Event-Driven Archives | Page 14 of 187 | Smartkarma

Chinese property play Joy City (207 HK) has announced a Scheme buyback, with a price of $0.62/share (declared final), a 67.57% premium; but more like a 158% premium to undisturbed.
Yes, this is a 70% discount to NAV. Yet Joy City has traded at P/B of 0.14x, on average, the past five years. Earnings have trended south in that timeframe.
The IFA will likely cite liquidity and Joy City’s historical discount to NAV, and opine “reasonable”, and probably even “fair”. It is what it is for long-suffering shareholders.

Tax Pivot in Play: Ruling Party Rethink Could Flip Market Narrative

Today’s selloff spooked the ruling party, prompting top lawmakers to signal tax tweak talks less than 24hrs after rollout — and they’re clearly watching the tape.
Cap gains threshold likely gets bumped to ₩3–5bn. STT hike stays. Div tax top rate may drop from 35% to 25% amid internal party push.
President Lee’s focused on pragmatism—cutting household debt and boosting corporate liquidity. Expect the tax narrative to pivot next week, sending local market sentiment in a new direction from Friday’s tape.

Current Active Merger, Acquisition, and Liquidation Opportunities: An Overview

ProAssurance merger with TDC faces potential regulatory hurdles, creating a short opportunity with limited downside and significant upside.
PMV Pharmaceuticals trades at a discount to net cash with imminent trial results and strategic review as catalysts.
Next Science plans to distribute US$30m from asset sale, offering a 13% spread to expected distribution price.

Exploring Active Portfolio Ideas: SPACs, Mergers, Asset Sales, Litigation, High-Growth Opportunities

Yorkville Acquisition, Lutnick’s SPACs, and Renatus Tactical Acquisition are SPACs with political connections, targeting crypto and blockchain opportunities.
Mayne Pharma’s acquisition by Cosette faces legal challenges over a material adverse change, with a court hearing in September.
Currency Exchange International’s growth driven by FX Payments, potential uplisting, and closure of unprofitable Canadian business.

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Aug 01

Daily Brief Event-Driven: [Japan M&A] Nihon Chouzai (3341 JP) Gets the Deal Done – Nice Process and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan M&A] Nihon Chouzai (3341 JP) Gets the Deal Done – Nice Process, Nice Price
Nihon Chouzai (3341 JP): Advantage Partners/LYFE Capital’s Attractive Tender Offer
MAC Copper (MAC AU/MTAL US): 29th August Vote On Harmony’s Offer
Rio Tinto (RIO AU): Post-Earnings Drop Exceeds Expectations
Joy City Property (207 HK): Privatisation Through a Low-Ball Share Buyback
LG CNS: End of Lockup for 67.5% of Outstanding Shares on 5 August
Wonik’s Governance Angle: A Potential First Target in Korea’s New Legal Playbook
(Mostly) Asia M&A, July 2025 Wrap: Pacific Industrial, Johns Lyon, TalkMed, DD Group, Hanil Cement
Brookfield-Just Group: Clean UK Life Deal, 8.5% Annualised Return to Jan 2026

[Japan M&A] Nihon Chouzai (3341 JP) Gets the Deal Done – Nice Process, Nice Price

This family-owned dispensing pharmacy business saw the founding family decide to bail a year ago. So the company decided to set up a sales process.
This process was a model for how this kind of sale process should be conducted. Multiple parties. Easy accommodation. Getting experts in.
This should be a done deal because the family and cross-holders/insiders get them to the minimum.

Nihon Chouzai (3341 JP): Advantage Partners/LYFE Capital’s Attractive Tender Offer

Nihon Chouzai (3341 JP) has recommended a tender offer from Advantage Partners and LYFE Capital at JPY3,927, a 163.6% premium to the undisturbed price of JPY1,490.
The offer, which resulted from an auction, represents an all-time high and is above the mid-point of the IFA DCF valuation range.
The significant irrevocables and low required tendering rate suggests a done deal. At the last close, the gross spread was 11.7%.

MAC Copper (MAC AU/MTAL US): 29th August Vote On Harmony’s Offer

Back on the 27th May 2025, dual-listed MAC Copper (MAC AU/MTAL US), a NSW copper miner, entered into a Scheme Implementation Deed with Harmony Gold Mining (HAR SJ).
Harmony offered US$12.25 for each MAC Share, a 20.7% premium to last close. The A$ consideration for MAC CDIs pivots off the USD/AUD exchange rate around the Record Date.
A copy of the Circular is now available, with a shareholder vote on the 29th August. Barrenjoey, the FA, says fair & reasonable. 22.54% of shares out are supportive.

Rio Tinto (RIO AU): Post-Earnings Drop Exceeds Expectations

By Gaudenz Schneider

Context:Rio Tinto Ltd (RIO AU) reported 1H25 results on 30 July, cutting its interim dividend by 16%.
Rio Tinto’s share price fell more than expected after earnings, exceeding both historical and implied moves. A surprise US copper tariff announcement further amplified the decline.
This Insight breaks down drivers of the post-earnings move and evaluates the potential outcome of a short-vol strategy — offering a practical case study for refining similar trades.

Joy City Property (207 HK): Privatisation Through a Low-Ball Share Buyback

Joy City Property (207 HK) announced a share buyback by way of a scheme at HK$0.62, a 67.6% premium to the last close of HK$0.37 (17 July). The offer is final.
The buyback is effectively a privatisation by the controlling shareholder, COFCO, at a significant discount to book value. The offer implies a P/B of 0.30x.
While there are mitigating factors which lower the vote risk, there are several similarities to the failed Soundwill scheme. Therefore, the vote comes with non-neligible risk.

LG CNS: End of Lockup for 67.5% of Outstanding Shares on 5 August

There will be an end of lock up of 67.5% of LG CNS (064400 KS)’s shares starting 5 August (6 months post IPO).
The shares subject to the release are those held by the largest shareholder LG Corp (003550 KS) and Crystal Korea (Macquarie).
We would emphasize on positive developments on LG CNS (solid operating results and stablecoin rollout in Korea) which could be bigger factors than potential selling by the second largest shareholder.

Wonik’s Governance Angle: A Potential First Target in Korea’s New Legal Playbook

With Korea’s revised Commercial Act live, investors ask who’ll be the first test case — all eyes are on Wonik Holdings amid chatter on new shareholder litigation angles.
Looks like a typical holdco, but Horizon—a paper company owned by the chairman’s kids—controls Wonik, hiding real power and raising new direct shareholder legal risks under revised rules.
July 1 triggered Wonik’s 13% surge as bipartisan support for the Commercial Act locked in, with activists quietly gearing up despite fading momentum since.

(Mostly) Asia M&A, July 2025 Wrap: Pacific Industrial, Johns Lyon, TalkMed, DD Group, Hanil Cement

For July 2025, just six new transactions (firm and non-binding) were discussed on Smartkarma (by the Quiddity team) with an overall announced deal size of only ~US$4bn.
The average premium for the new transactions announced (or first discussed) in July was 45%, with a year-to-date average of 47%.
The average premiums for transactions in 2024 (129 transactions), (2023 (117), 2022 (106), 2021 (165), 2020 (158), and 2019 (145 ) were 43%, 39%, 41%, 33%, 31%, and 31%

Brookfield-Just Group: Clean UK Life Deal, 8.5% Annualised Return to Jan 2026

Brookfield offers 220p/share in cash for Just Group via scheme, valuing the UK annuity provider at £2.4bn — a 75% premium and 1.1x Tier 1 capital.
The deal strengthens Brookfield’s UK pension risk platform, leverages its global asset engine, and provides Just with growth capital, operational scale, and improved investment capabilities.
With high deal certainty and limited regulatory risk, the 3.5% gross spread offers an 8.5% annualised return by January 2026, presenting a compelling event-driven arbitrage opportunity.

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Jul 31

Daily Brief Event-Driven: ADR Arb on Korean Divvy Names: A Side Play Riding the Policy-Driven Liquidity Wave and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

ADR Arb on Korean Divvy Names: A Side Play Riding the Policy-Driven Liquidity Wave
WuXi AppTec (2359 HK) Placement: Strong Momentum & Index Flows
Fujitec (6406 JP): EQT’s Takeunder Likely a Done Deal
SK Innovation Cleanup: Watch Out for a Classic NAV Compression Play
PointsBet (PBH AU): Either Betr Pulls A Rabbit Out Of The Hat, Or Walks
StubWorld: Stay Short On GMO Internet (4784 JP); Haw Par Now Even More Stretched
A Merger Between SK On and SK Enmove + A Massive 8 Trillion Won in Capital Raise
SK IE Technology – Capital Raise of 300 Billion Won
Bavarian Nordic: Event-Driven Bid with Strategic Block, Bull Case Supports Sweetening
PointsBet (PBH AU): Betr Bumps Its Offer, but Is It Superior to Mixi?

ADR Arb on Korean Divvy Names: A Side Play Riding the Policy-Driven Liquidity Wave

ETF rebalancing’s key, but still too early to front-run — both use FnGuide screens based on FY1 DPS and prices from 20 days before November-end.
Beyond the rebalance noise, ADR-local spreads have been widening — KB hit +6%, Shinhan’s also drifting. Likely tied to the recent liquidity surge in dividend names.
ADR arb’s more doable with NXT tightening slippage. With proper FX hedging, it’s a clean side play riding the policy-driven liquidity wave.

WuXi AppTec (2359 HK) Placement: Strong Momentum & Index Flows

By Brian Freitas

WuXi AppTec (2359 HK) is looking to raise US$650m at a price range of HK$104.16-106.4/share, a 5-7% discount from last close.
There will be passive buying from global index trackers around the time of settlement of the placement shares. Then there will be some Hang Seng Index buying in August.
Short interest in WuXi AppTec (2359 HK) has spiked and some shorts could cover into the placement. The AH premium could move higher following the placement.

Fujitec (6406 JP): EQT’s Takeunder Likely a Done Deal

Fujitec Co Ltd (6406 JP) has recommended a preconditional tender offer from EQT (EQT SS) at JPY5,700, an 8.1% discount to the last close price of JPY6,205.
The precondition relates to regulatory approvals in several countries. The tender offer is expected to commence in late January 2026.
Although the offer is light, it is likely to succeed, as it resulted from an auction process and was supported by irrevocables from the two prominent activists on the register.

SK Innovation Cleanup: Watch Out for a Classic NAV Compression Play

Facing tough fundraising, SK avoided a rights issue, opting for a complex deal to limit dilution and ease investor worries.
It all hinges on how the market views SK On’s cleanup plus Enmove’s steady cash flow—SK Innovation looks oversold, making this a decent long setup.
Enmove’s stable earnings boost SK On’s P&L, likely triggering a rerate for SK Innovation and setting up a classic NAV compression trade.

PointsBet (PBH AU): Either Betr Pulls A Rabbit Out Of The Hat, Or Walks

Mixi (2121 JP)‘s A$1.20/share cash Offer is now open, with a 50.1% acceptance condition. PointsBet Holdings (PBH AU) is supportive. Mixi currently holds 25.15%. ~16% of shares out have tendered.
Betr Entertainment (BBT AU) (self-alleged superior) scrip Offer, with no minimum acceptance condition, is still out there. betr holds 19.6%. No shareholder has accepted terms.
PBH has now tapped the Takeover Panel seeking orders betr clarify its convoluted Offer.

StubWorld: Stay Short On GMO Internet (4784 JP); Haw Par Now Even More Stretched

GMO Internet Group (9449 JP) needs to sell shares in GMO Internet (4784 JP) to achieve a “float” of 35% by 31 December 2026. Recent filings show they are selling.
Preceding my comments on the GMO group – and Haw Par Corp (HPAR SP)/ UOB (UOB SP) – are the current setup/unwind tables for Asia-Pacific Holdcos.
These relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation >20%.

A Merger Between SK On and SK Enmove + A Massive 8 Trillion Won in Capital Raise

On 30 July, SK Innovation (096770 KS) announced that it plans to merge its subsidiaries SK On and SK Enmove. The merged company will be launched on 1 November.
SK Group has announced a massive 8 trillion won capital raise plan involving this deal including paid-in capital increase of 2 trillion won for SK Innovation and SK On each.
We provide three major reasons why we are negative on this merger/capital raise.

SK IE Technology – Capital Raise of 300 Billion Won

SK IE Technology (361610 KS) announced that it plans to raise 300 billion won through a third party paid-in capital allocation.
SK IE Technology plans to issue 10.5 million new shares (14.7% of outstanding shares). Expected price of capital raise is 28,600 won (2.1% lower than current price).
We have a Negative View of SK IE Technology as well its plans to raise capital worth 300 billion won.

Bavarian Nordic: Event-Driven Bid with Strategic Block, Bull Case Supports Sweetening

Bavarian Nordic’s board recommends a DKK 233/share bid, but ATP’s 10% block and market premium pricing suggest anticipation of a higher offer or strategic alternatives.
The offer undervalues Bavarian Nordic’s scalable platform, outbreak-response contracts, and optionality; a fair value of DKK 255–265 is justified, with a bull case up to DKK 330/share.
Deal spread trades negative as market expects sweetening; low irrevocables and strategic buyer risk suggest asymmetry for long positions with regulatory and ATP dynamics as key catalysts.

PointsBet (PBH AU): Betr Bumps Its Offer, but Is It Superior to Mixi?

BETR Entertainment (BBT AU) has bumped its PointsBet Holdings (PBH AU) offer to 4.219 BBT shares per PBH share. However, the offer’s opening is delayed by the Panel’s interim orders.
Betr expects that the Board will now recommend its offer. However, the Board has several reasons not to deem Betr’s revised proposal as superior to Mixi Inc (2121 JP).
Since 3 June, the average gross spread of the revised Betr offer to the Mixi offer is 3.4%. The logical next step is for Mixi to declare its offer unconditional.

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Jul 30

Daily Brief Event-Driven: [Japan Activism/M&A] Hogy Medical (3593) Reportedly Up For Auction – Totally Unsurprising and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan Activism/M&A] Hogy Medical (3593) Reportedly Up For Auction – Totally Unsurprising
GMO Internet (4784) – GMO Internet Parent Has Been SELLING In The Market
CKH (1 HK): Intervention Towards Securing Participation
A Tender Offer of JTC by Affirma Capital
Hana Micron Split Cancellation: Trades Targeting Position Unwinding and Korea Discount Compression
Prosus–JET Arbitrage: Tight Spread, High Certainty Ahead of EC Decision
LG CNS IPO Lockup Expiry – US$1.1bn Release, with PE Well in the Money
State-Level Regulatory Risks Pose Significant Challenges in TDC’s Acquisition of ProAssurance, Market Underestimates Potential Hurdles

[Japan Activism/M&A] Hogy Medical (3593) Reportedly Up For Auction – Totally Unsurprising

Hogy Medical (3593 JP)‘s founder passed and there was a re-arranging of Hoki family deckchairs in 2021. In 2022 there was a BIG buyback from the family at ¥3,130/share.
I discussed it here. I suggested that meant accretion, a family willing to sell, and an open register for a cheap company always heavily owned by value investors.
The stock went nowhere for 18mos as activists dallied. In 2024 it ran from ¥3,500 to ¥5,000 as Dalton bought 20%. Then they got a board seat. Now takeover noise.

GMO Internet (4784) – GMO Internet Parent Has Been SELLING In The Market

I have harped on the fact that GMO Internet Group (9449 JP) has to sell GMO Internet (4784 JP) shares with the goal to get 35% tradable shares by end-2025.
I have written about it here, here, here, and here. The price needs to be lower so the parent can launch a HUGE block. The stock must be less squeeze-able.
It turns out the parent started selling in the market the day after the Offering was cancelled. The setup is delicious now.

CKH (1 HK): Intervention Towards Securing Participation

Inviting a PRC investor to join the bidding consortium as a significant member, as opposed to a majority player, appears the panacea to get this port deal over the line.
Although CK Hutchison Holdings (1 HK) stopped short of naming the investor, China’s state-owned shipping conglomerate Cosco is widely expected/rumoured to join BlackRock and Swiss-Italian shipping company MSC.
Participation through effective intervention? Cosco’s involvement should all-but seal Chinese regulatory approvals. The green light from the US administration, the EU, and other jurisdictions, will pivot off how much involvement.

A Tender Offer of JTC by Affirma Capital

On 28 July, it was announced that Affirma Capital will conduct a tender offer of JTC Inc/Fukuoka (950170 KS) which is a Japanese duty free operator listed on KOSDAQ.
This follows the exercise of a call option on all shares held by former JTC Chairman Gu Cheol-mo.
Despite some recent concerns about travelling to Japan due to Manga driven fears about earthquakes, there are some clear longer term signs that the global travelers visiting Japan are increasing.

Hana Micron Split Cancellation: Trades Targeting Position Unwinding and Korea Discount Compression

The split’s cancellation caught event-driven traders off guard, squeezing shorts and sparking short-covering flows, likely boosting the stock near term and removing governance overhang for a potential rerate.
Passive flow shifts as spinco’s planned KOSDAQ 150 inclusion is canceled, reversing early index rebalancing and pre-positioning by passive investors.
Hana Micron stays in the index, so no major passive outflows—just some trimming. Trade the short-cover pop, watch for passive cleanup dips as potential re-entry points.

Prosus–JET Arbitrage: Tight Spread, High Certainty Ahead of EC Decision

Prosus’s €20.30/share offer for JET trades at a 1.1% gross spread with EU clearance due 11 August; implied success probability stands at ~97% based on current market pricing.
Offer extended to 1 October to align with EC timeline. Prosus proposes structural remedies—stake cut and board exit from Delivery Hero—to resolve competition overlap in five EU countries.
Estimated settlement by mid-October. New entrants see 5.5% annualized return; early investors could realize 9.6%. Downside risk to €12.43 implies a 38% loss if deal breaks unexpectedly.

LG CNS IPO Lockup Expiry – US$1.1bn Release, with PE Well in the Money

By Sumeet Singh

LG CNS (064400 KS) raised around US$825m in its Korea IPO in February 2025. LG CNS is a South Korean information technology company.
The shares didn’t do much at listing and have only recently moved higher to trade above its IPO price.
In this note, we will talk about the lock-up dynamics and updates since our last note.

State-Level Regulatory Risks Pose Significant Challenges in TDC’s Acquisition of ProAssurance, Market Underestimates Potential Hurdles

The merger involves TDC acquiring ProAssurance for $25/share, creating a combined 16% market share in medical malpractice insurance.
California regulatory concerns arise due to the combined entity’s 65% market share, potentially impacting merger approval.
TDC’s offer price was contingent on regulatory outcomes, with PRA rejecting a structure tying price to regulatory conditions.

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Jul 29

Daily Brief Event-Driven: A/H Premium Tracker (To 25 July 2025): “Beautiful Skew” Raging Onward and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

A/H Premium Tracker (To 25 July 2025): “Beautiful Skew” Raging Onward
[Japan M&A] – KKR Launches Still-Too-Light Topcon (7732) Deal
HK Connect SOUTHBOUND Flows (To 25 July 2025); Multi-Month High Volumes, Net Buying of Financials
NSDL (NSDL IN) IPO: Offering Details & Index Inclusion Timeline
ProSiebenSat.1: MFE Raises Offer, Reducing Arbitrage Upside and Shifting Risk Profile
Ainsworth Game Technology (AGI AU): 29th August Vote On Novomatic’s “Low-Balled Offer”
Assura: Bid Floor in Place, Upside Optionality Hinges on Revised PHP Terms or Auction Outcome
SSI Newsletter: PMVP Trial Catalyst, YORKU Trading Split, CPPTL Extension, GLXZ Merger, LUNA Updates

A/H Premium Tracker (To 25 July 2025): “Beautiful Skew” Raging Onward

AH premia down again among liquid names but “beautiful skew” of wide premia converging more than narrow premia continues bigly. It still pays well to be long wide H discounts.
This is the most significant 60-day AH pair average H outperformance in five years, maybe ever. Remarkable.
The data tables below update on a daily basis in the Tools section of Smartkarma. The SOUTHBOUND Flow Monitor and AH Monitor are both there free for SK readers.

[Japan M&A] – KKR Launches Still-Too-Light Topcon (7732) Deal

In December-2024, this deal was mooted and it came out as expected. But the implied growth in management forecasts was higher than expected so the price came in quite light.
In March when the deal was announced, it seemed like a tough call, but three weeks later Value Act decided they would tender, but would reinvest in the back end.
The deal is now approved, and launches tomorrow. It gets done, I expect, but it is not a model deal other than being one showing the loopholes available to buyers.

HK Connect SOUTHBOUND Flows (To 25 July 2025); Multi-Month High Volumes, Net Buying of Financials

Gross SOUTHBOUND volumes US$20+bn a day this past 5-day week. Best in months. Net buying strong at +US$800mm a day.
Among the top buys as a percentage of volume, Non-bank FINANCIALS stood out, dramatically. Tech-y CONSUMER DISCRETIONARY was sold. SOEs stand out on the sell side. Again.
The data tables below update on a daily basis in the Tools section of Smartkarma. The SOUTHBOUND Flow Monitor and AH Monitor are both there free for SK readers.

NSDL (NSDL IN) IPO: Offering Details & Index Inclusion Timeline

By Brian Freitas

NSDL (NSDL IN) is looking to list on the exchanges by selling up to INR 40bn (US$464m) of stock at a valuation of up to INR 160bn (US$1.85bn).
The stock will not get Fast Entry to either of the global indices. The earliest inclusion in a global index should take place in November.
Central Depository Services (CDSL IN)‘s stock price has dropped following the announcement of NSDL‘s IPO price band and the muted results could lead to further downside in the stock.

ProSiebenSat.1: MFE Raises Offer, Reducing Arbitrage Upside and Shifting Risk Profile

MFE raised its offer to €7.88 implied, tightening the spread to just +1.15%; new long entries now face skewed downside risk without a second bump or strategic surprise.
Legacy holders from €5.80–7.00 have captured meaningful gains; with the August 13 deadline approaching, using MFE-A hedges or call structures preserves upside while limiting exposure.
MFE-A borrow remains accessible (~0.75%), making short hedges viable; paired with call options, this offers capital-efficient exposure to upside while mitigating equity volatility in a tight spread setup.

Ainsworth Game Technology (AGI AU): 29th August Vote On Novomatic’s “Low-Balled Offer”

Back on the 28th April 2025, Ainsworth Game Technology (AGI AU), an Aussie gaming supplier, entered into a Scheme with Austria’s Novomatic, Ainsworth’s largest shareholder (52.9%).
Novomatic offered A$1.00/share (best & final) – including a permitted dividend – a 35% premium to last close; yet 64% below what Novomatic paid for its controlling stake in 2016.
The Scheme Doc is now out, with a shareholder vote on the 29th August. The IE says fair & reasonable. They are probably tight.

Assura: Bid Floor in Place, Upside Optionality Hinges on Revised PHP Terms or Auction Outcome

KKR’s firm cash bid of 50.24p offers a modest +0.56% premium to Assura’s current price, anchoring downside risk in this live UK REIT takeover contest.
PHP’s offer implies upside only if its share price rebounds; spread turns positive beyond 98p, with optionality up to +7.4% if PHP retests its six-month high.
Limited arbitrage remains, but a final round auction or revised bid could unlock renewed spread capture; monitor deal calendar ahead of the 12 August offer deadline.

SSI Newsletter: PMVP Trial Catalyst, YORKU Trading Split, CPPTL Extension, GLXZ Merger, LUNA Updates

PMV Pharmaceuticals is in a Phase 2 trial for cancer therapy, with interim results expected mid-2025, and potential value realization through strategic review due to a large net cash position.
Yorkville Acquisition has commenced separate trading of its Class A ordinary shares and warrants, with a $10/share trust value.
Copper Property CTL Trust extended its wind-down deadline to January 2026, with amendments allowing confidential shareholder consultations during the sale process.

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Jul 28

Daily Brief Event-Driven: Korean Policy Tailwinds: Preferred Shares Rerating Play and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Korean Policy Tailwinds: Preferred Shares Rerating Play
Merger Arb Mondays (28 Jul) – Shibaura, Abacus Storage, Insignia, Mayne, Santos, ENN, Smart Share
[Japan M&A] Pacific Industrial (7250) MBO Officially Being Done Dirt Cheap
Bank of Japan’s Rate Decision on 31 July: Market Calm, Watch for Tail Risk
Ainsworth (AGI AU): A Dicey Scheme Vote Underwritten by an Alternative Takeover Offer
Weekly Update (AAF, NLOP, KHC)

Korean Policy Tailwinds: Preferred Shares Rerating Play

Most expect prefs to be in policy crosshairs soon—watch for tighter rules on dividends, discounts, and liquidity, plus likely incentives for redemption or cancellation ahead of commons.
If Korea rolls out a pref stock overhaul, long-biased rerate plays could pop—focus on liquid, high-yield large-cap prefs trading at 35%+, yield north of 3%, and solid daily turnover.
Korea Inv, Kumho Petro, CJ Cheil, CJ Corp prefs already screen well; Doosan and Hanwha 3PB could join if dividend hikes materialize on back of strong sub earnings.

Merger Arb Mondays (28 Jul) – Shibaura, Abacus Storage, Insignia, Mayne, Santos, ENN, 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: Mayne Pharma (MYX AU), Yichang HEC Changjiang Pharma (1558 HK), ENN Energy (2688 HK), Pacific Industrial (7250 JP), Santos Ltd (STO AU), Smart Share Global (EM US).
Lowest spreads: Bright Smart Securities (1428 HK), Hainan Meilan International Airport (357 HK), Humm Group (HUM AU), New World Resources (NWC AU), Nippon Concept (9386 JP).

[Japan M&A] Pacific Industrial (7250) MBO Officially Being Done Dirt Cheap

The MBO for Pacific Industrial (7250 JP) starts with the father+son Chairman and CEO, – combined stake 2.92% – putting nothing in to buy this, with help from banks.
The Takeover Price is priced at 0.7x book, and a Net Debt to EBITDA of 2x (when adjusted for securities+pension assets+DTLs) and 5-6x average 2026-2030 FCF.
This is being done too cheap: Toyota is the main customer, one third of revenues comes from Japan, and the company is set for a transition to EVs.

Bank of Japan’s Rate Decision on 31 July: Market Calm, Watch for Tail Risk

By Gaudenz Schneider

Ahead of the Bank of Japan’s 31 July 2025 policy meeting, markets broadly expect rates to remain on hold at 0.5%.
The new US–Japan trade deal may influence the tone of the upcoming quarterly outlook—if not the rate decision itself.
With limited precedent for rate changes but a high rate of surprises when they do occur, this Insight combines historical data with option-implied volatility to help investors assess tail risks.

Ainsworth (AGI AU): A Dicey Scheme Vote Underwritten by an Alternative Takeover Offer

The Ainsworth Game Technology (AGI AU) IE considers Novomatic’s A$1.00 to be fair and reasonable, as it falls within its A$0.93-1.07 valuation range. The vote is on 29 August.
The offer has drawn opposition from several notable shareholders. There remains at least a 50% chance that the scheme vote fails.
Novomatic can switch to an alternative takeover offer, which limits the downside risk. At the last close and for a 26 September payment, the gross/annualised spread was 1.5%/8.2%.

Weekly Update (AAF, NLOP, KHC)

By Richard Howe

Kraft Heinz (KHC) is currently evaluating a plan to spin off a significant portion of its grocery business into a new, distinct entity. The WSJ reported that this transaction is likely to occur.
The news comes a decade after the infamous merger of two of the biggest names in packaged foods that was orchestrated by Warren Buffett and Brazilian private equity firm 3G Capital Partners.
This new entity, which can be referred to as “SpinCo,” would encompass many of the traditional Kraft products. The remaining company, or “RemainCo,” would strategically focus its operations on faster-growing segments, specifically sauces, spreads, and condiments.

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Jul 27

Daily Brief Event-Driven: Last Week In Event SPACE: Prosus/Tencent and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Last Week In Event SPACE: Prosus/Tencent, Japan Post Bank, CK Holdings, Seven & I
(Mostly) Asia-Pac M&A: Pacific Ind., Insignia Fin., PointsBet, New World Res., Frasers Hospitality
Weekly Deals Digest (27 Jul) – CK Hutchison, Pacific Industrial, FHT, Abacus, PointsBet, NSDL

Last Week In Event SPACE: Prosus/Tencent, Japan Post Bank, CK Holdings, Seven & I

Prosus NV (PRX NA) is elevated vs. Tencent (700 HK) as the accretion trade unfolds.
As rates go up, investors may opt for direct exposure to Japan Post Bank (7182 JP), as opposed to Japan Post Holdings (6178 JP) indirectly, contributing to short squeezing JPB.
Expect near-term weakness in CK Hutchison Holdings (1 HK), IF the exclusivity with Blackrock/MSC ends this weekend without resolution.

(Mostly) Asia-Pac M&A: Pacific Ind., Insignia Fin., PointsBet, New World Res., Frasers Hospitality

I tally 38 – mostly firm, mostly Asia-Pac – arb transactions currently being discussed and analysed on Smartkarma.
One new deal was discussed on Smartkarma this week – Pacific Industrial (7250 JP)‘s Tender Offer. Although I’m expecting an Offer for Cromwell Property (CMW AU).
Key updates/news took place on Insignia Financial (IFL AU), PointsBet Holdings (PBH AU), New World Resources (NWC AU), Shandong Fengxiang (9977 HK), Frasers Hospitality Trust (FHT SP).

Weekly Deals Digest (27 Jul) – CK Hutchison, Pacific Industrial, FHT, Abacus, PointsBet, NSDL

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: NSDL (NSDL IN) is seeking to raise US$464 million.
Event-Driven developments: CK Hutchison Holdings (1 HK), Pacific Industrial (7250 JP), Frasers Hospitality Trust (FHT SP), Abacus Storage King (ASK AU), PointsBet Holdings (PBH AU), New World Resources (NWC AU).

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Jul 26

Daily Brief Event-Driven: SKT Foreign Room Heating Up — Time to Front-Run? and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

SKT Foreign Room Heating Up — Time to Front-Run?
Pacific Industrial (7250 JP): MBO at JPY2,050 Is Light but Likely Done

SKT Foreign Room Heating Up — Time to Front-Run?

SKT’s foreign room jumped from 12% to 20% in two months; if the pace holds, 25% is in play by next review, with ongoing foreign outflows from the SIM leak.
FOL shifts from foreign room swings have been a classic long-short play in Korea telcos — and the current setup looks similar, with most SIM leak risks already priced in.
If SKT’s foreign room nears 25%, expect front-running and passive flow imbalances to kick in — a familiar long-short setup that’s historically moved the telco tape early.

Pacific Industrial (7250 JP): MBO at JPY2,050 Is Light but Likely Done

Pacific Industrial (7250 JP) has recommended an MBO at JPY2,050, a 16.4% premium to the last close price and a 40.3% premium to the undisturbed price.
While the offer is below book value (P/B of 0.71x), it represents an all-time high and is above the mid-point of the IFA DCF valuation range.
Pacific Industrial has no history of activism. Therefore, the offer will succeed at current terms unless there is vocal opposition or an activist becomes a substantial shareholder.

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Jul 25

Daily Brief Event-Driven: StubWorld: CKH (1 HK) – Expect Near-Term Weakness If Exclusivity Ends Without Resolution and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

StubWorld: CKH (1 HK) – Expect Near-Term Weakness If Exclusivity Ends Without Resolution
Fraser Hospitality Trust (FHT SP): Scheme Vote on 15 August
Everything to Know About the Year-End CGT-Driven Retail Sell-Off & KOSPI Basis Move
Event Driven: Tilaknagar Ind ₹4,150 Cr Imperial Blue Acq.~Transformational Play or Leverage Trap?
[Japan M&A] Nikkei Reports Pacific Industrial (7250) To Go Private Via MBO at ¥110bn
Frasers Hospitality Trust (FHT SP): 15th August Vote On Frasers Prop/TCC Offer
Event Driven: Natco Pharma’s Strategic Acquisition of Adcock Ingram

StubWorld: CKH (1 HK) – Expect Near-Term Weakness If Exclusivity Ends Without Resolution

CK Hutchison Holdings (1 HK)‘s delicate dance continues as it juggles U.S and Beijing politics; and its fiduciary duty to shareholders, as the Blackrock exclusivity long stop date looms.
In a double dose of StubWorld this week, preceding my comments on CKH – and CK Infrastructure Holdings (1038 HK) – are the current setup/unwind tables for Asia-Pacific Holdcos.
These relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation >20%.

Fraser Hospitality Trust (FHT SP): Scheme Vote on 15 August

The Frasers Hospitality Trust (FHT SP) IFA opines that Frasers Property Ltd (FPL SP)’s scheme offer of S$0.71 cash and permitted distributions (estimated at S$0.0098) is fair and reasonable.
While the current offer is arguably light compared to the failed 2022 offer, the lack of vocal opposition and limited retail displeasure reduces the vote risk.
On balance, the scheme vote should pass. For a 30 September payment, the gross/annualised spread of the total offer (S$0.7198) is 2.8%/15.6%.

Everything to Know About the Year-End CGT-Driven Retail Sell-Off & KOSPI Basis Move

If the CGT threshold drops from ₩5B to ₩1B, year-end retail selling could surge—net sales were ₩14T in Nov–Dec 2023 versus just ₩2.5T in the same period of 2024.
Retail may react strongly this year due to higher unrealized gains and the ₩1B CGT threshold return; about 65% of KOSPI stocks still use year-end dividend record dates.
Odds are high for a classic year-end CGT-driven retail sell-off and a sharp KOSPI cash-futures basis move, fueled by dividend uncertainty we can capitalize on.

Event Driven: Tilaknagar Ind ₹4,150 Cr Imperial Blue Acq.~Transformational Play or Leverage Trap?

By Nimish Maheshwari

Tilaknagar Industries (TLNGR IN) acquires Pernod Ricard India’s Imperial Blue for INR 4,150 crore, diversifying its portfolio into whisky from dominance in brandy.
This acquisition will establish TI as a pan-India spirits player, significantly enhancing distribution and is expected to be accretive.
However, substantial deal size raises concerns about equity dilution, high leverage risks, and significant integration challenges for TI

[Japan M&A] Nikkei Reports Pacific Industrial (7250) To Go Private Via MBO at ¥110bn

Overnight, the Nikkei carried an article saying Toyota valve supplier Pacific Industrial (7250 JP) would go private at a 40% premium in an MBO.
The implied price would match its ATH, but would remain far below book value, which is disappointing for a company with a very strong customer base and market share.
This is potentially blockable, but it would need to be activism from scratch I think. An activist or collection of them would need about 18-20% to block this deal.

Frasers Hospitality Trust (FHT SP): 15th August Vote On Frasers Prop/TCC Offer

Back on the 14th May 2025, S-REIT Frasers Hospitality Trust (FHT SP) entered into a Scheme with its current sponsor, Frasers Property Limited, @ S$0.71/share.
The Scheme Consideration is 1.11x the latest adjusted NAV estimate of S$0.63904/unit; and S$0.01/unit above Frasers/TCC’s S$0.70/unit failed Offer back in September 2022.
The Scheme Doc is now out, with a shareholder vote on the 13th August. The IFA says fair and reasonable.

Event Driven: Natco Pharma’s Strategic Acquisition of Adcock Ingram

By Nimish Maheshwari

Natco Pharma acquires a 35.75% stake in South Africa’s Adcock Ingram, marking its largest overseas expansion to date.
This move instantly gives Natco a strong foothold in Africa’s pharma market and diversifies its global revenue streams from current headwind of US market.
Natco transitions from a primarily India/US-focused player to a serious contender in strategic emerging markets, enhancing its growth outlook.

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Jul 24

Daily Brief Event-Driven: Prosus Is Elevated Vs. Tencent As The Accretion Trade Unfolds and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Prosus Is Elevated Vs. Tencent As The Accretion Trade Unfolds
StubWorld: Japan Post Holdings (6178 JP) Is “Cheap”
TSI Holdings (3608) – YET ANOTHER Big Buyback, Still Good, Still Cheap, But B/S Restructuring Slow
CK Hutchison (1 HK): State of Limbo as Exclusivity Deadline Approaches
Insignia Financial (IFL AU): CC Capital’s Binding Offer at A$4.80
Korea’s Div Tax Overhaul Playbook: Payout Growers Set for Momentum (Screened in Excel)
Event Update: UniCredit Withdraws BPM Offer — End of the Line
PMV Pharmaceuticals: Evaluating Cash Position and Strategic Options Amid Upcoming Trial Results and Shareholder Pressure
GCI Liberty Spin-off Deep Dive

Prosus Is Elevated Vs. Tencent As The Accretion Trade Unfolds

Since unwinding the Naspers (NPN SJ)/Prosus (PRX NA) circularity, Prosus has been selling Tencent shares, and buying back its share. Separately, Tencent is buying its shares to offset Prosus’ selling.
Prosus’ stake in Tencent has now edged below 23%, a little over seven months since dipping below 24%.
On an implied stub and relative value, Prosus is elevated to Tencent, suggesting an unwinding of the stub.

StubWorld: Japan Post Holdings (6178 JP) Is “Cheap”

As short-term rates rise, Japan Post Bank (7182 JP)‘s perceived superior fundamentals may be leading to a short squeeze on the stock versus Japan Post Holdings (6178 JP).
Preceding my comments on Japan Post – and Silicon Integrated Systems (2363 TT) – are the current setup/unwind tables for Asia-Pacific Holdcos.
These relationships trade with a minimum liquidity of US$1mn, and a % market capitalisation >20%.

TSI Holdings (3608) – YET ANOTHER Big Buyback, Still Good, Still Cheap, But B/S Restructuring Slow

A bit over three years ago I re-wrote on Tsi Holdings (3608 JP). Then? EV/Revenue and EV/EBITDA of 0.03x and 0.5x respectively. I pounded the table.
My recommended trade: “Buy the stock (preferably from cross-holders interested in selling). Buy with both hands. Buy a lot. Buy more later. Pressure the company to go private.”
Since then, total return has been +295%. Today they announced another buyback. Tomorrow morning it gets done. Details details details!

CK Hutchison (1 HK): State of Limbo as Exclusivity Deadline Approaches

The 145-day exclusivity period between CK Hutchison Holdings (1 HK) and the BlackRock-TiL consortium for the politically charged ports deal ends on July 27.
The transaction is in limbo as China’s preferred pathway for approval (COSCO is included in the consortium as an equal partner) has several issues.
It is equally probable that the deal will be finalised in some shape or form or fall apart. With shares up 31% and nearing a five-year high, take profits.

Insignia Financial (IFL AU): CC Capital’s Binding Offer at A$4.80

On 22 July, Insignia Financial (IFL AU) entered a scheme implementation deed with CC Capital at A$4.80, a 4.0% discount to its previous non-binding offer of A$5.00.
The key conditions are regulatory (APRA, FIRB, ACCC, FCA) and shareholder approvals. Shareholders should be supportive as the offer resulted from an auction.
The offer is reasonable in comparison to historical trading ranges, peer multiples and precedent transaction multiples. The timing of regulatory approvals is the key risk.

Korea’s Div Tax Overhaul Playbook: Payout Growers Set for Momentum (Screened in Excel)

Korea’s first full-scale tax reform in 3 years sets the stage for rate tweaks and deduction shifts—follow-up amendment bills usually get fast-tracked with high legislative priority.
Dividend tax tweak could be the biggest near-term mover—eligibility widens, but tax cut shrinks. Focus shifts to names hiking payout, not just high-yielders—key for positioning.
I screened target names with FY1/FY2 payout data and narrowed to KRW 1T+ stocks showing ≥10% YoY payout growth—likely short-term momentum plays ahead of the tax overhaul.

Event Update: UniCredit Withdraws BPM Offer — End of the Line

UniCredit ends pursuit of BPM: Facing firm resistance from BPM and Rome, UniCredit formally withdraws its bid — closing the door on a deal the market never priced as likely.
Persistent negative spread undermined credibility: The gross spread remained negative from day one, reflecting deep investor skepticism around deal viability, regulatory clearance, and BPM’s willingness to engage.
Strategic implications for both sides: BPM reverts to standalone trajectory amid sector consolidation chatter; UniCredit’s retreat highlights constraints on its inorganic strategy — both political and market-driven.

PMV Pharmaceuticals: Evaluating Cash Position and Strategic Options Amid Upcoming Trial Results and Shareholder Pressure