Category

Event-Driven

Daily Brief Event-Driven: HK Connect SOUTHBOUND Flows (Wk To 21 Nov 2025) – BIG Net Buy on Lower Gross Flows. BABA Bought and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • HK Connect SOUTHBOUND Flows (Wk To 21 Nov 2025) – BIG Net Buy on Lower Gross Flows. BABA Bought
  • Monash IVF (MVF AU): Genesis Capital to Launch a Takeover Proposal?
  • Qube (QUB AU): Macquarie’s Lobs NBIO
  • Curator’s Cut: Powering Down CATL, Iron Ore Plays & Japan Consumer Consolidation
  • Merger Arb Mondays (24 Nov) – ANE, Dongfeng, ENN, Jinke, Shengmu, AUB, Digital Hldgs, Pacific Ind
  • A/H Premium Tracker (Week to 21 Nov 2025):  Hs Sharply Underperform As. Year-End Unwinding?
  • Webjet Group (WJL AU): BGH Capital Counters Helloworld with a Competing Proposal
  • Axalta Through Deal Value: Market Pricing a Bump, Not a Spread


HK Connect SOUTHBOUND Flows (Wk To 21 Nov 2025) – BIG Net Buy on Lower Gross Flows. BABA Bought

By Travis Lundy

  • HK$100bn a day of gross SOUTHBOUND activity with US$600mm+ of net buying on average. Net flows continue to be impressive. SOEs/Energy/Financials dominate.
  • Watch for news on the Dual Counter (RMB) Trading eligibility for SOUTHBOUND near-term. That could up the pace of things.
  • The data tables below update on a daily basis in the Tools section of Smartkarma. The Southbound Flow Monitor and AH Pairs Monitor are both there – free – for all SK readers.

Monash IVF (MVF AU): Genesis Capital to Launch a Takeover Proposal?

By Arun George

  • The AFR reports that a mystery buyer, believed to be Genesis Capital, will launch a takeover proposal for Monash IVF (MVF AU) at A$0.80, a 31.1% premium to the last close.
  • On Friday, the mystery buyer acquired a pre-bid stake of 6.01% of outstanding shares at A$0.80. The timing is opportunistic as the shares are down 51% YTD.
  • It is unclear whether Genesis is aiming to launch a scheme or an off-market takeover offer. Nevertheless, the rumoured offer is light. 

Qube (QUB AU): Macquarie’s Lobs NBIO

By David Blennerhassett

  • Qube Holdings (QUB AU), a logistics and infrastructure play, has announced a A$5.20/share non-binding indicative Offer from Macquarie Asset Management, a unit of Macquarie Group (MQG AU).
  • That is a 27.8% premium to last close. And ~14.4x FY25 EV/EBITDA. The proposal “follows an earlier unsolicited, non-=binding and indicative offer at lower value.” Dividends paid will be netted.
  • Qube directors are supportive. The proposal is conditional on due diligence, board approvals, no MACs at Qube, plus regulatory clearance, including FIRB and ACCC signing off.

Curator’s Cut: Powering Down CATL, Iron Ore Plays & Japan Consumer Consolidation

By Pranav Rao

  • Welcome to Curator’s Cut — a fortnightly roundup of standout themes from the 1,500+ insights published on Smartkarma.
  • In this cut, we review CATL’s H-share lock-up expiry, iron ore equity opportunities in the face of Simandou’s expected supply, and the accelerating consolidation in Japan’s consumer sector.
  • Want to dig deeper? Comment or message with the themes you’d like to see highlighted next.


A/H Premium Tracker (Week to 21 Nov 2025):  Hs Sharply Underperform As. Year-End Unwinding?

By Travis Lundy

  • Hs underperformed As on average by 1.88% within the liquid AH pair universe. Defensive Hs outperform As. Others not.
  • Nine new recos last week. The one labelled saw H underperform A by 2%. Ouch. 15+ new trades this week.
  • The data tables below update on a daily basis in the Tools section of Smartkarma. The Southbound Flow Monitor and AH Pairs Monitor are both there – free – for all SK readers.

Webjet Group (WJL AU): BGH Capital Counters Helloworld with a Competing Proposal

By Arun George

  • On 21 November, Webjet Group (WJL AU) disclosed a non-binding takeover offer from BGH Capital at A$0.91 per share, a 1.1% premium to the Helloworld Ltd (HLO AU) offer.
  • BGH’s takeover offer is conditional on a 75% minimum acceptance condition, which is too high a threshold to meet. The acceptance condition is likely to be revised to 50.1%.     
  • Helloworld has justification to engage in a bidding war, particularly due to potential synergies and multiple re-rating. I would expect at least another round of bids. 

Axalta Through Deal Value: Market Pricing a Bump, Not a Spread

By Jesus Rodriguez Aguilar

  • The Akzo–Axalta merger provides strong industrial logic and substantial synergies, but value allocation favours Akzo via its large dividend and greater synergy share, driving emerging Axalta shareholder resistance.
  • Axalta trades above adjusted deal value, implying a 2–3% bump. Artisan and Shapiro opposition increases pressure to improve terms, but current pricing already embeds bump expectations, making arbitrage unattractive.
  • At €26.21, expected returns are negative across scenarios without a larger, near-certain bump. Break risk dominates, making the trade unattractive. Recommendation: avoid initiating AXTA-long/AKZO-short positions until spread materially widens.

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Daily Brief Event-Driven: Unexpected ETF-Driven Flow Event Lights up the KOSPI 200 IT Sleeve and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • Unexpected ETF-Driven Flow Event Lights up the KOSPI 200 IT Sleeve
  • Asia-Pac M&A Weekly Wrap: RPMGlobal, Insignia, Webjet, Mayne Pharma, Jinke Smart, Digital Holdings
  • Last Week In Event SPACE: 3SBio/Mandi, CATL, Grindr, Mandarin Oriental


Unexpected ETF-Driven Flow Event Lights up the KOSPI 200 IT Sleeve

By Sanghyun Park

  • If the three non-IT names exit IT, passive flows hit hard: SK Square/LG Electronics ~0.4× DTV out, LG Corp ~0.8× DTV out, new IT entrants ~0.2–0.25× DTV in.
  • If KRX surprises next Tuesday, kicking three names from IT, expect immediate tape reaction—market memory exists, but the scenario isn’t priced, unlike 2023 Kakaopay, so instant price impact is likely.
  • If this happens, June 11 turns into a chunky basket-flow day: SK Square (~15% weight) out, next-tier caps see ~0.15–0.2× DTV inflow, except ultra-liquid names like Hanmi Semi.

Asia-Pac M&A Weekly Wrap: RPMGlobal, Insignia, Webjet, Mayne Pharma, Jinke Smart, Digital Holdings

By David Blennerhassett


Last Week In Event SPACE: 3SBio/Mandi, CATL, Grindr, Mandarin Oriental

By David Blennerhassett

  • Given the size of Mandi – relative to 3SBio Inc (1530 HK) – higher market multiples for its in-specie spin-off may have a limited impact on the overall valuation.
  • CATL (3750 HK)  raised around US$5.2bn in its H-share listing in May 2025. The last day for their lockup was the 19th November 2025.
  • While Grindr (GRND US) Special Committee considers the MBO proposal, chairman James Lu has unusually opted to step down. And sell shares below the NBIO price. 

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Daily Brief Event-Driven: 3SBio (1530 HK)’s Spin-Off and Listing of Mandi Inc. and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • 3SBio (1530 HK)’s Spin-Off and Listing of Mandi Inc.
  • Korea’s 25% Dividend Tax Basically Locked In, Market Now Trading the 30% Payout Angle


3SBio (1530 HK)’s Spin-Off and Listing of Mandi Inc.

By David Blennerhassett

  • Pharma-Play 3SBio Inc (1530 HK) has announced the spin-off and listing of 87.16%-held Mandi (MANDI HK)  on the HKEx. 
  • 3SBio will distribute its stake in-specie. There will be a concurrent global offering, the details of which are still to be fleshed out. 
  • Mandi (MANDI HK), a ” hair loss and weight management treatments” solutions provider, accounted for 17% of 3SBio’s revs in the 1H25, and 12.5% of profit.

Korea’s 25% Dividend Tax Basically Locked In, Market Now Trading the 30% Payout Angle

By Sanghyun Park

  • Starting next week, the tax subcommittee is set to hash out the 25% proposal, and with the opposition unlikely to block it, the 25% top rate is basically locked in.
  • The street’s treating 30% payout as base case, betting on more upside. The committee may pick it up next week, with headlines likely hitting the KRX tape fast.
  • Locals are already chasing 30%+ payout, deep-value names, with gov’t aiming for a Taiwan-style re-rating. If dividend-tax headlines drop next week, these screened names could rip.

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Daily Brief Event-Driven: Grindr (GRND US)’s Wide Spread As Majority Owners Court Delisting and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • Grindr (GRND US)’s Wide Spread As Majority Owners Court Delisting
  • Samsung Bioepis Holdings and Samsung Biologics to Start Trading on 24 November
  • Smart Share (EM US): On Stonewalling Hillhouse’s Offer
  • Thai Pledged Shares In October 2025


Grindr (GRND US)’s Wide Spread As Majority Owners Court Delisting

By David Blennerhassett

  • Back on the 24th October, Ray Zage (director) and James Lu (chairman), collectively holding ~60% in Grindr (GRND US), proposed to take the company private in a US$3.5bn deal.
  • The non-binding cash Offer of $18/share, is a 51% premium to undisturbed. A condition to a firm Offer may incorporate a majority of minority vote.
  • While the Special Committee considers the proposal, James Lu has unusually opted to step down. Currently trading at a ~30% gross spread to indicative terms. 

Samsung Bioepis Holdings and Samsung Biologics to Start Trading on 24 November

By Douglas Kim

  • Samsung Bioepis Holdings and Samsung Biologics will start to trade on 24 November. We remain positive on Samsung Biologics/Samsung Bioepis Holdings.
  • Operating profit more than doubled, up 115.3% YoY in 3Q25, indicating significant operating leverage. The company’s excellent results in 3Q25 is likely to positive impact the newly listed shares. 
  • Biologics division achieved 1.26 trillion won in sales with a 50% operating margin, while the Bioepis unit generated sales of 441 billion won with a 29% operating margin in 3Q25.

Smart Share (EM US): On Stonewalling Hillhouse’s Offer

By David Blennerhassett

  • After seven months had elapsed since receiving a preliminary non-binding proposal, Smart Share Global (EM US) announced on the 1st August a firm Offer (an MBO) had been entered into.
  • The Offeror consortium, led by Mars Guangyuan Cai, Chairman and CEO, is offering US$1.25/ADS, a 74.8% premium to last close; but ~20% below net cash + short-term investments.
  • Hillhouse upped the ante with a US$1.77/ADS NBIO. The share price hasn’t closed below US$1.25/share since; but the reason may not just hinge on Hillhouse firming its Offer.

Thai Pledged Shares In October 2025

By David Blennerhassett


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Daily Brief Event-Driven: Genes Tech’s (8257) Rare Arm’s-Length Offer and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • Genes Tech’s (8257) Rare Arm’s-Length Offer
  • Webjet Group (WJL AU): Helloworld’s Scheme Offer Likely to Morph into Competing Takeover Offers
  • Samyang Foods: Block Deal Sale of 103 Billion Won of Treasury Shares
  • Unilever PLC to Spin Off Ice Cream Business on December 6
  • Naver Financial and Dunamu BODs To Decide on A Comprehensive Stock Swap on 26 November
  • GBM Resources (GBZ AU)’s Proposed Secondary Listing In Hong Kong
  • Yaoko Spearheads M&A Rush in Japanese Supermarket Sector
  • KNOT Offshore Partners Faces Lowball Privatization Offer Amid Strong Market Position and Potential for Higher Bid
  • Jiangsu Hengrui Pharma IPO Lockup – US$850m Cornerstone Release


Genes Tech’s (8257) Rare Arm’s-Length Offer

By David Blennerhassett

  • Genes Tech Group Holdings (8257 HK), a turnkey solutions provider, has announced a rare, arm’s-length Offer, by way of a Scheme. 
  • The Offeror, privately-held Tinicum, is offering HK$0.245/share (not declared final), a 87% premium to last close, and a four-plus-year high.
  • Irrevocables comprising 69.79% of the register are supportive. Super clean deal

Webjet Group (WJL AU): Helloworld’s Scheme Offer Likely to Morph into Competing Takeover Offers

By Arun George

  • Webjet Group (WJL AU) disclosed a non-binding scheme offer from Helloworld Ltd (HLO AU) at A$0.90 per share, a 12.5% premium to the rejected BGH/Weiss offer of A$0.80.
  • The Board has granted due diligence. The offer is unattractive compared to peer multiples, analyst price targets and historical trading ranges.    
  • The scheme offer is a non-starter and likely to morph into a PointsBet-type situation. Therefore, the potential result is conditional takeover bids from BGH/Weiss and Helloworld.

Samyang Foods: Block Deal Sale of 103 Billion Won of Treasury Shares

By Douglas Kim

  • Samyang Foods is pursuing a block deal sale of 103 billion won of its treasury shares to secure additional funds for facility investment and improve its financial structure.
  • Samyang Foods plans to sell 74,887 common shares (0.99% of issued shares) at 1,372,000 won per share.  The expected block deal price is 1% lower than the current price.
  • The counterparties of this block deal sale have already been announced which include Viridian Asset Management, Jump Trading, and Weiss Asset Management.

Unilever PLC to Spin Off Ice Cream Business on December 6

By Garvit Bhandari

  • Unilever is set to complete the spin-off of its ice cream business by December 6, 2025. The new company will start trading from December 8, 2025.
  • The Magnum Ice Cream Company lists with ~€8 billion in revenue and improving margins, though elevated leverage post-spin is a concern.
  • Unilever’s ice cream spin-off streamlines its portfolio, but valuation uplift appears limited.

Naver Financial and Dunamu BODs To Decide on A Comprehensive Stock Swap on 26 November

By Douglas Kim

  • Dunamu and Naver Financial are expected to hold separate board meetings on 26 November and the potential merger of the two companies is on the agenda. 
  • The valuation of Dunamu is expected to be about 15 trillion won and the valuation of Naver Financial is expected to be about 5 trillion won.
  • This merger offers clear long-term advantages, including the opportunity to compete globally with overseas fintech firms like PayPal and Coinbase. Additionally, the collaboration strengthens Korea’s position as a stablecoin leader. 

GBM Resources (GBZ AU)’s Proposed Secondary Listing In Hong Kong

By David Blennerhassett

  • Aussie gold and copper explorer GBM Resources (GBZ AU) has announced plans to seek a secondary listing in Hong Kong.
  • GBM has entered a memorandum of understanding with its major shareholder, Wise Walkers Limited, which will fund all listing-related expenses – to be repaid upon a successful listing.
  • The listing is, ostensibly, to “broaden its investor base“; however Zijin Gold (2259 HK)‘s barnstorming IPO debut probably spurred on this development. 

Yaoko Spearheads M&A Rush in Japanese Supermarket Sector

By Michael Causton

  • Yaoko is now called Blue Zone Holdings, and is shaking up Japan’s supermarket landscape by acquiring two well-matched regional chains just weeks after its launch. 
  • The company plans to accelerate plans to acquire other smaller supermarket chains to build out into a national chain.
  • The plan also signals a new wave of M&A in the sector as barriers to supermarket consolidation finally start to fall.

KNOT Offshore Partners Faces Lowball Privatization Offer Amid Strong Market Position and Potential for Higher Bid

By Special Situation Investments

  • KNOP received a $10/unit privatization offer from its general partner, trading at $9.8, with a special committee review underway.
  • KNOP’s dividend was cut by 95% in 2023, despite improved charter activity and revenue growth, raising expectations for a dividend increase.
  • KNOP’s closest peer, Altera Shuttle Offshore, was acquired with a valuation speculated to exceed KNOP’s current $1.3bn offer.

Jiangsu Hengrui Pharma IPO Lockup – US$850m Cornerstone Release

By Sumeet Singh

  • Jiangsu Hengrui Pharmaceuticals (1276 HK), a China-based pharmaceutical company, raised around US$1.5bn in its H-share listing in May 2025. The lockup on its cornerstone will expire soon.
  • JHP Has been ranked as one of the global Top 50 pharmaceutical companies by Pharm Exec for six consecutive years since 2019.
  • In this note, we will talk about the lockup dynamics and possible placement.

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Daily Brief Event-Driven: [Japan Activism/M&A] Hakuhodo DY Lowers Digital Holdings (2389 JP) TOB Threshold and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • [Japan Activism/M&A] Hakuhodo DY Lowers Digital Holdings (2389 JP) TOB Threshold, Bumps a Tiny 2.2%
  • Digital Holdings (2389 JP): Hakuhodo Bumps and Lowers the Minimum Tendering Condition
  • Jinke Smart Services (9666 HK): Boyu’s Enhanced Offer but with Potentially Problematic Conditions
  • RPMGlobal (RUL AU): 19th Dec Vote On Caterpillar’s Offer
  • Webjet (WJL AU): Helloworld Steps Up As Weiss/BGH Seek Board Spill
  • Tsuruha-Welcia Merger to Form Biggest Drugstore Alliance, +Aeon TOB
  • Unilever Spin-off (Magnum) Deep Dive
  • Liquid Universe of European Ordinary and Preferred Shares: November’25 Report
  • SSI Newsletter Highlights: Acquisition Proposals, Merger Arbitrage, and Activist Pushbacks in Focus
  • MODG: TopGolf Sale Will Meaningfully Improve Balance Sheet


[Japan Activism/M&A] Hakuhodo DY Lowers Digital Holdings (2389 JP) TOB Threshold, Bumps a Tiny 2.2%

By Travis Lundy

  • Today after the close, Hakuhodo Dy Holdings (2433 JP) announced changes to the terms of its Tender Offer for Digital Holdings Inc (2389 JP), which faces an overbidder in SilverCape. 
  • Hakuhodo had bid ¥1,970. Silvercape came over the top with a proposed ¥2,380 but a delay for approvals. DH is fighting against SilverCape because of “remaining minority shareholder risk.”
  • That’s garbage. Utter blatherskite. Trumpworthy trumpery. Now Hakuhodo DY has lowered the minimum threshold making it hard to miss, and raised the price 2.3% to ¥2,015.

Digital Holdings (2389 JP): Hakuhodo Bumps and Lowers the Minimum Tendering Condition

By Arun George

  • Hakuhodo Dy Holdings (2433 JP) increased its Digital Holdings Inc (2389 JP) tender offer price by 2.3% to JPY2,015, 7.1% below the last close and 15.3% below SilverCape’s JPY2,380 offer.
  • The lower limit has been reduced to a 24.67% ownership ratio. Hakuhodo’s confidence in passing the EGM share consolidation vote relies on AGM voting trends and passive votes.
  • Hakuhodo’s acceptances as of 28 October exceed the lower limit. The revised Hakudodo offer will severely dent the chances of SilverCape’s offer.

Jinke Smart Services (9666 HK): Boyu’s Enhanced Offer but with Potentially Problematic Conditions

By Arun George

  • Jinke Smart Services (9666 HK) has announced an enhanced offer from Boyu at HK$8.69, a 30.3% premium to the existing base offer of HK$6.67.
  • The enhanced offer is conditional on the shareholders’ approval of the delisting resolution and the 90% minimum acceptance condition from disinterested shareholders.
  • The 90% minimum acceptance condition could be challenging, particularly as the peers have re-rated and the enhanced offer is barely above the undisturbed price. 

RPMGlobal (RUL AU): 19th Dec Vote On Caterpillar’s Offer

By David Blennerhassett

  • Back on the 13th October, RPMGlobal Holdings Limited (RUL AU), a mining software technology provider, entered into a Scheme with Caterpillar Inc (CAT US).
  • Caterpillar offered A$5/share (the same as in the previously announced NBIO), a 32.8% premium to undisturbed. FIRB and ACCC approvals are conditions. FIRB won’t be an issue. 
  • The Scheme Booklet is now out, with a Scheme Meeting on the 19th December, and expected implementation on the 18th Feb 2026. The IE (Grant Thornton) says “fair & reasonable“. 

Webjet (WJL AU): Helloworld Steps Up As Weiss/BGH Seek Board Spill

By David Blennerhassett

  • In Webjet (WJL AU): Undisclosed Buyer Buying,  rumours surfaced earlier this year of an undisclosed buyer with ~5%. On the 12th May, Helloworld (HLO AU) emerged with a 5.015% stake.
  • On the same day, Gary Weiss/BGH, collectively holding 10.76%, launched a A$0.80/share NBIO, which was subsequently rejected. Undeterred, Weiss/BGH has called for an EGM (21st November) to spill the board.
  • Helloworld has now tabled a A$0.90/share non-binding Offer, by way of Scheme. The 1H26 dividend of A$0.002/share will be added. Helloworld currently holds 17.27%. Weiss/BGH hold 17.75%.

Tsuruha-Welcia Merger to Form Biggest Drugstore Alliance, +Aeon TOB

By Jay Cameron

  • The Tsuruha-Welcia merger creates Japan’s largest drugstore alliance, poised for long-term growth and market dominance, driven by an expected JPY 50B in synergies over three years.
  • A two-step corporate action—share exchange (Dec 1, 2025) followed by an Aeon TOB—provides structural certainty and strategic backing, securing the combined entity’s market leadership.
  • These catalysts establish a large market leader in the consumer staples space, suggesting a timely opportunity to gain exposure to the new entity.

Unilever Spin-off (Magnum) Deep Dive

By Richard Howe

  • In December 2025, Unilever (UL) will spin-off the Magnum Ice Cream Company (MICC).

  • Regular way trading is expected to begin on December 8, 2025. Shareholders and ADS holders will receive one Magnum Share for every five Unilever Shares or Unilever ADSs.

  • The spin-off was announced in March 2024 as a way for Unilever to separate its lower margin, higher capital intensity business, leaving behind a higher quality business.


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

By Jesus Rodriguez Aguilar

  • Dual-Class spreads tightened in November, with convergence trades resurfacing as volatility falls and liquidity normalises.
  • MFE, Grifols and Henkel offer the cleanest A/B convergence setups into year-end.
  • Nordic anomalies persist: Handelsbanken’s extreme premium and SSAB’s micro-discount remain the strongest dispersion opportunities.

SSI Newsletter Highlights: Acquisition Proposals, Merger Arbitrage, and Activist Pushbacks in Focus

By Special Situation Investments

  • Golden Entertainment’s acquisition proposal by its chairman values the business at 1x EBITDA, with potential for a 30% increase.
  • TrueCar’s founder acquisition at $2.55/share has an 11% spread, with expected closure in Q4 2025 or early 2026.
  • AUB Group received a non-binding A$45/share takeover bid from EQT, with a 19% spread and consortium interest.

MODG: TopGolf Sale Will Meaningfully Improve Balance Sheet

By Richard Howe

  • MODG currently trades at a $1.9BN market cap and a $5.4BN enterprise value, but that capital structure is about to materially change.
  • With the announced sale of 60% of Topgolf to private equity, MODG will no longer consolidate Topgolf’s heavy lease liabilities—including operating leases, financing leases, and deemed landlord financing obligations—meaning its reported debt and enterprise value will drop significantly.
  • Topgolf accounts for the vast majority of these liabilities, while the core Callaway and Active Lifestyle businesses primarily lease retail stores and distribution centers on a much smaller scale.

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Daily Brief Event-Driven: [Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25 and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • [Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25
  • China Hongqiao (1378 HK): Index Impact of US$1.2bn Placement
  • Alibaba (9988 HK / BABA US): Brace for a Big Earnings Move
  • Jinke Smart (9666 HK): Boyu Changes Up And Now Seeks Delisting
  • Potential Takeover of WPP Plc — Event-Driven Risk Arbitrage Catalyst Emerging
  • HK Connect SOUTHBOUND Flows (Wk To 14 Nov 2025) – Strong SOE/Energy/Financials Buying on BABA Sales
  • RPMGlobal (RUL AU): Scheme Vote on 19 December
  • A Tender Offer of 19.9% Stake in APlus Asset Advisor by Align Partners
  • Korea FSC’s New Vote‑Split Disclosure Rule: What It Really Means for Appraisal Risk
  • CATL IPO Lockup – US$5.3bn Lockup Release, with H-Shares at Significant Premium to A-Shares


[Japan Activism/M&A] Thinking About the Partial Tender Trade Coming in Dec25

By Travis Lundy


China Hongqiao (1378 HK): Index Impact of US$1.2bn Placement

By Brian Freitas

  • China Hongqiao (1378 HK) is looking to raise US$1.2bn via a top-up placement at an indicative price of HK$29.2/share, a 9.6% discount from the last close.
  • There will be limited passive buying from global index trackers at the time of settlement of the placement shares. However, there are a couple of potential index inclusions in December.
  • Then there will be more passive buying from trackers of a global index, Hang Seng Index (HSI INDEX) and Hang Seng China Enterprises Index (HSCEI INDEX) next year.

Alibaba (9988 HK / BABA US): Brace for a Big Earnings Move

By Gaudenz Schneider

  • Alibaba (9988 HK) / Alibaba (BABA US) will announce quarterly results on Tuesday, November 25, 8:30 p.m. HKT (7:30 a.m. U.S. Eastern Time)
  • Options markets anticipate an above average move with a bearish bias in traders’ expectations. Implied volatility is expected to drop significantly after the event.
  • Get ready for Alibaba‘s earnings announcement. Potential above-average volatility in Alibaba has the potential to impact the wider market and Chinese benchmark indices.

Jinke Smart (9666 HK): Boyu Changes Up And Now Seeks Delisting

By David Blennerhassett

  • On the 28th April 2025, PRC-incorporated property management play Jinke Smart Services (9666 HK) announced a possible unconditional MGO take-under at HK$6.67/share from a Boyu-backed Offeror.
  • The Offeror (and Concert Parties), bought a 18.05% stake in Jinke at auction, lifting their stake >50% triggering the MGO. The Offeror’s intention was to maintain Jinke’s listing. 
  • That’s now changed. The Offeror is now seeking Jinke’s delisting at HK$8.69/share; however, as Jinke is PRC incorporated, the privatisation conditions include a Scheme-like vote and a 90% tendering condition. 

Potential Takeover of WPP Plc — Event-Driven Risk Arbitrage Catalyst Emerging

By Jesus Rodriguez Aguilar

  • Takeover speculation re-ignites WPP plc, with interest reportedly from Havas, Apollo, and KKR. Depressed valuation, strategic review, and FTSE ejection risk position WPP as a live event-driven opportunity.
  • Valuation disconnect significant: FY2024 EV/EBITDA only 3.8× versus peers 8–10× (5.4x NTM consensus, vs. peers NTM averaging ~6.7x). Base-case bid 430–550 p implies 50–80 % upside, assuming £7.5–9.5 billion EV.
  • Arbitrage setup compelling: Expected 6-month return ≈ 34 % (IRR 45 %), asymmetric 3:1 reward-to-risk profile. Key catalysts – formal bid indication, Havas/Vivendi stake-building, or private-equity consortium approach.

HK Connect SOUTHBOUND Flows (Wk To 14 Nov 2025) – Strong SOE/Energy/Financials Buying on BABA Sales

By Travis Lundy

  • HK$100bn a day of gross SOUTHBOUND activity with US$600mm+ of net buying on average. Net flows continue to be impressive. SOEs/Energy/Financials dominate.
  • Watch for news on the Dual Counter (RMB) Trading eligibility for SOUTHBOUND near-term. That could up the pace of things.
  • The data tables below update on a daily basis in the Tools section of Smartkarma. The Southbound Flow Monitor and AH Pairs Monitor are both there – free – for all SK readers.

RPMGlobal (RUL AU): Scheme Vote on 19 December

By Arun George

  • The RPMGlobal Holdings Limited (RUL AU) IE considers Caterpillar Inc (CAT US)’s scheme offer at A$5.00 to be fair and reasonable, as it falls within its valuation range (A$4.43-A$5.12).
  • The key scheme conditions are shareholder approval, FIRB approval, and ACCC approval. Regulatory approvals are expected to be forthcoming, and the scheme vote carries a low risk.
  • The offer is attractive. At the last close and for an 18 February 2026 payment, the gross/annualised spread is 2.5%/10.2%.  

A Tender Offer of 19.9% Stake in APlus Asset Advisor by Align Partners

By Douglas Kim

  • Align Partners is launching a tender offer of 19.91% stake in APlus Asset Advisor. Tender offer price is 8,000 won per share, which is 35.6% higher than current price.
  • The tender offer period is from 18 November to 7 December. The total value of the tender offer is 36 billion won involving 4.5 million shares.
  • This tender offer has a sizeable premium and likely to positively impact its share price. 

Korea FSC’s New Vote‑Split Disclosure Rule: What It Really Means for Appraisal Risk

By Sanghyun Park

  • FSC’s rule gives same‑day vote ratios, offering quick sentiment read and partial visibility on appraisal risk—step one toward faster hard‑count disclosure down the line.
  • Hard count of dissenting shares only surfaces in quarterly reports, post‑appraisal window—denominator risk stays live for corp‑action trades tied to appraisal rights.
  • FSC rule applies from March ’26 AGMs/EGMs; half‑baked disclosure, but appraisal‑linked corp‑actions may see new post‑meeting trading patterns—stay prepped for the shift.

CATL IPO Lockup – US$5.3bn Lockup Release, with H-Shares at Significant Premium to A-Shares

By Sumeet Singh

  • CATL (3750 HK) raised around US$5.2bn in its H-share listing in May 2025. The lockup on its cornerstone investors is set to expire soon.
  • CATL is the global leader in new energy vehicle battery solutions, in China and globally, as per SNE Research.
  • In this note, we will talk about the lockup dynamics and possible placement.

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Daily Brief Event-Driven: SBI Shinsei Bank (8303 JP) IPO: TPX Add in Jan; Global Index: One in May; One in June and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • SBI Shinsei Bank (8303 JP) IPO: TPX Add in Jan; Global Index: One in May; One in June
  • Merger Arb Mondays (17 Nov) – Mandom, Paramount Bed, Maruwn, Paris Miki, Mayne, AUB, Genting
  • Weekly Deals Digest (16 Nov) – Pacific Ind, Forum, Fujitec, Itochu Shokuhin, Maruwn, Star Micronics
  • Mandarin Oriental (MAND SP): Vote on Jardine Matheson’s Scheme Offer on 8 December
  • Mandarin Oriental (MAND SP): 8th Dec Vote On Matheson’s Offer
  • Buyback‑Burn Narrative in Play This Week as Korean Assembly Moves
  • A/H Premium Tracker (Week to 14 Nov 2025):  Beautiful Skew Still Behaving Badly, SOE Pair Hs Better
  • Repsol: Evaluating Reverse Merger with APA — Fast-Track to U.S. Listing
  • Weekly Update (MICC, MEDXF, STRZ)


SBI Shinsei Bank (8303 JP) IPO: TPX Add in Jan; Global Index: One in May; One in June

By Brian Freitas

  • SBI Shinsei Bank (8303 JP)‘s listing has been approved by the JPX and the stock is expected to start trading on the Prime Market from 17 December.
  • At the indicated IPO price of ¥1,440/share, the IPO will raise up to ¥367.6bn (US$2.38bn) and value SBI Shinsei Bank (8303 JP) up to ¥1,290bn (US$8.34bn).
  • The stock should be added to the TOPIX INDEX at the close on 29 January while inclusion in global indices should take place in May and June.


Weekly Deals Digest (16 Nov) – Pacific Ind, Forum, Fujitec, Itochu Shokuhin, Maruwn, Star Micronics

By Arun George


Mandarin Oriental (MAND SP): Vote on Jardine Matheson’s Scheme Offer on 8 December

By Arun George

  • The vote on Mandarin Oriental International (MAND SP)’s privatisation offer from Jardine Matheson Holdings (JM SP) (US$2.75 cash + US$0.60 special dividend) is on 8 December. 
  • While the OCB sale completion (a scheme condition) carries timing risk, the Board continues to expect to complete the OCB sale by 31 December.
  • The offer is conceivably light as Jardine’s dividends from the OCB sale comfortably cover the scheme cost. However, the offer remains reasonable on several fronts, and the vote is low-risk.  

Mandarin Oriental (MAND SP): 8th Dec Vote On Matheson’s Offer

By David Blennerhassett


Buyback‑Burn Narrative in Play This Week as Korean Assembly Moves

By Sanghyun Park

  • This week buyback‑burn names in focus; committees start debates, traders eye five bills’ overlap: retroactive cancellation of both new and legacy treasury stock.
  • Grace period ranges from immediate to five years, but four of five bills cluster at one year; market treating one‑year retroactive cancellation as base case.
  • Usual suspects in play: holdcos, financials, and >30% treasury stock names. Hard‑line Assembly stance means loopholes unlikely; grace‑period noise not driving near‑term price action.

A/H Premium Tracker (Week to 14 Nov 2025):  Beautiful Skew Still Behaving Badly, SOE Pair Hs Better

By Travis Lundy

  • Hs outperformed As on average, slightly, within the AH pair universe. Last week’s reco gained vs the A on the week, but not Monday close to Friday. Stay long.
  • There are nine new recos this week after a bunch of trades were closed last week.
  • The data tables below update on a daily basis in the Tools section of Smartkarma. The Southbound Flow Monitor and AH Pairs Monitor are both there – free – for all SK readers.

Repsol: Evaluating Reverse Merger with APA — Fast-Track to U.S. Listing

By Jesus Rodriguez Aguilar

  • Repsol Is evaluating a spin-off and potential reverse merger with APA Corp (APA US) to list its upstream division in the U.S., accelerating its planned 2026 “liquidity event.”
  • A U.S. listing could narrow Repsol’s valuation gap versus American E&Ps, surface hidden upstream value, and improve liquidity, while management insists on maintaining ≥51 % ownership of the new entity.
  • The proposed structure offers upside asymmetry: even if talks stall, Repsol retains IPO or private-placement options; a completed deal could unlock 15–25 % SOTP upside through U.S. multiple convergence.

Weekly Update (MICC, MEDXF, STRZ)

By Richard Howe

  • The Wall Street Journal recently published a good article highlighting that streaming costs are soaring but consumers continue to be willing to pay.

  • This is good news for Starz (STRZ), a pure play streaming service that is relatively cheap vs. its larger competitors.
  • I continue to think Starz looks attractive. It is showing sequential revenue growth and OTT subscriber growth yet trades at 3.7x EBITDA and 2x FCF.

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Daily Brief Event-Driven: Itochu-Shokuhin (2692 JP): Itochu Likely to Shrug off Sapphireterra’s Privatisation Call and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • Itochu-Shokuhin (2692 JP): Itochu Likely to Shrug off Sapphireterra’s Privatisation Call
  • Last Week In Event SPACE: Toyota Industries, Zijin Mining, Genting Malaysia, Jardine Matheson
  • [Japan M&A/Activism] – Effissimo Keeps Buying Pacific Industrial (7250) Above New Terms
  • Asia-Pac M&A: AUB Group, China Shengmu Milk, Forum Engineering, Star Micronics, Paris Miki, Maruwn


Itochu-Shokuhin (2692 JP): Itochu Likely to Shrug off Sapphireterra’s Privatisation Call

By Arun George

  • On 14 November, media outlets reported that Sapphireterra has sent a letter to the Itochu Shokuhin (2692 JP) Board suggesting two strategic alternatives to improve shareholder returns. 
  • Sapphireterra has suggested that Itochu Corp (8001 JP) privatise Itochu-Shokuhin at JPY14,000, a 50.5% takeover premium. Due to the shareholder structure, Itochu does not need to be this generous.
  • Sapphireterra has also alternatively suggested JPY7,000 special dividend. The strong YTD share performance suggests no pressing need for the Board to act on this proposal. 

Last Week In Event SPACE: Toyota Industries, Zijin Mining, Genting Malaysia, Jardine Matheson

By David Blennerhassett


[Japan M&A/Activism] – Effissimo Keeps Buying Pacific Industrial (7250) Above New Terms

By Travis Lundy

  • The Pacific Industrial (7250 JP) “MBO” was egregiously mis-priced. I was surprised the family did it but on 23 October, they increased their bid by 42.4%, from ¥2,050 to ¥2,919/share.
  • The stock was at ¥2,735 after activist Effissimo had built a 13% stake at ¥2365. The day after the announcement, the stock opened up through terms and continues to climb.
  • Effissimo responded 4 days later, buying 2% of voting rights as the stock climbed past ¥3,000, another 1% later. Now the stock is 8+% through new terms. They’re not playing.

Asia-Pac M&A: AUB Group, China Shengmu Milk, Forum Engineering, Star Micronics, Paris Miki, Maruwn

By David Blennerhassett


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Daily Brief Event-Driven: Genting Malaysia (GENM MK). The Offer Is Now Unconditional. The IFA Rejects Terms and more

By | Daily Briefs, Event-Driven

In today’s briefing:

  • Genting Malaysia (GENM MK). The Offer Is Now Unconditional. The IFA Rejects Terms
  • Why Is Jinke Smart (9666 HK) Still Suspended?
  • Golden Entertainment’s Controversial Buyout: Activists Challenge Chairman’s Lowball Offer Amid Strategic Transactions
  • Direction of Samsung Elec 1P Discount Next Week, Watch the Reversion Trade


Genting Malaysia (GENM MK). The Offer Is Now Unconditional. The IFA Rejects Terms

By David Blennerhassett

  • Back on the 13th October 2025, Genting Malaysia (GENM MK), the owner of Resort World Genting,  announced a conditional Offer from controlling parent Genting Bhd (GENT MK)
  • GENT offered RM2.35/share, a 9.81% premium to last close, for the 50.64% of shares out not held. The Offer had a 50% acceptance threshold. The Offer is now unconditional.
  • The Independent Advice Circular is now out. The IFA says NOT fair, and NOT reasonable. And to reject the Offer. The revised closing date is the 1st December. 

Why Is Jinke Smart (9666 HK) Still Suspended?

By David Blennerhassett

  • Back on the 28th April 2025, PRC-incorporated property management play Jinke Smart Services (9666 HK) announced a possible unconditional MGO take-under at HK$6.67/share.
  • The Boyu-backed Offeror and Concert Parties, (then) holding 37.86%, bought a 18.05% stake in Jinke at auction, subject to CSDC oversight. CSGC approval was received on the 19th September.
  • The Offer period has been twice extended. Prior to the second extension, shares were suspended. To date, no plausible reason has been given. So I tapped the FA for answers.

Golden Entertainment’s Controversial Buyout: Activists Challenge Chairman’s Lowball Offer Amid Strategic Transactions

By Special Situation Investments

  • Golden Entertainment’s sale-leaseback with VICI involves 7 casinos, distributing 24.3m VICI shares to shareholders at 0.902/share.
  • Chairman Blake Sartini’s privatization offer values RemainCo at $2.75/share, approximately 1x EBITDA, sparking activist opposition.
  • Activists demand separate votes for transactions, citing inadequate RemainCo valuation and potential 33% upside to $39.5/share.

Direction of Samsung Elec 1P Discount Next Week, Watch the Reversion Trade

By Sanghyun Park

  • Samsung Elec 1P discount hinges on tech selloff cooling retail’s semi chase; setup ripe, odds high for reversion early next week.
  • Dividend tax hearings may cut threshold to 35%; ~20 large‑caps (₩10T+ mkt cap) screen in FY25, Samsung included, fresh catalyst not yet priced into 1P discount.
  • If tech selloff extends next week and dividend tax headlines hit, retail cools, driving Samsung Elec 1P discount to snap tighter quickly.

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