Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>A small specialty adhesives maker - <a href="https://www.smartkarma.com/entities/teraoka-seisakusho-co-ltd" target="_blank" data-smartkarma-citation="entities:18180:1" rel="noopener">Teraoka Seisakusho (4987 JP)</a> has had an MBO proposed and approved. At 0.54x book. NetCash+securities+2.5mos of net A/R+inventory = 99% of Takeover Market Cap.</li>
<li>Borrow 2x EBITDA, pay out the cash and securities, and this is being done at &lt;0.3x remaining book. The takeover is 100+% bank funded. It's ridiculous.</li>
<li>For this to get stopped, however, someone has to go activist on a smallcap where retail owns the entire float and friends and family own 55% to start.</li>
</ul>


A small specialty adhesives maker - Teraoka Seisakusho (4987 JP) has had an MBO proposed and approved. At 0.54x book. NetCash+securities+2.5mos of net A/R+inventory = 99% of Takeover Market Cap.
Borrow 2x EBITDA, pay out the cash and securities, and this is being done at &lt;0.3x remaining book. The takeover is 100+% bank funded. It's ridiculous.
For this to get stopped, however, someone has to go activist on a smallcap where retail owns the entire float and friends and family own 55% to start.


Offensively Low-Priced MBO for Teraoka Seisakusho (4987) - Yet Another SmallCap Governance Disaster

<ul>
<li>Yesterday after the close, well-known Japanese activist Murakami-san's preferred entity City Index Eleventh filed a Large Shareholder Report. </li>
<li>The blast across Bloomberg was "*AOZORA 5.4% STAKE REPORTED BY CITY INDEX ELEVENTH." Sounds exciting after the shares dropped 34% in two days earlier this month after reporting big writedowns. </li>
<li>But there has to be a question here. Why? And Why this way? And what kind of activism would be possible? </li>
</ul>


Yesterday after the close, well-known Japanese activist Murakami-san's preferred entity City Index Eleventh filed a Large Shareholder Report. 
The blast across Bloomberg was "*AOZORA 5.4% STAKE REPORTED BY CITY INDEX ELEVENTH." Sounds exciting after the shares dropped 34% in two days earlier this month after reporting big writedowns. 
But there has to be a question here. Why? And Why this way? And what kind of activism would be possible? 


JAPAN ACTIVISM:  Is Murakami-San Going To Do A PacMetals Rug Pull on Aozora? Or Is This For Real?

David Blennerhassett

Taisho Pharmaceutical Holdin / Event-Driven

<ul>
<li>I tally 45 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.</li>
<li>One new deal discussed this week on Smartkarma: <a href="https://www.smartkarma.com/entities/tdcx-inc" target="_blank" data-smartkarma-citation="entities:34187:1" rel="noopener">TDCX (TDCX US)</a>'s MBO.</li>
<li>Key updates took place on: <a href="https://www.smartkarma.com/entities/orecorp-ltd" target="_blank" data-smartkarma-citation="entities:8120:1" rel="noopener">Orecorp Ltd (ORR AU)</a>, <a href="https://www.smartkarma.com/entities/t-k-toka-co-ltd" target="_blank" data-smartkarma-citation="entities:18678:1" rel="noopener">T&amp;K Toka Co Ltd (4636 JP)</a>, <a href="https://www.smartkarma.com/entities/taisho-pharmaceutical-holdin" target="_blank" data-smartkarma-citation="entities:3774:1" rel="noopener">Taisho Pharmaceutical Holdin (4581 JP)</a>, <a href="https://www.smartkarma.com/entities/benesse-holdings-inc" target="_blank" data-smartkarma-citation="entities:12877:1" rel="noopener">Benesse Holdings (9783 JP)</a>, and <a href="https://www.smartkarma.com/entities/ijtt-co-ltd" target="_blank" data-smartkarma-citation="entities:19461:1" rel="noopener">IJTT Co., Ltd. (7315 JP)</a>.</li>
</ul>


I tally 45 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.
One new deal discussed this week on Smartkarma: TDCX (TDCX US)'s MBO.
Key updates took place on: Orecorp Ltd (ORR AU), T&amp;K Toka Co Ltd (4636 JP), Taisho Pharmaceutical Holdin (4581 JP), Benesse Holdings (9783 JP), and IJTT Co., Ltd. (7315 JP).


(Mostly) Asia-Pac Weekly Risk Arb Wrap: TDCX, Orecorp, T&K Toka, Taisho Pharma, Benesse, IJTT

<ul>
<li>I tally 50 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.</li>
<li>Two new deals discussed this week: <a href="https://www.smartkarma.com/entities/aoki-holdings-inc" target="_blank" data-smartkarma-citation="entities:2993:1" rel="noopener">AOKI Holdings (8214 JP)</a>'s MBO and in-specied-triggered MTO got <a href="https://www.smartkarma.com/entities/kerry-express-thailand" target="_blank" data-smartkarma-citation="entities:29253:1" rel="noopener">Kerry Express Thailand (KEX TB)</a>.</li>
<li>Key updates took place on: <a href="https://www.smartkarma.com/entities/joyy-inc" target="_blank" data-smartkarma-citation="entities:285:1" rel="noopener">JOYY (YY US)</a>, <a href="https://www.smartkarma.com/entities/tietto-minerals-ltd" target="_blank" data-smartkarma-citation="entities:28006:1" rel="noopener">Tietto Minerals Ltd (TIE AU)</a>and <a href="https://www.smartkarma.com/entities/pact-group-holdings-ltd" target="_blank" data-smartkarma-citation="entities:692:1" rel="noopener">Pact Group Holdings (PGH AU)</a>.</li>
</ul>


I tally 50 - mostly firm, mostly Asia-Pac - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.
Two new deals discussed this week: AOKI Holdings (8214 JP)'s MBO and in-specied-triggered MTO got Kerry Express Thailand (KEX TB).
Key updates took place on: JOYY (YY US), Tietto Minerals Ltd (TIE AU)and Pact Group Holdings (PGH AU).


(Mostly) Asia-Pac Weekly Risk Arb Wrap: Aoki, Kerry Express Thailand, JOYY, Tietto Mins, Pact Group

<ul>
<li>For the month of December 2023, 16 new deals (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$10bn.</li>
<li>The average premium for the new deals announced (or first discussed) in December was 44.7%. The average YTD is 39% (117 deals).</li>
<li>This compares to the average premium for all deals in 2022 (106 deals), 2021 (165 deals), 2020 (158 deals), and 2019 (145 deals) of 41%, 33%, 31%, and 31% respectively.</li>
</ul>


For the month of December 2023, 16 new deals (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$10bn.
The average premium for the new deals announced (or first discussed) in December was 44.7%. The average YTD is 39% (117 deals).
This compares to the average premium for all deals in 2022 (106 deals), 2021 (165 deals), 2020 (158 deals), and 2019 (145 deals) of 41%, 33%, 31%, and 31% respectively.


(Mostly) Asia M&A, Dec 2023: Vinda, Adbri, Perpetual, CPMC, Sigma Health, Shinko Electric

Japan

TERAOKA SEISAKUSHO CO., LTD. manufactures a variety of adhesive tape products. The Company produces packaging, electro-magnetic shielding, general industrial, and electrical tapes.

Teraoka Seisakusho (4987 JP)

Offensively Low-Priced MBO for Teraoka Seisakusho (4987) - Yet Another SmallCap Governance Disaster

The MBO by the Chairman's family is at 0.54x book. 55% of the Takeover Price is Net Cash+Securities. Another 44% is Net Receivables+Inventory. This...

Travis Lundy

JAPAN ACTIVISM: Is Murakami-San Going To Do A PacMetals Rug Pull on Aozora? Or Is This For Real?

Murakami-san's daughter bought 5.4% of Aozora Bank. It could be activism or it could be another pump'n'dump like Pacific Metals. It is tough to...

Travis Lundy

(Mostly) Asia-Pac Weekly Risk Arb Wrap: TDCX, Orecorp, T&K Toka, Taisho Pharma, Benesse, IJTT

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

(Mostly) Asia-Pac Weekly Risk Arb Wrap: Aoki, Kerry Express Thailand, JOYY, Tietto Mins, Pact Group

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

(Mostly) Asia M&A, Dec 2023: Vinda, Adbri, Perpetual, CPMC, Sigma Health, Shinko Electric

For the month of December, 16 new deals were discussed on Smartkarma with an overall deal size of ~US$10bn. The average premium for the new deals...

David Blennerhassett