>
<li>Soundwill is controlled as to 74.97% by Grace Foo (ED), and her descendants, Wai Ling Chan (deputy chairman), and Hing Tat Chan (chairman). </li>
<li>Soundwill is trading at a staggering 0.08x P/B, with the majority of its book value tied up in investment properties.</li>
</ul>


Small-Cap property developer Soundwill Holdings (878 HK) is currently suspended pursuant to the Takeovers Code
Soundwill is controlled as to 74.97% by Grace Foo (ED), and her descendants, Wai Ling Chan (deputy chairman), and Hing Tat Chan (chairman). 
Soundwill is trading at a staggering 0.08x P/B, with the majority of its book value tied up in investment properties.


Soundwill Holdings (878 HK): Privatisation Expected From The Controlling Family

Hong Kong

Sun Art Retail Group Ltd. operates hypermarkets.  The Company retails food and offers amenities such as restaurants, automated teller machines, pharmacies and dry cleaners.

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Sun Art Retail (6808 HK)

(Mostly) Asia-Pac M&A: Domain Holdings, Mayne Pharma, Tam Jai, PEC Ltd, Canvest, Fuji Soft, Proto

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

CNBM (3323 HK): Whitewash Waiver Secured. Next Is The Proration

I'm inclined to simply short outright here, if I had guaranteed take-no-action borrow. Especially as the price closes in on the tender price, and...

David Blennerhassett

PEC Ltd. (PEC SP): Privatisation Offer From Liberty Group

This is done. If small, illliquid arbs are your bent, and assuming late May payment, I'd pay up to S$0.79/share for a gross/annualised return of 6%...

David Blennerhassett

Tam Jai (2217 HK): Toridoll (3397 JP)'s Excellent Offer

This is done. No competing Offer will emerge. If payment on or around mid-July, and small-cap arbs are your thing, I'd pay up to HK$1.49/share for...

David Blennerhassett

Soundwill Holdings (878 HK): Privatisation Expected From The Controlling Family

Despite Soundwill's illiquidity, the controlling family probably still needs to offer a premium of 50%-75%. Not just to account for the low P/B...

David Blennerhassett

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