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
- A month ago I wrote [Japan Activism/M&A] – Closing In On the Tsuruha Partial Tender – Likely Needs To Be Higher. Now we are <2wks to the deal.
- At the time, I said the Partial Tender Offer Price needed to be higher than the mooted ¥2,280. Tsuruha Holdings (3391 JP) shares are up 10.0% in that month.
- The three largest peers are -2.0% on average in that period. The average of 8 peers is +0.5%. I still expect the partial offer price needs to be near ¥3,100
China Hongqiao (1378 HK): Index Impact of US$1.2bn Placement
- 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
- 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
- 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
- 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
- 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
- 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
- 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
- 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
- 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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