Event-Driven

Xero Ltd (XRO AU) has entered into a binding agreement to acquire Melio Limited for an upfront cash consideration of US$2.5bn in cash and Xero Ltd (XRO AU) stock.
The cash consideration is being funded mainly through a fully underwritten A$1.85bn (US$1.2bn) institutional placement. There is also a non-underwritten Share Purchase Plan to raise around A$200m.
Given the large size of the institutional placement, there will be an increase in index shares and the passive buying that follows should mop up over 20% of the placement.

Block Deal Sale of 82 Billion Won of SK Eternix by Hahn & Co

On 25 June, Hahn & Co completed a block deal sale of about 9% stake in SK Eternix at 25,634 won (approximately 11% discount to the previous day’s closing price).
Despite the expected sharp growth in the company’s sales and profits next year, its valuations have reached very high levels.
Combined with the recent block deal sales at significant market discount, we believe this is likely to put a break on its share price in the next 3-6 months.

New World Resources (NWC AU): A Brewing Bidding War

New World Resources (NWC AU) is subject to a bidding war between Central Asia Metals (CAML LN) and Kinterra. CAML’s binding offer is A$0.055 while Kinterra’s non-binding offer is A$0.057.
At current terms, a binding Kinterra offer would be superior as the price increase more than offsets the reverse break fees and does not require regulatory approvals.
Despite Kinterra’s offer representing a 103.6% premium to the undisturbed price, there remains headroom for a bidding war.

Laopu Gold (6181 HK): Lockup Expiry Ahead. After 2000% Rally, Is There Still Shine Left?

By Devi Subhakesan

Laopu Gold (6181 HK)’s 365-day lockup on shares held by pre-IPO investors expires tomorrow (June 27), more than doubling its current free float.
Near-Term pressure on the stock is likely, given the sharp increase in tradable shares, mixed gold price outlook, and limited retail investor access after a steep rally.
A potential stock split could broaden investor participation, improve liquidity and serve as a catalyst for next leg of stock upside.

Humm Group (HUM AU): Chairman’s NBIO

In December 2021, buy-now, pay-later outfit humm (HUM AU) announced approaches from third parties to acquire all/part of the company. This was discussed in BNPL Play Hummgroup Fields Proposals.
Six months later, a proposed sale of Humm Consumer Finance business to Latitude (LFS AU) was terminated, before the scheduled vote, due to opposition from founder/chairman Andrew Abercrombie.
Now the Abercrombie Group (TAG), the family office of Andrew Abercrombie, has tabled a A$0.58/share non-binding Offer, in cash, by way of a Scheme. Abercrombie hold 26.6%.

Humm Group (HUM AU): Chairman’s Low-Ball Non-Binding Offer

Humm Group (HUM AU) disclosed a non-binding proposal from The Abercrombie Group at A$0.58, a 34.9% premium to the undisturbed price of A$0.43 (23 June).
The Board has granted a four-week due diligence period. The offer is unattractive on several metrics.
Unsurprisingly, retail is strongly opposed to the low-ball offer. The Board should negotiate for better terms.

An Updated Progress on the Tender Offer and Delisting of Viol By VIG Partners

This insight provides an updated progress on the tender offer and delisting of VIOL (335890 KS). The tender offer period lasts from 18 June to 7 July 2025.
Through this tender offer, VIG Partners plans to acquire full management rights of Viol and also take it private.
If the number of shares offered for the tender offer reaches the maximum target, SPC will secure a 98.84% stake in Viol.

Key Trading Angles from Nextrade’s First Quarterly Reshuffle: Full List with Tickers (Excel)

NextTrade’s Q3 reshuffle: 105 adds, 112 cuts, net -7. Total tradable names drop to 791. Turnover was more aggressive than expected.
Key NXT additions could see liquidity surge and short-term vol spike, especially with NXT still grabbing ~30% of turnover and no hard cap enforcement yet in place.
LG CNS, GS P&L, and SAMG Ent. are catching strong local trader interest, with setups building fast around these newly added NXT plays.

BBVA/Sabadell: Trading Above Terms After Government Imposes Integration Freeze

Sabadell trades above the implied offer value, signaling investor expectations of a revised bid or deal failure.
Government-Imposed integration freeze severely impairs BBVA’s ability to realize synergies.
Political dependence on Catalan nationalist parties complicates execution despite formal regulatory clearance.

Block Deal Sale of 1.9% of Shinhan Financial by Affinity Equity Partners (BLSH: Buy Low Sell High)

After the market close on 25 June, Affinity Equity Partners sold all of its 1.94% stake (9.742 million shares) in Shinhan Financial (055550 KS) in a block deal sale.
It was reported that the sale was made at around 59,475 won to 59,780 won, a 2.0-2.5% discount from the previous day’s closing price of 61,000 won.
This block deal sale of 1.9% stake in Shinhan could be viewed negatively as Affinity has decided to sell the shares at current levels rather than waiting for further upside.

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Jun 25

Daily Brief Event-Driven: Fresh Low-PBR Policy Color Hitting the Local Tape Today and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Fresh Low-PBR Policy Color Hitting the Local Tape Today
Gemlife (GLF AU): Index Inclusions Start Later This Year
SingPost (SPOST SP): More Non-Core Divestments – Slowly But Surely
Contact Energy/Manawa Energy: Index Flows as Deal Nears Completion
Greatland Resources (GGP AU): Big Index Inclusions for Recent IPO
Dickson Concepts (113 HK): Scheme Vote on 18 July for a Below Net Cash Offer
Dickson Concept (113 HK): 18th July Vote On Poon’s Low-Balled Offer

Fresh Low-PBR Policy Color Hitting the Local Tape Today

The ruling party’s KOSPI 5,000 task force is now eyeing low PBR names with talk of direct penalties — a sharper shift from the prior admin’s soft-touch value-up approach.
Low PBR penalties may bypass the Assembly, fast-tracked via KRX or enforcement rule tweaks — rollout could follow swiftly post commercial code passage, possibly within 2–3 months.
Market’s zeroing in on low PBR, high ROE large caps — with 0.8x flagged as the penalty line, 56 KRW 1T+ names screen as potential re-rating plays.

Gemlife (GLF AU): Index Inclusions Start Later This Year

Gemlife (GLF AU) is looking to raise A$750m in a primary offering, valuing the company at A$1.58bn. The stock is expected to start trading on 3 July.
The Puljich family and Thakral Corp (THK SP) are escrowed on their shares till mid 2026 at the earliest.
Gemlife (GLF AU) could be added to global indexes in November and December this year, but S&P/ASX 300 Index inclusion could take place only in March 2026.

SingPost (SPOST SP): More Non-Core Divestments – Slowly But Surely

After selling its Aussie-based logistics ops earlier this year, Singapore Post (SPOST SP) continues to divest non-core assets and businesses.
The latest is the sale and leaseback of 10 Housing & Development Board shophouses, which could net S$50mn.
SPOST has declared a S$0.09/share special dividend from the Aussie sale. Shareholders will vote on the dividend at the AGM on the 23rd July.

Contact Energy/Manawa Energy: Index Flows as Deal Nears Completion

Contact Energy (CEN NZ) is acquiring Manawa Energy Ltd (MNW NZ) for NZ$1.12/share in cash and 0.583 Contact Energy shares for each share of Manawa Energy.
Manawa Energy (MNW NZ) is expected to stop trading after the close on 7 July. There will be passive inflows for Contact Energy (CEN NZ) due to increased index shares.
As a replacement for Manawa Energy Ltd (MNW NZ), there will be an ad hoc inclusion to the S&P/NZX 50 Index at the close of 7 July.

Greatland Resources (GGP AU): Big Index Inclusions for Recent IPO

Greatland Resources (GGP AU) started trading on the ASX Ltd (ASX AU) on 24 June after selling shares worth A$504m in a primary and secondary offering across Australia/UK.
Greatland has a full market cap of A$4.9bn and a high free float since Greatland Gold Plc (GGP LN) was listed on the AIM market of the London Stock Exchange.
Given the large market cap and high float, the stock could be added to multiple indices over the next few months.

Dickson Concepts (113 HK): Scheme Vote on 18 July for a Below Net Cash Offer

Dickson Concepts Intl (113 HK)’s IFA opines that the controlling shareholder (Sir Poon) at HK$7.20 to be fair and reasonable. The vote is on 18 July.
A low AGM minority participation rate and quiet retail forums are helpful. However, the offer is below the net cash, and Dickson is cash generative on an underlying basis.
Dickson shares traits similar to those of the Goldlion and Soundwill deal breaks, which showed that low-ball offers can be blocked. This situation warrants a safety-first approach.

Dickson Concept (113 HK): 18th July Vote On Poon’s Low-Balled Offer

Back on the 29th April, Dickson Concepts Intl (113 HK)‘s Chairman, Dickson Poon (& relatives), holding (now) 65.77%, tabled an Offer by way of a Scheme for shares not held.
The family offered HK$7.20/share (best & final). That compared to DC’s net cash (as at 31st Mar 2025) of HK$6.92/share. Plus financial assets comprise an additional ~HK$1.92/share.
The Scheme Document’s now out, with a Court Meeting on the 18th July, and expected payment around the 12th August. The IFA (Platinum) says “fair & reasonable”. It is not.

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Jun 24

Daily Brief Event-Driven: Holcim Spin-off (Amrize) Deep Dive and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Holcim Spin-off (Amrize) Deep Dive
A/H Premium Tracker (To 20 June 2025): Skew Move Continues as SB Buys But AH Premia Rise
Smartpay (SPY NZ/SMP AU): Shift4’s Binding Proposal at NZ$1.20
SPAC Opportunities, SAGE Takeover, NTGY Tender Offer and MYX Acquisition Developments
Latest Borrow (Net Short Interest) To Float Ratios — Screening a Starter Basket for Short Flow
New World Resources (NWC AU): On Kinterra’s A$0.057/Share NBIO
Spectris in Play: Advent Locks In, KKR Circles
Takeover Doubts Grow: Break-Up Value Still Supports Re-Rating Case

Holcim Spin-off (Amrize) Deep Dive

By Richard Howe

Holcim will spin off its construction materials and solutions business into a standalone company, to be named Amrize on Friday, June 20th.
The first day of trading will be Monday, June 23, 2025.
Holcim plans to spin off Amrize, distributing one Amrize share for each Holcim share held.

A/H Premium Tracker (To 20 June 2025): Skew Move Continues as SB Buys But AH Premia Rise

AH premia bounce back last week but the “skew” of wide premia converging and narrow premia moving wider continues. It has paid to be long wide H discounts.
The previous week smelled like an RMB counter trade was being set up, “confirmed” by a Caixin article the weekend. The HKEX “confirmation” this past week, well, maybe wasn’t one.
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. Technical issue delayed this week’s Monitor.

Smartpay (SPY NZ/SMP AU): Shift4’s Binding Proposal at NZ$1.20

Smartpay Holdings (SPY NZ) has entered a scheme implementation deed with Shift4 Payments (FOUR US) at NZ$1.20 (A$1.12), a 19.4% premium to the last close price of NZ$1.005.
The scheme is subject to shareholder and OIO approval. In the absence of a competing proposal, the offer is the best and final offer.
Microequities has provided an irrevocable, and the other substantial shareholders should be supportive as the offer is attractive.

SPAC Opportunities, SAGE Takeover, NTGY Tender Offer and MYX Acquisition Developments

Four SPACs, CCCM, PCAPU, MBAV, and TACO, are highlighted for their potential asymmetric trade opportunities in the crypto sector.
Sage Therapeutics announced a sale to Supernus Pharmaceuticals, with shareholders receiving $8.50/share in cash and a CVR.
Mayne Pharma’s acquisition by Cosette progresses with FIRB approval discussions, despite no strict obligation for Cosette to pursue it.

Latest Borrow (Net Short Interest) To Float Ratios — Screening a Starter Basket for Short Flow

Dropped an Excel below with all names showing borrow as of today’s close — includes short interest and borrow-to-float using latest float data.
Tables below flag names with borrow-to-float >4% (>3% for small caps) and plenty of unused borrow — solid candidates for potential short flow.
Not auto-shorts — still need basic checks. But with borrow rising, this set looks like a solid starter basket to watch for short flow.

New World Resources (NWC AU): On Kinterra’s A$0.057/Share NBIO

It was just a matter of time when Toronto-based PE outfit Kinterra Capital, with a (then) 11.99% stake, made a move on copper miner New World Resources (NWC AU).
After declaring it had increased its holding to 19.126%, Kinterra followed with an off-market NBIO at A$0.057/share. Presumably the Offer requires due diligence but the announcement is silent on this.
Separately, Central Asia Metals (CAML LN) announced after market last Friday, it had bought 178.8mn shares (5% of shares out) at A$0.055/share; and subsequently bumped terms to A$0.055/share.

Spectris in Play: Advent Locks In, KKR Circles

Spectris shares have rallied to £37.98 following a firm offer from Advent and renewed interest from KKR, validating my original high-conviction arbitrage call.
The binding £37.63/share offer implies 14.4x EV/EBITDA on CY2025 forecasts, well above peer median, reflecting control premium, synergy potential, and prior undervaluation (~6.1x).
Interloper risk has become material; with the July 11 PUSU deadline for KKR, investors now face modest downside and renewed upside optionality.

Takeover Doubts Grow: Break-Up Value Still Supports Re-Rating Case

Gerresheimer trades at a steep discount to peers despite premium drug delivery exposure.
A €70/share offer aligns with DCF fair value and the upper end of SOTP estimates.
Divesting glass, lowering leverage, and PE-led reform could unlock 50–80% upside.

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Jun 23

Daily Brief Event-Driven: Merger Arb Mondays (23 June) – ENN Energy and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Merger Arb Mondays (23 June) – ENN Energy, Dickson, HKBN, Mayne, Insignia, Santos, Smartpay
Hygon/Sugon Merger: BIG Index Flows on Completion
Korea Holdco Rerating Pullback Risk: No Retroactive Treasury Cancellation
PointsBet (PBH AU): Betr’s “Superior Offer”? In An Alternate Reality
Weekly Deals Digest (22 Jun) – Santos, PointsBet, Mayne, HKBN, Carta, Nakano, Sanhua, FWD, CaoCao
Smartpay (SPY NZ/SMP AU) Enters Into Scheme With Shift4
HK Connect SOUTHBOUND Flows (To 20 June 2025); Net Buying, Volumes Up, TECH Down, BANKS Bought
Weekly Update (AMRZ, LION, FTV)

Merger Arb Mondays (23 June) – ENN Energy, Dickson, HKBN, Mayne, Insignia, Santos, Smartpay

We 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), Insignia Financial (IFL AU), ENN Energy (2688 HK), Smartpay Holdings (SPY NZ), Seven & I Holdings (3382 JP), Santos Ltd (STO AU).
Lowest spreads: Bright Smart Securities And (1428 HK), Ascentech KK (3565 JP), Brickworks Ltd (BKW AU), Toyota Industries (6201 JP), Avjennings Ltd (AVJ AU), Hainan Meilan International Airport (357 HK).

Hygon/Sugon Merger: BIG Index Flows on Completion

On 26 May, Hygon Information Technology (688041 CH) and Dawning Information Industry (603019 CH) announced a merger in a sign of consolidation in China’s chipmaking industry.
For each share of Dawning held, shareholders will receive 0.5525 shares of Hygon. With uncertainty on the timeline for merger completion, Dawning is trading at a 10% discount.
On completion of the merger, passive trackers will need to buy over US$1.1bn of Hygon Information Technology C (688041 CH) with nearly of that from local index trackers.

Korea Holdco Rerating Pullback Risk: No Retroactive Treasury Cancellation

Mandatory treasury cancellation isn’t in the current bill, but FSC and MOJ have started internal reviews; enforcement decree could drop as early as Q4.
An internal policy paper suggests mandatory cancellation will apply only to newly acquired treasury shares, with tight limits on existing ones to curb owner control abuse.
Lack of retroactive cancellation weakens the bull case, and while holdco sentiment stays upbeat, momentum may fade, opening the door to a tactical pullback.

PointsBet (PBH AU): Betr’s “Superior Offer”? In An Alternate Reality

BETR Entertainment (BBT AU) has now tabled an all scrip off-market offer for PointsBet (PBH AU) – no minimum acceptance condition – which they consider superior to MIXI (2121 JP)‘s.
Really? 3.81 new betr shares is currently equivalent to A$1.143/share versus MIXI’s A$1.20/share all-cash Offer. Terms backed out just A$1.086/share at the start of trading last Friday.
PointsBet quite rightly states the obvious – betr’s Offer is materially below MIXI’s.

Weekly Deals Digest (22 Jun) – Santos, PointsBet, Mayne, HKBN, Carta, Nakano, Sanhua, FWD, CaoCao

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: Zhejiang Sanhua Intelligent Controls (2050 HK) H share listing and CaoCao (2643 HK) and FWD Group Holdings (FWD HK) IPOs.
Event-Driven developments: Santos Ltd (STO AU), PointsBet Holdings (PBH AU), Mayne Pharma (MYX AU), HKBN Ltd (1310 HK), Ascentech KK (3565 JP), Carta Holdings, Inc. (3688 JP).

Smartpay (SPY NZ/SMP AU) Enters Into Scheme With Shift4

Eftpos terminal provider Smartpay Holdings (SPY NZ/SMP AU) has now entered into a Scheme Implementation Deed with Shift4 Payments (FOUR US).
Shift4 is offering NZ$1.20, the same price as that under the NBIO announced early last month. It’s a 46.05% premium to the 90-day VWAP, and 14.2x normalised FY25 EBITDA.
The Offer has the unanimous backing of both boards, and also has the backing from Microequities holding 13.3% of shares out. Implementation expected in 4Q25.

HK Connect SOUTHBOUND Flows (To 20 June 2025); Net Buying, Volumes Up, TECH Down, BANKS Bought

Gross SOUTHBOUND volumes up to US$15+bn a day this past 5-day week. Net buying still positive but still below US$500mm/day.
Among the top buys as a percentage of volume, FINANCIALS stood out, dramatically. PROPERTIES too. Among top sells, INFO TECH again. 10 weeks in a row negative. Tencent bigly sold.
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 (AMRZ, LION, FTV)

By Richard Howe

Holcim (HOLN SW) spun off its construction materials and solutions business into a standalone company on Friday, June 20th.
The new company is called Amrize (AMRZ US).
The first day of trading will be Monday, June 23, 2025.

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Jun 22

Daily Brief Event-Driven: Last Week in Event SPACE: Shin Kong/Taishin and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Last Week in Event SPACE: Shin Kong/Taishin, Santos, NTT Data, ENN Energy, Mitsui Matsushima
(Mostly) Asia-Pac M&A: Adriatic Metals, Carta, Mayne Pharma, PointsBet, Tourism Holdings

Last Week in Event SPACE: Shin Kong/Taishin, Santos, NTT Data, ENN Energy, Mitsui Matsushima

Taishin Financial (2887 TT) is cheap to peers. Shin Kong Financial (2888 TT) is cheap vs Taishin. Long Shin Kong. Long Taishin vs Peers. Long Shin Kong vs Taishin Peers.
Abu Dhabi makes a big, bold bet on Santos Ltd (STO AU). However FIRB will have the last word on whether the deal goes through.
If the results show NTT owns >80% of NTT Data (9613 JP), buy a lot for a potential squeeze. If the results show NTT owns 68-70%, you can probably ignore.

(Mostly) Asia-Pac M&A: Adriatic Metals, Carta, Mayne Pharma, PointsBet, Tourism Holdings

I tally 46 – mostly firm, mostly Asia-Pac – arb transactions currently being discussed and analysed on Smartkarma.
Four new deal were discussed on Smartkarma this week: Santos Ltd (STO AU), Adriatic Metals PLC (ADT AU), Tourism Holdings (THL NZ), and Carta Holdings, Inc. (3688 JP).
Key updates/news took place on: Mayne Pharma (MYX AU), PointsBet Holdings (PBH AU), New World Resources (NWC AU), and Dickson Concepts Intl (113 HK).

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Jun 21

Daily Brief Event-Driven: Fresh Intel on Samsung’s Foundry Spin-Off Plan and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Fresh Intel on Samsung’s Foundry Spin-Off Plan
D’Alba Global: Financial Investors Could Unload 19% of Shares Once Lockup Ends on 22 June
PointsBet (PBH AU): A Headache for Mixi as Betr Switches to a Takeover Offer
Korea FSC Plans KRX to Match NXT Trading Hours and Move to T+1 Settlement
Naturgy: Auto-OPA Arbitrage Outcomes and Path to Index Reweighting
MBAV SPAC: Strategic Sponsor Shift Targets Digital Assets
ProCap Acquisition: Oversubscription, Strategic Advisors, and Potential Crypto Space Opportunities
SPACs in Crypto: CCCM’s Potential with Bitcoin Acquisition Rumors and Influencer Leadership

Fresh Intel on Samsung’s Foundry Spin-Off Plan

Insiders say Google’s fast-growing phone biz now overlaps Samsung’s, sparking serious rivalry fears. This “Google shock” has become a major topic among Samsung’s top execs lately.
Sammy’s crisis plan involves carving out System LSI from foundry, with a likely spin-off of the foundry biz as a separate entity—insiders say that’s the favored move now.
Samsung’s restructuring sparks a tug-of-war between shareholder value erosion and foundry re-rating. A spin-off looks likely, with recent stock moves showing investor optimism.

D’Alba Global: Financial Investors Could Unload 19% of Shares Once Lockup Ends on 22 June

D’Alba Global has been one of the best performing IPOs in Korea this year. Its share price has risen to 172,5000 won, an increase of 160% from it IPO price.
A total of 19% of outstanding shares of D’Alba Global could start to be sold starting 22 June. That is a lot of shares!
These are likely to put negative pressure on the shares of D’Alba Global. Therefore, we change our view on this company to Negative over the next 6-12 months.

PointsBet (PBH AU): A Headache for Mixi as Betr Switches to a Takeover Offer

BETR Entertainment (BBT AU) has switched its PointsBet Holdings (PBH AU) offer to an all-scrip takeover offer at 3.81 BBT shares per PBH share, with a post-offer buyback option at A$1.22.
Betr’s claim that its offer is superior is debatable. Mixi Inc (2121 JP)’s offer is 8.6% above Betr’s at last close prices, and minorities accepting the buyback will be prorated.
Betr’s offer is designed to torpedo Mixi’s scheme and takeover offer. Mixi will need to rethink its terms and likely drop its 50.1% minimum acceptance condition.

Korea FSC Plans KRX to Match NXT Trading Hours and Move to T+1 Settlement

If KRX adopts NXT’s pre- and after-hours fully, liquidity spreads out, weakening gap open plays and shifting focus to large-cap, event-driven LP-driven flows.
With T+1 settlement coming, traders expect settlement pressure to fuel price dislocations—especially in ETF rebalancing and foreign-heavy stocks, where flow and FX risks may drive fresh discounts and volatility.
Though launched pre-new admin, FSC’s plans align with the government’s push to boost KOSPI liquidity, making cancellations unlikely. Expect fast rollout—time to prep trading setups now.

Naturgy: Auto-OPA Arbitrage Outcomes and Path to Index Reweighting

Naturgy’s auto-OPA was oversubscribed, leading to a low 10.27% proration and diminished arbitrage fill for public investors.
Share price recovery post-offer (€27.30) boosted returns above modeled expectations.
Planned treasury share placements may significantly increase free float and MSCI/FTSE index weights by 2026.

MBAV SPAC: Strategic Sponsor Shift Targets Digital Assets

MBAV’s sponsor interest was acquired by Tether co-founder Reeve Collins and private equity veteran Chinh Chu at $0.90/unit.
MBAV’s trust account is valued at approximately $10.45/share, with current trading price at $12.65/share.
Cantor Fitzgerald, underwriter of MBAV’s IPO, acquired $37.5m stake and will sell private placement warrants to new sponsor.

ProCap Acquisition: Oversubscription, Strategic Advisors, and Potential Crypto Space Opportunities

ProCap Acquisition (PCAPU) IPO’d with a $250 million size at $10/share, currently trading at $11.85/unit.
PCAPU is backed by Anthony Pompliano, with a focus on leveraging media presence for target visibility.
The SPAC is oversubscribed, with $1.8 billion demand, and trades closer to trust value, offering downside protection.

SPACs in Crypto: CCCM’s Potential with Bitcoin Acquisition Rumors and Influencer Leadership

Columbus Circle Capital Corp I (CCCM) is a SPAC that IPO’d recently, raising $250m with a $10/share price.
CCCM is rumored to raise $750m to buy Bitcoin, potentially led by crypto influencer Anthony Pompliano as CEO.
The SPAC is backed by the Cohen family, with a 25% sponsor stake, focusing on AI and digital infrastructure.

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Jun 20

Daily Brief Event-Driven: [Japan Event] Potentially Interesting Dynamics of Post-Tender NTT Data (9613) Trading. $8bn+ One Way and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan Event] Potentially Interesting Dynamics of Post-Tender NTT Data (9613) Trading. $8bn+ One Way
[Japan Event] Seven Bank (8410) To Buy Back Up to 17.0% of Shares Out Tomorrow
China Rare Earth (769 HK)’s Wild Price Movement. An Offer In The Wings?
New World Resources (NWC AU): CAML Bumps. Shares To Be Placed. Kinterra Taps Takeover Panel
How SEBI’s Expiry Day Overhaul Impacts NSE & BSE ?
SPAC TACO: Potential Upside with Strong Sponsor and Meme Appeal in Crypto Treasury Bubble Theme
Stora Enso: Hidden Forest Value Unlock With a Clean Break Catalyst

[Japan Event] Potentially Interesting Dynamics of Post-Tender NTT Data (9613) Trading. $8bn+ One Way

The NTT Data Corp (9613 JP) Tender Offer closed today. Results will come out tomorrow. I expect it will have been successful.
That will mean some US$8bn+ of passive tracking flows to sell and $8bn+ to buy related to this event alone in the next 3 months.
And there are some very interesting dynamics to consider in the meantime.

[Japan Event] Seven Bank (8410) To Buy Back Up to 17.0% of Shares Out Tomorrow

Today after the close, Seven Bank Ltd (8410 JP) announced a MASSIVE ToSTNeT-3 transaction to buy back up to 200,000,000 shares (17.0% of shares out) for ¥52.4bn. Tomorrow AM.
There is a complex iterative calculation on the part of Seven Eleven Japan to figure out how many shares they should put into the buyback.
I see a minimum buyback of 10.8%. 17% would be great. But there is a potential issue on the back end of which investors should be aware.

China Rare Earth (769 HK)’s Wild Price Movement. An Offer In The Wings?

China Rare Earth Holdings (769 HK), a processor and trader of rare earth oxides/metals, is suspended for reasons unknown.
But not before gaining 79% month to date. On huge volume. And that gain is after giving back 23% from a recent high close.
As discussed in Know Your Rare Earth Elements As China Restricts Exports, China recently escalated restrictions on the export of rare earths; although there has been some partial easing.

New World Resources (NWC AU): CAML Bumps. Shares To Be Placed. Kinterra Taps Takeover Panel

Central Asia Metals (CAML LN) has bumped terms for New World Resources (NWC AU) to A$0.053/share, up from A$0.05/share initially. An off-market Offer is in parallel should the Scheme fail.
Separately, NWC announced a A$10mn placement – funded by CAML! – to advance its Antler Project, “conditional on either no competing proposal being received by …. 4 July 2025“.
Toronto-Based PE outfit Kinterra Capital, with a 11.99% stake, has now tapped the Takeovers Panel to declare the placement a frustrating tactic.

How SEBI’s Expiry Day Overhaul Impacts NSE & BSE ?

By Nimish Maheshwari

Starting September 1, 2025, BSE will shift its weekly expiry to Thursday, while NSE’s weekly expiry will move to Tuesday, reducing overlap between the two major exchanges.
The move aims to streamline operations, reduce volatility, and increase uniformity across exchanges, aligning with global standards and institutional preferences.
BSE’s shift to Thursday expiry could benefit its market share, but NSE’s Tuesday expiry may help it regain some of the ground lost in recent months, intensifying competition.

SPAC TACO: Potential Upside with Strong Sponsor and Meme Appeal in Crypto Treasury Bubble Theme

Berto Acquisition (TACO) is a SPAC that IPO’d in April 2025, led by Harry You, with a $300m IPO size.
The SPAC’s current price is $10.53, slightly above its ~$10 trust value, indicating minimal cost for upside potential.
TACO’s IPO was upsized from $250m to $261m, excluding the underwriter’s over-allotment, which is uncommon.

Stora Enso: Hidden Forest Value Unlock With a Clean Break Catalyst

Forest spin-off could unlock €2.2bn in hidden NAV and enhance valuation transparency, but will not reduce debt as shares are distributed directly to shareholders.
Industrial operations are undervalued vs peers, providing cyclical recovery upside.
Sum-Of-The-Parts (SOTP) path simplification addresses conglomerate discount and improves investor transparency.

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Jun 19

Daily Brief Event-Driven: Kolmar Group Chairman Yoon: A Rare Case Of “I Want My Shares Back” and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Kolmar Group Chairman Yoon: A Rare Case Of “I Want My Shares Back”
[Japan Activism] Mitsui Matsushima (1518) Ups Buyback Tender to 35.8%, Murakami-San Group To Sell
Mayne Pharma (MYX AU): Entering Uncharted Territory as the Scheme Vote Passes
Mayne Pharma (MYX AU): The Vote Gets Up. Now What?
Tencent to Acquire Kakao Mobility?
Liquid Universe of European Ordinary and Preferred Shares: June ’25 Report

Kolmar Group Chairman Yoon: A Rare Case Of “I Want My Shares Back”

Chairman Yoon Dong-han, founder of the Kolmar Group, has filed a lawsuit against his eldest son, Vice Chairman Yoon Sang-hyun of Kolmar Holdings, demanding the return of Kolmar Holdings shares.
This is a rare case of a chairman demanding his shares back from his son.
A key question is can there be an M&A fight for Kolmar Holdings even without the father getting his shares back? And the answer would be yes.

[Japan Activism] Mitsui Matsushima (1518) Ups Buyback Tender to 35.8%, Murakami-San Group To Sell

Today after the close, Mitsui Matsushima (1518 JP) announced it would increase its buyback from 3.5mm shares to 4.0mm shares (31.3% to 35.8%). It also announced a Tender Offer Buyback.
The tender offer starts tomorrow and goes til mid-July, paid 8 August. Murakami Group will tender a minimum of 3.3mm shares (more likely 4.2mm).
This is not a huge immediate win, but it’s OK. And it changes the structure of the company’s balance sheet, ROE, effective ROE, and possibly its dividend.

Mayne Pharma (MYX AU): Entering Uncharted Territory as the Scheme Vote Passes

To no one’s surprise, the Mayne Pharma (MYX AU) scheme vote comfortably passed. The scheme remains conditional on FIRB approval and no material adverse change (which Cosette alleges).
The Mayne/Cosette court case wades into uncharted territory as it brings many firsts, such as the first MAC-related dispute to be heard in Australian courts with a qualified MAC threshold.
While Western case law burdens the buyer with establishing a MAC breach, it is unclear whether Mayne will get a favourable ruling, as Cosette could have a case. Tread carefully.

Mayne Pharma (MYX AU): The Vote Gets Up. Now What?

I have no clue. Given this is unchartered territory, in Australia, I don’t believe anyone has a perfect handle on the situation
What do we know? The Second Court meeting has been pushed out to the 18th September from 20th June initially, to “enable the dispute with Cosette“.
This date may be further delayed as a court hearing will commence on the 9th September to hear the validity of Cosette’s termination notice.

Tencent to Acquire Kakao Mobility?

Tencent (700 HK) has emerged as a major contender to acquire about 40% stake in Kakao Mobility which operates Korea’ leading ride hailing app Kakao T.
Tencent’s investment stakes in the nine major Korean companies are worth 6.9 trillion won ($5.0 billion). Most of the investments are in the games and entertainment/K-Pop related sectors.
The VIG consortium has reportedly valued Kakao Mobility at about 6 trillion won ($4.4 billion).

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

Since mid-May, share price spreads have generally tightened across the European liquid universe of ordinary and preferred shares, with 10 tightening and 9 widening.
The premium of non-voting, less liquid Handelsbanken B shares vs. A has tightened to 50.8%; the discount of Grifols B has widened (Brookfield’s approach remains tentative and non-committal.).
Recommended trades long preferred/short ords: Atlas Copco, Grifols, MFE Media-for-Europe. Recommended trades long ordinary / short preferred shares: Handelsbanken, Henkel, SSAB Svenska Stal.

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Jun 18

Daily Brief Event-Driven: Vishal Mega Mart (VMM IN) Placement: PE Selling Will Lead to Large Passive Buying and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Vishal Mega Mart (VMM IN) Placement: PE Selling Will Lead to Large Passive Buying
ENN Energy (2688 HK): ENN Natural Gas’ Application Proof Is Out. Interesting For What Is Not Present
Why Late August Could Be the Pivot Point for the Hanjin KAL Trade?
HDB Financial IPO: Offer Details & Index Entry Timing
New World Resources (NWC AU): Kinterra Capital Emerges With A 12% Stake
StubWorld: Melco (200 HK) Needs To Fall
PharmaResearch Spin-Off: A Textbook Case Study of Destroying Shareholder Value
Weekly Update (WBD, STRZ, MODG)
TSB: Divestment as a Defensive Lever in Sabadell’s BBVA Saga
Neinor/Aedas Homes: Locked-In Majority, But Minorities May Still Get Paid

Vishal Mega Mart (VMM IN) Placement: PE Selling Will Lead to Large Passive Buying

Reports indicate that Kedaara Capital Fund is looking to sell 22% of Vishal Mega Mart at a floor price of INR 110/share, a 11.9% discount to the last close.
The placement will lead to a huge increase in the free float for the stock and Vishal Mega Mart could be added to a global index in August.
Vishal Mega Mart is also an inclusion to another global index at the close on Friday and we could see more buying in the stock following the increase in float.

ENN Energy (2688 HK): ENN Natural Gas’ Application Proof Is Out. Interesting For What Is Not Present

On the 26th March, ENN Energy (2688 HK) announced a cash/scrip Offer from ENN Natural Gas (600803 CH) (ENN-NG), its largest shareholder.
The pushback is that the scrip portion pivots off the value of newly-listed ENN-NG H-shares. And the IFA’s theoretical assessment on such leaves a lot to be desired.
A redacted version of ENN-NG’s application proof is now out. Curiously, the share ratio – new ENN-NG H Shares for each ENN shares – is noticeably absent

Why Late August Could Be the Pivot Point for the Hanjin KAL Trade?

KDB just signaled they’ll offload their Hanjin KAL stake post-merger, likely in 2027—ending speculation they’d stay long-term to back Cho Won-tae.
The 9% held by Daishin and Eugene PEs may hit the market in August, with LPs likely to cash out—Hoban grabbing it could flip the whole Hanjin KAL setup.
If Hoban grabs the 9% PE stake in August, it could trigger a pre-2027 bidding war—possibly even a tender offer—to lock down float. This is the key near-term pivot.

HDB Financial IPO: Offer Details & Index Entry Timing

HDB Financial Services Ltd (0117739D IN) is looking to list on the exchanges by selling up to INR125bn (US$1.46bn) of stock at a valuation of around INR 620bn (US$7.2bn).
The stock will not get Fast Entry to either of the global indices. The earliest inclusion in a global index should take place in December.
HDB Financial Services Ltd‘s peers have traded well over the last 6 months and that could spill over into demand for the stock. Grey market premium is pretty high.

New World Resources (NWC AU): Kinterra Capital Emerges With A 12% Stake

In New World Resources (NWC AU)’s Possible Interloper. I noted NWC’s shares trading through Central Asia Metals (CAML LN)‘s A$0.05/share terms. An opportunistic investor (s) or a third party bidder?
Toronto-Based PE outfit Kinterra Capital has now declared a 11.99% stake, paying upward of A$0.051/share.
New World Resources (NWC AU)is currently in a trading halt due to “a potential material variation, including a proposed increase in Scheme Consideration, to a change of control transaction“.

StubWorld: Melco (200 HK) Needs To Fall

Melco International Development (200 HK)‘s fully-paid rights shares commence trading today. Melco is down just ~14% since announcing a one-for-two rights issue; and 13% above the TERP.
Preceding my comments on Melco 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%.

PharmaResearch Spin-Off: A Textbook Case Study of Destroying Shareholder Value

Last week, PharmaResearch announced that it has approved a corporate spin-off, to separate the existing company into two distinct entities including PharmaResearch Holdings (surviving entity) and PharmaResearch (newly created entity).
PharmaResearch spin-off is a textbook case study of destroying shareholder value. Minority shareholders should oppose this deal.
The spin-off ratio is based on a pure net asset basis, not taking into consideration the future earnings and cash flow streams of the company’s most important product line Rejuran.

Weekly Update (WBD, STRZ, MODG)

By Richard Howe

Warner Bros. Discovery (WBD) announced on June 9, 2025, its plan to split into two independent, publicly traded companies by mid-2026.
Global Networks will be the entity that is spun-off. It will consist of legacy cable TV and digital networks, such as: CNN, TBS, TNT (including TNT Sports)…
CFO Gunnar Wiedenfels will become CEO of this spun‑off entity.

TSB: Divestment as a Defensive Lever in Sabadell’s BBVA Saga

Sabadell is exploring a sale of TSB amid BBVA’s hostile bid, with offers in the €2.0–2.35B range.
A sale at those levels would imply a small capital loss, not a gain, in my view.
Strategic value remains: a divestment could disrupt BBVA’s plans, raise cash, or fund returns.

Neinor/Aedas Homes: Locked-In Majority, But Minorities May Still Get Paid

Neinor’s offer is strategically sound but priced below NAV, raising legal and minority resistance risks.
Castlelake’s 79% commitment secures majority control, but a squeeze-out or delisting still requires a higher bid.
A revised offer near €26.50 would align interests and improve execution certainty at minimal cost to Neinor.

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Jun 17

Daily Brief Event-Driven: Shin Kong (2888 TT)/Taishin (2887 TT) – Short Timer and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Shin Kong (2888 TT)/Taishin (2887 TT) – Short Timer, FX Risk, Index Flows – Time To Buy Vs Peers
Nakano Refrigerators (6411 JP): Marunouchi Capital’s JPY7,900 Tender Offer
Mayne Pharma: No Precedence for a Deal Termination
Adriatic Metals (ADT AU)/Dundee Metals (DPM CN): A Burgeoning Balkan Play
Telcoware & Shinsung Tongsang Tender Offers: Minority Shareholders Demand Higher Tender Offer Prices
Santos (STO AU): XRG’s Non-Binding Offer Faces an FIRB Challenge
Ascentech (3565 JP): Orix (8591 JP)’s JPY1,680 Tender Offer
Three Key Angles when Hunting Div Arb Setups in the Korean Market
PointsBet (PBH AU) [Further] Backs MIXI’s Offer, Rejects Betr’s
[Japan M&A] NTT Docomo Buys Out Carta Holdings (3688) Minorities – Done Deal

Shin Kong (2888 TT)/Taishin (2887 TT) – Short Timer, FX Risk, Index Flows – Time To Buy Vs Peers

Shin Kong Financial Holding (2888 TT) and Taishin Financial Holding (2887 TT) are scheduled to merge in less than 6 weeks.
The recent TWD strength has meant sharp losses for Shin Kong Life, but the merger agreement the FSC agreed has Taishin explicitly supporting Shin Kong Life.
There are near-term flows and technical limitations which make this situation interesting again. Grab your shorts! It could be a bumpy ride!

Nakano Refrigerators (6411 JP): Marunouchi Capital’s JPY7,900 Tender Offer

Nakano Refrigerators (6411 JP) has recommended a tender offer from Marunouchi Capital at JPY7,900, a 35.0% premium to the last close price.
The offer is attractive as it represents an all-time high and is above the midpoint of the IFA DCF valuation range.
An attractive offer and irrevocables (33.19% ownership ratio) pave the way for deal completion. The tender runs from 17 June to 29 July.

Mayne Pharma: No Precedence for a Deal Termination

By Nicholas Tan

Cosette signed a binding agreement to acquire Mayne Pharma (MYX AU) for $7.40 per share.
Cosette predictably got cold feet and is attempting to terminate the deal, invoking the deal’s material adverse clause.
Moreover, Cosette has repeatedly failed to quantify its allegations. The extant stock price implies a less than 30% chance of deal closure in spite of having zero precedence for support.

Adriatic Metals (ADT AU)/Dundee Metals (DPM CN): A Burgeoning Balkan Play

Dual-Listed Adriatic Metals PLC (ADT AU) has announced a cash/scrip Offer from Dundee Precious Metals (DPM CN) with an implied Offer price of A$5.56/share, a 47.8% premium to undisturbed.
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.
Adriatic is incorporated in the UK so the Offer is being done by a UK Scheme. Irrevocables tally 37.23%. Clean deal.

Telcoware & Shinsung Tongsang Tender Offers: Minority Shareholders Demand Higher Tender Offer Prices

Telcoware (078000 KS) and Shinsung Tongsang (005390 KS) are two recent tender offers in Korea where the minority shareholders are demanding higher tender offer prices.
The actual subscription rate of the Telcoware tender offer was only 10.44%, far below the 25.24% targeted by the CEO Keum Han-Tae.
The Shinsung Tongsang owner family may acquire an additional 7–10% stake via this tender offer, though it remains unclear if they can secure full 95% ownership at this stage.

Santos (STO AU): XRG’s Non-Binding Offer Faces an FIRB Challenge

Santos Ltd (STO AU) has disclosed a “final” non-binding proposal from the XRG consortium at US$5.76 (A$8.89), a 27.7% premium to the undisturbed price of A$6.96 (13 June).
The offer is subject to several regulatory approvals. FIRB approval is the primary risk due to a foreign government-controlled entity controlling critical domestic infrastructure assets.
The offer is attractive compared to peer multiples and historical trading ranges. Retail has a mixed view on the offer, which should not be an issue for the vote.

Ascentech (3565 JP): Orix (8591 JP)’s JPY1,680 Tender Offer

Ascentech KK (3565 JP) has recommended a tender offer from Orix Corp (8591 JP) at JPY1,680, a 14.6% premium to the last close price.
Despite the lack of an auction, the offer is reasonable compared to historical trading ranges and aligns with the midpoint of the IFA DCF valuation range.
Minimum tendering is set at a 66.67% ownership ratio, with irrevocables representing a 27.81% ownership ratio. Management’s significant stakes aid in deal completion.

Three Key Angles when Hunting Div Arb Setups in the Korean Market

Is the SSF base price automatically adjusted on ex-div day? No — Korea doesn’t mechanically adjust cash or futures base prices on ex-div, keeping dividend arb opportunities alive.
Could front-month futures flip into contango near ex-div? It’s rare but possible, especially with KRX’s aggressive SSF reshuffles and KOSDAQ Global additions shaking up liquidity and basis volatility.
Arb plays may arise from Korea’s new 27.5% div tax on payouts over 35%. Ex-div timing and payout uncertainty may create opportunities for dividend arb setups.

PointsBet (PBH AU) [Further] Backs MIXI’s Offer, Rejects Betr’s

On the 3rd June, MIXI bumped Scheme terms to A$1.20/share; and should the Scheme fail, MIXI was “willing to consider” an off-market takeover at A$1.20/share with a 50.1% acceptance hurdle.
PointsBet (PBH AU) has now entered a bid implementation deed with MIXI on the off-market Offer, conditional on the Scheme failing; which it will given BETR (BBT AU)‘s 19.9% stake.
And on Betr? PBH has rejected its Offer, questioning the computation of the synergies, and calling the bid materially below MIXI’s.

[Japan M&A] NTT Docomo Buys Out Carta Holdings (3688) Minorities – Done Deal