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.

Event-Driven

<ul>
<li>YFO’s <a href="https://prtimes.jp/main/html/rd/p/000000020.000071768.html" target="_blank" rel="noopener">press release</a> alleges the <a href="https://www.smartkarma.com/entities/toyo-construction-co-ltd" target="_blank" data-smartkarma-citation="entities:1176:1" rel="noopener">Toyo Construction (1890 JP)</a> Board will not recommend the tender as YFO is not a suitable owner rather than the JPY,1000 price being too low.</li>
<li>The Board responded that YFO violated the NDA by disclosing the reasons for the Board’s disapproval. This damages the understanding between the parties, an essential precondition to recommending the offer.</li>
<li>The start of the tender has been pushed back to late January 2023. YFO is committed and will not withdraw the offer for any reason that shareholders may consider unreasonable. </li>
</ul>


YFO’s press release alleges the Toyo Construction (1890 JP) Board will not recommend the tender as YFO is not a suitable owner rather than the JPY,1000 price being too low.
The Board responded that YFO violated the NDA by disclosing the reasons for the Board’s disapproval. This damages the understanding between the parties, an essential precondition to recommending the offer.
The start of the tender has been pushed back to late January 2023. YFO is committed and will not withdraw the offer for any reason that shareholders may consider unreasonable. 


Toyo Construction (1890 JP): Pot Shots and Warning Shots

Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

<ul>
<li>In March, <a href="https://www.smartkarma.com/entities/toyo-construction-co-ltd" target="_blank" data-smartkarma-citation="entities:1176:1" rel="noopener">Toyo Construction (1890 JP)</a> agreed to be bought out by <a href="https://www.smartkarma.com/entities/infroneer-holdings-inc" target="_blank" data-smartkarma-citation="entities:35785:1" rel="noopener">INFRONEER Holdings (5076 JP)</a> for ¥770/share. One activist objected, and bought 28%. They then said they'd pay ¥1,000.</li>
<li>The Infroneer deal failure started an acrimonious back and forth. The hostility lessened over the summer, but despite activist Yamauchi Family Office's protestations of love, no deal as of November.</li>
<li>Today saw another press release, delaying things. The contents are 🌶🌶🌶.  NOW things are getting more interesting. Hostility is back. Medium-spicy. Three 🌶 out of five.</li>
</ul>


In March, Toyo Construction (1890 JP) agreed to be bought out by INFRONEER Holdings (5076 JP) for ¥770/share. One activist objected, and bought 28%. They then said they'd pay ¥1,000.
The Infroneer deal failure started an acrimonious back and forth. The hostility lessened over the summer, but despite activist Yamauchi Family Office's protestations of love, no deal as of November.
Today saw another press release, delaying things. The contents are 🌶🌶🌶.  NOW things are getting more interesting. Hostility is back. Medium-spicy. Three 🌶 out of five.


Toyo (1890) Says "We Reject". YFO Says "But We Didn't Talk". Medium-🌶🌶🌶 Hostile Activism To Ensue

David Blennerhassett

China Traditional Chinese Medicine / Event-Driven

China Traditional Chinese Medicine (570 HK)

<ul>
<li>There are 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 was discussed on Smartkarma: <a href="https://www.smartkarma.com/entities/xingda-international-holdings" target="_blank" data-smartkarma-citation="entities:17836:1" rel="noopener">Xingda International (1899 HK)</a>'s partial MBO.</li>
<li>Key updates took place for: <a href="https://www.smartkarma.com/entities/nitro-software-ltd" target="_blank" data-smartkarma-citation="entities:30943:1" rel="noopener">Nitro Software Ltd (NTO AU)</a> , <a href="https://www.smartkarma.com/entities/chip-eng-seng-corp-ltd" target="_blank" data-smartkarma-citation="entities:6441:1" rel="noopener">Chip Eng Seng Corp (CHIP SP)</a> and <a href="https://www.smartkarma.com/entities/china-traditional-chinese-medicine" target="_blank" data-smartkarma-citation="entities:351:1" rel="noopener">China Traditional Chinese Medicine (570 HK)</a>.</li>
</ul>


There are 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 was discussed on Smartkarma: Xingda International (1899 HK)'s partial MBO.
Key updates took place for: Nitro Software Ltd (NTO AU) , Chip Eng Seng Corp (CHIP SP) and China Traditional Chinese Medicine (570 HK).


(Mostly) Asia-Pac Weekly Risk Arb Wrap: Xingda, Nitro, Chip Eng Seng, Traditional Chinese Medicine

<ul>
<li>
<a href="https://www.smartkarma.com/entities/keppel-corp-ltd" target="_blank" data-smartkarma-citation="entities:12:1" rel="noopener">Keppel Corp (KEP SP)</a> shareholders vote next week. <a href="https://www.smartkarma.com/entities/sembcorp-marine-ltd" target="_blank" data-smartkarma-citation="entities:11:1" rel="noopener">Sembcorp Marine (SMM SP)</a> shareholders are awaiting their Circular. Expect both sets of shareholders will approve. The optics and performance look good.</li>
<li>
<a href="https://www.smartkarma.com/entities/carbon-revolution-ltd" target="_blank" data-smartkarma-citation="entities:29071:1" rel="noopener">Carbon Revolution Ltd (CBR AU)</a>  SPAC Offer is a high-cost red-herring. Management who support this takeover should be fired.</li>
<li>Nintendo Founder Family Office "YFO" bought 25+% of <a href="https://www.smartkarma.com/entities/toyo-construction-co-ltd" target="_blank" data-smartkarma-citation="entities:1176:1" rel="noopener">Toyo Construction (1890 JP)</a>, then offered to buy it out. Negotiations are ongoing. We still don't really know what is going on. </li>
</ul>



Keppel Corp (KEP SP) shareholders vote next week. Sembcorp Marine (SMM SP) shareholders are awaiting their Circular. Expect both sets of shareholders will approve. The optics and performance look good.

Carbon Revolution Ltd (CBR AU)  SPAC Offer is a high-cost red-herring. Management who support this takeover should be fired.
Nintendo Founder Family Office "YFO" bought 25+% of Toyo Construction (1890 JP), then offered to buy it out. Negotiations are ongoing. We still don't really know what is going on. 


Last Week in Event SPACE: Keppel/Sembcorp, Carbon Revolution, Toyo Construction, Fuji Oil, Toshiba

<ul>
<li>There are 48 - 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 were discussed on Smartkarma: <a href="https://www.smartkarma.com/entities/bigtincan-holdings-ltd" target="_blank" data-smartkarma-citation="entities:29067:1" rel="noopener">Bigtincan Holdings Ltd (BTH AU)</a>'s low-balled Offer; <a href="https://www.smartkarma.com/entities/carbon-revolution-ltd" target="_blank" data-smartkarma-citation="entities:29071:1" rel="noopener">Carbon Revolution Ltd (CBR AU)</a>'s desperate SPAC takeover.</li>
<li>Key updates took place for: <a href="https://www.smartkarma.com/entities/warrego-energy-ltd-082ab214-f4bb-4224-b321-8977486cd661" target="_blank" data-smartkarma-citation="entities:7808:1" rel="noopener">Warrego Energy (WGO AU)</a>, <a href="https://www.smartkarma.com/entities/toyo-construction-co-ltd" target="_blank" data-smartkarma-citation="entities:1176:1" rel="noopener">Toyo Construction (1890 JP)</a>, and <a href="https://www.smartkarma.com/entities/hitachi-transport-system-ltd" target="_blank" data-smartkarma-citation="entities:2395:1" rel="noopener">Hitachi Transport System (9086 JP)</a>.</li>
</ul>


There are 48 - 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 were discussed on Smartkarma: Bigtincan Holdings Ltd (BTH AU)'s low-balled Offer; Carbon Revolution Ltd (CBR AU)'s desperate SPAC takeover.
Key updates took place for: Warrego Energy (WGO AU), Toyo Construction (1890 JP), and Hitachi Transport System (9086 JP).


(Mostly) Asia-Pac Weekly Risk Arb Wrap: Bigtincan, Carbon Revolution, Warrego, Toyo, Hitachi T'sport

Japan

TOYO CONSTRUCTION CO., LTD. performs marine civil engineering works. The Company provides reclamation and ground improvement works. Toyo Construction also constructs infrastructure such as water purification systems.  The Company builds commercial and institutional buildings, operating real estate businesses.

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Toyo Construction (1890 JP)