Event-Driven

Hynix tagged L2: cash‑only, no margin. >40% two‑day rip triggers KRX halt. L2 caps distort tape; Square’s Oct 27–Nov 10 run showed the messy playbook.
Hynix L2 review: five >200% YoY prints since Nov 4, but no fresh 15‑day high—₩620k from Nov 3 still the cap, yesterday stalled just below.
Break above ₩620k likely triggers L2, leverage caps, volatile tape, Square outperformance; hold below into Monday kills L2 risk, keeps Hynix’s relative bid with retail still piling in.

[Japan M&A] Paris Miki Is Indeed an MBO Target; Luxottica May Complain But Tough To Block

Today after the close, Paris Miki Holdings (7455 JP) announced the Tane family Holdco would buy out the company in an “MBO” at ¥581, or 4.8x current year EBITDA.
World famous eyeglass/sunglass manufacturer Luxottica bought 13.8% of the company in the low ¥300s almost stopping about a year ago. They might complain, but Paris Miki is a big outlet.
This looks like it gets done. The family+crossholders+ESOP+warrants have 65% of the expanded share count. Those who would complain would need to do so soon, and loudly.

Paris Miki (7455 JP): Chairman-Led MBO Likely Done Despite Luxottica’s Unclear Intentions

Paris Miki Holdings (7455 JP) has recommended a Chairman-led MBO at JPY581, a 48.6% premium to the last close price.
While the offer is arguably light as it is marginally below book value (P/B of 0.99x), it is above the midpoint of the IFA DCF valuation range.
The offer represents a 10-year high. Luxottica Group (LUX IM), the second-largest shareholder, has not signalled whether it will tender, but it would struggle to derail the offer.

Star Micronics (7718 JP): Taiyo Pacific’s Tender Offer at JPY2,210

Star Micronics (7718 JP) has recommended a tender offer from Taiyo Pacific Partners at JPY2,210, a 29.1% premium to the last close price.
The offer is arguably light as it is marginally above book value (P/B of 1.09x) and 16% below the midpoint of the target IFA DCF valuation range.
However, the offer is attractive as it represents an all-time high and is 42.4% above Taiyo’s placement price in May 2025. Unless an activist emerges, this is likely done.

[Japan M&A] Taiyo Pacific Offers ¥2,210 for Star Micronics (7718) Completing the Shareholder Ripoff

Today after the close, well-known Japan engagement fund Taiyo Pacific Partners announced a deal to buy Star Micronics (7718 JP) for ¥2,210/share. They’ve been involved small-big-small for 20yrs.
The company launched a new capital plan and MTMP in February. Cash-rich, it needed no money to grow aggressively. So TPP proposed buying a third of the company. Board agreed.
Despite ActionsToImplementManagementConsciousOfSharePriceAndCostOfCapital announced February, in April-November the Board decided to sell the entire company to TPP at <1x book. This is borderline outrageous. It deserves notice and complaint.

MBK Partners: Acquires Additional 2.7% Stake in Korea Zinc – Another M&A Fight in March 2026?

By Douglas Kim

MBK Partners acquired an additional 2.7% stake in Korea Zinc raising its total ownership to 39.7%. This is likely to fuel additional positive share price momentum on Korea Zinc.
This is likely to rekindle a potential M&A fight for the management control of the company.
This additional additional purchase of Korea Zinc by MBK Partners is a signal, not noise. Another M&A fight is likely in the next AGM in March 2026.

Private Equity Consortium Eyes AUB Group Buyout Amid Insurance Brokerage Consolidation and Fair Valuation Offer

EQT’s A$45/share bid for AUB, with a 16% spread, follows a month of exclusive due diligence.
CVC Asia Pacific proposed forming a consortium with EQT, potentially increasing buyout success likelihood and financial commitment sharing.
AUB’s valuation metrics include 14.5x FY25 EBITDA and 26.2x P/E, with historical trading at lower multiples.

Seven West Media (SWM AU): Scheme Vote on 22 December

The Seven West Media (SWM AU) IE considers the SXL merger offer to be in the best interests of its shareholders, absent a superior proposal.
The merger requires approval from SWM shareholders, ACMA, and the ACCC. The ACCC’s findings will be announced on 18 December.
The scheme vote is low risk as large SWM shareholders are supportive. Shares are trading through terms likely due to speculation of a competing bidder, which is unlikely to occur.

First Pacific (142 HK)’s Full Value As Maynilad Commences Trading

The proposed spin-off – from 49.9%-held MPIC – and listing of Maynilad Water Services (MYNLD PH) completed on the 7th November.
Priced at PHP 15/share, Maynilad closed yesterday at PHP 14.82/share, down 1.2%.
First Pacific Co (142 HK)‘s indirect/direct holding in Maynilad is estimated at 19.1%, accounting for ~6% of NAV.

Porsche Automobile Holding: Q3-25 Update — Discount Still Wide, Deleveraging on Track

Discount Opportunity: Porsche Automobil Holding (PAH3 GR) SE trades at a ~32% NAV discount—above peers—despite improving balance-sheet structure, stable dividends from VW and Porsche AG, and diminishing legal risks.
Deleveraging Catalyst: Ongoing debt reduction, stronger dividend visibility, and extended maturities enhance transparency and reduce equity risk, offering clear scope for discount compression toward the mid-20s.
Asymmetric Upside: With 99% of assets in VW and Porsche AG, Porsche SE remains a high-convexity play on discount normalization and legal clarity, offering leveraged exposure to core holdings.

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Nov 12

Daily Brief Event-Driven: [Quiddity Index] Light & Wonder (LNW US/AU) US Delisting Event – Updating The Assumptions/Estimates and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Quiddity Index] Light & Wonder (LNW US/AU) US Delisting Event – Updating The Assumptions/Estimates
On China Shengmu (1432)’s Conditional MGO
ChiNext/ChiNext50 Index Rebalance Preview: Maxing Out the Changes
China Shengmu (1432 HK): Possible Offer, Potentially Problematic 50% Min Acceptance Condition
Strategic Reviews, Mergers, and Financing Updates: Key Developments in Biopharma, Hospitality
Permira’s Recommended Cash Offer for JTC Plc
TrueCar’s Acquisition by Fair Holdings: Potential Returns, Funding Challenges

[Quiddity Index] Light & Wonder (LNW US/AU) US Delisting Event – Updating The Assumptions/Estimates

Light & Wonder (LNW US) will be delisted at the close of tomorrow US time (two trading days left) and shares converted to Australian CDIs.
After studying the matter we have amended our assumptions on how flows work. More net selling than expected in November, irksome uncertainy in December, more buyback flows in the meantime.
The stock was higher on earnings in Australia, skipped a day, then skipped another day, then jumped in the US yesterday.

On China Shengmu (1432)’s Conditional MGO

On the 30th October, China Modern Dairy (1117 HK) (CMD) entered into a conditional SPA to acquire a 1.28% stake in raw milk producer China Shengmu Organic Milk (1432 HK) (CSM).
CMD currently holds 29.99% in CSM. Should the SPA complete, CMD clears 30% and will be obligated to make an Offer for all shares not held.
The Offer Price will be A$0.35/share, a 14.75% premium to undisturbed. The Offer will be conditional on a 50% acceptance hurdle.

ChiNext/ChiNext50 Index Rebalance Preview: Maxing Out the Changes

By Brian Freitas

With the review period complete, we forecast 10 changes for the ChiNext Index (SZ399006 INDEX) and 5 changes for the ChiNext 50 Index in December.
The largest flows will be in 2 stocks that are forecast adds for both indices. There are 14 stocks with over 0.5x ADV to trade from passive trackers.
The forecast adds outperformed the forecast deletes from June to August, but there has been significant underperformance since then. Outperformance could resume as positioning kicks in prior to announcement.

China Shengmu (1432 HK): Possible Offer, Potentially Problematic 50% Min Acceptance Condition

On 30 October, China Modern Dairy (1117 HK) announced a conditional share purchase agreement to acquire 1.28% of outstanding China Shengmu Organic Milk (1432 HK) shares at HK$0.35 per share.
The SPA is conditional on SAMR and independent CMD shareholder approval. SPA completion will trigger a mandatory conditional cash offer at HK$0.35 per share.
Post-Completion, CMD and concert parties will hold a 31.26% stake. The offer is conditional on a 50% minimum acceptance condition, which is problematic as the offer is not particularly attractive.

Strategic Reviews, Mergers, and Financing Updates: Key Developments in Biopharma, Hospitality

Generation Bio (GBIO) is undergoing a strategic review with potential outcomes including liquidation, reverse merger, or sale, with insiders owning 22%.
Sotherly Hotels (SOHOO) is being acquired by two PE firms, with preferred shares trading at a wider spread than common shares.
LakeShore Biopharma (LSBCF) signed a definitive privatization agreement at $0.90/share, with closing expected in Q1 2026.

Permira’s Recommended Cash Offer for JTC Plc

Tight spread: JTC trades 1.7% below Permira’s 1,340p cash offer, implying a modest ~2% annualised return and ~94% market-implied completion probability.
Low risk: Fully financed, board-backed, minimal antitrust hurdles; interloper risk negligible after Warburg’s withdrawal.
Recommendation: Treat as cash-equivalent carry; lock in gains and redeploy to wider-spread, higher-return opportunities.

TrueCar’s Acquisition by Fair Holdings: Potential Returns, Funding Challenges

TrueCar has signed a definitive agreement to be acquired by Fair Holdings for $2.55 per share in cash.
The acquisition deal is 72% funded, with Fair Holdings needing to raise an additional $60 million.
TrueCar’s past legal issues are unlikely to impact Fair’s fundraising efforts for the acquisition.

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Nov 11

Daily Brief Event-Driven: On Jardine Matheson’s Latest Buyback and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

On Jardine Matheson’s Latest Buyback
Square’s Level 2 Leverage Caps End Tomorrow — Fresh Near‑term Factor in the Square Vs Hynix Setup
[Japan M&A] KKR and Founder to Take Engineer Staffing Agency Forum Engineering (7088) Private
Forum Engineering (7088 JP): KKR’s Tender Offer at JPY1,710
Weekly Update (Q, IAC, ANGI, LION, SNREY)
A/H Premium Tracker (Week to 7 Nov 2025): Beautiful Skew Behaving Badly, CNOOC Better
Company Halts Operations, Initiates Strategic Review with Potential 50% Upside to Net Cash by Year-End
Kangji Medical (9997 HK): A Close Run Thing
Generation Bio’s Strategic Review: Potential 50% Upside Amid Restructuring and Cash Management Challenges

On Jardine Matheson’s Latest Buyback

On the 27th October, Jardine Matheson Holdings (JM SP) announced an Offer for 88.04%-held Mandarin Oriental International (MAND SP), after MAND concurrently announced the partial sale of OCB to Alibaba.
MAND will pocket US$925mn from the sale. The privatisation will set Matheson back ~US$500mn. Alibaba is ostensibly funding MAND’s privatisation. And then some.
Last week Matheson announced it will undertake a US$250mn buyback, which is expected to complete in 2026.

Square’s Level 2 Leverage Caps End Tomorrow — Fresh Near‑term Factor in the Square Vs Hynix Setup

Square closed ₩290,000, missing all criteria; Level 2 removal effectively confirmed, with KRX disclosure expected ~8 p.m. Seoul, effective from tomorrow’s open.
Square vs Hynix hinges on retail chase structurally, but near‑term Square’s underperformance worsened by asymmetric leverage shackles.
Square’s Level 2 setup ends tomorrow; flows normalize, likely giving Square more juice vs Hynix. Key spot to watch from tomorrow’s open.

[Japan M&A] KKR and Founder to Take Engineer Staffing Agency Forum Engineering (7088) Private

Today after the close, KKR announced a deal whereby they and founder OKUBO Izumi-san would take Forum Engineering Inc (7088 JP) private in an LBO.
The process of this deal ticks most all of the “bad process” boxes but the price is pretty good.
52% is locked in. Insiders and cross-holders appear to own another 15-18%. This looks like a done deal to me. Money comes 30 December.

Forum Engineering (7088 JP): KKR’s Tender Offer at JPY1,710

Forum Engineering Inc (7088 JP) has recommended a tender offer from KKR & Co (KKR US) at JPY1,710, a 32.6% premium to the last close price.
The offer is arguably light due to a lack of an auction and is below the midpoint of the target IFA DCF valuation range.
However, the offer is attractive compared to precedent transactions, peer multiples and represents an all-time high. The large number of cross-holders will help meet the required tendering rate.

Weekly Update (Q, IAC, ANGI, LION, SNREY)

By Richard Howe

Dupont (DD) spin off its electronics business, Qnity (Q), early this week.
DQnity will be one of the world’s largest pure-play electronic materials companies, with a portfolio spanning semiconductor fabrication materials and advanced electronics/interconnect solutions.
Qnity’s Semiconductor Technologies division creates consumable products that are used during semiconductor manufacturing.

A/H Premium Tracker (Week to 7 Nov 2025): Beautiful Skew Behaving Badly, CNOOC Better

Beautiful Skew still AWOL/MIA. The wider the spread, the worse the result.
Large SOE H vs A generally strong. Strong net inflow into SOE Hs via SOUTHBOUND.
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.

Company Halts Operations, Initiates Strategic Review with Potential 50% Upside to Net Cash by Year-End

The company has halted operations, laid off most staff, and initiated a strategic review with seven employees remaining.
Insiders, owning over 20% of shares, are incentivized to unlock value through liquidation, reverse merger, or sale.
A resolution from the strategic review is expected by year-end or early 2026, with ample margin of safety.

Kangji Medical (9997 HK): A Close Run Thing

6.95%. That’s the key number at yesterday’s Scheme Meeting for Hangzhou Kangji Medical Instrument Co., Ltd. (9997 HK).
That’s still below the 10% blocking stake. But closer than the bankers and the market was anticipating.
Arguably, the terms were therefore bang on. Last day of trading is today, with payment on the 16th December.

Generation Bio’s Strategic Review: Potential 50% Upside Amid Restructuring and Cash Management Challenges

Generation Bio’s net cash is projected at $7.6/share, 50% above the current price, with limited ongoing cash burn.
The company completed restructuring, retaining seven employees, and is considering liquidation, reverse merger, or sale options.
Major shareholders include Atlas Venture Life Science (12.4%), T. Rowe Price (12.6%), Moderna (8.7%), Fidelity (6.9%), and BlackRock (5.1%).

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Nov 10

Daily Brief Event-Driven: Key Schedule for Korea’s Dividend Policy Momentum: This Thursday – Short‑term Target Group Screened and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Key Schedule for Korea’s Dividend Policy Momentum: This Thursday – Short‑term Target Group Screened
Index Consultation on DATCos Means MORE Selling Likely, and Another Index Questionable
Saint-Care (2374 JP): An Attractive MBO
Merger Arb Mondays (10 Nov) – Soft99, Digital Holding, Saint-Care, ANE, ENN Energy, Mayne, AUB
Weekly Deals Digest (09 Nov) – Toyota Industries, Mandom, Pacific Industrial, Saint-Care, ANE, Mayne
Japan 2025 H1 Bank Guidance/Results UPDATE – Strong Uplift Continues on Better Core Biz Income
CVC Joins EQT In Pursuit Of AUB Group (AUB AU)

Key Schedule for Korea’s Dividend Policy Momentum: This Thursday – Short‑term Target Group Screened

Dividend tax reform hits calendar: Assembly’s Strategy & Finance Committee starts hearings Nov 13; street buzzing as assembly headlines will push dividend theme.
Ruling party resists 25% payout threshold; cutting that low kills dividend incentive, while keeping 40% pushes corporates in 20–40% band to hike payouts.
From Thursday, dividend momentum likely drives locals into >4% yielders with >40% payout, so these names should be our near‑term targets.

Index Consultation on DATCos Means MORE Selling Likely, and Another Index Questionable

In mid-September, global index provider M _ _ _ announced that they were conducting an index consultation on Digital Asset Treasury Cos. I wrote about it here.
My recommended short at the time is down 30%, despite announcing a large buyback program. Others have lost significant premium vs underlying digital assets.
The same index provider expanded their list of affected names on 29 Oct. And a DIFFERENT Index provider this week added DATCOs to a US Advisory Panel Meeting Agenda Wednesday.

Saint-Care (2374 JP): An Attractive MBO

Saint-Care Holding (2374 JP) has recommended an MBO from the founding family at JPY1,220, a 48.8% premium to the last close price.
The offer is attractive compared to historical trading ranges and is above the midpoint of the target IFA DCF valuation range.
Due to the irrevocables, it is not onerous to meet the minimum acceptance condition. This is a done deal.

Merger Arb Mondays (10 Nov) – Soft99, Digital Holding, Saint-Care, ANE, ENN Energy, Mayne, AUB

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), Saint-Care Holding (2374 JP), Smart Share Global (EM US), ENN Energy (2688 HK), Dongfeng Motor (489 HK), Digital Holdings Inc (2389 JP).
Lowest spreads: Bright Smart Securities (1428 HK), Mandom Corp (4917 JP), Pacific Industrial (7250 JP), Toyota Industries (6201 JP), Seven West Media (SWM AU), Jinke Smart Services (9666 HK).

Weekly Deals Digest (09 Nov) – Toyota Industries, Mandom, Pacific Industrial, Saint-Care, ANE, Mayne

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: CNGR Advanced Material (300919 CH) is seeking to raise US$507 million through a H Share listing.
Event-Driven developments: Toyota Industries (6201 JP), Japan Infrastructure Fund Investment Corporation (9287 JP), Mandom Corp (4917 JP), Pacific Industrial (7250 JP), Saint-Care Holding (2374 JP), ANE Cayman Inc (9956 HK).

Japan 2025 H1 Bank Guidance/Results UPDATE – Strong Uplift Continues on Better Core Biz Income

This four-day week saw 10 new guidance revisions (+61% on average), and 21 H1 earnings results (13 which hadn’t guided, averaging +41%, 8 which had, averaging 5.7% uplift vs guidance)
It was a Good Week, though banks fell 0.4% as TOPIX fell 1% on the week.
Once again, lower credit costs, higher net interest income, and some equity sales dominated. H2 implied guidance lower in many cases, some because of expected portfolio rebalancing (loss-taking).

CVC Joins EQT In Pursuit Of AUB Group (AUB AU)

On the 28th October 2025, AUB Group Limited (AUB AU), an insurance “matchmaker”, announced a NBIO, via a Scheme, from EQT at A$45/share, a ~40% premium to undisturbed.
The share price has consistently traded wide to terms, not just because of the transactions’ indicative nature; but EQT’s track record on progressing from indicative to firm is not optimum.
This morning AUB announced CVC was teaming up with EQT, at $45/share; and concurrently requested additional due diligence. This has been granted by AUB.

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Nov 09

Daily Brief Event-Driven: Last Week In Event SPACE: Mandarin Oriental and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Last Week In Event SPACE: Mandarin Oriental, Light & Wonder, Cathay Pacific, DeNA
Mostly) Asia-Pac M&A: Mayne Pharma, Meilan Airport, ReNew Energy Global, Mandom, Restaurant Brands

Last Week In Event SPACE: Mandarin Oriental, Light & Wonder, Cathay Pacific, DeNA

It’s fair bet Matheson (JM SP) opted for a Scheme for Mandarin Oriental (MAND SP) to avoid a repeat of the appraisal rights afforded Jardine Strategic (JS SP)‘s dissentient shareholders.
On Light & Wonder (LNW AU/LNW US) giving up its US listing, short the Aussie line at A$124+ or the US line at US$79+. Expect more pressure early this week.
Qatar Airways books a loss on its eight-yar investment as Cathay Pacific Airways (293 HK) moves to take out its 9.57% stake.

Mostly) Asia-Pac M&A: Mayne Pharma, Meilan Airport, ReNew Energy Global, Mandom, Restaurant Brands

I tally 37 – mostly firm, mostly Asia-Pac – arb transactions currently being discussed and analysed on Smartkarma. Those arbs metrcis and upcoming events are detailed below.
Surprisingly, no new deals were discussed on Smartkarma this week.
Key updates/news also took place on: Mayne Pharma (MYX AU), Hainan Meilan International Airport (357 HK), ReNew Energy Global (RNW US), Mandom Corp (4917 JP), and Restaurant Brands (RBD NZ).

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Nov 08

Daily Brief Event-Driven: Meilan Airport (357 HK)’s Special Deal And Tardy MGO and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Meilan Airport (357 HK)’s Special Deal And Tardy MGO
Douzone Bizon Situation: TOB Setup Looks Weak; Risks Remain, but Still a Tactical Angle in Play

Meilan Airport (357 HK)’s Special Deal And Tardy MGO

Back on the 30th April 2025, Hainan Meilan International Airport (357 HK) (“Meilan Airport”) announced a potential change of control, via its domestic shares.
In principle, this situation involves the re-arrangement of Meilan Airport shares under the same ultimate beneficiary. Nevertheless, the share transfer will trigger an unconditional MGO at HK$10.62/share.
Yesterday, H-class shareholders approved a “Special Deal” at an EGM. And the share price closed above terms. That vote has nothing to do with the share transfer. Perhaps …

Douzone Bizon Situation: TOB Setup Looks Weak; Risks Remain, but Still a Tactical Angle in Play

EQT appears to be focused on IRR, prioritizing integration over equity; TOB looks low-return, rights issue chatter spooked markets today, so TOB-driven positioning isn’t realistic near term.
EQT also faces risks: FSS cap raise approval and a relatively light 34.85% stake limiting exit flexibility. Still, there’s a tactical angle in play.
EQT skipping TOB, but stealthy on-screen buys could spark a flow bounce; local market still eyes short-term setup trade on gradual stake-building.

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Nov 07

Daily Brief Event-Driven: [Quiddity Index] Light & Wonder (LNW US/AU) US Delisting / ASX Relisting Index Event and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Quiddity Index] Light & Wonder (LNW US/AU) US Delisting / ASX Relisting Index Event
Cathay (293 HK) Takes Out Qatar Airway’s Stake
Pacific Industrial (7250 JP): A Day Before Close, Effissimo Increases Its Stake Further
Japan Infrastructure Fund (9287JP): Mizuho Leasing (8425 JP)’s Tender Offer Is Light but Likely Done
What’s Up – Or Rather, Down – With ReNew Energy Global (RNW US)?
Sotherly Hotels Merger: Preferred Shares Arbitrage Opportunity with 12-14% Spread Amid Buyout Conditions
Sidara / Wood Group – Audit Cleared, One Gate to Close

[Quiddity Index] Light & Wonder (LNW US/AU) US Delisting / ASX Relisting Index Event

In August, Light & Wonder (LNW AU) / Light & Wonder (LNW US) announced that the company would give up its US listing and move to an ASX Primary Listing.
The NASDAQ delisting has been confirmed (as expected) for 12 November. October saw significant CDI conversions. More have come in the last few days.
This creates a significant, and interesting set of index events to track.

Cathay (293 HK) Takes Out Qatar Airway’s Stake

Cathay Pacific Airways (293 HK) has announced plans to acquire Qatar Airways’ 9.57% stake at HK$10.8374/share, or an outlay of HK$6.96bn (~US$890mn).
Qatar Airways acquired this stake in November 2017 at HK$13.65/share.
Upon approval from the SFC (mainly granting a MGO waiver), Swire Pacific (19 HK)‘s stake in Cathay increases to 47.69% (from 43.12%); and Air China’s stake to 31.78% (from 28.74%).

Pacific Industrial (7250 JP): A Day Before Close, Effissimo Increases Its Stake Further

On 23 October, the MBO price for Pacific Industrial (7250 JP) was increased by 42.4% to JPY2,919 per share. The offer closes on 7 November.
Today, Effissimo further increased its stake to 8.6 million shares, representing 13.97% of outstanding shares and a 14.82% ownership ratio. The implication is that Effissimo remains unsupportive.
The shares trade above terms, and the close is likely to be extended. Another bump is possible, but likely, the Ogawas will first try to lower the minimum acceptance condition.

Japan Infrastructure Fund (9287JP): Mizuho Leasing (8425 JP)’s Tender Offer Is Light but Likely Done

Japan Infrastructure Fund Investment Corporation (9287 JP) has recommended a tender offer from Mizuho Leasing (8425 JP) at JPY65,000, a 21.5% premium to the last close price.
The offer is light, as it is below book value (implying a P/NAV of 0.82x) and is below the midpoint of the IFA-adjusted book valuation range.
However, a dispersed shareholder register with no substantial shareholders suggests that it is an uphill struggle for an activist to agitate for a bump. This is likely a done deal.

What’s Up – Or Rather, Down – With ReNew Energy Global (RNW US)?

On the 10th December 2024, ReNew Energy Global (RNW US), an Indian renewable energy play, announced US$7.07/share NBIO. The bidding consortium subsequently bumped terms to US$8/share on the 3rd July.
After shares traded through terms for a week, the Consortium increased (best & final) non-binding terms to US$8.15/share, a 29% premium to undisturbed. The Offer is via a UK Scheme.
That last bump was on the 10th October. JERA, with 11.7% of shares out, and 25.7% of minorities, is supportive, IF terms are firmed. The Special Committee is still mulling.

Sotherly Hotels Merger: Preferred Shares Arbitrage Opportunity with 12-14% Spread Amid Buyout Conditions

Sotherly Hotels is being acquired by Kemmons Wilson Hospitality Partners and Ascendant Capital Partners, with common shares priced at $2.25 each.
Preferred shares SOHOB, SOHOO, and SOHON have a 12-14% spread to offer price, with conversion options post-merger.
The merger isn’t subject to financing conditions, with funding commitments from Apollo and Ascendant-affiliated entities.

Sidara / Wood Group – Audit Cleared, One Gate to Close

Two gates cleared: Borrowing-limit and FY24 audit milestones complete; Sidara’s 30 p bid now hinges solely on A&E execution by 31 Dec 2025.
Market discount persists: At 22 p, shares imply 30–35 % failure probability; downside largely priced, upside to 30 p offers 36 % absolute return.
Event-Driven focus: Binary risk now procedural, not strategic—spread likely to tighten toward high-20s once A&E documentation confirmed.

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Nov 06

Daily Brief Event-Driven: Toyota Industries (6201 JP): Market Movements Support the Case of a Higher Offer and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Toyota Industries (6201 JP): Market Movements Support the Case of a Higher Offer
StubWorld: Sumitomo Chemical/Sumitomo Pharma, Hyundai Motor/ Kia Corp, Ecopro Co/Ecopro BM
[Japan Activism] Mandom (4917 JP) – Murakami at 20% and Mandom Offers A Sweet Poison Pill
Reading the Latest Flow Patterns to Time a SK Square NAV Squeeze Trade
Physicswallah IPO: Index Inclusion Possibilities & Timing
Australia’s Big Banks: Options Flash Mixed Signals Ahead of Earnings
ABF – Primark Separation: Governance Reset or Value Catalyst?

Toyota Industries (6201 JP): Market Movements Support the Case of a Higher Offer

Last month, nearly two dozen global asset managers, through ACGA, submitted a joint letter to the boards of Toyota Industries (6201 JP) and Toyota Motor regarding the tender offer.
The letter outlined five issues, which distilled down to concerns about a low-balled offer. Their cause is increasingly supported by market movements, which support the case for the bump.
Recent activism against several low-balled tenders signals that TICO, despite its size, is not immune. My SoTP valuation is JPY19,607, which is 20.3% above the offer price.

StubWorld: Sumitomo Chemical/Sumitomo Pharma, Hyundai Motor/ Kia Corp, Ecopro Co/Ecopro BM

For a change of pace, this insight briefly canvasses a clutch of Holdco’s trading at extreme levels, in both “set-up” and “unwind” territory.
Preceding the chart/table-heavy insight 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%.

[Japan Activism] Mandom (4917 JP) – Murakami at 20% and Mandom Offers A Sweet Poison Pill

Mandom Corp (4917 JP) yesterday decided to launch a question-response effort for the Murakami-san Group ownership of Mandom shares up to and above 20%. This is a Poison Pill precursor.
There’s a drawn out set of questions, answers, etc, at the end of which, the Independent Committee will decide that Murakami is a Bad Person and the Poison Pill proceeds.
Murakami Group is apparently now over 20%. That’s a little tricky. But this looks like a Good Poison Pill.

Reading the Latest Flow Patterns to Time a SK Square NAV Squeeze Trade

Retail flow drove the ratio: selling pushed it higher, buying dragged it lower. Pre‑Sept they dip‑bought and flipped; since late Sept they’ve chased longs, fueling Hynix’s rally.
Instos joined retail chasing Hynix, juicing momentum; KRX’s investment‑alert acts as a speed bump, likely cooling hot‑money flows and tilting the ratio in Square’s favor.
But retail still drives Hynix; until they cool off, Square NAV squeeze is early. A sector‑wide AI pivot cooling retail frenzy is the real catalyst, bigger than KRX’s alert.

Physicswallah IPO: Index Inclusion Possibilities & Timing

By Brian Freitas

Physicswallah Limited (2076103D IN) is looking to list on the exchanges by selling 319.26m shares via a primary and secondary offering to raise US$392m at a valuation of US$3.5bn.
The price band has been set at INR 103-109/share, and the issue is likely to price at the top end of the range.
The stock will be added to the AMFI Smallcap segment and inclusion in the Nifty Smallcap 250 index is likely in March. Global index inclusion could commence in June.

Australia’s Big Banks: Options Flash Mixed Signals Ahead of Earnings

By Gaudenz Schneider

Australia’s largest banks are due to report within the next four trading days. Collectively, they account for 23% of the S&P/ASX 200 (AS51 INDEX).
A beat or miss of expectations can result in a strong move, up or down. This Insight analyzes options to provide an indication of how big a move to expect.
Option traders price in outsized moves for several but not all banks, with ANZ (ANZ AU) as the largest outlier.

ABF – Primark Separation: Governance Reset or Value Catalyst?

ABF’s structural review could separate Primark from Food, unlocking value through clearer governance and capital allocation focus.
Our SOTP yields £26/share base case, implying ~17% upside to current price.
Event-Driven setup favours long ABF vs discretionary peers into April 2026 review conclusion.

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Nov 05

Daily Brief Event-Driven: Matheson’s Motive For Avoiding MAND’s Dissentient Shareholders and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Matheson’s Motive For Avoiding MAND’s Dissentient Shareholders
[Japan Activism] DeNA Attracts Murakami Group – Potentially Squeezable With Reason
Mandom (4917 JP): Countermeasures Ostensibly to Buy Time for a Higher Offer
D’Alba Global – End of Lockup Period For 10% of Outstanding Shares
TTSH Plans Delisting via Reverse/Forward Stock Split Amidst Potential Privatization and Shareholder Dynamics
Current Active Merger Arbitrage Opportunities and Potential Buyouts
Analyzing Active Portfolio Ideas: Arbitrage, SPACs, Mergers, and Litigation Opportunities in 2025
DuPont Completes the Spin-Off of Qnity Electronics Inc.; Regular Way Trading Commences

Matheson’s Motive For Avoiding MAND’s Dissentient Shareholders

Back in 2021, Jardine Matheson (JM SP) took 84.89%-held Jardine Strategic (JS SP) private by way of an Amalgamation. As Matheson was permitted to vote, the outcome was assured.
Less clear are “fair value” appraisal rights afforded Strategic’s dissentient shareholders, the outcome of which navigates the Bermuda/UK courts. To date, dissenters have mostly had their way.
Which may have precipitated Matheson opting for a (full value) Scheme for Mandarin Oriental International (MAND SP), in which appraisal rights are not afforded.

[Japan Activism] DeNA Attracts Murakami Group – Potentially Squeezable With Reason

Last week, “Murakami Group” (a group of investors who jointly file large shareholder filings) announced a 5+% stake in DeNA (2432 JP). The stock popped. Then they filed again.
This was not surprising. It has long been known as a “value” name (and has the requisite short balance to prove it). The question is how much value IS there
The question is how much value IS there. And to whom? It’s an interesting question which deserves a look, so we take a look.

Mandom (4917 JP): Countermeasures Ostensibly to Buy Time for a Higher Offer

Mandom Corp (4917 JP) has proposed countermeasures in response to Murakami’s 18.87% voting stake and to ostensibly secure time for an alternative, viable (higher) offer.
The read-across from the proposal is that CVC’s offer at current terms will fail, CVC is unwilling to match Murakami/Hibiki’s expectations, and there could be genuine interest from third-party bidders.
Nevertheless, countermeasures are unnecessary as the share price and presence of activists provide the time needed for the Board’s purported aim to secure a higher offer.

D’Alba Global – End of Lockup Period For 10% of Outstanding Shares

By Douglas Kim

There is an end of a lock-up period for 1.3 million shares (10% of outstanding shares) for d’Alba Global starting 22 November 2025.
This could potentially result in additional selling by insiders which could negatively impact its share price in the coming weeks. We remain Bearish on d’Alba Global.
The overall proportion of freely tradable shares, which was only 32.7% right after listing, will increase to 83.9% one year later.

TTSH Plans Delisting via Reverse/Forward Stock Split Amidst Potential Privatization and Shareholder Dynamics

TTSH plans to delist from Nasdaq using a reverse/forward stock split, cashing out fractional shareholders at $6.60/share.
Management owns 37% of TTSH, while Fund 1 Investments holds 29%; approval of the proposal is likely.
Historical precedents show similar reverse/forward split transactions mostly succeed, with only 2 out of 11 failing.

Current Active Merger Arbitrage Opportunities and Potential Buyouts

Challenger Energy Group’s merger with Sintana Energy offers a 15% actionable spread, with easy hedging options via Sintana borrow.
WonderFi Technologies’ acquisition by Robinhood awaits Canadian Investment Regulatory Organization consent, with a buyout expected in H2 2025.
Falcon Oil & Gas asset sale to TBN involves a fluctuating spread of 30%-50%, with minimal risk of deal collapse.

Analyzing Active Portfolio Ideas: Arbitrage, SPACs, Mergers, and Litigation Opportunities in 2025

Bel Fuse’s Class A and B shares have a 25% price spread; historical trends suggest eventual price convergence.
Lennar’s divestiture of MRP stake offers a 6.38% premium; government shutdown delays SEC approval, affecting exchange timeline.
LakeShore Biopharma’s privatization offer faces widened spread due to Nasdaq delisting; liquidity issues persist despite 18% upside potential.

DuPont Completes the Spin-Off of Qnity Electronics Inc.; Regular Way Trading Commences

By Garvit Bhandari

On November 1, 2025, DuPont (NYSE: DD) completed the separation of its Electronics business as Qnity Electronics, Inc. (NYSE: Q), into a separate public company.
Regular-Way trading commenced on November 3, 2025.DD gained 2.97%, while Q lost -1.02% on the first day of regular way trading.
On an overall basis, DD (consolidated) gained 5.91% since the spin-off announcement on May 22, 2024, underperforming S&P 500 which gained 29.1% during the same period.

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Nov 04

Daily Brief Event-Driven: A/H Premium Tracker (Week to 31 Oct 2025): Beautiful Skew Behaving Badly But RMB Counters Approach and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

A/H Premium Tracker (Week to 31 Oct 2025): Beautiful Skew Behaving Badly But RMB Counters Approach
Weekly Update (WDC, AAF, LBTYA, LEN)
Selected European HoldCos and DLC: October 2025 Report

A/H Premium Tracker (Week to 31 Oct 2025): Beautiful Skew Behaving Badly But RMB Counters Approach

Big Beautiful Skew was again a no-show. But the SFC’s expectation of dual counter eligibility for Connect by year-end approaches its endgame.
The GAC (2238 HK) reco 2wks ago worked well. One extra week was bad. Last week’s reco on CNOOC Ltd (883 HK) was a disaster. H underperformed A by 8.4%.
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.

Weekly Update (WDC, AAF, LBTYA, LEN)

By Richard Howe

This week we had a busy week of earnings (WDC, AAF, LBTYA), and it will continue next week.
Honeywell (HON) spun off 100% of its Advanced Materials business, Solstice (SOLS), on October 30, 2025.
Solstice was added to the S&P 500 and performed well on its first day of trading before selling off on Friday.

Selected European HoldCos and DLC: October 2025 Report