Event-Driven

Founder Kim reportedly looking to offload his 21.5% stake, with EQT eyeing a ~30% control block including Shinhan’s. No succession plans, deal said to be under serious review.
Kim’s control premium ask could trigger Korea’s first test case of expanded fiduciary duty, with minority holders potentially suing if tender terms aren’t seen as fair under new rules.
Buyer likely prepping a Q3 tender offer; key watch is how minority premium stacks vs control block — could be Korea’s first de facto test case of mandatory tender mechanics.

Vivendi: Mandatory Buyout in Motion – High-Conviction Risk Arb with 30%+ Upside

Vivendi trades at a 37.7% discount to NAV, with a mandated buyout by Bolloré offering a realistic upside of 22–37% within six months pending French Supreme Court review.
The AMF has ruled that Bolloré must launch a tender offer. Vivendi’s simplified structure, anchored by UMG, enables clear valuation through a detailed SOTP showing €5.26/share NAV.
With liquidity exceeding €3bn, Bolloré can finance a buyout of minority shareholders. Even conservative pricing scenarios imply strong returns for arbitrage investors seeking event-driven upside.

Clearing a Common Misconception — No Pre-Cover Needed in Hanil Stock-For-Stock Swap

By Special Situation Investments

Some still think we must close the borrow pre-settlement in a stock-for-stock merger. But KSD handles it fine — no need to pre-cover if shares stay lendable post-swap.
Spread flipped negative — rare setup in Korea. Tight float on both sides (insider-heavy) is killing liquidity and borrow, leading to this reverse arb play.
Deal break risk is minimal, new share listing is relatively soon, and the negative spread may widen—making this a compelling setup for a reverse arb play.

Next Science Asset Sale to Demetra Holdings: Potential 13% Upside with Capital Return and Strategic Acquisition

Next Science plans to distribute net proceeds of US$30m from asset sale to shareholders, equating to A$0.158/share.
The asset sale requires shareholder approval, with major stakeholders like the Walker family likely supporting the transaction.
Uncertainties include FDA compliance issues, tax treatment of distribution, and potential changes in net proceeds estimate.

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Jul 18

Daily Brief Event-Driven: 7&I (3382 JP) – Alimentation Couche-Tard Walks and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

7&I (3382 JP) – Alimentation Couche-Tard Walks, Lobbing a Letter Bomb
[Japan Activism] Mitsui Matsushima (1518 JP) Buyback Tender – Surprising Results and Implications
PointsBet (PBH AU): Betr Firms “Superior Offer”. Expect The Board To Reject. Again
Seven & I Holdings (3382 JP): Dead Money as Couche-Tard Unsurprisingly Walks
Samsung Jay Lee Cleared by Supreme Court — Market Reaction Could Flip From Consensus
A Merger Between Hanil Cement and Hanil Hyundai Cement to Become the #1 Cement Player in Korea
Insiders Selling at Silicon2: Negative Impact on Share Price

7&I (3382 JP) – Alimentation Couche-Tard Walks, Lobbing a Letter Bomb

Alimentation Couche-Tard (ATD CN) which proposed a takeover to Seven & I Holdings (3382 JP) almost a year ago, has walked. They delivered a letter bomb on the way out.
The letter is titled “ALIMENTATION COUCHE-TARD ANNOUNCES WITHDRAWAL OF PROPOSAL TO ACQUIRE SEVEN & I HOLDINGS DUE TO LACK OF ENGAGEMENT.” This is not the first time they have complained.
The letter is not aimed at the 7&i Board or at ATD stakeholders. It is meant to drive a wedge between 7&i active shareholders and its management team. We’ll see.

[Japan Activism] Mitsui Matsushima (1518 JP) Buyback Tender – Surprising Results and Implications

Today, Mitsui Matsushima (1518 JP) announced the results of its Buyback Tender Offer to repurchase up to 3,999,999 shares (35.8% of shares out ex-Treasury) at ¥5,000/share.
Murakami-San owned 42% of the voting rights at announcement, then bought more on the dip just below ¥5,000/share.
The Tender Offer Buyback was “successful” in that it bought back 3.3mm shares. But the result was FAR more interesting than I expected. Surprising Results with Surprising Implications

PointsBet (PBH AU): Betr Firms “Superior Offer”. Expect The Board To Reject. Again

Back on the 20th June, betr (BBT AU) tabled an all-scrip off-market Offer for PointsBet (PBH AU), with no minimum acceptance condition, which they considered superior to MIXI (2121 JP)‘s.
Which was a bold statement, as 3.81 new betr shares, at the time, was equivalent to A$1.143/share versus MIXI’s A$1.20/share all-cash Offer. It’s now worth A$1.03/share.
Last night, betr released its Bidder’s Statement. Terms are unchanged. Offer opens ~31st July. PointsBet was quick to point out, again, the current (low) value of the scrip terms.

Seven & I Holdings (3382 JP): Dead Money as Couche-Tard Unsurprisingly Walks

Couche-Tard has withdrawn its offer for Seven & I Holdings (3382 JP) by unfairly laying the entire blame on the Board.
The Board has made credible progress, but the jury is still out on whether the Board’s plan will generate returns. Shareholders remain sceptical as the shares have underperformed the index.
In theory, the sell-off presents a buying opportunity (My SoTP valuation is JPY 2,376). However, the shares are likely to tread water as there are no near-term catalysts.

Samsung Jay Lee Cleared by Supreme Court — Market Reaction Could Flip From Consensus

Jay Lee’s clean Supreme Court win may cool Samsung’s governance trade near term. With legal risks gone, there’s less urgency to push structural changes or shuffle shares now.
Samsung C&T, a hotspot for governance spec flows, may see bids fade as urgency for structural shifts drops; longs on revamp bets might consider fading or shorting amid lingering risks.
Samsung Life gets relief as forced Elec share sales drop, supporting its stock. Samsung Elec stays neutral. Trade idea: Samsung Life long, Samsung C&T short on cooled governance hopes.

A Merger Between Hanil Cement and Hanil Hyundai Cement to Become the #1 Cement Player in Korea

By Douglas Kim

After the market close today (17 July), Hanil Cement Co Ltd/New (300720 KS) and Hanil Hyundai Cement (006390 KS) announced that they will merge.
Through this merger, Hanil Cement (on a combined basis with pro-forma sales of 1.74 trillion won in 2024) will become the largest cement company in Korea after Ssangyong Cement Industrial.
We expect this merger to have a positive impact on both companies and they are likely to outperform the market and other local cement producers this year.

Insiders Selling at Silicon2: Negative Impact on Share Price

By Douglas Kim

Insiders have been selling at Silicon2 (257720 KS). The company’s CEO Kim Seong-Woon and other related parties sold 0.37 million shares (0.6% stake) in June 2025.
Overall, we are concerned about this recent insider selling at Silicon2. We are lowering our rating on Silicon2 to Negative over the next 6-12 months.
Silicon2 needs to introduce new cosmetic brands such as Joseon Beauty, Round Lab, and Anua that could become very popular on a regular basis. However, that could be a challenge.

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Jul 17

Daily Brief Event-Driven: ZEEKR (ZK US): Geely Firms Low-Balled Offer. It Is What It Is and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

ZEEKR (ZK US): Geely Firms Low-Balled Offer. It Is What It Is
PointsBet (PBH AU): The Battle of Takeover Offers Commences
Krungthai Card (KTC TB): Buy With Both Hands As Pledged Shares Rollover
BMPS–Mediobanca: Offer Live, Market Still Says No

ZEEKR (ZK US): Geely Firms Low-Balled Offer. It Is What It Is

Back on the 7th May, Geely Auto (175 HK), China’s second-largest carmaker, made a US$25.66/ADS non-binding proposal for 62.8%-held ZEEKR (ZK US), a premium Chinese electric vehicle manufacturer
Yesterday, Geely tweaked and firmed terms at US$26.87/ADS, a 4.7% bump to the original NBIO, and ~3.4% below ZEEKR’s last close. ZEEKR promptly gained 2.4% on the news.
ZEEKR shareholders also have the option to receive Geely scrip. Given Geely’s and Li Shufu’s (10.61%) holdings – neither are required to abstain on voting – this Offer is done.

PointsBet (PBH AU): The Battle of Takeover Offers Commences

BETR Entertainment (BBT AU) has despatched the bidder’s statement for PointsBet Holdings (PBH AU) takeover offer. The offer is scheduled to run from July 31 to September 8.
BBT continues to clutch at straws by claiming its offer is superior to Mixi’s A$1.20 all-cash offer. The Mixi scheme results suggest that BBT has limited support from PBH shareholders.
BBT will struggle to gain material acceptance, but hints at possible revised terms. Mixi Inc (2121 JP) will also need to reconsider its offer terms to see off BBT.

Krungthai Card (KTC TB): Buy With Both Hands As Pledged Shares Rollover

Late last month, shares in Krungthai Card (KTC TB), XSpring Capital (XPG TB), BEC World Public (BEC TB), and The Practical Solution (TPS TB) all went limit down. Twice.
As discussed in Krungthai Card (KTC TB): Buying Opportunity After Margin Call, Mongkol Prakitchaiwattana had pledged his shares in all four companies, reportedly leading to margin calls.
Yesterday, the SET released an updated list of securities pledged in margin accounts. Notably, pledged shares in KTC has fallen to 3.8% of shares outstanding from 16.3% the previous month.

BMPS–Mediobanca: Offer Live, Market Still Says No

Market assigns low odds to the current terms, with most of the expected value tied to deal failure or a materially higher exchange ratio.
BMPS now holds effective control, but the –3.5% spread shows investors doubt the deal will close as is without further sweetening.
No arbitrage setup is attractive, as convergence to the implied offer still implies a locked-in loss for Mediobanca holders at current market prices.

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Jul 16

Daily Brief Event-Driven: StubWorld: Absent Borrow and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

StubWorld: Absent Borrow, GMO Internet (4784) Is An Avoid
ZEEKR (ZK US): Geely Auto’s Binding Offer a Done Deal
New World Resources (NWC AU): Expect CAML To Match Kinterra’s Terms
Shibaura Electronics (6957 JP): Drawing Nearer to a Conclusion
Adriatic Metals (ADT AU): 13th August Vote On Dundee Metals (DPM CN)’s Offer
Netmarble Is Considering on Issuing EB Worth 250 Billion Won Backed by Its Stake in HYBE
Liquid Universe of European Ordinary and Preferred Shares: July ’25 Report
Div Tax Intel Drop: Street Pivoting to Forward Yield Plays (Consensus Data Excel Attached)

StubWorld: Absent Borrow, GMO Internet (4784) Is An Avoid

GMO Internet (4784 JP) stays listed if/when GMO Internet Group (9449 JP) sells (a lot of) shares. Yet 4784 remains stubbornly – manipulated (?) – at nosebleed valuations.
Preceding my comments on the GMO group – and Dah Sing Financial (440 HK) and Axiata Group (AXIATA MK) – are the current setup/unwind tables for Asia-Pacific Holdcos
Hese relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation >20%.

ZEEKR (ZK US): Geely Auto’s Binding Offer a Done Deal

ZEEKR (ZK US) has entered into a definitive merger agreement with Geely Auto (175 HK) at US$26.87 per ADS or 12.3 newly issued Geely shares. The cash offer increased by 4.7%.
The proposal is conditional on regulatory approvals (low risk, as Zeekr is a subsidiary of Geely), as well as approval from Zeekr’s shareholders and Geely’s independent shareholders.
The Zeekr shareholder vote is a formality as Geely and undertakings exceed the two-thirds voting threshold. The Geely vote is low risk due to the low takeover premium.

New World Resources (NWC AU): Expect CAML To Match Kinterra’s Terms

Writing reports on copper-play New World Resources (NWC AU) is tricky as they have a half-life of days, sometimes hours, as Kinterra and Central Asia Metals (CAML LN) compete head-to-head.
Last week, Kinterra bumped its off-market Offer to A$0.063/share; which increases to A$0.064/share if it gets to 30%. CAML, currently at A$0.062/share, has matching rights up until the 17th July.
The Takeovers Panel has now, not altogether unsurprisingly, opted not to declare unacceptable circumstances regarding Kinterra’s two applications.

Shibaura Electronics (6957 JP): Drawing Nearer to a Conclusion

Yageo Corporation (2327 TT) has extended the close of its offer for Shibaura Electronics (6957 JP) from July 15 to August 1, the end of the waiting period for FEFTA approval.
Yageo remains confident of securing FEFTA approval. Blocking an acquisition of a Type 1 (non-designated business sector) company by a Taiwanese company would set a bad precedent.
There is a medium to high probability that Yageo secures FEFTA approval. Minebea Mitsumi (6479 JP) is likely to walk as it signalled a limited appetite to match Yageo’s offer.

Adriatic Metals (ADT AU): 13th August Vote On Dundee Metals (DPM CN)’s Offer

Back on the 13th June, dual-listed silver play Adriatic Metals PLC (ADT AU) announced a cash/scrip Offer from Dundee Precious Metals (DPM CN),with an implied Offer price of A$5.56/share, a
Dundee is offering 0.1590 new Dundee shares per ADT share, plus 93 pence in cash. Roughly a 35:65 cash/scrip split for the Aussie-listed line. And a 47.8% premium to undisturbed.
As Adriatic is incorporated in the UK, the Offer is being done by a UK Scheme. The Scheme Doc is now out, with a shareholder vote on the 13th August.

Netmarble Is Considering on Issuing EB Worth 250 Billion Won Backed by Its Stake in HYBE

By Douglas Kim

According to the local media, Netmarble is considering on issuing exchangeable bonds (EB) worth about 250 billion won backed by its stake in HYBE.
The potential EB issue is likely to be slightly positive on Netmarble and slightly negative on HYBE (mainly due to additional shares that could be sold in the market).
We are Negative on BOTH Netmarble and HYBE. Their valuations are not attractive. Plus, HYBE could face a major negative issue of its founder Bang Si-hyuk who could be jailed.

Liquid Universe of European Ordinary and Preferred Shares: July ’25 Report

Since mid-June, share price spreads have generally widened across the European liquid universe of ordinary and preferred shares, with 6 tightening and 13 widening.
The premium of non-voting, less liquid Handelsbanken B shares vs. A has widened to 59.2%; the discount of Grifols B has widened (Brookfield’s approach remains tentative and non-committal).
Recommended trades long preferred/short ords: Atlas Copco, BMW, Grifols, MFE Media-for-Europe. Recommended trades long ordinary / short preferred shares: Handelsbanken, Henkel.

Div Tax Intel Drop: Street Pivoting to Forward Yield Plays (Consensus Data Excel Attached)

This is MoEF’s first gov-led tax reform—not lawmaker-initiated—and unlike April’s DP bill, it carries broader scope and priority fast-track status, boosting passage odds.
Local chatter says MoEF is eyeing end-July to table its tax reform bill — that’s the base case making the rounds on the tape today.
Gov may go full-scope: 9–25% div tax on all firms plus tax credits. Traders are now rotating into high forward-yield names ahead of MoEF’s late-July package.

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Jul 15

Daily Brief Event-Driven: GMO Internet (4784) – Shares Appear Manipulated/Squeezed (Again) and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

GMO Internet (4784) – Shares Appear Manipulated/Squeezed (Again), but ParentCo MUST SELL
[Japan M&A] Polaris MBO for DD Group (3073) – Too Light But Probably a Done Deal
Samsung Daily Buyback Flow Compiled (Excel): Notable Flow/Price Sync Pattern Identified
Guangdong-Hong Kong Greater Bay Area (1396 HK): This Doesn’t Add Up
DD Group (3073 JP): Polaris Capital-Sponsored MBO Is Light
Abacus Storage King (ASK AU): Ki Corp/Public Storage’s Revised NBIO Faces a Daunting Challenge
Merger and Acquisition Updates: GLXZ, OCFT, ASLI:L, and CPPTL’s Strategic Developments
BPER–Sondrio: 3.9% Spread with Optionality on Reopening

GMO Internet (4784) – Shares Appear Manipulated/Squeezed (Again), but ParentCo MUST SELL

GMO Internet (4784 JP) was squeezed after a merger which was a Reverse Takeover followed by a ridiculous TOPIX inclusion. Then the parent tried an offering, which failed.
The clearing price demanded was WAAAY lower so the offering was pulled. Shares fell 70%, then bounced 65%. Now 48x book and 66x EBITDA for an ISP. Super expensive. Manipulated.
ParentCo needs to sell 90mm shares ASAP. The only clean way is through a liquidation trust to get shares lower before a larger offering.

[Japan M&A] Polaris MBO for DD Group (3073) – Too Light But Probably a Done Deal

Diamond Dining (3073 JP) (DD Group) head Matsumura-san appears to be getting out in this Polaris MBO for the dining group.
The premium is low, and the the price is probably light, but there are a couple of small things which mean it isn’t quite as light as it might look.
But the company prints cash, so yeah, it’s light. This should probably be a bit better, but F&B is a fickle business.

Samsung Daily Buyback Flow Compiled (Excel): Notable Flow/Price Sync Pattern Identified

Daily buyback flow data for Samsung (ord + pref) since last Nov compiled — Excel file attached below.
Started with ~1M/day (for ord), ramped up at 20–30%, then tapered post-60% — same playbook in both legs, with the second showing even more methodical, steady pacing.
Price action tracked buyback flow closely — especially in leg 2, where the mid-heavy-light volume pattern showed strong consistency.

Guangdong-Hong Kong Greater Bay Area (1396 HK): This Doesn’t Add Up

Property developer Guangdong – Hong Kong Greater Bay Area Holdings (1396 HK) (GHKGBA) is currently suspended pursuant to the Takeovers Code.
GHKGBA, previously known as Hydoo, was subject to an unconditional MGO in 2019 after China Guangdong-Hong Kong Greater Bay Area (CGHKGBA) acquired a 51.56%. CGHKGBA currently holds a 50.94% stake
At a guess, CGHKGBA will seek to take GHKGBA private by way of a Scheme. The rub/pushback? GHKGBA’s share price is up 2,383% YTD. And trailing P/B is ~7x.

DD Group (3073 JP): Polaris Capital-Sponsored MBO Is Light

Diamond Dining (3073 JP) has recommended a Polaris Capital-sponsored MBO at JPY1,700, a 17.8% premium to the last close price.
The offer is light and is 16% below the midpoint of the IFA DCF valuation range. The process was lacking as there was no auction.
DD has no recent history of activism. Therefore, the likelihood of a bump is low unless there is vocal opposition or an activist becomes a substantial shareholder.

Abacus Storage King (ASK AU): Ki Corp/Public Storage’s Revised NBIO Faces a Daunting Challenge

By Special Situation Investments

Abacus Storage King (ASK AU) disclosed a non-binding proposal from Ki Corporation and Public Storage (PSA US) at A$1.65 per unit, a 14.7% premium to its previously rejected offer.
The Board will grant six weeks of due diligence. While below NTA (implies P/NTA of 0.95x), the offer is reasonable compared to peer multiples and historical trading ranges.
The consortium will likely need to switch to a takeover offer as National Storage REIT (NSR AU), which holds effectively a blocking stake, is unlikely to vote in favour.

Merger and Acquisition Updates: GLXZ, OCFT, ASLI:L, and CPPTL’s Strategic Developments

Galaxy Gaming (GLXZ) merger with Evolution AB is pending gaming regulatory review, with a 14% spread remaining.
OneConnect Financial Technology (OCFT) secured antitrust approval from SAMR for Ping An takeover, narrowing spread to 5%.
abrdn European Logistics Income (ASLI:L) sold two warehouses at a premium, with further asset sales in advanced discussions.

BPER–Sondrio: 3.9% Spread with Optionality on Reopening

BPER acquired 58.35% of Sondrio with an enhanced bid, but low take-up signals shareholder dissatisfaction and opens room for further action.
Revised terms imply a 3.9% gross spread, offering a compelling short-term arbitrage play with estimated 12.4% annualized return.
A potential reopening or share accumulation remains likely, with Unipol’s dual role adding strategic weight and optionality to the situation.

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Jul 14

Daily Brief Event-Driven: Merger Arb Mondays (14 Jul) – Shibaura and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Merger Arb Mondays (14 Jul) – Shibaura, Topcon, Nissin, OneConnect, Insignia, PointsBet, ENN Energy
Mandatory Cancellation of Existing Treasury Shares: A Historic Stock Market Event in the Making
A/H Premium Tracker (To 11 July 2025): “Beautiful Skew” Continues – BIG AH Premia Compression
Weekly Deals Digest (13 Jul) – Toyota Industries, OneConnect, Great Eastern, Johns Lyng, NTT DC REIT
Abacus Storage (ASK AU): Kirsh/Public Storage Bump And Afforded Due Diligence
HK Connect SOUTHBOUND Flows (To 11 July 2025); Volumes Up, Net Buying Up, Non-Bank Financials Hot
Weekly Update (GCI, IGT/BRSL, Greenblatt)

Merger Arb Mondays (14 Jul) – Shibaura, Topcon, Nissin, OneConnect, Insignia, PointsBet, ENN Energy

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), Yichang HEC Changjiang Pharma (1558 HK), ENN Energy (2688 HK), Insignia Financial (IFL AU), Seven & I Holdings (3382 JP), Santos Ltd (STO AU).
Lowest spreads: Bright Smart Securities (1428 HK), New World Resources (NWC AU), Humm Group (HUM AU), Hainan Meilan International Airport (357 HK), Avjennings Ltd (AVJ AU).

Mandatory Cancellation of Existing Treasury Shares: A Historic Stock Market Event in the Making

The bill’s side notes clearly state that the mandatory cancellation rule applies retroactively to existing treasury shares without any exemptions.
If this passes the Assembly as-is, it’ll trigger a historic forced cancellation of treasury stock across ~1,660 companies—about three-quarters of the K-equities market.
Watch if this punchy bill clears committee and floor without cuts. Dems plan to fast-track it Sept 1, holding the majority to push it solo, aiming for year-end rollout.

A/H Premium Tracker (To 11 July 2025): “Beautiful Skew” Continues – BIG AH Premia Compression

AH premia flat among liquid names but “beautiful skew” of wide premia converging more than narrow premia continues bigly. It has paid well to be long wide H discounts.
Weeks ago I said, “It has paid to be long the H on those H/A pairs with the biggest H discounts. I would continue to ride that trend.” Ride on.
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.

Weekly Deals Digest (13 Jul) – Toyota Industries, OneConnect, Great Eastern, Johns Lyng, NTT DC REIT

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: NTT DC REIT (NTTDCR SP) and NSDL (NSDL IN) IPOs.
Event-Driven developments: Toyota Industries (6201 JP), OneConnect Financial Technology (OCFT US), Great Eastern Holdings (GE SP), Johns Lyng (JLG AU), New World Resources (NWC AU).

Abacus Storage (ASK AU): Kirsh/Public Storage Bump And Afforded Due Diligence

Two months ago, Abacus Storage King (ASK AU) announced, and subsequently rejected, a A$1.47/share NBIO, by way of a Scheme, from Nathan Kirsh’s Ki Corporation and Public Storage (PSA US)
The Kirsh-led consortium has now bumped non-binding terms 14.7% to A$1.65/share, and has been granted six weeks of due diligence.
Nathan Kirsh directly/indirectly holds a 59.47% stake in ASK. Abacus has never closed above A$1.60/share.

HK Connect SOUTHBOUND Flows (To 11 July 2025); Volumes Up, Net Buying Up, Non-Bank Financials Hot

Gross SOUTHBOUND volumes up to US$17+bn a day this past 5-day week. Net buying strong at +US$700mm a day.
Among the top buys as a percentage of volume, FINANCIALS stood out, dramatically. Again. Neither INFO TECH nor Tencent were the big sells this week.
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.

Weekly Update (GCI, IGT/BRSL, Greenblatt)

By Richard Howe

In November 2024, Liberty Broadband (Nasdaq: LBRDA/LBRDK) agreed to be acquired by Charter Communications (CHTR) in an all‑stock deal.
Under the merger agreement, each Liberty Broadband common share will convert into 0.236 share of Charter common stock (plus cash for fractional shares), and each Liberty preferred share will convert to a new Charter preferred share.
As part of the deal, Liberty Broadband will spin off its fully owned Alaska telecom business (GCI, LLC) to Liberty shareholders before the Charter merger closes.

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Jul 13

Daily Brief Event-Driven: Last Week In Event SPACE: Meituan/Prosus and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Last Week In Event SPACE: Meituan/Prosus, China Medical System, Japanese Banks, New World Dev.
(Mostly) Asia-Pac M&A: Johns Lyng, New World Resources, Oneconnect, Great Eastern, VIOL

Last Week In Event SPACE: Meituan/Prosus, China Medical System, Japanese Banks, New World Dev.

The benefits of China Medical System (867 HK) China Medical System (867 HK)’s secondary listing on the SGX are more apparent than real.
Should Meituan (3690 HK) continue its Brazil market launch, Prosus NV (PRX NA) will have little reason to continue to hold on to its Meituan stake.
Look for value to be realised for Japanese banks with low PBRs and PERs, AND high cross-holdings as a percentage of market cap or book value through better capital allocation.

(Mostly) Asia-Pac M&A: Johns Lyng, New World Resources, Oneconnect, Great Eastern, VIOL

I tally 41 – mostly firm, mostly Asia-Pac – arb transactions currently being discussed and analysed on Smartkarma.
One new deal were discussed on Smartkarma this week: PEP’s Scheme Offer for Johns Lyng (JLG AU).
Key updates/news took place on New World Resources (NWC AU), Oneconnect Financial Technology (6638 HK), Great Eastern Holdings (GE SP), and VIOL (335890 KS).

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Jul 12

Daily Brief Event-Driven: NWD (17 HK): The Strings Attached To Latest Debt Financing and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

NWD (17 HK): The Strings Attached To Latest Debt Financing
Johns Lyng (JLG AU): A PEP-Sponsored MBO

NWD (17 HK): The Strings Attached To Latest Debt Financing

This “rescue package” announcement late last month came as no surprise, as the alternative situation (liquidation/bankruptcy) for New World Development (17 HK), and the ensuing optics were not great.
Media reports are now coming in that NWD is reportedly seeking to sell – or accelerate the sale – of its real estate projects in China.
That makes sense. The refinancing afforded NWD some breathing space. However, to strengthen/bolster its balance sheet, NWD needs to offload assets. Yet pinning down a “fair” valuation will take time.

Johns Lyng (JLG AU): A PEP-Sponsored MBO

Johns Lyng (JLG AU) has entered a scheme implementation deed with Pacific Equity Partners (PEP) at A$4.00, a 57.5% premium to the undisturbed price of A$2.54 (10 June).
The offer is effectively an MBO as the CEO and key executives will rollover their shares. The offer requires regulatory (FIRB and US) and shareholder approvals.
The offer is arguably opportunistically timed to capitalise on the FY2025 guidance downgrade in February. However, it is reasonable, given the high uncertainty surrounding the timing of an earnings recovery.

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Jul 11

Daily Brief Event-Driven: OneConnect (6638 HK/OCFT US): Ping An’s Offer Gets The Nod From SAMR and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

OneConnect (6638 HK/OCFT US): Ping An’s Offer Gets The Nod From SAMR
The HLB Merger Swap Turned into a Messier Trading Setup with Layered Dynamics in Play
New World Resources (NWC AU): Kinterra Tweaks Its Offer Structure and Bumps
China Medical System (867 HK): SGX Secondary Listing Benefits Questionable
CIE Partial Tender Fizzles – No Proration, Bullish Signal
Johns Lyng (JLG AU): PEP’s A$4/Share Offer Looks Light

OneConnect (6638 HK/OCFT US): Ping An’s Offer Gets The Nod From SAMR

On the 15th May, dual-listed Oneconnect (6638 HK/OFT US), a digital retail banking/commercial banking/digital insurance play, announced a firm Scheme Offer from Ping An, OneConnect’s controlling shareholder.
Ping An is offering HK$2.068/share, or US$7.98/ADS, a 72.33% premium to last close, and a 131.66% premium to the 30-day average. Net cash is, however, ~HK$1.83/share. The price is final.
SAMR has now signed off on the deal, satisfying the pre-condition. We await directions from the Cayman court on timing. I’m estimating late-September payment. Should the deal get up.

The HLB Merger Swap Turned into a Messier Trading Setup with Layered Dynamics in Play

Street’s wrongly assuming only 1% of total shares can exercise appraisal rights, but under Korean law, pre-meeting dissent suffices — today’s vote tells us nothing about actual buyback risk.
Focus is on pre-dissent size — local checks point to 20% of SO, 4x the 40B KRW cap. With stock 40% below appraisal price, merger break risk looks real.
Market’s treating deal break as bearish, deterring some from exercising appraisal despite being in the money. With spread this wide, swap leg offers high-risk, high-reward setup worth watching.

New World Resources (NWC AU): Kinterra Tweaks Its Offer Structure and Bumps

Kinterra increased its New World Resources (NWC AU) offer to A$0.063, which will be increased to A$0.064 and declared unconditional if Kinterra acquires 30% of voting rights by 11 July.
Central Asia Metals (CAML LN) has five business days to match Kinterra’s offer. While CAML today lowered its FY2025 production guidance, it retains the headroom to return with revised terms.
Trump’s recent copper tariffs support the case for the ongoing bidding war. Crucially, none of the bidders has declared their offer best and final.

China Medical System (867 HK): SGX Secondary Listing Benefits Questionable

On the 24th June 2025, specialty pharmaceutical play China Medical System (867 HK) (CMS) announced a proposed secondary SGX listing, by way of introduction. No equity fundraising will occur.
The SGX has given the green light, with shares expected to commence trading on the 15th July.
This secondary listing is not, it would seem, a pre-cursor to an HKEx withdrawal; but to “enhance the [CMS’s] global visibility, thereby facilitating its international business expansion“.

CIE Partial Tender Fizzles – No Proration, Bullish Signal

CIE’s €24/share partial offer closed with just 9.8% uptake, suggesting investors see more value ahead. No proration required. Treasury shares may support future free float improvements.
The weak subscription outcome aligns with our DCF-based fair value of €31–33/share. Market consensus also points to €32, underscoring material undervaluation and long-term upside potential.
Strong fundamentals, 4.0% yield, and attractive peer comps reinforce the case. Investors chose to stay long, confirming confidence in CIE’s strategic direction, liquidity plans, and re-rating potential.

Johns Lyng (JLG AU): PEP’s A$4/Share Offer Looks Light

A month ago, Integrated building services provider Johns Lyng (JLG AU) fielded a non-binding Offer, by way of a Scheme, from Aussie fund manager Pacific Equity Partners (PEP).
JLG and PEP have now entered into a SID at A$4/share, a 77% premium to undisturbed. CEO Scott Didier, JLG’s largest shareholder with 17.64%, is supportive.
A shareholder vote is expected to take place in October, with the transaction potentially wrapping up in November. This may need more gruel.

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✓ Company Data and News
✓ Events & Webinars

Jul 10

Daily Brief Event-Driven: Toyota Industries (6201 JP): Vocal Activism Gathering Pace and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Toyota Industries (6201 JP): Vocal Activism Gathering Pace
Kokusai Electric (6525 JP): Small Index Impact for Now, but Could Lead to Something Bigger
Treasury Cancellation Bill Latest: 10% Holding Cap for Existing Ones — Targets Screened in Excel
Chinese RCBs: Two Bailouts. How Many More At Risk?
OneConnect Financial (6638 HK/OCFT US): Precondition Satisfied for a Below Net Cash Offer
Meituan Possible US$4bn Selldown – Will End up Being Well-Flagged but Sentiment Isn’t Great
Brightstar Lottery (fka IGT) Capital Return is Better Than Expected

Toyota Industries (6201 JP): Vocal Activism Gathering Pace

Toyota Industries (6201 JP)’s preconditional tender offer from Toyota Fudosan is susceptible to a bump if there is enough vocal opposition from minorities.
In July, two public pieces have sharply criticised the offer – the Asian Corporate Governance Association (ACGA) on 2 July and Sloane Robinson Investment Management on 8 July.
Some of the criticism has merit, while others do not. Nevertheless, these letters are the first and right step to agitate for terms that are closer to TICO’s intrinsic value.

Kokusai Electric (6525 JP): Small Index Impact for Now, but Could Lead to Something Bigger

By Brian Freitas

KKR HKE Investment is offering 30m shares (12.86% of shares out) of Kokusai Electric (6525 JP) in a secondary offering that could raise up to JPY 91bn (US$620m).
Applied Materials (AMAT US) will become the largest shareholder in Kokusai Electric (6525 JP) after the placement.
There will not be a lot of buying from passive trackers following the placement, but it could ease the way for inclusion of the stock in the Nikkei 225 Index.

Treasury Cancellation Bill Latest: 10% Holding Cap for Existing Ones — Targets Screened in Excel

Market focus is now on retroactive impact — existing treasury holdings above 10% must be canceled within a year, flipping earlier expectations that they’d be exempt.
DP’s fast-tracking the bill, targeting a September vote and mid-October go-live, with this Commercial Act tweak topping their legislative priority list.
Excel below shows 230 stocks above the 10% treasury cap, including 35 large-caps — prime candidates for momentum trades as the mandatory buyback burn bill gains steam.

Chinese RCBs: Two Bailouts. How Many More At Risk?

Last week, CICC Hong Kong and SOE Jilin Financial Holding Group tabled a rescue offer for Jilin Bank (6122 HK), as discussed in Jilin Bank (6122 HK): Another Hobson’s Choice
This follows a similar bailout of Bank Of Jinzhou (416 HK) in early 2024, as detailed in Bank of Jinzhou (416 HK) To Be Taken Private.
Tarring the sector with same brush is potentially oversimplifying the situation. But the issues faced by Jilin Bank and BoJ are unlikely to be isolated. Below I dig deeper.

OneConnect Financial (6638 HK/OCFT US): Precondition Satisfied for a Below Net Cash Offer