European Event-Driven Analyst

Jesus Rodriguez Aguilar

Event-Driven

Telefonica Deutschland Holding / Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/telefonica-sa" target="_blank" data-smartkarma-citation="entities:21299:1" rel="noopener">Telefonica SA (TEF SM)</a> surprised everyone with a €2.35/share voluntary cash offer for the minorities in <a href="https://www.smartkarma.com/entities/telefonica-deutschland-holding" target="_blank" data-smartkarma-citation="entities:21687:1" rel="noopener">Telefonica Deutschland Holding (O2D GR)</a>, 37.6% premium, 4.4x EV/Fwd EBITDA (vs.5.1x Telefonica), €1970 million value.</li>
<li>The premium is attractive, c.31% premium to median IBES consensus TP, so I believe the offer will succeed. There will be no additional acceptance period. Spread is +0.17%.</li>
<li>Telefonica will add 7% more leverage at a time it is seeking the opposite: on the cards are some sort of divestment of Virgin Media O2 or a dividend cut.</li>
</ul>



Telefonica SA (TEF SM) surprised everyone with a €2.35/share voluntary cash offer for the minorities in Telefonica Deutschland Holding (O2D GR), 37.6% premium, 4.4x EV/Fwd EBITDA (vs.5.1x Telefonica), €1970 million value.
The premium is attractive, c.31% premium to median IBES consensus TP, so I believe the offer will succeed. There will be no additional acceptance period. Spread is +0.17%.
Telefonica will add 7% more leverage at a time it is seeking the opposite: on the cards are some sort of divestment of Virgin Media O2 or a dividend cut.


Telefonica/Telefonica Deutschland Holding AG: Offer for Minorities

Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

<ul>
<li>If you are still long the <a href="https://www.smartkarma.com/entities/hokuhoku-financial-group-inc" target="_blank" data-smartkarma-citation="entities:19006:1" rel="noopener">Financial Group (8377 JP)</a> from before, stay long.If you sold Hokuhoku from before, be long again, and buy on weakness</li>
<li>Disaster for arb players as AusSuper rewrites the record books as an investor class and shoots down Brookfield's sweetened Offer for <a href="https://www.smartkarma.com/entities/origin-energy-ltd" target="_blank" data-smartkarma-citation="entities:797:1" rel="noopener">Origin Energy (ORG AU)</a>.</li>
<li>
<a href="https://www.smartkarma.com/entities/kyocera-corp" target="_blank" data-smartkarma-citation="entities:753:1" rel="noopener">Kyocera (6971 JP)</a> announced Q2 results and lowered its full-year forecast. Then the CEO said it was "reconsidering" what to do with <a href="https://www.smartkarma.com/entities/kddi-corp" target="_blank" data-smartkarma-citation="entities:639:1" rel="noopener">KDDI (9433 JP)</a> shares (after an AGM disaster).</li>
</ul>


If you are still long the Financial Group (8377 JP) from before, stay long.If you sold Hokuhoku from before, be long again, and buy on weakness
Disaster for arb players as AusSuper rewrites the record books as an investor class and shoots down Brookfield's sweetened Offer for Origin Energy (ORG AU).

Kyocera (6971 JP) announced Q2 results and lowered its full-year forecast. Then the CEO said it was "reconsidering" what to do with KDDI (9433 JP) shares (after an AGM disaster).


Last Week in Event SPACE: Hokuhoku, Origin Energy, KDDI, BoJ

<ul>
<li>The public holding company SEPI, controlled by the Spanish Treasury, has confirmed to the CNMV that it is studying the possibility of acquiring a stake in <a href="https://www.smartkarma.com/entities/telefonica-sa" target="_blank" data-smartkarma-citation="entities:21299:1" rel="noopener">Telefonica SA (TEF SM).</a>
</li>
<li>Market speculates with a 5% stake to counterbalance the current 4.9% stake of STC (which could execute an option to acquire another 5% pending Government authorisation).</li>
<li>At current market prices, it is equivalent to 22.04 trading sessions. Q3 results and Capital Markets Day, the first major strategic update in years, will take place on 8 November. </li>
</ul>


The public holding company SEPI, controlled by the Spanish Treasury, has confirmed to the CNMV that it is studying the possibility of acquiring a stake in Telefonica SA (TEF SM).

Market speculates with a 5% stake to counterbalance the current 4.9% stake of STC (which could execute an option to acquire another 5% pending Government authorisation).
At current market prices, it is equivalent to 22.04 trading sessions. Q3 results and Capital Markets Day, the first major strategic update in years, will take place on 8 November. 


<ul>
<li>The agreement between Vodafone and the consortium values the company at a generous 24x EV/Fwd EBITDA, 19% premium over the 3-month VWAP (14.7% above my DCF-based fair value estimate).</li>
<li>Nevertheless the spread (+0.44%) signals that Oak Holdings may not obtain the necessary 95% to squeeze-out. Risk arb funds are betting on higher returns from a Domination Agreement.</li>
<li>On rather aggressive assumptions (90% payout, 4.5% rate of return, 2.5% growth) a dividend-discount model provides a €39.6/share valuation. This could still turn into another messy Kabel Deustschland scenario.</li>
</ul>


The agreement between Vodafone and the consortium values the company at a generous 24x EV/Fwd EBITDA, 19% premium over the 3-month VWAP (14.7% above my DCF-based fair value estimate).
Nevertheless the spread (+0.44%) signals that Oak Holdings may not obtain the necessary 95% to squeeze-out. Risk arb funds are betting on higher returns from a Domination Agreement.
On rather aggressive assumptions (90% payout, 4.5% rate of return, 2.5% growth) a dividend-discount model provides a €39.6/share valuation. This could still turn into another messy Kabel Deustschland scenario.


Oak Holdings/Vantage Towers: Tendering Vs. Domination Agreement

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<ul><li>Elon Musk's Starlink recently <a href="https://techcrunch.com/2022/08/25/t-mobile-phones-will-connect-to-starlink-for-free-starting-next-year/" target="_blank" rel="noopener">announced plans</a> to enter the global carrier market, spooking shareholders of space-based cellular operator AST SpaceMobile.</li><li>AST, which went public through a SPAC in 2021, has plans to commercialise global space based telecommunications, but has notably struggled due to technical challenges.</li><li>AST Shareholders have feared that the Starlink announcement risked overshadowing the company’s upcoming launch and also possibly beat the company to market, despite the latter having a significant head start.</li></ul>

Elon Musk's Starlink recently announced plans to enter the global carrier market, spooking shareholders of space-based cellular operator AST SpaceMobile.AST, which went public through a SPAC in 2021, has plans to commercialise global space based telecommunications, but has notably struggled due to technical challenges.AST Shareholders have feared that the Starlink announcement risked overshadowing the company’s upcoming launch and also possibly beat the company to market, despite the latter having a significant head start.

AST SpaceMobile Vs Starlink: The Race for Global Connectivity

Spain

Telefonica S.A. provides telecommunications services mainly to countries in Europe and Latin America.  The Company offers fixed-line and mobile telephone, Internet, and data transmission services to residential and corporate customers.

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Telefonica SA (TEF SM)

Telefonica/Telefonica Deutschland Holding AG: Offer for Minorities

Telefonica surprises with a cash offer for Telefonica Deutschland, offering a 38% premium and potentially adding more leverage. The offer should...

Jesus Rodriguez Aguilar

Last Week in Event SPACE: Hokuhoku, Origin Energy, KDDI, BoJ

The weekend is here! Pour yourself a coffee, grab a comfortable seat, and sift through a brief summary of insights on various events discussed...

David Blennerhassett

Back in Telefonica

SEPI, the Spanish Treasury's public holding company, is considering buying a stake in Telefonica SA, possibly around 5% to gain a seat in the...

Jesus Rodriguez Aguilar

Oak Holdings/Vantage Towers: Tendering Vs. Domination Agreement

The agreement values VTWR at a generous 24x EV/Fwd EBITDA, 19% premium to 3-month VWAP. Oak Holdings intends to enter into a domination and P&L...

Jesus Rodriguez Aguilar

AST SpaceMobile Vs Starlink: The Race for Global Connectivity

Elon Musk's Starlink recently announced plans to enter the global carrier market, spooking shareholders of space-based cellular operator AST...

subSPAC

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52-week Range

Market Cap (USDm)

P/E

Dividend (Yield)

Telefonica/Telefonica Deutschland Holding AG: Offer for Minorities

​Telefonica surprises with a cash offer for Telefonica Deutschland, offering a 38% premium and potentially adding more leverage. The offer should...

Jesus Rodriguez Aguilar

Last Week in Event SPACE: Hokuhoku, Origin Energy, KDDI, BoJ

The weekend is here! Pour yourself a coffee, grab a comfortable seat, and sift through a brief summary of insights on various events discussed...

David Blennerhassett

Back in Telefonica

​SEPI, the Spanish Treasury's public holding company, is considering buying a stake in Telefonica SA, possibly around 5% to gain a seat in the...

Jesus Rodriguez Aguilar

Oak Holdings/Vantage Towers: Tendering Vs. Domination Agreement

The agreement values VTWR at a generous 24x EV/Fwd EBITDA, 19% premium to 3-month VWAP. Oak Holdings intends to enter into a domination and P&L...

Jesus Rodriguez Aguilar

AST SpaceMobile Vs Starlink: The Race for Global Connectivity

Elon Musk's Starlink recently announced plans to enter the global carrier market, spooking shareholders of space-based cellular operator AST...

subSPAC

Telefonica surprises with a cash offer for Telefonica Deutschland, offering a 38% premium and potentially adding more leverage. The offer should...

SEPI, the Spanish Treasury's public holding company, is considering buying a stake in Telefonica SA, possibly around 5% to gain a seat in the...