Event-Driven

This was signaled in May, somewhat confirmed in July, now done. Blackstone buys Technopro at ¥4,870/share which is ~14x EV/EBITDA for next year.
PE Firms have been scouring the Japanese market to buy companies. The METI Corporate Takeover Guidelines are super-helpful in that regard. This will squeeze the market over time.
This takeover price is not quite as full as it could have been, and there are some parameters and modalities to this which are worth looking at. Parameters and Modalities.

[Japan M&A] 99Soft MBO at 52% Premium Is Too Light But A Bump May Be Tough

Soft99 Corp (4464 JP) is the owner/operator of a set of ubiquitous brands in aftermarket autocare. Anything to do with washing, cleaning, etc.
The company was founded 70 years ago, and the CEO is 54yrs old. Smells like succession planning.
This deal is a nice premium, but it is too light. The operating assets with consistent growth and 20% OPMs are being sold at <0.9x book. That’s bad.

A Hidden Trading Angle from Dividend Tax Reform: Tax Timing Creates Dividend Trap Risks

With new tax rules kicking in from FY2026, firms may hold back FY2025 dividends to front-load later, creating potential downside surprise purely from tax-driven deferral, not fundamentals.
If FY2025 payouts fall short, dividend names could go ex-div on inflated expectations, then trade heavy — setting up mispricing risk around year-end dividend capture trades.
This may weaken post-ex-div price rebounds, creating dividend trap risks and short-term mispricing that traders can exploit via shorts, dip buys, or dividend swap long-short strategies.

Infomedia (IFM AU): TPG’s Clean Deal

Infomedia Ltd (IFM AU), a automotive software firm, has entered into a Scheme Implementation Deed with PE-outfit TPG.
TPG is offering A$1.72/share, a 30% premium to last close. The transaction requires FIRB signing off. The Offer has the unanimous backing of Infomedia’s boards.
As discussed in Infomedia (IFM AU): Now A Three-Way Hunt, Infomedia fielded various indicative Offers (including TA Associates/Viburnum, Battery Ventures, and Solera) in 2022, none of which went the distance.

Infomedia (IFM AU): TPG’s Binding Proposal at A$1.72

Infomedia Ltd (IFM AU) entered a scheme implementation deed with TPG Inc (TPG US) at A$1.72, a 30.3% premium to the undisturbed price of A$1.32 (5 August).
The scheme is conditional on FIRB and shareholder approval. Shareholders should be supportive, given a reasonable offer and Infomedia’s history of non-binding bids.
At the last close and for an end-of-November payment, the gross/annualised spread is 2.4%/7.5%.

TechnoPro (6028 JP): Blackstone’s Tender Offer at JPY4,870

Technopro Holdings (6028 JP) announced a tender offer from Blackstone at JPY4,870, a 43.7% premium to the undisturbed price of JPY3,389 but at a slight discount to the last close.
While below the last close, Blackstone’s offer was a result of an auction process and was the highest binding offer. The offer also represents a pre-media rumour all-time high.
Surprisingly, Blackstone has not disclosed irrevocables. The Board has a neutral opinion. Nevertheless, a fair auction process suggests there will be limited opposition to the offer.

Tencent (700 HK) Earnings on 13 Aug: Patterns, Pricing, and Possibilities

Context: Tencent (700 HK)is set to release Q2 earnings on 13 August 2025, 8:00pm HK time. The stock is in a low-volatility phase, but options traders are watching closely.
Highlight: Option prices imply a post-earnings move near the top of Tencent’s historical range.
Why Read: Gain insight into how historic patterns and option pricing shape risk and opportunity ahead of Tencent’s earnings release.

Soft99 Corp (4464 JP): The MBO Is Light but Likely Done

Soft99 Corp (4464 JP) has recommended an MBO from Mr. Hideaki Tanaka (CEO) at JPY2,465, a 52.2% premium to the last close.
While the offer represents an all-time high, it is light as it implies a P/B of 0.93x and is below the mid-point of the IFA DCF valuation range.
Barring the emergence of an activist, a benign shareholder register and the irrevocables suggest that this is a done deal.

BBVA/Sabadell: AGM Approvals Lock in Value, Raise Bar for Deal Success

Sabadell approves €3.1bn TSB sale and €0.50 dividend, enhancing standalone value and reducing downside in a deal-break scenario; BBVA’s unchanged offer now implies a –8.1% gross spread.
Spread has narrowed from –15.3% to –8.1%, as market reprices bump probability or resilient standalone outcome; dividend payout creates valuation floor, reshaping risk-reward for arbitrageurs.
Base case: BBVA must revise terms or risk rejection and deferred re-engagement; standalone plan is credible, capitalised, and shareholder-friendly, with payout and CET1 strength supporting defensive positioning.

Guming Holdings Lockup Expiry – US$1.5bn Lockup Expiry with Everyone Well in the Money

By Sumeet Singh

Guming Holdings (1364 HK) raised around US$233m in its Hong Kong IPO in Feb 2025. Its pre-IPO and cornerstone investors will be released from their lockup soon.
After a hesitant start, the shares are now trading well above the listing price, leaving its pre-IPO and cornerstone investors well in the money.
In this note, we will talk about the lock-up dynamics and updates since our last note.

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Aug 06

Daily Brief Event-Driven: Korea’s Next Policy Momentum Play: Rapid Unfolding of the National Growth Fund and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Korea’s Next Policy Momentum Play: Rapid Unfolding of the National Growth Fund
[Japan M&A] Nikkei Says Blackstone to Buy TechnoPro Holdings (6028) For “Roughly ¥500bn”
Shibaura Electronics (6957 JP): Core Designation Does Not Change Yageo’s Calculus
TechnoPro (6028 JP): Blackstone’s Rumoured Takeunder Offer
HKBN (1310 HK): China Mobile’s Offer Now Open

Korea’s Next Policy Momentum Play: Rapid Unfolding of the National Growth Fund

From a trading view, no confirmed new ETFs under the National Growth Fund yet; market expects existing ETFs to be the main liquidity and sector play tools instead.
Out of the KRW 150tn, ETF flows likely come from the 100tn private pool—conservative case: ~3% (KRW 4.5tn), base case: 5–7%, aggressive: up to 10% (KRW 15tn).
Even conservatively, about KRW 3 trillion could flow into sector ETFs, a signficant AUM boost, mainly concentrated in AI, defense, aerospace, and biotech—driving notable inflow impact.

[Japan M&A] Nikkei Says Blackstone to Buy TechnoPro Holdings (6028) For “Roughly ¥500bn”

There was an article in mid-May saying Technopro Holdings (6028 JP) might be privatised. It is an appropriate candidate. The stock popped 20% immediately, and has since risen another 20%.
Today’s article follows one which came out ~2 weeks ago with non-sourced editorial content suggesting the price might be 20x EBITDA (i.e. a lot higher).
Today, an article says Blackstone will buy the firm for “Roughly ¥500bn” which would be 3% down from yesterday. Beware the Nikkei. Beware expectations.

Shibaura Electronics (6957 JP): Core Designation Does Not Change Yageo’s Calculus

Reuters reports that the Ministry of Finance of Japan reclassified Shibaura Electronics (6957 JP) from a Type 1 (non-designated business sector) to Type 3 (core designated company).
Reportedly, Yageo’s application was made with a view to Shibaura’s businesses falling under the core category. A blocked deal would set back Prime Minister Ishiba’s goal to improve China relations.
The change to Shibaura’s designation to core helps explain the elongated approval process, as the Ministry of Finance and Yageo need time to agree on acceptable undertakings.

TechnoPro (6028 JP): Blackstone’s Rumoured Takeunder Offer

The Nikkei reports that Blackstone (BX US) will launch the tender offer for Technopro Holdings (6028 JP) just below JPY4,900, a 44.6% premium to the undisturbed price.
While the rumoured offer is 1.5% below the last close, it is attractive as it resulted from an auction and represents a pre-media rumour all-time high.
It is unclear if the offer is preconditional on regulatory approvals. Blackstone is likely to secure irrevocables from activists like Orbis to project a secure path to completion.

HKBN (1310 HK): China Mobile’s Offer Now Open

On the 1st August, HKBN Ltd (1310 HK) announced China Mobile (941 HK) had satisfied all pre-cons. The Offer Doc is now out.
The First Close is the 3rd September with payment potentially on or around the 12th September – if the Offer turns unconditional on the First Close.
There is no IFA opinion in this Doc. That will be present in the Response Doc, which is expected to be dispatched on or before the 20th August.

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Aug 05

Daily Brief Event-Driven: A/H Premium Tracker (To 1 Aug 2025): HUGE SOUTHBOUND Buying Helps Beautiful Skew but Premia Up and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

A/H Premium Tracker (To 1 Aug 2025): HUGE SOUTHBOUND Buying Helps Beautiful Skew but Premia Up
Softbank Group (9984 JP) Results on 7 Aug: Expected Move and Option Insights
Thai Union (TU TB): Mitsubishi Corp (8058 JP)’s Partial Tender
HK Connect SOUTHBOUND Flows (To 1 Aug 2025); YUGE Net Buying on Weakness (FINANCIALS & HEALTHCARE)
StubWorld: Indofood (INDF IJ) Trading Rich To Indofood CBP Sukses (ICBP IJ)
China Mobile (941 HK) Results on 7 Aug: Low Volatility History Faces Test
Merger Breaks, Stake Increases, and Strategic Sales: Key Developments in SSI’s Weekly Update

A/H Premium Tracker (To 1 Aug 2025): HUGE SOUTHBOUND Buying Helps Beautiful Skew but Premia Up

AH premia up, erasing the previous week’s gains for Hs. “Beautiful Skew” continues in negative overall performance.
Last week I said “This is the most significant 60-day AH pair average H outperformance in five years, maybe ever. Remarkable.” This week it unwound some.
The data tables below update on a daily basis in the Tools section of Smartkarma. The SOUTHBOUND Flow Monitor and AH Monitor are both there free for SK readers.

Softbank Group (9984 JP) Results on 7 Aug: Expected Move and Option Insights

SoftBank Group (9984 JP) reports Q1 FY2025 earnings on 7 August at 15:30 JST, with a conference call at 16:30 JST.
Highlights: SoftBank’s post-earnings moves are often sharp and unpredictable — with outliers above ±12%. Options markets flag the results day as a high-volatility event to watch.
Why Read: Essential for investors or options traders focused on Japan: Understand how timing, historic patterns and current volatility pricing shape both opportunity and risk around SoftBank earnings.

Thai Union (TU TB): Mitsubishi Corp (8058 JP)’s Partial Tender

Mitsubishi Corp (8058 JP), currently holding 6.19% in Thai Union Group (TU TB), a global seafood leader, is seeking to lift its stake to 20% via a Partial Offer.
Mitsubishi is offering THB12.50/share for 532.27mn shares in Thai Union, or 13.81% of shares out (excluding treasuries), an outlay of ~US$200mn. If <13.81% tender, the Offer lapses.
Last month Mitsubishi expanded its salmon farming by acquiring additional businesses in Norway and Canada for ~US$1bn.

HK Connect SOUTHBOUND Flows (To 1 Aug 2025); YUGE Net Buying on Weakness (FINANCIALS & HEALTHCARE)

Gross SOUTHBOUND volumes just under US$20+bn a day this past 5-day week. Second best in months. Net buying strong at just over +US$1.5bn a day.
FINANCIALS and HEALTHCARE and now INFO TECH stand out as net buys as a % of volume. TELECOMS a net sell. Again.
Hong Kong sharply underperformed mainland shares last week, SOUTHBOUND bought big, and despite higher AH Premia, Beautiful Skew continued.

StubWorld: Indofood (INDF IJ) Trading Rich To Indofood CBP Sukses (ICBP IJ)

Indofood Sukses Makmur Tbk P (INDF IJ)‘s simple ratio (INDF/Indofood CBP Sukses (ICBP IJ)) is at a seven-year-plus high, and the implied stub a three-year high.
Preceding my comments on the Indofood and First Pacific Co (142 HK) are the current setup/unwind tables for Asia-Pacific Holdcos.
These relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation >20%.

China Mobile (941 HK) Results on 7 Aug: Low Volatility History Faces Test

China Mobile (941 HK) / China Mobile (600941 CH) will release 2024 interim results on Thursday, 7 August 2025. The stock is a key constituent of the HSI and HSCEI.
Highlights: Past earnings moves have been modest, but the options skew hints at potential for surprises. Dividend decision also due.
Why Read: Helps time exposure and evaluate short-term risks ahead of results and dividend announcement for cash investors and option traders.

Merger Breaks, Stake Increases, and Strategic Sales: Key Developments in SSI’s Weekly Update

ProAssurance merger with The Doctors Company faces potential regulatory hurdles, particularly in California, risking a 30-40% stock drop.
Lifeway Foods and Danone have resumed buyout talks, with confidentiality agreements in place, aiming for a resolution.
Webjet Group sees increased stake from Helloworld Travel, indicating potential takeover interest following a rejected offer.

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Aug 04

Daily Brief Event-Driven: 60 Stocks Screened by Tax Draft Setup — Short-Term Policy Flow Targets and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

60 Stocks Screened by Tax Draft Setup — Short-Term Policy Flow Targets
Weekly Deals Digest (03 Aug) – CK Hutchison, Joy City, HKBN, Fujitec, Krosaki Harima, NSDL
[Japan M&A] Krosaki Harima (5352) Takeout by Parent Nippon Steel – Cheapish But Done
[Japan M&A] Fujitec (6406) PE Bid Not Super High But May Be Tough To Beat
Merger Arb Mondays (04 Aug) – Santos, Joy City, HKBN, Krosaki Harima, Fujitec, Smart Share
Smart Share Global (EM US): MBO Firmed
Smart Share Global (EM US): Trustar Capital-Sponsored MBO a Done Deal
RBI Rate Decision on 6 Aug: Nifty 50’s Historic Moves Matched by Options Market
Selected European HoldCos and DLC: July 2025 Report
Spectris – Board Flips to Advent’s Raised Offer, KKR Cornered

60 Stocks Screened by Tax Draft Setup — Short-Term Policy Flow Targets

Revisions to the draft are almost certain, but near-term flows will still trade off the current framework—so screening now helps front-run likely winners before the final version lands.
Out of 386 stocks with FY1/FY2 consensus data, 60 names screen in based on FY2: payout ≥40% or ≥25% with DPS up 5%+ vs. 3Y avg.
This tax reform will still drive near-term KOSPI flow—these screened names are core policy plays worth building setups around.

Weekly Deals Digest (03 Aug) – CK Hutchison, Joy City, HKBN, Fujitec, Krosaki Harima, NSDL

A weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.
ECM developments: NSDL (NSDL IN) is seeking to raise US$464 million.
Event-Driven developments: CK Hutchison Holdings (1 HK), Joy City Property (207 HK), HKBN Ltd (1310 HK), Fujitec Co Ltd (6406 JP), Nihon Chouzai (3341 JP), Krosaki Harima (5352 JP).

[Japan M&A] Krosaki Harima (5352) Takeout by Parent Nippon Steel – Cheapish But Done

On Friday 1 August, Nippon Steel Corporation (5401 JP) and subsidiary Krosaki Harima (5352 JP) announced the parent would buy out the sub at ¥4,200/share.
This seems light given the structure of the balance sheet (lots of net receivables – a bunch against the buyer) but it would be awfully tough to see this broken.
As it is a long-dated deal, I expect it trades too tight early on, then may flatten or fade.

[Japan M&A] Fujitec (6406) PE Bid Not Super High But May Be Tough To Beat

On 30 July, Fujitec Co Ltd (6406 JP) and Swedish PE Firm EQT announced a deal to acquire the company with the Uchiyama family. Two activists signed tender agreements.
The deal is not expensive IF you underwrite strong profitability growth and assume the large net receivables position can be better addressed.
But the stock is trading tight to terms and there are 6+ months until you get your money.

Merger Arb Mondays (04 Aug) – Santos, Joy City, HKBN, Krosaki Harima, Fujitec, Smart Share

I summarise the latest spreads and newsflow of merger arb situations we cover across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Philippines, Thailand and Chinese ADRs.
Highest spreads: Mayne Pharma (MYX AU), ENN Energy (2688 HK), Krosaki Harima (5352 JP), Joy City Property (207 HK), Santos Ltd (STO AU), Smart Share Global (EM US).
Lowest spreads: Bright Smart Securities (1428 HK), Pacific Industrial (7250 JP), ZEEKR (ZK US), New World Resources (NWC AU), Ainsworth Game Technology (AGI AU), Nippon Concept (9386 JP).

Smart Share Global (EM US): MBO Firmed

Nearly seven months after Smart Share (EM US), the largest provider of mobile device charging services in China, announced a preliminary non-binding proposal, a firm Offer has been entered into.
Terms remains the same as the indicative NBIO: US$0.625/share (US$1.25/ADS), a 74.8% premium to last close. The Offeror comprises a consortium led by Mars Guangyuan Cai, Chairman and CEO.
Timing from here? Perhaps three to four months, or late November completion by my estimate.

Smart Share Global (EM US): Trustar Capital-Sponsored MBO a Done Deal

Smart Share Global (EM US) has entered into a definitive merger agreement for a Trustar Capital-sponsored MBO at US$1.25 per ADS.
The proposal is conditional on regulatory approvals (low risk), shareholder approval (effectively done) and a maximum dissenting condition (likely to be waived).
This is a done deal. At the last close and for the end of December payment, the gross/annualised spread is 7.8%/20.1% (3.5%/8.7% including an ADS cancellation fee).

RBI Rate Decision on 6 Aug: Nifty 50’s Historic Moves Matched by Options Market

Event Preview: The Reserve Bank of India will announce its next policy decision on Wednesday, August 6, 2025. After June’s larger-than-expected 0.5% rate cut, consensus expects no change.
Market Reaction History: The NIFTY 50 has historically moved more when the RBI surprises markets – a 27% occurrence rate over the past decade.
Options Perspective: This Insight investigates past market behavior during comparable RBI policy announcements and contrasts it with what current option pricing implies for this week’s move.

Selected European HoldCos and DLC: July 2025 Report

GBL’s discount to NAV is compressing but remains wide versus peers — buybacks, portfolio moves, and dividends hint at a valuation shift.
Rio Tinto’s Australia-UK dual listing still trades at a premium — mean reversion potential remains as unification chatter simmers beneath the surface.
Vivendi’s looming mandatory offer from Bolloré reshapes stub trade dynamics — a narrowing discount points to accelerating corporate resolution.

Spectris – Board Flips to Advent’s Raised Offer, KKR Cornered

Advent raises its bid for Spectris to £40.72/share, including a 6.3% premium over KKR’s prior offer, intensifying the competitive landscape and prompting a renewed board recommendation.
Irrevocable undertakings and partial share acquisition reduce KKR’s strategic room, though the transaction remains under close investor scrutiny amid broader private equity competition for UK assets.
Despite minimal spread, the situation offers insight into pricing discipline, sponsor credibility, and evolving UK M&A dynamics in a high-rate, FX-sensitive environment.

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Aug 03

Daily Brief Event-Driven: HKBN (1310 HK): Pre-Cons Satisfied. Offer To Open Shortly and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

HKBN (1310 HK): Pre-Cons Satisfied. Offer To Open Shortly
HKBN (1310 HK): China Mobile Satisfies the Precondition
Last Week In Event SPACE: CK Hutch, GMO Internet, Prosus/Meituan, Piedmont Lithium
Krosaki Harima (5352 JP): Nippon Steel’s Preconditional Tender Offer at JPY4,200
(Mostly) Asia-Pac M&A: Topcon, Joy City, Hogy Medical, Nihon Chouzai, Piedmont Lithium, Pacific Ind.

HKBN (1310 HK): Pre-Cons Satisfied. Offer To Open Shortly

Almost exactly eight months after HKBN Ltd (1310 HK) announced a pre-conditional Offer, China Mobile (941 HK) has now satisfied all pre-cons.
The Offer Doc will be dispatched on or around the 12th August, at which time the Offer will be open for acceptances.
This could turn unconditional early September. Trading tight at a gross spread of 1.5%. Keep in mind a basket of peers are up 23% since the Offer was announced.

HKBN (1310 HK): China Mobile Satisfies the Precondition

The precondition for China Mobile (941 HK)’s HK$5.075 offer for HKBN Ltd (1310 HK) is satisfied. The offer is final. The offer document must be despatched by 8 August.
The HKBN CEO has commented that the China Mobile offer is not good enough, suggesting a possibility that the Board does not recommend the offer.
Nevertheless, there is a clear pathway for the offer to satisfy the 50% minimum acceptance condition and be declared unconditional. The gross/annualised spread for a 13 September payment is 1.5%/13.0%.

Last Week In Event SPACE: CK Hutch, GMO Internet, Prosus/Meituan, Piedmont Lithium

Intervention seeds participation as a PRC investor (COSCO?) is expected to join the bidding consortium for CK Hutchison Holdings (1 HK) ports.
GMO Internet Group (9449 JP) needs to sell shares in GMO Internet (4784 JP)to achieve a “float” of 35% by 31 December 2026. Recent filings show they are selling.
Prosus NV (PRX NA) has been selling Tencent (700 HK), then buying back its shares. (As has Tencent). Reportedly Prosus is now selling shares in Meituan (3690 HK).

Krosaki Harima (5352 JP): Nippon Steel’s Preconditional Tender Offer at JPY4,200

Krosaki Harima (5352 JP) has recommended a preconditional tender offer from Nippon Steel Corporation (5401 JP), the parent, at JPY4,200, a 21.7% premium to the last close price of JPY3,450.
The offer is attractive as it represents an all-time high and is above the mid-point of the special committee IFA DCF valuation range.
The precondition relates to regulatory approvals in Japan and India. The tender offer is expected to start in early February 2026. This is a done deal.

(Mostly) Asia-Pac M&A: Topcon, Joy City, Hogy Medical, Nihon Chouzai, Piedmont Lithium, Pacific Ind.

I tally 40 – mostly firm, mostly Asia-Pac – arb transactions currently being discussed and analysed on Smartkarma.
Three new deal was discussed on Smartkarma this week: Joy City Property (207 HK), Hogy Medical (3593 JP), and Nihon Chouzai (3341 JP).
Key updates/news took place on MAC Copper (MAC AU), PointsBet (PBH AU), Ainsworth Game Technology (AGI AU), Piedmont Lithium (PLL AU),Pacific Industrial (7250 JP), and Topcon (7732 JP) .

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Aug 02

Daily Brief Event-Driven: Joy City (207 HK): Minorities Should Take The Cash and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Joy City (207 HK): Minorities Should Take The Cash
Tax Pivot in Play: Ruling Party Rethink Could Flip Market Narrative
Current Active Merger, Acquisition, and Liquidation Opportunities: An Overview
Exploring Active Portfolio Ideas: SPACs, Mergers, Asset Sales, Litigation, High-Growth Opportunities

Joy City (207 HK): Minorities Should Take The Cash

Chinese property play Joy City (207 HK) has announced a Scheme buyback, with a price of $0.62/share (declared final), a 67.57% premium; but more like a 158% premium to undisturbed.
Yes, this is a 70% discount to NAV. Yet Joy City has traded at P/B of 0.14x, on average, the past five years. Earnings have trended south in that timeframe.
The IFA will likely cite liquidity and Joy City’s historical discount to NAV, and opine “reasonable”, and probably even “fair”. It is what it is for long-suffering shareholders.

Tax Pivot in Play: Ruling Party Rethink Could Flip Market Narrative

Today’s selloff spooked the ruling party, prompting top lawmakers to signal tax tweak talks less than 24hrs after rollout — and they’re clearly watching the tape.
Cap gains threshold likely gets bumped to ₩3–5bn. STT hike stays. Div tax top rate may drop from 35% to 25% amid internal party push.
President Lee’s focused on pragmatism—cutting household debt and boosting corporate liquidity. Expect the tax narrative to pivot next week, sending local market sentiment in a new direction from Friday’s tape.

Current Active Merger, Acquisition, and Liquidation Opportunities: An Overview

ProAssurance merger with TDC faces potential regulatory hurdles, creating a short opportunity with limited downside and significant upside.
PMV Pharmaceuticals trades at a discount to net cash with imminent trial results and strategic review as catalysts.
Next Science plans to distribute US$30m from asset sale, offering a 13% spread to expected distribution price.

Exploring Active Portfolio Ideas: SPACs, Mergers, Asset Sales, Litigation, High-Growth Opportunities

Yorkville Acquisition, Lutnick’s SPACs, and Renatus Tactical Acquisition are SPACs with political connections, targeting crypto and blockchain opportunities.
Mayne Pharma’s acquisition by Cosette faces legal challenges over a material adverse change, with a court hearing in September.
Currency Exchange International’s growth driven by FX Payments, potential uplisting, and closure of unprofitable Canadian business.

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Aug 01

Daily Brief Event-Driven: [Japan M&A] Nihon Chouzai (3341 JP) Gets the Deal Done – Nice Process and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan M&A] Nihon Chouzai (3341 JP) Gets the Deal Done – Nice Process, Nice Price
Nihon Chouzai (3341 JP): Advantage Partners/LYFE Capital’s Attractive Tender Offer
MAC Copper (MAC AU/MTAL US): 29th August Vote On Harmony’s Offer
Rio Tinto (RIO AU): Post-Earnings Drop Exceeds Expectations
Joy City Property (207 HK): Privatisation Through a Low-Ball Share Buyback
LG CNS: End of Lockup for 67.5% of Outstanding Shares on 5 August
Wonik’s Governance Angle: A Potential First Target in Korea’s New Legal Playbook
(Mostly) Asia M&A, July 2025 Wrap: Pacific Industrial, Johns Lyon, TalkMed, DD Group, Hanil Cement
Brookfield-Just Group: Clean UK Life Deal, 8.5% Annualised Return to Jan 2026

[Japan M&A] Nihon Chouzai (3341 JP) Gets the Deal Done – Nice Process, Nice Price

This family-owned dispensing pharmacy business saw the founding family decide to bail a year ago. So the company decided to set up a sales process.
This process was a model for how this kind of sale process should be conducted. Multiple parties. Easy accommodation. Getting experts in.
This should be a done deal because the family and cross-holders/insiders get them to the minimum.

Nihon Chouzai (3341 JP): Advantage Partners/LYFE Capital’s Attractive Tender Offer

Nihon Chouzai (3341 JP) has recommended a tender offer from Advantage Partners and LYFE Capital at JPY3,927, a 163.6% premium to the undisturbed price of JPY1,490.
The offer, which resulted from an auction, represents an all-time high and is above the mid-point of the IFA DCF valuation range.
The significant irrevocables and low required tendering rate suggests a done deal. At the last close, the gross spread was 11.7%.

MAC Copper (MAC AU/MTAL US): 29th August Vote On Harmony’s Offer

Back on the 27th May 2025, dual-listed MAC Copper (MAC AU/MTAL US), a NSW copper miner, entered into a Scheme Implementation Deed with Harmony Gold Mining (HAR SJ).
Harmony offered US$12.25 for each MAC Share, a 20.7% premium to last close. The A$ consideration for MAC CDIs pivots off the USD/AUD exchange rate around the Record Date.
A copy of the Circular is now available, with a shareholder vote on the 29th August. Barrenjoey, the FA, says fair & reasonable. 22.54% of shares out are supportive.

Rio Tinto (RIO AU): Post-Earnings Drop Exceeds Expectations

Context:Rio Tinto Ltd (RIO AU) reported 1H25 results on 30 July, cutting its interim dividend by 16%.
Rio Tinto’s share price fell more than expected after earnings, exceeding both historical and implied moves. A surprise US copper tariff announcement further amplified the decline.
This Insight breaks down drivers of the post-earnings move and evaluates the potential outcome of a short-vol strategy — offering a practical case study for refining similar trades.

Joy City Property (207 HK): Privatisation Through a Low-Ball Share Buyback

Joy City Property (207 HK) announced a share buyback by way of a scheme at HK$0.62, a 67.6% premium to the last close of HK$0.37 (17 July). The offer is final.
The buyback is effectively a privatisation by the controlling shareholder, COFCO, at a significant discount to book value. The offer implies a P/B of 0.30x.
While there are mitigating factors which lower the vote risk, there are several similarities to the failed Soundwill scheme. Therefore, the vote comes with non-neligible risk.

LG CNS: End of Lockup for 67.5% of Outstanding Shares on 5 August

There will be an end of lock up of 67.5% of LG CNS (064400 KS)’s shares starting 5 August (6 months post IPO).
The shares subject to the release are those held by the largest shareholder LG Corp (003550 KS) and Crystal Korea (Macquarie).
We would emphasize on positive developments on LG CNS (solid operating results and stablecoin rollout in Korea) which could be bigger factors than potential selling by the second largest shareholder.

Wonik’s Governance Angle: A Potential First Target in Korea’s New Legal Playbook

With Korea’s revised Commercial Act live, investors ask who’ll be the first test case — all eyes are on Wonik Holdings amid chatter on new shareholder litigation angles.
Looks like a typical holdco, but Horizon—a paper company owned by the chairman’s kids—controls Wonik, hiding real power and raising new direct shareholder legal risks under revised rules.
July 1 triggered Wonik’s 13% surge as bipartisan support for the Commercial Act locked in, with activists quietly gearing up despite fading momentum since.

(Mostly) Asia M&A, July 2025 Wrap: Pacific Industrial, Johns Lyon, TalkMed, DD Group, Hanil Cement

For July 2025, just six new transactions (firm and non-binding) were discussed on Smartkarma (by the Quiddity team) with an overall announced deal size of only ~US$4bn.
The average premium for the new transactions announced (or first discussed) in July was 45%, with a year-to-date average of 47%.
The average premiums for transactions in 2024 (129 transactions), (2023 (117), 2022 (106), 2021 (165), 2020 (158), and 2019 (145 ) were 43%, 39%, 41%, 33%, 31%, and 31%

Brookfield-Just Group: Clean UK Life Deal, 8.5% Annualised Return to Jan 2026

Brookfield offers 220p/share in cash for Just Group via scheme, valuing the UK annuity provider at £2.4bn — a 75% premium and 1.1x Tier 1 capital.
The deal strengthens Brookfield’s UK pension risk platform, leverages its global asset engine, and provides Just with growth capital, operational scale, and improved investment capabilities.
With high deal certainty and limited regulatory risk, the 3.5% gross spread offers an 8.5% annualised return by January 2026, presenting a compelling event-driven arbitrage opportunity.

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Jul 31

Daily Brief Event-Driven: ADR Arb on Korean Divvy Names: A Side Play Riding the Policy-Driven Liquidity Wave and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

ADR Arb on Korean Divvy Names: A Side Play Riding the Policy-Driven Liquidity Wave
WuXi AppTec (2359 HK) Placement: Strong Momentum & Index Flows
Fujitec (6406 JP): EQT’s Takeunder Likely a Done Deal
SK Innovation Cleanup: Watch Out for a Classic NAV Compression Play
PointsBet (PBH AU): Either Betr Pulls A Rabbit Out Of The Hat, Or Walks
StubWorld: Stay Short On GMO Internet (4784 JP); Haw Par Now Even More Stretched
A Merger Between SK On and SK Enmove + A Massive 8 Trillion Won in Capital Raise
SK IE Technology – Capital Raise of 300 Billion Won
Bavarian Nordic: Event-Driven Bid with Strategic Block, Bull Case Supports Sweetening
PointsBet (PBH AU): Betr Bumps Its Offer, but Is It Superior to Mixi?

ADR Arb on Korean Divvy Names: A Side Play Riding the Policy-Driven Liquidity Wave

ETF rebalancing’s key, but still too early to front-run — both use FnGuide screens based on FY1 DPS and prices from 20 days before November-end.
Beyond the rebalance noise, ADR-local spreads have been widening — KB hit +6%, Shinhan’s also drifting. Likely tied to the recent liquidity surge in dividend names.
ADR arb’s more doable with NXT tightening slippage. With proper FX hedging, it’s a clean side play riding the policy-driven liquidity wave.

WuXi AppTec (2359 HK) Placement: Strong Momentum & Index Flows

By Brian Freitas

WuXi AppTec (2359 HK) is looking to raise US$650m at a price range of HK$104.16-106.4/share, a 5-7% discount from last close.
There will be passive buying from global index trackers around the time of settlement of the placement shares. Then there will be some Hang Seng Index buying in August.
Short interest in WuXi AppTec (2359 HK) has spiked and some shorts could cover into the placement. The AH premium could move higher following the placement.

Fujitec (6406 JP): EQT’s Takeunder Likely a Done Deal

Fujitec Co Ltd (6406 JP) has recommended a preconditional tender offer from EQT (EQT SS) at JPY5,700, an 8.1% discount to the last close price of JPY6,205.
The precondition relates to regulatory approvals in several countries. The tender offer is expected to commence in late January 2026.
Although the offer is light, it is likely to succeed, as it resulted from an auction process and was supported by irrevocables from the two prominent activists on the register.

SK Innovation Cleanup: Watch Out for a Classic NAV Compression Play

Facing tough fundraising, SK avoided a rights issue, opting for a complex deal to limit dilution and ease investor worries.
It all hinges on how the market views SK On’s cleanup plus Enmove’s steady cash flow—SK Innovation looks oversold, making this a decent long setup.
Enmove’s stable earnings boost SK On’s P&L, likely triggering a rerate for SK Innovation and setting up a classic NAV compression trade.

PointsBet (PBH AU): Either Betr Pulls A Rabbit Out Of The Hat, Or Walks

Mixi (2121 JP)‘s A$1.20/share cash Offer is now open, with a 50.1% acceptance condition. PointsBet Holdings (PBH AU) is supportive. Mixi currently holds 25.15%. ~16% of shares out have tendered.
Betr Entertainment (BBT AU) (self-alleged superior) scrip Offer, with no minimum acceptance condition, is still out there. betr holds 19.6%. No shareholder has accepted terms.
PBH has now tapped the Takeover Panel seeking orders betr clarify its convoluted Offer.

StubWorld: Stay Short On GMO Internet (4784 JP); Haw Par Now Even More Stretched

GMO Internet Group (9449 JP) needs to sell shares in GMO Internet (4784 JP) to achieve a “float” of 35% by 31 December 2026. Recent filings show they are selling.
Preceding my comments on the GMO group – and Haw Par Corp (HPAR SP)/ UOB (UOB SP) – are the current setup/unwind tables for Asia-Pacific Holdcos.
These relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation >20%.

A Merger Between SK On and SK Enmove + A Massive 8 Trillion Won in Capital Raise

On 30 July, SK Innovation (096770 KS) announced that it plans to merge its subsidiaries SK On and SK Enmove. The merged company will be launched on 1 November.
SK Group has announced a massive 8 trillion won capital raise plan involving this deal including paid-in capital increase of 2 trillion won for SK Innovation and SK On each.
We provide three major reasons why we are negative on this merger/capital raise.

SK IE Technology – Capital Raise of 300 Billion Won

SK IE Technology (361610 KS) announced that it plans to raise 300 billion won through a third party paid-in capital allocation.
SK IE Technology plans to issue 10.5 million new shares (14.7% of outstanding shares). Expected price of capital raise is 28,600 won (2.1% lower than current price).
We have a Negative View of SK IE Technology as well its plans to raise capital worth 300 billion won.

Bavarian Nordic: Event-Driven Bid with Strategic Block, Bull Case Supports Sweetening

Bavarian Nordic’s board recommends a DKK 233/share bid, but ATP’s 10% block and market premium pricing suggest anticipation of a higher offer or strategic alternatives.
The offer undervalues Bavarian Nordic’s scalable platform, outbreak-response contracts, and optionality; a fair value of DKK 255–265 is justified, with a bull case up to DKK 330/share.
Deal spread trades negative as market expects sweetening; low irrevocables and strategic buyer risk suggest asymmetry for long positions with regulatory and ATP dynamics as key catalysts.

PointsBet (PBH AU): Betr Bumps Its Offer, but Is It Superior to Mixi?

BETR Entertainment (BBT AU) has bumped its PointsBet Holdings (PBH AU) offer to 4.219 BBT shares per PBH share. However, the offer’s opening is delayed by the Panel’s interim orders.
Betr expects that the Board will now recommend its offer. However, the Board has several reasons not to deem Betr’s revised proposal as superior to Mixi Inc (2121 JP).
Since 3 June, the average gross spread of the revised Betr offer to the Mixi offer is 3.4%. The logical next step is for Mixi to declare its offer unconditional.

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Jul 30

Daily Brief Event-Driven: [Japan Activism/M&A] Hogy Medical (3593) Reportedly Up For Auction – Totally Unsurprising and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan Activism/M&A] Hogy Medical (3593) Reportedly Up For Auction – Totally Unsurprising
GMO Internet (4784) – GMO Internet Parent Has Been SELLING In The Market
CKH (1 HK): Intervention Towards Securing Participation
A Tender Offer of JTC by Affirma Capital
Hana Micron Split Cancellation: Trades Targeting Position Unwinding and Korea Discount Compression
Prosus–JET Arbitrage: Tight Spread, High Certainty Ahead of EC Decision
LG CNS IPO Lockup Expiry – US$1.1bn Release, with PE Well in the Money
State-Level Regulatory Risks Pose Significant Challenges in TDC’s Acquisition of ProAssurance, Market Underestimates Potential Hurdles

[Japan Activism/M&A] Hogy Medical (3593) Reportedly Up For Auction – Totally Unsurprising

Hogy Medical (3593 JP)‘s founder passed and there was a re-arranging of Hoki family deckchairs in 2021. In 2022 there was a BIG buyback from the family at ¥3,130/share.
I discussed it here. I suggested that meant accretion, a family willing to sell, and an open register for a cheap company always heavily owned by value investors.
The stock went nowhere for 18mos as activists dallied. In 2024 it ran from ¥3,500 to ¥5,000 as Dalton bought 20%. Then they got a board seat. Now takeover noise.

GMO Internet (4784) – GMO Internet Parent Has Been SELLING In The Market

I have harped on the fact that GMO Internet Group (9449 JP) has to sell GMO Internet (4784 JP) shares with the goal to get 35% tradable shares by end-2025.
I have written about it here, here, here, and here. The price needs to be lower so the parent can launch a HUGE block. The stock must be less squeeze-able.
It turns out the parent started selling in the market the day after the Offering was cancelled. The setup is delicious now.

CKH (1 HK): Intervention Towards Securing Participation

Inviting a PRC investor to join the bidding consortium as a significant member, as opposed to a majority player, appears the panacea to get this port deal over the line.
Although CK Hutchison Holdings (1 HK) stopped short of naming the investor, China’s state-owned shipping conglomerate Cosco is widely expected/rumoured to join BlackRock and Swiss-Italian shipping company MSC.
Participation through effective intervention? Cosco’s involvement should all-but seal Chinese regulatory approvals. The green light from the US administration, the EU, and other jurisdictions, will pivot off how much involvement.

A Tender Offer of JTC by Affirma Capital

On 28 July, it was announced that Affirma Capital will conduct a tender offer of JTC Inc/Fukuoka (950170 KS) which is a Japanese duty free operator listed on KOSDAQ.
This follows the exercise of a call option on all shares held by former JTC Chairman Gu Cheol-mo.
Despite some recent concerns about travelling to Japan due to Manga driven fears about earthquakes, there are some clear longer term signs that the global travelers visiting Japan are increasing.

Hana Micron Split Cancellation: Trades Targeting Position Unwinding and Korea Discount Compression

The split’s cancellation caught event-driven traders off guard, squeezing shorts and sparking short-covering flows, likely boosting the stock near term and removing governance overhang for a potential rerate.
Passive flow shifts as spinco’s planned KOSDAQ 150 inclusion is canceled, reversing early index rebalancing and pre-positioning by passive investors.
Hana Micron stays in the index, so no major passive outflows—just some trimming. Trade the short-cover pop, watch for passive cleanup dips as potential re-entry points.

Prosus–JET Arbitrage: Tight Spread, High Certainty Ahead of EC Decision

Prosus’s €20.30/share offer for JET trades at a 1.1% gross spread with EU clearance due 11 August; implied success probability stands at ~97% based on current market pricing.
Offer extended to 1 October to align with EC timeline. Prosus proposes structural remedies—stake cut and board exit from Delivery Hero—to resolve competition overlap in five EU countries.
Estimated settlement by mid-October. New entrants see 5.5% annualized return; early investors could realize 9.6%. Downside risk to €12.43 implies a 38% loss if deal breaks unexpectedly.

LG CNS IPO Lockup Expiry – US$1.1bn Release, with PE Well in the Money

By Sumeet Singh

LG CNS (064400 KS) raised around US$825m in its Korea IPO in February 2025. LG CNS is a South Korean information technology company.
The shares didn’t do much at listing and have only recently moved higher to trade above its IPO price.
In this note, we will talk about the lock-up dynamics and updates since our last note.

State-Level Regulatory Risks Pose Significant Challenges in TDC’s Acquisition of ProAssurance, Market Underestimates Potential Hurdles

The merger involves TDC acquiring ProAssurance for $25/share, creating a combined 16% market share in medical malpractice insurance.
California regulatory concerns arise due to the combined entity’s 65% market share, potentially impacting merger approval.
TDC’s offer price was contingent on regulatory outcomes, with PRA rejecting a structure tying price to regulatory conditions.

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Jul 29

Daily Brief Event-Driven: A/H Premium Tracker (To 25 July 2025): “Beautiful Skew” Raging Onward and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

A/H Premium Tracker (To 25 July 2025): “Beautiful Skew” Raging Onward
[Japan M&A] – KKR Launches Still-Too-Light Topcon (7732) Deal
HK Connect SOUTHBOUND Flows (To 25 July 2025); Multi-Month High Volumes, Net Buying of Financials
NSDL (NSDL IN) IPO: Offering Details & Index Inclusion Timeline
ProSiebenSat.1: MFE Raises Offer, Reducing Arbitrage Upside and Shifting Risk Profile
Ainsworth Game Technology (AGI AU): 29th August Vote On Novomatic’s “Low-Balled Offer”
Assura: Bid Floor in Place, Upside Optionality Hinges on Revised PHP Terms or Auction Outcome
SSI Newsletter: PMVP Trial Catalyst, YORKU Trading Split, CPPTL Extension, GLXZ Merger, LUNA Updates

A/H Premium Tracker (To 25 July 2025): “Beautiful Skew” Raging Onward

AH premia down again among liquid names but “beautiful skew” of wide premia converging more than narrow premia continues bigly. It still pays well to be long wide H discounts.
This is the most significant 60-day AH pair average H outperformance in five years, maybe ever. Remarkable.
The data tables below update on a daily basis in the Tools section of Smartkarma. The SOUTHBOUND Flow Monitor and AH Monitor are both there free for SK readers.

[Japan M&A] – KKR Launches Still-Too-Light Topcon (7732) Deal

In December-2024, this deal was mooted and it came out as expected. But the implied growth in management forecasts was higher than expected so the price came in quite light.
In March when the deal was announced, it seemed like a tough call, but three weeks later Value Act decided they would tender, but would reinvest in the back end.
The deal is now approved, and launches tomorrow. It gets done, I expect, but it is not a model deal other than being one showing the loopholes available to buyers.

HK Connect SOUTHBOUND Flows (To 25 July 2025); Multi-Month High Volumes, Net Buying of Financials

Gross SOUTHBOUND volumes US$20+bn a day this past 5-day week. Best in months. Net buying strong at +US$800mm a day.
Among the top buys as a percentage of volume, Non-bank FINANCIALS stood out, dramatically. Tech-y CONSUMER DISCRETIONARY was sold. SOEs stand out on the sell side. Again.
The data tables below update on a daily basis in the Tools section of Smartkarma. The SOUTHBOUND Flow Monitor and AH Monitor are both there free for SK readers.

NSDL (NSDL IN) IPO: Offering Details & Index Inclusion Timeline

By Brian Freitas

NSDL (NSDL IN) is looking to list on the exchanges by selling up to INR 40bn (US$464m) of stock at a valuation of up to INR 160bn (US$1.85bn).
The stock will not get Fast Entry to either of the global indices. The earliest inclusion in a global index should take place in November.
Central Depository Services (CDSL IN)‘s stock price has dropped following the announcement of NSDL‘s IPO price band and the muted results could lead to further downside in the stock.

ProSiebenSat.1: MFE Raises Offer, Reducing Arbitrage Upside and Shifting Risk Profile

MFE raised its offer to €7.88 implied, tightening the spread to just +1.15%; new long entries now face skewed downside risk without a second bump or strategic surprise.
Legacy holders from €5.80–7.00 have captured meaningful gains; with the August 13 deadline approaching, using MFE-A hedges or call structures preserves upside while limiting exposure.
MFE-A borrow remains accessible (~0.75%), making short hedges viable; paired with call options, this offers capital-efficient exposure to upside while mitigating equity volatility in a tight spread setup.

Ainsworth Game Technology (AGI AU): 29th August Vote On Novomatic’s “Low-Balled Offer”

Back on the 28th April 2025, Ainsworth Game Technology (AGI AU), an Aussie gaming supplier, entered into a Scheme with Austria’s Novomatic, Ainsworth’s largest shareholder (52.9%).
Novomatic offered A$1.00/share (best & final) – including a permitted dividend – a 35% premium to last close; yet 64% below what Novomatic paid for its controlling stake in 2016.
The Scheme Doc is now out, with a shareholder vote on the 29th August. The IE says fair & reasonable. They are probably tight.

Assura: Bid Floor in Place, Upside Optionality Hinges on Revised PHP Terms or Auction Outcome

KKR’s firm cash bid of 50.24p offers a modest +0.56% premium to Assura’s current price, anchoring downside risk in this live UK REIT takeover contest.
PHP’s offer implies upside only if its share price rebounds; spread turns positive beyond 98p, with optionality up to +7.4% if PHP retests its six-month high.
Limited arbitrage remains, but a final round auction or revised bid could unlock renewed spread capture; monitor deal calendar ahead of the 12 August offer deadline.

SSI Newsletter: PMVP Trial Catalyst, YORKU Trading Split, CPPTL Extension, GLXZ Merger, LUNA Updates