In today’s briefing:
- Toyota Industries (6201) – SURPRISE! It’s a TOYODA Takeover Proposal (Good Governance May Not Win)
- Merger Arb Mondays (28 Apr) – Seven & I, Shibaura, Makino, Bright Smart, ENN Energy, Tam Jai
- Weekly Deals Digest (27 Apr) – Shibaura, Fujitsu General, Gunma/DHFG, Bright Smart, DN Solutions
- Ant Group Takes Out Yip’s Controlling Stake In Bright Smart (1428 HK)
- Sinarmas Land (SML SP): Potential Outcomes as IFA Says NOT Fair but Reasonable
- Deliveroo’s Special of the Day: A DoorDash Takeover
- Ather Energy IPO: Expensive and No Immediate Index Inclusion
- Novomatic (Finally) Makes A Move On Ainsworth Game Technology (AGI AU)
Toyota Industries (6201) – SURPRISE! It’s a TOYODA Takeover Proposal (Good Governance May Not Win)
- On Friday after the close, media reports surfaced that Toyota Motor (7203 JP) Group chairman and founding family member had put forth a take-private proposal to Toyota Industries (6201 JP).
- The number quoted was ¥6trln market cap (most) or EV (FT), financed by personal funds, 3 megabanks, and reportedly some group companies.
- ¥6trln market cap would be +50%. ¥6trln EV +16%. Simultaneously shocking but somehow not surprising. Opportunistic, and surprisingly elegant as a family/group/cultural solution. More below.
Merger Arb Mondays (28 Apr) – Seven & I, Shibaura, Makino, Bright Smart, ENN Energy, Tam Jai
- 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: Oneconnect Financial Technology (6638 HK), Insignia Financial (IFL AU), ENN Energy (2688 HK), Seven & I Holdings (3382 JP), Smart Share Global (EM US).
- Lowest spreads: Shibaura Electronics (6957 JP), Makino Milling Machine Co (6135 JP), Sinarmas Land (SML SP), Millennium & Copthorne Hotels Nz (MCK NZ).
Weekly Deals Digest (27 Apr) – Shibaura, Fujitsu General, Gunma/DHFG, Bright Smart, DN Solutions
- 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: DN Solutions (298440 KS) seeks to raise US$1.1 billion in a KRX IPO.
- Event-Driven developments: Shibaura Electronics (6957 JP), Fujitsu General (6755 JP), Gunma Bank (8334 JP), Bright Smart Securities And (1428 HK), Dickson Concepts Intl (113 HK), Dada Nexus (DADA US).
Ant Group Takes Out Yip’s Controlling Stake In Bright Smart (1428 HK)
- When broker Bright Smart Securities (1428 HK) was suspended recently, one possibility was Chairman, Peter Yip Mow-lum, a 50.54% shareholder, cashing out. And that has now unfolded.
- Yip has entered into a SPA with fintech giant Ant Group, the operator of Alipay. The agreement has been struck at HK$3.28/share, a 17.6% premium to undisturbed.
- Should the SPA complete – the key condition is NDRC approval – an unconditional MGO is triggered, also at HK$3.28. The price is final.
Sinarmas Land (SML SP): Potential Outcomes as IFA Says NOT Fair but Reasonable
- Sinarmas Land (SML SP) IFA opined that the Widjaja family’s S$0.31 offer is NOT fair but reasonable, as it is below the valuation range of S$0.350 to S$0.361.
- The independent directors have recommended that shareholders accept. Due to a breach of the 10% free float requirement, the shares will be suspended at the close of the offer.
- There are four possible outcomes with a medium probability that Sinarmas will follow the Great Eastern Holdings (GE SP) and Boustead Projects (BOCJ SP) playbook.
Deliveroo’s Special of the Day: A DoorDash Takeover
- DoorDash has proposed a cash offer of 180p per share for Deliveroo, representing a 22.7% premium. Deliveroo’s Board is supportive, and the offer values the company at 11.5x EV/NTM EBITDA.
- Regulatory risk appears low given limited market overlap between DoorDash and Deliveroo, with a 3–6 month estimated closing timeline; shareholder approval and standard antitrust clearances remain the key conditions.
- The deal could trigger a competitive bidding war, particularly from Amazon, a 14% shareholder in Deliveroo, potentially raising valuations towards 13–14x EV/NTM EBITDA and extending the timeline into 2026.
Ather Energy IPO: Expensive and No Immediate Index Inclusion
- Ather Energy is looking to raise INR 30bn (US$349m) in its IPO, valuing the company at INR 120bn (US$1.4bn). The company appears to be expensive compared to peers.
- Ather Energy could be added to one global smallcap index in August/November and to another in December/March. Small Cap classification for AMFI and no major local index inclusion.
- The continued selloff in Ola Electric will give investors pause, especially given Ather Energy‘s stagnant market share and continued losses. There is supply in Ola Electric with PE/VC investors selling.
Novomatic (Finally) Makes A Move On Ainsworth Game Technology (AGI AU)
- Ainsworth Game Technology (AGI AU), an Aussie gaming supplier, has entered into a Scheme Implementation Deed with Austria’s Novomatic, Ainsworth’s largest shareholder (52.9%). A from Offer has been long rumoured.
- Novomatic is offering A$1.008/share (best & final), a 35% premium to last close. The Offer does NOT require FIRB signing off. The Offer has the unanimous backing of both boards.
- Expect shareholder pushback. The Offer consideration is 64% below what Novomatic paid for its controlling stake in 2016.
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