In today’s briefing:
- [Japan M&A/Activism] Digital HD (2389 JP) Gets a Counter + 20% – Tough But Not Impossible
- Digital Holdings (2389 JP): SilverCape Counters with a Hostile Preconditional Offer
- Dec KS200 Review: Kakao Pay Poised for Breakout
- SK: Restructuring of Renewable Energy Business of Nearly 1 Trillion Won & Chey’s Divorce Payment
- Larvotto Resources (LRV AU): USAC’s Unattractive NBIO
- Kering – Beauty Sale to L’Oréal: Deleveraging Catalyst in a Strategic Reset
[Japan M&A/Activism] Digital HD (2389 JP) Gets a Counter + 20% – Tough But Not Impossible
- Today, in something of a surprise but not a complete surprise, Silvercape came out with its own bid for Digital Holdings Inc (2389 JP) at +20% from the Hakuhodo bid.
- They make it clear that the original bid does not protect minority shareholders or give them sufficient value. This one would. Which means that is Hakuhodo’s bogey.
- It would not be impossible for Silvercape to get to its minimum hurdle, but despite being lower than Hakuhodo’s it’s not a gimme.
Digital Holdings (2389 JP): SilverCape Counters with a Hostile Preconditional Offer
- SilverCape has launched a hostile preconditional tender offer for Digital Holdings Inc (2389 JP) at JPY2,380, a 20.8% premium to the Hakuhodo Dy Holdings (2433 JP) JPY1,970 offer.
- The Board stonewalled SilverCape’s attempts to negotiate a friendly offer. SilverCape’s offer is based on EV/EBITDA multiples and will commence in late November.
- The situation shares similarities with Soft99’s contested offer. The Board is likely to oppose the SilverCape offer. Hakuhodo’s likely move will be to extend the close and disclose current acceptances.
Dec KS200 Review: Kakao Pay Poised for Breakout
- Names with the biggest float bumps relative to their old float saw the sharpest moves — Hanwha Ocean and Ecopro Materials were the standout examples.
- Kakao Pay looks set for Dec review spotlight: float likely jumping from 21% to 34% (+13ppt, 60%+ surge), even bigger than Hanwha Ocean/Ecopro last round.
- Kakao Pay’s 13ppt float hike implies ~0.7–1.0x DTV passive inflows; with little pre‑positioning, flows may hit raw and drive outsized intraday impact.
SK: Restructuring of Renewable Energy Business of Nearly 1 Trillion Won & Chey’s Divorce Payment
- SK Group plans to restructure its renewable energy businesses that could result in asset sales of more than 1 trillion won.
- SK Group is taking on a major restructuring of its renewable energy businesses, including including fuel cells, energy storage systems (ESS), and solar/wind power generation facilities.
- A consensus has been forming in the local media regarding Chairman Chey’s expected divorce payment to his wife Roh So-young to be about 400 billion won to 700 billion won.
Larvotto Resources (LRV AU): USAC’s Unattractive NBIO
- Larvotto Resources (LRV AU) has disclosed a non-binding proposal from United States Antimony (UAMY US) (USAC) at 6 USAC shares for every 100 Larvotto shares.
- The offer is unattractive as the current implied offer value is 20% below the last close price and undervalues the core Hillgrove Mine based on the DFS’s NPV analysis.
- USAC’s share price meteoric rise YTD amplifies the risk of the all-scrip offer. The Board should push for better terms or outright reject the NBIO.
Kering – Beauty Sale to L’Oréal: Deleveraging Catalyst in a Strategic Reset
- €4 bn divestiture cuts Kering’s net debt to ~2× EBITDA, marking a decisive deleveraging under new CEO Luca de Meo.
- Balance-Sheet reset buys time for Gucci’s creative relaunch; early fashion-week feedback encouraging.
- We see moderate upside to €333–€350/share if execution sustains cost control and brand momentum.
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