In today’s briefing:
- [Japan M&A] YAGEO Extends Shibaura TOB Limbo at FSA/METI/BOJ Request on FEFTA
- KCC Corp: EB Issue of $625 Million Of HD KSOE + KCC Corp and KCC Glass Share Swaps
- Fengxiang (9977 HK): Precondition Satisfied
- New World Resources (NWC AU): Yes, The Board Is Frustrating Kinterra’s Bid
- Coronado Global (CRN AU): Partial/Full Sale? Something’s Up (As Is The Share Price)
- Event Driven: Apollo’s Restructuring-Unlocking Value in India’s Omni-Channel Healthcare Ecosystem
- Jilin Jiutai RCB (6122 HK): A Conditional VGO Puts Minorities Between a Rock and a Hard Place
- Silk Logistics (SLH AU): ACCC’s Green Light
- Analyzing Active Portfolio Ideas: SPACs, Mergers, Asset Sales, and Litigation Opportunities in 2025
- Fengxiang (9977 HK): Pre-Cons Done. Possible Payment Mid-September
[Japan M&A] YAGEO Extends Shibaura TOB Limbo at FSA/METI/BOJ Request on FEFTA
- YAGEO’s deal for Shibaura Electronics (6957 JP) had been extended a couple of times – once for Shibaura’s yuho, and once for Taiwan Investment Commission Approval.
- YAGEO had re-filed its notification for FEFTA on 2 June, and the “normal” 30 day waiting period expired 1 July. YAGEO extended by 4 business days to 15 July.
- The TRS amendment was less informative than the TDNET release today. That’s worth reading. More waiting ahead. But the timing may be politically strategic.
KCC Corp: EB Issue of $625 Million Of HD KSOE + KCC Corp and KCC Glass Share Swaps
- KCC announced that it is issuing an EB worth $625 million in foreign currency using its stake in HD Korea Shipbuilding & Offshore Engineering as the underlying asset.
- The asset that is used as the underlying asset for the EB is 2.056 million shares of HD Korea Shipbuilding & Offshore Engineering held by the KCC Corp
- We believe this large EB issue by KCC Corp is likely to have a positive impact on KCC Corp but slightly negative impact on HD KSOE.
Fengxiang (9977 HK): Precondition Satisfied
- The precondition for the PAG privatisation offer for Shandong Fengxiang (9977 HK) is satisfied. The composite document will be despatched by 11 July.
- Despite being a 39.9% discount to the IPO price, the offer is attractive compared to precedent transactions and peer multiples.
- The scheme vote remains low-risk due to the irrevocables, the lack of protest votes at the recent AGM, and the signalling from PAG’s decision not to introduce a scrip offer.
New World Resources (NWC AU): Yes, The Board Is Frustrating Kinterra’s Bid
- Suitors Central Asia Metals (CAML LN) and Kinterra Capital are locked at A$0.062/share bids apiece for copper play New World Resources (NWC AU).
- Kinterra has tapped the Takeovers Panel after NWC failed to terminate the CAML placement “despite the relevant condition for the termination of that agreement having been satisfied“.
- Kinterra’s application has merit. Expect the Panel to make orders preventing the placement. Kinterra currently holds 19.3% of shares out and CAML 12.08%.
Coronado Global (CRN AU): Partial/Full Sale? Something’s Up (As Is The Share Price)
- Declining coking coal prices, operational issues, a credit rating downgrade, and Sev.en Global’s failed Offer, have resulted in met coal play Coronado (CRN AU)‘s shares trading around an all-time low.
- Shares popped 14.8% today, and are now up ~48% from its all-time low a month ago.
- What gives? Coronado has already confirmed the potential sale of a minority interest in certain assets. But there is speculation a full Offer may be in the wings.
Event Driven: Apollo’s Restructuring-Unlocking Value in India’s Omni-Channel Healthcare Ecosystem
- Apollo Hospitals Enterprise (APHS IN) is demerging its omni-channel pharmacy and digital health business into a new entity, later merging with Keimed ltd, the wholesale pharmacy distribution arm.
- The reorganisation aims to unlock shareholder value, enhance operational focus, and create a transparent, comprehensive pharmacy and digital healthcare platform.
- The NewCo(AHL) targets INR 25,000 crore revenue(50%+) by FY27 from digital health and pharmacy scale-up, while core hospitals expand with new beds and high-value therapies.
Jilin Jiutai RCB (6122 HK): A Conditional VGO Puts Minorities Between a Rock and a Hard Place
- Jilin Jiutai Rural Comm Bank (6122 HK) has disclosed a voluntary conditional offer and delisting proposal by Jilin Province at HK$0.70 per H Share, a 70.7% premium to the undisturbed price.
- The key conditions are H Shareholder approval of the delisting proposal and a minimum acceptance condition (50% of outstanding and 90% of H shares).
- Minorities are caught between a rock and a hard place, as the offer is unattractive, but the timeline for lifting the trading suspension is uncertain.
Silk Logistics (SLH AU): ACCC’s Green Light
- Given the ACCC’s comprehensive list of concerns, as detailed in Silk Logistics (SLH AU): ACCC’s Statement Of Issues, this approval comes as a (pleasant) surprise.
- DP World’s Offer for Silk Logistics (SLH AU) remains subject to FIRB signing off and a Scheme vote. Neither of which should pose an issue.
- Timing? The IE and Scheme Booklet are all in place – from December last year. This requires a new schedule from the Courts. A possible revised timetable suggest late-August completion.
Analyzing Active Portfolio Ideas: SPACs, Mergers, Asset Sales, and Litigation Opportunities in 2025
- Yorkville Acquisition and Lutnick’s SPACs are politically connected, targeting speculative capital tied to Trump’s administration and crypto.
- Mayne Pharma’s merger with Cosette faces legal challenges over a material adverse change, with a court hearing set.
- Lifeway Foods may be sold to Danone; shareholder campaign aims to overhaul the board for negotiations.
Fengxiang (9977 HK): Pre-Cons Done. Possible Payment Mid-September
- On the 11th April, Shandong Fengxiang (9977 HK) announced a $2.00/share Offer, by way of a pre-conditional Merger by Absorption, from PAG.
- Those pre-conditions (NDRC, Ministry of Commerce, and SAFE) have now been satisfied. The Composite Doc is expected to be dispatched no later than 11 July.
- This Offer is a Merger by Absorption incorporating a Scheme-like vote. There is no tendering condition. This is done. I estimate payment the second week of September.
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