Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>The Cayman Islands is seeking to eliminate the "headcount test" for Schemes of Arrangement.</li>
<li>Such an amendment will provide greater certainty for Hong Kong Schemes, wherein 59% of all listed companies are Cayman Islands incorporated. </li>
<li>This development arrives a tad late for <a href="https://www.smartkarma.com/entities/razer-inc" target="_blank" data-smartkarma-citation="entities:24380:1" rel="noopener">Razer Inc (1337 HK)</a>, which is trading wide to terms, exactly on account of the fact it could potentially fail the headcount test. </li>
</ul>


The Cayman Islands is seeking to eliminate the "headcount test" for Schemes of Arrangement.
Such an amendment will provide greater certainty for Hong Kong Schemes, wherein 59% of all listed companies are Cayman Islands incorporated. 
This development arrives a tad late for Razer Inc (1337 HK), which is trading wide to terms, exactly on account of the fact it could potentially fail the headcount test. 


Yashili International Holdings / Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/china-mengniu-dairy-co" target="_blank" data-smartkarma-citation="entities:354:1" rel="noopener">China Mengniu (2319 HK)</a> is in discussions regarding its holdings in <a href="https://www.smartkarma.com/entities/yashili-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:3397:1" rel="noopener">Yashili (1230 HK)</a> which may result in a number of Potential Transactions, and may include a pre-conditional privatisation offer.</li>
<li>The Potential Offer would involve a cancellation price of HK$1.20/share, a 31.9% premium to last close, and a 161% premium to the undisturbed price. </li>
<li>The recent privatisation of key peer <a href="https://www.smartkarma.com/entities/ausnutria-dairy-corp-ltd" target="_blank" data-smartkarma-citation="entities:13799:1" rel="noopener">Ausnutria Dairy Corp (1717 HK)</a> provides a guideline to the timeline from here.</li>
</ul>



China Mengniu (2319 HK) is in discussions regarding its holdings in Yashili (1230 HK) which may result in a number of Potential Transactions, and may include a pre-conditional privatisation offer.
The Potential Offer would involve a cancellation price of HK$1.20/share, a 31.9% premium to last close, and a 161% premium to the undisturbed price. 
The recent privatisation of key peer Ausnutria Dairy Corp (1717 HK) provides a guideline to the timeline from here.


Yashili (1230 HK): Possible Mengniu Offer Amid Exchange Rights And Phantom Shares

Yorkey Optical International Cayman / Event-Driven

<ul>
<li>
<a href="https://www.smartkarma.com/entities/yorkey-optical-international-cayman" target="_blank" data-smartkarma-citation="entities:12407:1" rel="noopener">Yorkey Optical International Cayman (2788 HK)</a>'s Scheme Document is now out, with the Court Meeting to be held on the 22 February.</li>
<li>
<a href="https://www.smartkarma.com/entities/asia-optical-co-inc" target="_blank" data-smartkarma-citation="entities:11214:1" rel="noopener">Asia Optical (3019 TT)</a> is offering HK$0.999/share, a 75.3% premium to the undisturbed close. David Webb has given an irrevocable undertaking to vote his shares in favour of the Scheme </li>
<li>This transaction is all stitched up. The Independent Financial Advisor considers the terms to be fair and reasonable. </li>
</ul>



Yorkey Optical International Cayman (2788 HK)'s Scheme Document is now out, with the Court Meeting to be held on the 22 February.

Asia Optical (3019 TT) is offering HK$0.999/share, a 75.3% premium to the undisturbed close. David Webb has given an irrevocable undertaking to vote his shares in favour of the Scheme 
This transaction is all stitched up. The Independent Financial Advisor considers the terms to be fair and reasonable. 


Yorkey Optical (2788 HK): Court Meeting On 22 Feb. IFA Says Fair

<ul>
<li>
<a href="https://www.smartkarma.com/entities/asia-optical-co-inc" target="_blank" data-smartkarma-citation="entities:11214:1" rel="noopener">Asia Optical Co (3019 TT)</a> has <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2022/0104/2022010401243.pdf%20https://www.smartkarma.com/discussion/121157" target="_blank" rel="noopener">bumped</a> its Scheme Offer Price for <a href="https://www.smartkarma.com/entities/yorkey-optical-international-cayman" target="_blank" data-smartkarma-citation="entities:12407:1" rel="noopener">Yorkey Optical International (2788 HK)</a> to HK$0.999/share, a 13.5% increase over its original Offer Price of HK$0.88/share.</li>
<li>David Webb, who previously indicated the original price was inadequate, has given an irrevocable undertaking to vote his 49.588mn shares (10.4% of Independent Scheme Shares) in favour of the Scheme  </li>
<li>This transaction is now done. The Scheme Document is expected to be dispatched on the 25 January suggesting payment early April.</li>
</ul>



Asia Optical Co (3019 TT) has bumped its Scheme Offer Price for Yorkey Optical International (2788 HK) to HK$0.999/share, a 13.5% increase over its original Offer Price of HK$0.88/share.
David Webb, who previously indicated the original price was inadequate, has given an irrevocable undertaking to vote his 49.588mn shares (10.4% of Independent Scheme Shares) in favour of the Scheme  
This transaction is now done. The Scheme Document is expected to be dispatched on the 25 January suggesting payment early April.


Yorkey Optical (2788 HK): Webb Backs Asia Optical's Bump

<ul>
<li>After reassessing <a href="https://www.smartkarma.com/entities/yorkey-optical-international-cayman" target="_blank" data-smartkarma-citation="entities:12407:1" rel="noopener">Yorkey Optical International (2788 HK)</a>'s property interest, Jones Lang LaSalle's revised NAV increases to $0.94/share, from $0.818/share as at June 30, compared to the cancellation price of $0.88/share.</li>
<li>David Webb, whose holding in Yorkey is sufficient to disrupt the Scheme vote, assessed an increase in the NAV of HK$0.365/share when properties were booked to market.</li>
<li>Note: the Offer Price has still not been declared final.</li>
</ul>


After reassessing Yorkey Optical International (2788 HK)'s property interest, Jones Lang LaSalle's revised NAV increases to $0.94/share, from $0.818/share as at June 30, compared to the cancellation price of $0.88/share.
David Webb, whose holding in Yorkey is sufficient to disrupt the Scheme vote, assessed an increase in the NAV of HK$0.365/share when properties were booked to market.
Note: the Offer Price has still not been declared final.


Yorkey Optical (2788 HK): JLL Meets Asia Optical And Webb Halfway... Sort Of...

Hong Kong

Yorkey Optical International Cayman Ltd. manufactures plastic and metal parts and components of optical and optoelectronic products.  The Company produces parts for copiers, computer peripherals, handsets, film cameras, and other products.

Yorkey Optical International Cayman (2788 HK)

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Yorkey Optical International Cayman (2788 HK)

Caymans To Decapitate The Headcount

This is a positive development. Avoiding another Glorious Property fiasco - or even the more dodgy share splitting seen in the PCCW Ltd (8 HK)...

David Blennerhassett

Yashili (1230 HK): Possible Mengniu Offer Amid Exchange Rights And Phantom Shares

I'd be a buyer here. There appears to be a directive to take these milk formula companies private. Mengniu is state-backed, and this is not a large...

David Blennerhassett

Yorkey Optical (2788 HK): Court Meeting On 22 Feb. IFA Says Fair

Trading at a 3.0%/18.3% gross/annualised spread. That looks like the right level. It may narrow a spread following the release of this Scheme Doc....

David Blennerhassett

Yorkey Optical (2788 HK): Webb Backs Asia Optical's Bump

This transaction is done. I'd probably pay up to ~HK$0.97 or a 3.0%/11.4% gross/annualised spread, assuming early April completion. However, this...

David Blennerhassett

Yorkey Optical (2788 HK): JLL Meets Asia Optical And Webb Halfway... Sort Of...

I still believe Asia Optical needs to bump, at least at, or slightly above the reassessed NAV, even if Webb considers that revised NAV falls short.

David Blennerhassett

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