Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

Pan-Asia Catalysts/Events

Quiddity Advisors

Event-Driven

<ul>
<li>After shares gained 63% in the morning session of the 16 Feb, then subsequently suspended, Chu Hui, the chairman and major shareholder, has made his move on <a href="https://www.smartkarma.com/entities/jiangnan-group-ltd" target="_blank" data-smartkarma-citation="entities:9828:1" rel="noopener">Jiangnan (1366 HK)</a>.</li>
<li>Chu is offering HK$0.40/share by of a Scheme, a 12.68% premium to last close, but a whopping 83.49% over the last full trading day's closing price. This price is final.
</li>
<li>This is done. Expect payment around late July based on precedent Cayman-incorporated privatisations. </li>
</ul>


After shares gained 63% in the morning session of the 16 Feb, then subsequently suspended, Chu Hui, the chairman and major shareholder, has made his move on Jiangnan (1366 HK).
Chu is offering HK$0.40/share by of a Scheme, a 12.68% premium to last close, but a whopping 83.49% over the last full trading day's closing price. This price is final.

This is done. Expect payment around late July based on precedent Cayman-incorporated privatisations. 


This Is Done. Chu's Offer For Jiangnan (1366 HK)

<ul>
<li>On the 14 May 2018, coalbed methane producer <a href="https://www.smartkarma.com/entities/aag-energy-holdings-ltd" target="_blank" data-smartkarma-citation="entities:501:1" rel="noopener">AAG Energy Holdings (2686 HK)</a> announced a partial offer (50.5%) from <a href="https://www.smartkarma.com/entities/xinjiang-xintai-natural-gas-a" target="_blank" data-smartkarma-citation="entities:27036:1" rel="noopener">Xinjiang Xintai Natural Gas (603393 CH)</a> at HK$1.75/share. </li>
<li>Xinjiang Xintai has returned to the pit with a $1.85/share Offer by way of a Scheme. The Cancellation Price will NOT be increased.</li>
<li>This is hardly a knockout price, at a 10.1% premium to undisturbed; and just a 2.2% premium over the highest closing price of HK$1.81/share in the past year.</li>
</ul>


On the 14 May 2018, coalbed methane producer AAG Energy Holdings (2686 HK) announced a partial offer (50.5%) from Xinjiang Xintai Natural Gas (603393 CH) at HK$1.75/share. 
Xinjiang Xintai has returned to the pit with a $1.85/share Offer by way of a Scheme. The Cancellation Price will NOT be increased.
This is hardly a knockout price, at a 10.1% premium to undisturbed; and just a 2.2% premium over the highest closing price of HK$1.81/share in the past year.


AAG Energy (2686 HK): Xinjiang Xintai 's Underwhelming Scheme Offer

<ul>
<li>Thomas Yau, <a href="https://www.smartkarma.com/entities/lifestyle-international-holdings-ltd" target="_blank" data-smartkarma-citation="entities:112:1" rel="noopener">Lifestyle International Holdings (1212 HK)</a>'s controlling shareholder, is offering to take the company private by way of a <a href="https://www1.hkexnews.hk/listedco/listconews/sehk/2022/0807/2022080700233.pdf" target="_blank" rel="noopener">Scheme</a> at HK$5/share, a 62.3% premium to last close.  </li>
<li>Independent shareholders comprise 23.51% of shares out, therefore the blocking stake at the forthcoming Court Meeting is 2.351% of shares out. </li>
<li>The Offer price is final. No dividends will be paid during the Offer period.</li>
</ul>


Thomas Yau, Lifestyle International Holdings (1212 HK)'s controlling shareholder, is offering to take the company private by way of a Scheme at HK$5/share, a 62.3% premium to last close.  
Independent shareholders comprise 23.51% of shares out, therefore the blocking stake at the forthcoming Court Meeting is 2.351% of shares out. 
The Offer price is final. No dividends will be paid during the Offer period.


<ul>
<li>The Companies (Amendment) Act 2021 of the Cayman Islands (Amendment Act), which will come into force on 31 August 2022, will abolish the current 'headcount test'.</li>
<li>Those companies incorporated in the Cayman Islands, and subject to a members' Scheme of Arrangement, were previously required to satisfy the headcount test under section 86 of the Companies Act.</li>
<li>This development clarifies previous uncertainty/ambiguity which could arise, with 'take private' deals of Cayman-incorporated, Hong Kong-listed companies, where a Scheme is the favoured privatisation path.</li>
</ul>


The Companies (Amendment) Act 2021 of the Cayman Islands (Amendment Act), which will come into force on 31 August 2022, will abolish the current 'headcount test'.
Those companies incorporated in the Cayman Islands, and subject to a members' Scheme of Arrangement, were previously required to satisfy the headcount test under section 86 of the Companies Act.
This development clarifies previous uncertainty/ambiguity which could arise, with 'take private' deals of Cayman-incorporated, Hong Kong-listed companies, where a Scheme is the favoured privatisation path.


Cayman Islands: Headcount To Be Decapitated On 31 August

<ul>
<li>The Cheng family has made a voluntary conditional Offer of $1.88/share for <a href="https://www.smartkarma.com/entities/giordano-international-ltd" target="_blank" data-smartkarma-citation="entities:13899:1" rel="noopener">Giordano International (709 HK)</a>. </li>
<li>The Cheng's (and concert parties) control 24.57%. The Offer is conditional on the family getting to more than 50% via tendering. </li>
<li>The intention is to maintain Giordano's listing. The Offer Price has not been declared final. </li>
</ul>


The Cheng family has made a voluntary conditional Offer of $1.88/share for Giordano International (709 HK). 
The Cheng's (and concert parties) control 24.57%. The Offer is conditional on the family getting to more than 50% via tendering. 
The intention is to maintain Giordano's listing. The Offer Price has not been declared final. 


Giordano (709 HK): Cheng Family's Underwhelming Offer

Hong Kong

Yorkey Optical International (Cayman) Ltd. manufactures and sells plastic and metallic parts, components of optical and opto-electronic products, and molds and cases. Its products include components for cameras, video cameras, audio products, office machines, and various electronic devices. The company was founded in 1995 and is headquartered in Dongguan, China.

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Yorkey Optical (2788 HK)

This Is Done. Chu's Offer For Jiangnan (1366 HK)

This is done. This is a full price. No competing Offer will emerge. Buy around HK$0.38-HK$0.385 or a gross/annualised of 5.3%/13.1%-3.9%/9.6%,...

David Blennerhassett

AAG Energy (2686 HK): Xinjiang Xintai 's Underwhelming Scheme Offer

A 10.1% premium compares to the Offer price premiums for Sino Gas and Senex of 19% and 25%. I 'd still buy here given the low Offer premium and...

David Blennerhassett

Lifestyle (1212 HK): Thomas Yau's Scheme

I'd be buying Lifestyle International (1212 HK) up to around $4.75 or a gross/annualised spread of 5%/15%, assuming mid-December completion.

David Blennerhassett

Cayman Islands: Headcount To Be Decapitated On 31 August

On 31 August 2022, the Cayman Islands will abolish the current 'headcount test' which a Cayman Islands members' Scheme (including HK companies) had...

David Blennerhassett

Giordano (709 HK): Cheng Family's Underwhelming Offer

This Offer price won't be sufficient to get to 50%. It has not been declared final for that reason. I'd be buying around the Offer Price. This...

David Blennerhassett

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