Pan-Asia Catalysts/Events, Quiddity Advisors

Travis Lundy

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>On 24 May, <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> (TC) came out fighting against Yamauchi No.10 Family Office (YFO), presenting a poison pill and accusing YFO of "extreme dishonesty" despite standstill agreement. </li>
<li>YFO presented hundreds of pages of defence, TC continued to accuse the YFO co-CIO and others of wrongdoing. To me, TC was clearly acting in bad faith. </li>
<li>After ISS and later Glass Lewis came out against TC's proposal, YFO continued to ask for the PP to be pulled, TC has finally relented. Now we wait some more.</li>
</ul>


On 24 May, Toyo Construction (1890 JP) (TC) came out fighting against Yamauchi No.10 Family Office (YFO), presenting a poison pill and accusing YFO of "extreme dishonesty" despite standstill agreement. 
YFO presented hundreds of pages of defence, TC continued to accuse the YFO co-CIO and others of wrongdoing. To me, TC was clearly acting in bad faith. 
After ISS and later Glass Lewis came out against TC's proposal, YFO continued to ask for the PP to be pulled, TC has finally relented. Now we wait some more.


Toyo Cancels Poison Pill At Last Minute - Range to the Upside

David Blennerhassett

<ul>
<li>
<a href="https://www.smartkarma.com/entities/frasers-hospitality-trust" target="_blank" data-smartkarma-citation="entities:913:1" rel="noopener">Frasers Hospitality (FHT SP)</a>'s Offer comes at an all-time high price, exceeding the end-2019 price on a dividend-adjusted basis.  This should be done, but it is worth thinking about how.</li>
<li>There is clearly an intentional miscommunication and bad faith posturing by <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>. </li>
<li>
<a href="https://www.smartkarma.com/entities/link-administration-holdings-ltd" target="_blank" data-smartkarma-citation="entities:970:1" rel="noopener">Link Admin (LNK AU)</a> has to exit PEXA to appease ACCC. But how badly do D&amp;D want PEXA? Will they walk? Time to look at Link fundamentally.</li>
</ul>



Frasers Hospitality (FHT SP)'s Offer comes at an all-time high price, exceeding the end-2019 price on a dividend-adjusted basis.  This should be done, but it is worth thinking about how.
There is clearly an intentional miscommunication and bad faith posturing by Toyo Construction (1890 JP). 

Link Admin (LNK AU) has to exit PEXA to appease ACCC. But how badly do D&amp;D want PEXA? Will they walk? Time to look at Link fundamentally.


Last Week in Event SPACE: Frasers Hospitality, Toyo Construction, Link Admin, Kito Corporation

<ul>
<li>There are 49 - mostly firm - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.</li>
<li>Two new deals this week: <a href="https://www.smartkarma.com/entities/frasers-hospitality-trust" target="_blank" data-smartkarma-citation="entities:913:1" rel="noopener">Frasers Hospitality Trust (FHT SP)</a>'s Scheme, and  <a href="https://www.smartkarma.com/entities/pfizer-inc" target="_blank" data-smartkarma-citation="entities:1131:1" rel="noopener">Pfizer Inc (PFE US)</a>'s Offer for <a href="https://www.smartkarma.com/entities/narhex-life-sciences-ltd" target="_blank" data-smartkarma-citation="entities:9728:1" rel="noopener">Resapp Health (RAP AU)</a>.</li>
<li>Key updates took place for: <a href="https://www.smartkarma.com/entities/link-administration-holdings-ltd" target="_blank" data-smartkarma-citation="entities:970:1" rel="noopener">Link Administration (LNK AU)</a>, <a href="https://www.smartkarma.com/entities/virtus-health-ltd" target="_blank" data-smartkarma-citation="entities:14776:1" rel="noopener">Virtus Health (VRT 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>, <a href="https://www.smartkarma.com/entities/kito-corporation" target="_blank" data-smartkarma-citation="entities:19512:1" rel="noopener">Kito Corporation (6409 JP)</a>, and <a href="https://www.smartkarma.com/entities/hwa-hong-corp-ltd" target="_blank" data-smartkarma-citation="entities:6648:1" rel="noopener">Hwa Hong Corp (HWAH SP)</a>.</li>
</ul>


There are 49 - mostly firm - transactions currently being discussed and analysed on Smartkarma. Inside is a timetable of upcoming key events for each deal.
Two new deals this week: Frasers Hospitality Trust (FHT SP)'s Scheme, and  Pfizer Inc (PFE US)'s Offer for Resapp Health (RAP AU).
Key updates took place for: Link Administration (LNK AU), Virtus Health (VRT AU), Toyo Construction (1890 JP), Kito Corporation (6409 JP), and Hwa Hong Corp (HWAH SP).


Asia-Pac Weekly Risk Arb Wrap: ResApp Health, Kto Corp, Link Admin, Toyo, Fraser Hospitality

<ul>
<li>Three weeks ago, Yamauchi No 10 Family Office (YFO) announced its intentions to launch a Tender Offer by end-June. <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> got upset and called YFO names.</li>
<li>TC announced a Poison Pill, they talked, TC accused YFO in the AGM Convocation of "extreme dishonesty." They have since met again, and finally signed a long standstill agreement. </li>
<li>But the Poison Pill will be put to shareholders (ISS recommends against), and shareholders have to decide from the public documents whether they believe Toyo Construction. </li>
</ul>


Three weeks ago, Yamauchi No 10 Family Office (YFO) announced its intentions to launch a Tender Offer by end-June. Toyo Construction (1890 JP) got upset and called YFO names.
TC announced a Poison Pill, they talked, TC accused YFO in the AGM Convocation of "extreme dishonesty." They have since met again, and finally signed a long standstill agreement. 
But the Poison Pill will be put to shareholders (ISS recommends against), and shareholders have to decide from the public documents whether they believe Toyo Construction. 


Toyo Construction - YFO Standstill Against TC Hostility

<ul>
<li>As discussed in the last insight, there was the possibility that YFO was jumping the gun. From the near 100+ pages released by <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> today, they did.</li>
<li>TC accused YFO of being "dishonest" in its attitude and actions, from the "reasons" stated in its Large Shareholder Report and market purchases to YFO's Murakami-san's previous interactions.</li>
<li>What TC doesn't yet understand is that when a company is in play, if a "market check" comes in, that's OK. Investors are not hurt by a higher bid.</li>
</ul>


As discussed in the last insight, there was the possibility that YFO was jumping the gun. From the near 100+ pages released by Toyo Construction (1890 JP) today, they did.
TC accused YFO of being "dishonest" in its attitude and actions, from the "reasons" stated in its Large Shareholder Report and market purchases to YFO's Murakami-san's previous interactions.
What TC doesn't yet understand is that when a company is in play, if a "market check" comes in, that's OK. Investors are not hurt by a higher bid.


Toyo Construction Comes Out Fighting Against YFO, But Sincerely.

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)

Toyo Cancels Poison Pill At Last Minute - Range to the Upside

Toyo Construction - after weeks of accusations/defamation against YFO - has decided to withdraw its poison pill. That is positive, and suggests...

Travis Lundy

Last Week in Event SPACE: Frasers Hospitality, Toyo Construction, Link Admin, Kito Corporation

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

Asia-Pac Weekly Risk Arb Wrap: ResApp Health, Kto Corp, Link Admin, Toyo, Fraser Hospitality

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

Toyo Construction - YFO Standstill Against TC Hostility

YFO has signed a standstill agreement. TC asked for a month plus 10-day extension. They got a year. But they are going ahead with the Poison Pill,...

Travis Lundy

Toyo Construction Comes Out Fighting Against YFO, But Sincerely.

Toyo Construction yesterday laid out a case for why YFO is the bad guy. TC want to slow everything down after YFO pushed too hard. This was not...

Travis Lundy

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