Event-Driven Archives | Page 11 of 186 | Smartkarma

RPMGlobal Holdings Limited (RUL AU), a mining software technology provider, has entered into a trading halt ahead of a rumoured tilt from Caterpillar Inc (CAT US).
No price has been made public; although local media are reporting an Offer Price of $5/share, a 32.6% premium to undisturbed.
Shares will be suspended until the 2nd September. Earlier this year, RPMGlobal transitioned to a pure-play software company after offloading its advisory division.

Spectris – KKR Clears Shareholder Hurdle; Arb Returns Now Timing-Dependent

KKR’s £41.75/share cash-and-dividend offer for Spectris has secured overwhelming shareholder approval, with scheme completion likely in Q1 2026 pending court sanction and regulatory clearances under the UK Takeover Code.
The deal implies a 105% premium to the undisturbed price and 15.6x EV/EBITDA multiple, with KKR already beginning to take control of governance and management direction at Spectris.
At 4,040p close, the spread looks attractive; outcome is binary, but timing is the critical swing factor for returns as settlement drifts between January and March 2026.

Brian Kim’s 15-Year Hit: Trading Kakao Through the Founder Risk

Brian Kim’s 15-year sentence request looks set to hit Kakao and affiliates — founder risk has always sparked volatility on Kakao, so the sharp market reaction is no surprise.
But locals see odds of lighter or suspended time — if Kakao dumps on headline risk, it could be more entry window than pure downside.
Event-Driven setup: short Kakao vs long Naver for relative value, but into sentencing, odds of lighter time suggest fading any overdone Kakao dump could be the cleaner trade.

Keurig Dr Pepper to Spin-Off Coffee From Beverages Following JDE Peet’s Acquisition

By Garvit Bhandari

Keurig Dr Pepper, following the close of the JDE Peet’s acquisition, plans to separate Global Coffee Co. via a tax-free spin-off to KDP shareholders
Post separation, the parent will retain North American refreshment beverages portfolio (Dr Pepper, Canada Dry, 7UP, A&W, energy/functional, RTD alcohol adjacencies).
We view KDP’s two-step transaction as value accretive for shareholders, creating two investable profiles that should appeal to distinct shareholder bases.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 29

Daily Brief Event-Driven: [Japan M&A] CareNet (2150 JP) – Opaque LBO/MBO Garners New Attention from Existing Shareholder and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan M&A] CareNet (2150 JP) – Opaque LBO/MBO Garners New Attention from Existing Shareholder
CareNet (2150 JP): Kaname Capital Is Potentially a Headache for EQT
What Was It in SK Inc that Got the Local Pension Funds Loading up Hard Today?
Maruti E‑Vitara Launch: Make in India, Make for the World…
Honeywell Files Form 10 for the Spin-Off of Solstice Advanced Materials (SOLS)

[Japan M&A] CareNet (2150 JP) – Opaque LBO/MBO Garners New Attention from Existing Shareholder

When EQT launched its deal for Carenet Inc (2150 JP) two weeks ago, I thought it opaque, and light, and strangely lacking in information which should be there.
It has not gotten clearer, though three days ago, the largest foreign shareholder as of the announcement reported they had lowered their position by 3.77% (4.22% of votes).
Then yesterday, someone else reported they had gone above 5%. The data implied in that filing suggests this may have legs. I’d buy through terms.

CareNet (2150 JP): Kaname Capital Is Potentially a Headache for EQT

Kaname Capital reported a 5.80% ownership ratio in Carenet Inc (2150 JP). Most of the shares were purchased on August 18 and 19, i.e., after the announcement of the offer.
Kaname has a recent history of agitating for a bump in the Proto Corp (4298 JP) tender offer. Kaname failed to prevent Proto from being privatised.
EQT will initially take a wait-and-see approach. If Kaname acquires a 10% stake, EQT will start to worry, but it has several options to respond.

What Was It in SK Inc that Got the Local Pension Funds Loading up Hard Today?

LG plans to cancel its remaining 3.02M treasury shares by next year, effectively wiping out all treasury stock—a clear preemptive move ahead of mandatory cancellation rules.
Local pension funds are betting SK Inc will do a partial treasury burn before Q4, front-running the 3rd Commercial Act and sending a pro-policy signal.
The SK treasury burn story offers multiple plays: holdco rerate, SK Inc momentum, and subsidiary rollover as NAV discounts tighten—definitely a multi-layered setup worth active monitoring.

Maruti E‑Vitara Launch: Make in India, Make for the World…

By Nimish Maheshwari

Prime Minister Modi kick‑started production and global dispatch of Maruti Suzuki’s e‑Vitara EV with a “Make in India, Make for the World” pitch.
It marks India’s ascent as a global EV manufacturing hub while bolstering local EV infrastructure and Japan‑India industrial synergy.
Suzuki is investing INR 70,000 crore (~US$8 billion) over 5–6 years and targeting 50k to 1L units of EV exports each year.

Honeywell Files Form 10 for the Spin-Off of Solstice Advanced Materials (SOLS)

By Garvit Bhandari

Honeywell submitted a Form 10 registration statement to the SEC on August 21, formally initiating the planned separation of Solstice Advanced Materials as a standalone company
The new entity will focus on specialty materials such as refrigerants, semiconductor materials, protective fibers, and healthcare packaging.
Honeywell retains Aerospace Technologies, Industrial Automation, Building Automation, and the non-Advanced-Materials pieces of Energy & Sustainability Solutions.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 28

Daily Brief Event-Driven: Shibaura Electronics (6957 JP): Yageo Poised to Secure FEFTA Approval and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Shibaura Electronics (6957 JP): Yageo Poised to Secure FEFTA Approval
[Japan M&A] YAGEO Says It Expects FDI Clearance on Shibaura – Minebea Likely To Fold
HHI–Mipo Merger Swap: Deal Mechanics & Spread Play Opportunities
A Merger Between HD Hyundai Heavy Industries and HD Hyundai Mipo
PointsBet (PBH AU): Betr’s Dyslexic Bump. Mixi’s Now Holding 42.38%
Korean Air: A Major Rights Offering Capital Raise Likely In Next 1-2 Years
ProSiebenSat 1: PPF Concedes, MFE Majority Secured

Shibaura Electronics (6957 JP): Yageo Poised to Secure FEFTA Approval

A day before the close of Minebea Mitsumi (6479 JP)’s offer, Yageo Corporation (2327 TT) has strategically stated that it expects to receive FEFTA approval by 10 September.
Minebea had tried to convince shareholders that its lower offer provides an opportunity to monetise their shares quickly and with certainty. This line of reasoning is no longer credible.
As Minebea will not increase its offer or extend the closing date, Shibaura Electronics (6957 JP)‘s Board will have to recommend Yageo’s offer.

[Japan M&A] YAGEO Says It Expects FDI Clearance on Shibaura – Minebea Likely To Fold

Last weekend then post-close Monday, Yageo Corporation (2327 TT) raised its TOB Price for Shibaura Electronics (6957 JP) to ¥7,130 – a full 15% through Minebea’s proposed ¥6,200/share terms.
Minebea was playing chicken with the result, closing its tender on 28 August, before Japan’s Foreign Direct Investment approval (FEFTA approval) was cleared, expected 1 Sep or later.
Today post-close, YAGEO announced it had concluded discussions with METI, would make all required regulatory submissions today, and expects to obtain approval “no later than 10 September”

HHI–Mipo Merger Swap: Deal Mechanics & Spread Play Opportunities

HHI–Mipo merger spread looks minimal, but today’s MASGA-driven pop signals momentum flows—likely to mean-revert toward appraisal rights once the theme dissipates.
Froth lifted prices past fundamentals—once it unwinds, HHI–Mipo could diverge from swap ratio, creating the spread window where traders can get paid.
This isn’t classic merger arb—it’s about fading a policy-fueled pop, riding the snapback toward appraisal baseline, with flow-driven swings creating short-term tactical arb setups.

A Merger Between HD Hyundai Heavy Industries and HD Hyundai Mipo

It was announced today that HD Hyundai Heavy Industries will merge with HD Hyundai Mipo. The merger ratio between HD Hyundai Heavy Industries and HD Hyundai Mipo is 1:0.4059146.
HD Korea Shipbuilding & Offshore Engineering (009540 KS) will own a 66.29% stake in the merged entity.
HD KSOE is proceeding with this merger of its two major subsidiaries ahead of the full-scale launch of the MASGA (“Make America Shipbuilding Great Again”) project.

PointsBet (PBH AU): Betr’s Dyslexic Bump. Mixi’s Now Holding 42.38%

Betr Entertainment (BBT AU) has bumped scrip terms to 4.375 betr shares per PointsBet Holdings (PBH AU) share, equivalent to A$1.31/share, based on betr’s last traded price.
True to form with betr, there’s a typo in its latest announcement stating a 4.735 ratio. betr just issued a Bidder’s Statement with the correct info.
Apologies: in my last note I mentioned Mixi Inc (2121 JP) had bumped to A$1.30/share. However, that was predicated on Mixi securing 90%, which won’t happen if betr doesn’t tender.

Korean Air: A Major Rights Offering Capital Raise Likely In Next 1-2 Years

We believe a major rights offering capital raise is likely for Korean Air Lines (003490 KS) in the next 1-2 years.
On 25 August, Korean Air announced a 70 trillion won investment plan in the United States. This plan is likely to have been pressured heavily by the Korean government.
A big problem with this plan is Korean Air does not produce enough cash flow and its balance sheet is not strong enough to invest such huge amounts of capital.

ProSiebenSat 1: PPF Concedes, MFE Majority Secured

PPF exits the stage: With 15.7% of ProSieben shares tendered into MFE’s bid, PPF has abandoned its rival ambitions, leaving MFE unopposed and on track for outright majority control.
Arbitrage window closed: ProSieben now trades precisely in line with MFE’s implied offer value. The spread is exhausted, signalling that the classic risk arb trade has already played out.
Integration is the next test: With majority assured, the spotlight shifts from bid dynamics to synergy execution.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 27

Daily Brief Event-Driven: LHN’s Co-Living Spin-Off And HK Delisting and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

LHN’s Co-Living Spin-Off And HK Delisting
Shengjing Bank (2066 HK): A Light Conditional VGO and Delisting Proposal
SKT Foreign Room Play Heating up — Entry Could Come Sooner than Expected with Today’s Fine Out
PointsBet (PBH AU): Betr Bumps a Second Time but Fails to Check Its Work
HD Hyundai Robotics Raises 200 Billion Won and NAV Analysis of HD Hyundai
Shengjing Bank (2066 HK): Dire Status, Dire Offer Price
Austindo (ANJT IJ): First Resources (FR SP)’s MTO
PLYM Faces Potential Takeover by Sixth Street Capital Amid Management Incentives and Shareholder Pressure

LHN’s Co-Living Spin-Off And HK Delisting

LHN Ltd (LHN SP) is delisting its secondary listing in Hong Kong and concurrently spinning off its co-living business.
The Hong Kong-listing, which was illiquid from the onset, has received approval from the HK Listing Committee to delist. Shareholders will vote on the spin-off on the 9th September.
LHN is up 95% since the spin-off announcement. The accretion from the new listing is well baked in. And then some.

Shengjing Bank (2066 HK): A Light Conditional VGO and Delisting Proposal

Shengjing Bank Co Ltd H (2066 HK) disclosed a voluntary conditional offer and delisting proposal by Shenyang SASAC at HK$1.32 per H Share, a 15.8% premium to the undisturbed price.
The key conditions are H Shareholder approval of the delisting and a minimum acceptance condition (50% of outstanding and 90% of H Shares). The offer has NOT been declared final.
The offer is unattractive compared to precedent transactions, peer multiples and historical trading ranges. The satisfaction of the minimum acceptance condition is the key risk.

SKT Foreign Room Play Heating up — Entry Could Come Sooner than Expected with Today’s Fine Out

SKT foreign room rising ahead of PIPC sanction decision today; fine confirmation could trigger ESG fund exits.
Large ESG money still in SKT; post-sanction exits could push foreign room past 25% sooner than expected — a key factor for trading setup.
Nov review momentum could hit early; post-fine, a foreign room surge toward 25% signals our entry, with the pullback setting up the SKT Nov inclusion trade.

PointsBet (PBH AU): Betr Bumps a Second Time but Fails to Check Its Work

BETR Entertainment (BBT AU) has disclosed revised terms but has failed to check its work. The announcement has two revised scrip ratios – 4.735 (in bold) and 4.375.
To match the stated PointsBet Holdings (PBH AU) offer value, the scrip ratio should be 4.375. The revised terms suggest that Betr is struggling to secure acceptances.
The key issue remains that Betr will be unable to exercise compulsory acquisition rights to realise its stated synergies, a key pitch for shareholders to favour its all-scrip offer.

HD Hyundai Robotics Raises 200 Billion Won and NAV Analysis of HD Hyundai

HD Hyundai Robotics will raise 200 billion won ($144 million) valuing the company at 1.8 trillion won.
Korea Development Bank and KY PE will be investing 200 billion won in HD Hyundai Robotics through a redeemable convertible preference shares in September.
Our NAV valuation analysis of HD Hyundai suggests target price of 168,561 won per share, which represents a 27% upside from current levels.

Shengjing Bank (2066 HK): Dire Status, Dire Offer Price

HK$1.32/Share, a 15.79% premium to undisturbed, and a massive 86.49% discount to NAV. For a rural commercial bank privatisation, there is nothing pretty in those numbers.
Even the Offers for Bank Of Jinzhou (416 HK) and Jilin Jiutai Rural Comm Bank (6122 HK) were pitched (slightly) higher, from a P/NAV standpoint. And both were perennially suspended.
This is privatisation via a voluntary offer, NOT a privatisation via a Merger by Absorption. As such there is scheme-like vote AND a 90% tendering condition.

Austindo (ANJT IJ): First Resources (FR SP)’s MTO

Back on the 10th March 2025, First Resources (FR SP) entered into a SPA to acquire a 91.17% stake in oil plantation producer Austindo Nusantara Jaya (ANJT IJ).
The completion of the transaction would trigger an mandatory tender offer (MTO). The sale was completed on the 6th May.
The MTO kicks off today. The Offer Price is IDR 1,813/share. Payment is the 3rd October.

PLYM Faces Potential Takeover by Sixth Street Capital Amid Management Incentives and Shareholder Pressure

PLYM received a $24.10/share takeover bid from Sixth Street Capital, with a 14-15% spread to the bid price.
Sixth Street has a prior relationship with PLYM, having invested $250m for a 65% stake in PLYM’s Chicago portfolio JV.
PLYM’s governance structure lacks staggered boards and dual-class shares, making management vulnerable to activist investors.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 26

Daily Brief Event-Driven: Dongfeng (489 HK)’s Privatisation And EV Backdoor Listing and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Dongfeng (489 HK)’s Privatisation And EV Backdoor Listing
Surprise National Assembly Moves: 2nd Commercial Act Amendments & Yellow Envelope Law
Near-Term Flows to Watch on Mandatory Treasury Share Cancellation in Korea
Ashimori Industry (3526 JP): Potential Endgames as Murakami Builds a Stake
Double Tender Offer Volume of JTC by Affirma Capital (10.4 Million Additional Shares)
Alibaba (9988 HK): Expected Earnings-Day Swings and Options Market View
Mediobanca’s Failed Banca Generali Bid and Implications for BMPS’ Hostile Offer
SoftBank Sold 2.3 Trillion Won Worth of Coupang In 2025
Empresaria Group Faces 48% Upside Potential Amid Strategic Review and Merger Arbitrage with Legacy UK Holdings
DallasNews Faces Competing Bids Amidst Shareholder and Corporate Governance Tensions

Dongfeng (489 HK)’s Privatisation And EV Backdoor Listing

Dongfeng Motor (489 HK) has announced a privatisation; together with a concurrent listing of its EV arm.
The same day as the dual proposals, Dongfeng announced an interim loss (1H25). Evidently, the way forward – from an investor standpoint – is electric, not internal combustion engines.
The cash terms + scrip (into the EV listing) under the proposals are attractive. Even after this morning’s move (+53.6%) in Dongfeng’s share price.

Surprise National Assembly Moves: 2nd Commercial Act Amendments & Yellow Envelope Law

Major governance shake-up: >KRW 2T companies face mandatory cumulative voting, giving minorities real board influence, while audit committee split votes expand from 1 to 2+, boosting independence.
Trade sweet spot is holdcos and brokers with high treasury stock and retail float. Bloated buybacks may drive cancellations, sparking quick momentum trades in messy-governance names.
Today, holdcos and brokers with 10%+ treasury stock and >₩500bn market cap are leading pops, driving action and attracting fast-money flows.

Near-Term Flows to Watch on Mandatory Treasury Share Cancellation in Korea

Dems likely to push 3rd package in Q4; near-term flows chasing treasury stock cancellation theme, with locals screening >₩1tn mkt cap, >10% treasury shares of float.
Little pushback on mandatory treasury cancellations; debate focused on timeline — grace period vs. immediate rollout — highlighting how much leeway government may grant differing governance structures.
Too early for governance plays; near-term momentum flows likely in names with highest treasury stock relative to float, where cancellation is expected to hit flows hardest.

Ashimori Industry (3526 JP): Potential Endgames as Murakami Builds a Stake

Takateru Murakami, Yoshiaki Murakami’s son, reported a 10.88% ownership ratio in Ashimori Industry (3526 JP). The purchases were from 14 to 18 August, i.e., after the tender offer announcement.
Takateru Murakami’s average buy-in price of JPY4,134.79 per share is broadly in line with the Toyoda Gosei (7282 JP)‘s JPY4,140 tender offer.
Murakami’s disclosure suggests three possibilities: 1) force Toyoda Gosei to bump, 2) reach an agreement to rollover its shares into the BidCo or 3) a combination of 1 and 2.

Double Tender Offer Volume of JTC by Affirma Capital (10.4 Million Additional Shares)

On 25 August, Affirma Capital announced that it will be doubling the tender offer volume of JTC from 10.43 million shares previously to 20.87 million shares (40.4% of outstanding shares).
Affirma Capital’s stake in JTC will increase from the existing 29.2% to 69.5% after this second tender offer.
There were a total of 21.5 million international visitors to Japan from January to June 2025, up 21% YoY. This is a record breaking figure.

Alibaba (9988 HK): Expected Earnings-Day Swings and Options Market View

By Gaudenz Schneider

Alibaba (9988 HK/ BABA US)will announce quarterly results on Friday, August 29, 7:30 p.m. Hong Kong Time. The timing is crucial for options expiries in HK and the US.
Highlight: The options market provides estimates for the anticipated price move. Implied volatility is projected to decline post-event; this Insight maps the resulting term structure.
Why Read: Get the expected move and a view of the post-event volatility term structure.

Mediobanca’s Failed Banca Generali Bid and Implications for BMPS’ Hostile Offer

Mediobanca trades as a cheap option on a BMPS bump: limited downside, positive skew, and convergence momentum after Generali defence failed. Positioning risk/reward is asymmetric into the September deadline.
With BMPS paper implying little premium, spread tightness reflects embedded expectations of a bump. Investors effectively hold optionality: upside on improved terms, downside cushioned by franchise value and sector consolidation.
Regulatory overhang looks contained: ECB signed off, Rome aligned. Focus shifts to September 8 acceptance deadline, where pressure builds on BMPS to sweeten terms and avoid a messy partial outcome.

SoftBank Sold 2.3 Trillion Won Worth of Coupang In 2025

It was reported today that SoftBank sold 2.3 trillion won ($1.7 billion) worth of Coupang (CPNG US) shares this year.
The total number of Coupang shares sold in three rounds this year by SoftBank is 60 million, worth $1.66 billion (2.3 trillion won).
We believe that this partial stake sale of SoftBank by Coupang is likely to have a moderately negative impact on Coupang.

Empresaria Group Faces 48% Upside Potential Amid Strategic Review and Merger Arbitrage with Legacy UK Holdings

Empresaria Group received a 62p/share takeover offer from Legacy UK Holdings, with management indicating willingness to recommend it.
The main risk involves the current buyer potentially withdrawing, with limited information on Legacy UK Holdings’ track record.
EMR’s financial performance has declined due to a business downcycle, but a turnaround plan is in place.

DallasNews Faces Competing Bids Amidst Shareholder and Corporate Governance Tensions

DALN announced a merger with Hearst Communications at $15/share, a 275% premium to the pre-announcement price.
Alden Global Capital, owning 10% of DALN, made a competing bid of $18.50/share, which was ignored.
DALN’s financial struggles include declining print circulation and advertising revenues, despite cost-saving measures and asset sales.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 25

Daily Brief Event-Driven: [Japan M&A] YAGEO Upping the Stakes in the Game of 🐓 over Shibaura (6957 JP) and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan M&A] YAGEO Upping the Stakes in the Game of 🐓 over Shibaura (6957 JP)
Merger Arb Mondays (25 Aug) – Dongfeng, ENN Energy, Shibaura, Santos, Lynch, Smart Share
Shibaura Electronics (6957 JP): Method in the Madness as Yageo Bumps Twice in Two Days
ENN Energy (2688 HK): Chipping Away at the Precondition
Weekly Deals Digest (24 Aug) – Mayne Pharma, PointsBet, Lynch, Dongfeng Motor, ENN Energy, Shibaura
A/H Premium Tracker (To 22 Aug 2025): BIG Beautiful Skew Corrects
HK Connect SOUTHBOUND Flows (To 22 Aug 2025); Big Swing Out of ETFs Into Tech Realised,
Merger Arbitrage, Trial Delays, Strategic Reviews, and Buybacks
Weekly Update (BRSL, SUNN, CON)

[Japan M&A] YAGEO Upping the Stakes in the Game of 🐓 over Shibaura (6957 JP)

On 14-Aug, Minebea Mitsumi (6479 JP) upped their TOB on Shibaura Electronics (6957 JP) from ¥5,500 to ¥6,200, but set the close before rival bidder YAGEO’s likely FEFTA approval date.
On 21-Aug, YAGEO responded by upping the bid 7% to ¥6,635. Minebea responded by saying no raise, no extension. Minebea was playing chicken. Shares fell Friday.
Very early Saturday, the Nikkei reported YAGEO would raise to the “¥7,100 range.” Reuters later reported YAGEO had raised to ¥7,130. Exactly 15% above Minebea. On YAGEO’s website.

Merger Arb Mondays (25 Aug) – Dongfeng, ENN Energy, Shibaura, Santos, Lynch, Smart Share

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: Dongfeng Motor (489 HK), Mayne Pharma (MYX AU), Smart Share Global (EM US), ENN Energy (2688 HK), Santos Ltd (STO AU), Shibaura Electronics (6957 JP).
Lowest spreads: Bright Smart Securities (1428 HK), Pacific Industrial (7250 JP), Humm Group (HUM AU), Ainsworth Game Technology (AGI AU), Ashimori Industry (3526 JP), PointsBet Holdings (PBH AU).

Shibaura Electronics (6957 JP): Method in the Madness as Yageo Bumps Twice in Two Days

On 21 August, Yageo Corporation (2327 TT) increased its Shibaura Electronics (6957 JP) offer by 7.0% to JPY6,635. On 23 August, Yageo further increased its offer by 7.5% to JPY7,130.
The offer is partially in reaction to Minebea’s recent comments around Yageo securing FEFTA approval. Crucially, Yageo finally provided an update suggesting that only a few issues remained.
Yageo’s JPY7,130 offer is not over-the-top, as Minebea’s 10x EV/EBIT pricing guideline outlined on 18 August potentially justified a JPY7,300 offer. The likelihood of Minebea walking has increased.

ENN Energy (2688 HK): Chipping Away at the Precondition

ENN Natural Gas (600803 CH) has made steady progress in satisfying the precondition for its ENN Energy (2688 HK) offer. On 22 August, NDRC approval was obtained.
The appraised offer HK$80.00 value is the key debating point. Based on several methodologies, I estimate a realistic offer value of HK$74.44 (range of HK$67.84 to HK$83.64).
The protest votes for director re-elections at the 23 May AGM are a risk. On balance, the scheme vote should pass as the offer is reasonable and strategically sensible.

Weekly Deals Digest (24 Aug) – Mayne Pharma, PointsBet, Lynch, Dongfeng Motor, ENN Energy, Shibaura

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: Aux Electric Co Ltd (0917839D HK) is seeking to raise US$600 million, Tata Capital Limited (TATACAP IN) is seeking to raise US$2.0 billion.
Event-Driven developments: Mayne Pharma (MYX AU), PointsBet Holdings (PBH AU), Lynch Group Holdings (LGL AU), Dongfeng Motor (489 HK), ENN Energy (2688 HK), Shibaura Electronics (6957 JP).

A/H Premium Tracker (To 22 Aug 2025): BIG Beautiful Skew Corrects

HUGE, rampaging, “Beautiful Skew”… unwinds. Big swings in H/A ratios continue, this time on average with 2.3% H underperformance vs As, 4% wider on the highest AH premia.
Last week’s long reco on Guangzhou Automobile Group (2238 HK) was up 1 tick on the week in Hs and Hs underperformed the A by 1.5%.
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 SK readers.

HK Connect SOUTHBOUND Flows (To 22 Aug 2025); Big Swing Out of ETFs Into Tech Realised,

Gross SOUTHBOUND volumes US$20+bn a day this past 5-day week. Net buying much more limited. Big ETF buying turned into ETF selling and tech buying, as suggested.
Last week’s reco Tencent (700 HK) was the top net buy in SOUTHBOUND this past week, up 2.2%, outperforming major HK benchmarks.
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 SK readers.

Merger Arbitrage, Trial Delays, Strategic Reviews, and Buybacks

Smart Share Global’s management consortium offered $1.25/ADS, with Hillhouse’s competing bid at $1.77/ADS, a 33% spread.
Mayne Pharma’s trial delayed to September 22, with Harvest Lane trimming its stake; spread to Cosette’s offer is 47%.
Gore Street Energy Storage faced significant shareholder dissent; RM Funds calls for Chairman’s resignation amid strategic review efforts.

Weekly Update (BRSL, SUNN, CON)

By Richard Howe

In December 2024, Continental’s (XTRA: CON) Executive Board approved spinning off the Automotive group sector by end of 2025, with preparations wrapping up by Q3 2025
The new Automotive company (“Aumovio”) which generates ~€20BN in sales, will begin regular way trading in September.
The automative business has struggled, but management has plans in place to improve margins over time.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 24

Daily Brief Event-Driven: Dongfeng Motor (489 HK): DFM’s Attractive Privatisation Offer and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Dongfeng Motor (489 HK): DFM’s Attractive Privatisation Offer
[Quiddity Index] The Sony Financial Spinoff – What To Do?
Fresh, Highly Noteworthy Newsflow Hits the HMM Tender
(Mostly) Asia-Pac M&A: Santos, Abacus Storage, Gold Road, PointsBet, Smart Share, Apiam, Lynch
Last Week In Event SPACE: Shibaura Electronics, Krungthai Card, Wilmar, First Pac, Fonterra

Dongfeng Motor (489 HK): DFM’s Attractive Privatisation Offer

Dongfeng Motor (489 HK) disclosed a pre-conditional privatisation by merger by absorption by Dongfeng Motor Corporation, along with a proposed distribution and listing of VOYAH shares.
The offer comprises HK$6.68 + 0.3552608 VOYAH H Shares per H Share, which is valued at HK$10.85 per H Share, a 81.7% premium to the last close price.
The vote is low risk as the offer is attractive. It values the remaining business at a premium multiple, and the appraised value of HK$11.735 per VOYAH share is conservative.

[Quiddity Index] The Sony Financial Spinoff – What To Do?

Sony Financial Group (perhaps 8729 JP) will be spun off from SONY on 29 September 2025. The nominal share price will be “low” – likely 4-6% of Sony’s price.
Index treatment is largely known with the exception of a market cap trigger to stay in or get the boot from one major global index provider’s set of large-midcap indices.
There is a buyback to come which will offset global active manager “I don’t want this” overhang. There are technical trades to do here too but overall I am positive.

Fresh, Highly Noteworthy Newsflow Hits the HMM Tender

Minister Jin, Busan’s sole ruling-party lawmaker, gives his out-of-the-blue remarks significant political weight, making the local-government HMM stake plan materially more likely than mere weekend chatter.
Fresh newsflow shifts the tender hedge narrative: Jin’s remark likely nudges KOBC toward skipping, while KDB is locked in.
KOBC’s tender decision and Jin’s remarks could flip post-tender bias, raising hedge difficulty; a cautious approach is needed, monitoring price action and exposure risk before stepping in.

(Mostly) Asia-Pac M&A: Santos, Abacus Storage, Gold Road, PointsBet, Smart Share, Apiam, Lynch

I tally 43 – mostly firm, mostly Asia-Pac – arb transactions currently being discussed and analysed on Smartkarma.
Two new deal was discussed on Smartkarma this week: Apiam Animal Health (AHX AU) and Lynch Group Holdings (LGL AU).
Key updates/news took place on Santos Ltd (STO AU), Abacus Storage King (ASK AU), Gold Road Resources (GOR AU), PointsBet Holdings (PBH AU), and Smart Share Global (EM US).

Last Week In Event SPACE: Shibaura Electronics, Krungthai Card, Wilmar, First Pac, Fonterra

Predicting binary events based on regulatory action or inaction is not ideal. Decide Monday or Tuesday to either sell Shibaura Electronics (6957 JP) in the market or tender.
Krungthai Card (KTC TB) is still a buy as latest pledged shares numbers fall to 2.3% of shares outstanding, down from 16.3% in May.
Wilmar International (WIL SP) appears “cheap” to 90%-held Yihai Kerry Arawana Holdings C (300999 CH); however recent implied stub figures have rolled over

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 23

Daily Brief Event-Driven: [Japan M&A] Minebea Forces a Game of Regulatory Chicken on Shibaura (6957 JP) and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan M&A] Minebea Forces a Game of Regulatory Chicken on Shibaura (6957 JP)
Korea Capital Market Reform Package Just Unveiled: Korea Premium Narrative Holds
Fonterra (FCG NZ) Inks Spin-Off With Lactalis
Daegu Department Store: Property Value Is 10x Mkt Cap + Controlling Shareholder Is Selling
R Systems Acquires Novigo : EPS Accretive, Margin Dilutive or Capability Transformative
Biologics Spinco Filing: Posts Far More Aggressive Post-Listing Share Swap Lock-Up Than Expected

[Japan M&A] Minebea Forces a Game of Regulatory Chicken on Shibaura (6957 JP)

Minebea Mitsumi (6479 JP) has bid ¥6,200/share for Shibaura Electronics (6957 JP). The tender ends 28 August. YAGEO has over bid now to ¥6,635/share.
YAGEO’s regulatory clearance decision may not arrive before 1 September, after the Minebea tender closes. Minebea now says they will neither bump nor extend.
Minebea is hoping people will throw in the towel and tender because if their tender ends and Yageo’s fails, it might a long way down. There are possibilities but… scary.

Korea Capital Market Reform Package Just Unveiled: Korea Premium Narrative Holds

M&A valuations won’t rely solely on market prices, carve-outs favor parent shareholders, and mandatory tender offers plus IPO cornerstones lead, with tender offers live H1 next year.
Commercial Act tweaks have tackled governance, and the tax reform boosts dividends. Today’s markets reform package addresses the last missing piece: giving minority shareholders a fair shake in M&A scenarios.
Details and timelines remain unclear, but the package sets a roadmap to improve Korea’s equity risk-return profile, supporting DM inclusion upside and maintaining the Korea Premium narrative.

Fonterra (FCG NZ) Inks Spin-Off With Lactalis

Fonterra Co-Operative Group (FCG NZ) has agreed to sell its consumer and associated businesses to Lactalis for NZ$3.845bn, in line with prior market valuations upward of NZ$4bn for the “Mainland Group”.
The ACCC previously commenced a formal review of Lactalis’ proposed acquisition on the 2nd May, and on the 10th July, announced it would not oppose the deal.
There is potential for a further NZ$375mn increase from the inclusion of the Bega licences held by Fonterra’s Australian business – once a legal dispute is resolved.

Daegu Department Store: Property Value Is 10x Mkt Cap + Controlling Shareholder Is Selling

The controlling shareholder Koo Jeong-Mo and his affiliates will sell their 34.7% stake in Daegu Department Store through a public competitive bidding process.
A recent valuation of the company’s real estate assets suggests a market valuation of nearly 700 billion won which is about 10x its market cap (72 billion won).
Even if this real estate value is discounted by 50% that would represent nearly 350 billion won (386% higher than its market cap).

R Systems Acquires Novigo : EPS Accretive, Margin Dilutive or Capability Transformative

By Nimish Maheshwari

R Systems International (RSYS IN) has signed a definitive agreement to acquire 100% equity of Novigo Solutions Pvt. Ltd., a specialist in low‑code/no‑code automation, intelligent automation, and product engineering.
The transaction creates a combined platform with approximately INR 2,061.9 crore in revenue and approximately INR 381.9 crore in adjusted EBITDA.
CY26 a year transformation, turnaround and high growth if deal concludes timely

Biologics Spinco Filing: Posts Far More Aggressive Post-Listing Share Swap Lock-Up Than Expected

KRX’s prelim review forced Biologics into tough commitments: no share swaps or carve-out IPOs for three years, effectively blocking any Samsung C&T stake sell-down and overlapping-listing risks.
FSS appears satisfied with Biologics’ aggressive commitments, but may push for more—most likely a lock-up from Samsung C&T preventing share sales in both parent and spinco for a set period.
Trading setup remains short Samsung C&T; recent Life bill chatter is noise. Samsung governance reform is low-priority, and Biologics’ aggressive spinco lock-ups reinforce C&T as the near-term underperformer.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 22

Daily Brief Event-Driven: First Pacific (142 HK) Is Fully Valued Here and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

First Pacific (142 HK) Is Fully Valued Here
True Aspect (Trade-Wise) Of the Samsung Life Accounting Issue: Today’s Biggest Market Narrative
Shibaura Electronics (6957 JP): Yageo Goes All in with a JPY6,635 Offer
PointsBet (PBH AU): Mixi Attempts to Call Betr’s Bluff with a Final Offer
PointsBet (PBH AU): Mixi Bumps, Again, And Declares Terms Final
MFE-ProSieben: Spread Closed, Control Still in Play

First Pacific (142 HK) Is Fully Valued Here

In StubWorld: First Pacific (142 HK) Looking Stretched, I saw First Pacific Co (142 HK)‘s discount to NAV at ~30%, around its narrowest level in a decade.
That analysis applied a fixed value for MPIC (delisted in 4Q23). However, if applying a look-through into 23.7%-held Manila Electric Company (MER PM), that NAV discount widens. Currently ~40%.
By that yardstick this is the narrowest NAV discount since early 2018. This appears too tight. The benefits from the proposed spin-off of Maynilad appear baked in.

True Aspect (Trade-Wise) Of the Samsung Life Accounting Issue: Today’s Biggest Market Narrative

Both accounting issues are complex, but intense regulator scrutiny fuels the Samsung Life Act case, sparking governance reshuffle bets and driving today’s Samsung Life stock pop.
Accounting rechecks could spark divestment fears or governance-driven rerating, creating a classic headline-driven, bidirectional trading setup.
Near-Term, this is a headline-driven momentum setup: Samsung Life longs/shorts, ready to pivot, with relative-value plays vs financial peers or Samsung’s governance-linked names.

Shibaura Electronics (6957 JP): Yageo Goes All in with a JPY6,635 Offer

In response to Minebea Mitsumi (6479 JP) matching its Shibaura Electronics (6957 JP) offer on 14 August, Yageo Corporation (2327 TT) increased its offer by 7.0% from JPY6,200 to JPY6,635.
To remain in the game, Yageo had to bump. The latest bump underscores Yageo’s confidence in securing regulatory approvals.
The Minebea CEO suggested that its JPY6,200 offer would be the final one. If Yageo secures regulatory approval (likely), Minebea will walk rather than match Yageo’s latest offer.

PointsBet (PBH AU): Mixi Attempts to Call Betr’s Bluff with a Final Offer

Mixi Inc (2121 JP) disclosed its final PointsBet Holdings (PBH AU) offer. The base unconditional offer remains A$1.25 but will be increased to A$1.30 if it acquires a 90% stake.
Mixi’s final offer is designed to put maximum pressure on BETR Entertainment (BBT AU) to fold. Mixi would not satisfy the 90% threshold unless Betr accepts its offer.
Betr has three options: to improve its offer, accept Mixi’s offer, or maintain terms. The last option, which results in a significant stake in a competitor, makes strategic sense.

PointsBet (PBH AU): Mixi Bumps, Again, And Declares Terms Final

Mixi Inc (2121 JP) has bumped its Offer to A$1.30/share, up from A$1.25/share; and declared terms final. Mixi currently holds 37.12% of shares out.
Separately, PointsBet Holdings (PBH AU) released its Target Statement as it relates betr Entertainment (BBT AU)‘s all-scrip Offer, with a definitive “Reject”.
Mixi’s Offer is open to the 29th August – and will not be extended. Time for betr to fold its tent.

MFE-ProSieben: Spread Closed, Control Still in Play

MFE secured 43.6% of ProSieben; board supports its offer. PPF stalled at 18.4% with expired bid. The arbitrage spread compressed, leaving minimal upside but structural consolidation remains pivotal.
Short-Term arbitrage returns are capped (+0.4% base case), while downside risk persists if blocking dynamics resurface. The medium-term value case depends on synergy delivery, with 18–35% EPS accretion possible.
Key milestones: September 1 end of extended acceptance, September 4 final results. Thereafter, MFE may pursue creeping acquisitions under Germany’s best-price rule, progressively consolidating control and enabling strategic integration.

💡 Before it’s here, it’s on Smartkarma

The Smartkarma Preview Pass is your entry to the Independent Investment Research Network

✓ Unlimited Research Summaries
✓ Personalised Alerts
✓ Custom Watchlists
✓ Company Data and News
✓ Events & Webinars

Aug 21

Daily Brief Event-Driven: Korea’s Dividend Narrative Is Back: Unpacking the DP’s New Bill and Its Backstory and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Korea’s Dividend Narrative Is Back: Unpacking the DP’s New Bill and Its Backstory
US Government May Acquire Equity Stakes in Samsung Electronics and TSMC
Lynch Group (LGL AU): (Another) Clean Offer From TPG
Hillhouse’s Competing Bid Challenges Smart Share Global’s Management-Led Privatization
Lynch Group (LGL AU): TPG’s Scheme Offer
Abacus Storage (ASK AU): Time To Get Some Exposure?
Abacus Storage King (ASK AU): Caution Is Warranted
Fortescue (FMG AU) Results on 26 Aug: Expected Price Swings and Volatility Outlook

Korea’s Dividend Narrative Is Back: Unpacking the DP’s New Bill and Its Backstory

A new bill cutting Korea’s dividend tax hit the tape, giving local dividend plays an immediate boost on the news flow.
The presidential office is aligned on pushing the dividend tax below the 27.5% CGT floor. The new party leader is also tightly syncing with the Blue House to avoid clashes.
The DP’s tax cut move today puts the gov’s dividend narrative back in play with juice. We need setups to ride this theme.

US Government May Acquire Equity Stakes in Samsung Electronics and TSMC

According to Reuters, the US government may be interested in acquiring equity stakes in Samsung Electronics and TSMC in exchange for CHIPS and Science Act grants.
The US government is exploring ways to take equity stakes in these two Asian tech giants that have been expanding their semiconductor facilities in the United States.
If the US government decides to invest $10 billion each in Samsung Electronics and TSMC, they would represent about 3% and 1% of Samsung Electronics and TSMC’s market caps, respectively.

Lynch Group (LGL AU): (Another) Clean Offer From TPG

Lynch Group (LGL AU), an integrated wholesale floral play, has entered into a Scheme Implementation Deed with Hasfarm Holdings and Darwin Aus Bidco – both of which are TPG entities.
Hasfarm is offering A$2.245/share, a 28.3% premium to last close. The consideration includes a fully franked dividend of A$0.09/share. It’s April 2021 IPO price was A$3.60/share.
The Offer has unanimous board support. 38.5% of the register is supportive. Hasfarm has also entered into a call option for 19.9% of shares out. Done deal.

Hillhouse’s Competing Bid Challenges Smart Share Global’s Management-Led Privatization

Smart Share Global’s management consortium signed a definitive agreement to acquire the company at $1.25/ADS, later challenged by Hillhouse’s $1.77/ADS bid.
Hillhouse’s competing bid is 40% higher than management’s offer, with significant shareholder stakes potentially influencing the outcome.
EM’s business is unprofitable, with declining power bank rentals, but holds a net cash pile of $1.6/ADS.

Lynch Group (LGL AU): TPG’s Scheme Offer

Lynch Group Holdings (LGL AU) has entered a scheme implementation deed with TPG Inc (TPG US) at A$2.245, a 28.3% premium to the undisturbed price of A$1.75 (19 August).
Lynch has several substantial shareholders, which poses a vote risk. Encouragingly, four out of eight substantial shareholders are supportive.
The offer is attractive compared to historical trading ranges. The scheme meeting is estimated to be in November, with payment in December.

Abacus Storage (ASK AU): Time To Get Some Exposure?

On the 7th April, the Ki Corporation/Public Storage (PSA US) consortium announced a NBIO, by way of a Scheme, for shares not held in Abacus Storage (ASK AU) at A$1.47/security.
ASK rejected the Offer on the 13th May. The Kirsh-led consortium bumped non-binding terms 14.7% to A$1.65/share on the 14th July, and was granted six weeks of due diligence.
DD expires on or around the 1st September. Nathan Kirsh directly/indirectly holds a 59.47% stake in ASK. Currently trading at a 7.5% spread to the indicative terms.

Abacus Storage King (ASK AU): Caution Is Warranted