Event-Driven Archives | Page 26 of 187 | Smartkarma

Liquidia’s NDA for Yutrepia accepted by FDA with a PDUFA date set for May 24, commercialization expected soon.
SpringWorks Therapeutics’ stock dropped 17% amid silence on Merck takeover talks, market perceives low deal probability.
Allakos announced a buyout at $0.33/share, stock jumped 40%, deal expected to close in May 2025.

Last Week in Event SPACE: Makino, ENN Energy, Trump Tariffs, HKBN

At a zero net debt zero net cash (securities liquidated) Adjusted Price/Earnings Ratio of 11.3x expected Net Income, the multiple offered Makino Milling Machine (6135 JP) is not a knock-out.
ENN Energy (2688 HK) investors hoping for a clean (er) exit, or where the back-end terms were clearly defined, will be disappointed. And minorities are active in this name. Avoid
New Trump Tariffs are not based on any actual tariffs, or non-tariff measures. The simple/explicit assumption is that if you run a trade surplus with the US, you are cheating.

Weekly Deals Digest (06 Apr) – Skyworth, HKBN, Makino, Avjennings, Domain, Dropsuite, Dada Nexus

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 and Chagee Holdings (CHA US) seeks to raise US$400-500 million through a Nasdaq IPO.
Event-Driven developments: Skyworth Group Limited (751 HK), HKBN Ltd (1310 HK), Makino Milling Machine Co (6135 JP), Avjennings Ltd (AVJ AU), Domain Holdings Australia (DHG AU), Dropsuite Ltd (DSE AU).

(Mostly) Asia-Pac M&A: Topcon, Jinke Smart Services, Dropsuite, Domain, Jamco, Shin Kong, Dada Nexus

I tally 54 – mostly firm, mostly Asia-Pac – transactions currently being discussed and analysed on Smartkarma.
Two news new deals discussed this week: Reject Shop (TRS AU) and Topcon Corp (7732 JP). Jinke Smart Services (9666 HK) also suspended pursuant to the Takeovers Code.
Key updates/news took place on Dropsuite (DSE AU), AVJennings Ltd (AVJ AU), Domain Holdings (DHG AU), Jamco (7408 JP), Shin Kong Financial Holding (2888 TT), and Dada Nexus (DADA US).

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Apr 05

Daily Brief Event-Driven: Nidec Launches on Makino Milling (6135) – Others Presumably Wait In the Wings and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Nidec Launches on Makino Milling (6135) – Others Presumably Wait In the Wings
Mitsubishi Logisnext (7105) – Worth Buying The Dip On Likely Sale
Yoon’s Impeachment Confirmed: Key Timeline & Regime Change Trade

Nidec Launches on Makino Milling (6135) – Others Presumably Wait In the Wings

Nidec Corp (6594 JP) bid ¥11,000 for Makino Milling Machine Co (6135 JP) in December, saying it expected to launch on 4-April. It launched its ¥11,000 bid on 4-April.
A Nikkei article in March suggested Makino had found multiple competing bidders, some who had put in “legally binding bids.” No news on those yet, but we have a month.
Earnings are 9-May. Strategy on timing for Makino differs according to its desired outcome. It has to opine on Nidec’s bid by about 18 April. Be long. Carry 🍿🍿🍿 .

Mitsubishi Logisnext (7105) – Worth Buying The Dip On Likely Sale

There was a Nikkei article in December about the Mitsubishi Heavy Industries (7011 JP) selling its interests in Mitsubishi Logisnext Co., Ltd. (7105 JP).
The stock popped. Then popped some more. It was not expensive yet, but no longer dirt cheap. Now the stock is falling as Trump Tariffs threaten to throttle exports.
The reasons why this takeout price could be “high” are unchanged. Tariffs meant to drive US-manufacturing don’t reduce need for forklifts. Logisnext is not badly placed.

Yoon’s Impeachment Confirmed: Key Timeline & Regime Change Trade

The Constitutional Court approved President Yoon’s impeachment. The PM steps in as interim president, with a new election expected by May 28, 2025, before June 3.
The Democratic Party is the frontrunner, and if they win, expect a “regime change trade” with policy shifts toward green energy, welfare, public stimulus, and SME-focused initiatives.
Big-Cap builders, nuclear stocks, and major financials may struggle if the new regime focuses on public housing, anti-nuclear policies, and pro-SME, labor-friendly initiatives.

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Apr 04

Daily Brief Event-Driven: Trump Team’s Weird Tariff Math – Not Meant to Be Negotiated and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Trump Team’s Weird Tariff Math – Not Meant to Be Negotiated
ENN Energy (2688 HK): This Is An Avoid
HKBN (1310 HK): I Squared Inches Closer to a Competing Offer
Makino Milling Machine (6135 JP): Nidec Launches Its Offer
Dada Nexus (DADA US): JD.Com’s US$2/ADS Firm Offer
NZME Limited (NZM NZ/AU): Board Pushes Back On Board Spill
Selected European HoldCos and DLC: March 2025 Report, Adding Vivendi
[Alert] Buy Havas

Trump Team’s Weird Tariff Math – Not Meant to Be Negotiated

For weeks, if not months, the world has been wondering what the “reciprocal tariffs” would be, and what the logic would be behind them.
There is talk of VAT, and NTBs, and huge tariff step-ups after quotas are exceeded (US exports of milk and cheese to Canada – high tariffs, but quotas not exceeded).
But a quick check of the math on the Trump Executive Order and Annex I tells you the logic is different than what everyone expected.

ENN Energy (2688 HK): This Is An Avoid

Back on the 26th March, ENN Energy (2688 HK) announced a cash/scrip Offer from ENN Natural Gas (600803 CH), its largest shareholder.
Investors hoping for a clean (er) exit, or one where the back-end terms were clearly defined, will be disappointed. And minorities are active in this name.
The Offer pivots on where the newly-listed H-shares trade. The IFA’s assessment on the theoretical value of these H-shares is unrealistic.

HKBN (1310 HK): I Squared Inches Closer to a Competing Offer

Today’s HKBN Ltd (1310 HK) monthly update notes that I Squared has completed due diligence and is finalising the terms of a possible preconditional offer.
The I Squared bid will likely be a modest premium to the China Mobile offer with a 50% minimum tendering condition. The key unknown is securing regulatory approvals.
China Mobile (941 HK) will first react to an I Squared offer by maintaining terms. However, regardless of whether I Squared secures regulatory approvals, it is likely to match terms.

Makino Milling Machine (6135 JP): Nidec Launches Its Offer

Nidec Corp (6594 JP) has launched its offer for Makino Milling Machine Co (6135 JP) at an unchanged JPY11,000. The offer is open from 4 April to 21 May.
The offer was launched despite securing all regulatory approvals and the Board’s postponement request. The launch could also be an attempt to thwart a competing proposal.
Despite the launch, Nidec’s offer at current terms has a low chance of success, necessitating revised terms. There remains a medium-to-high probability of a competing proposal.

Dada Nexus (DADA US): JD.Com’s US$2/ADS Firm Offer

Back on the 27th January, Dada Nexus (DADA US), a Chinese on-demand retail and delivery platform, announced a preliminary non-binding proposal from JD.com (9618 HK).
JD.com, a 63.2% shareholder, was offering US$0.50/share (US$2.00/ADS), a 42% premium to last close. Those terms are now firm and a definitive agreement entered into.
The merger is expected to close in the third quarter. Trading at 4.7%/15%, gross/annualised spread, assuming a four month off-ramp.

NZME Limited (NZM NZ/AU): Board Pushes Back On Board Spill

Back in January, New Zealand’s largest private sector union called for the government to step in after NZME Limited (NZM AU/NZ), publisher of the NZ Herald, announced sweeping job cuts,
After a flurry of rumours, James Grenon, a Canadian-born but New Zealand-based investor, has proposed sacking the board. Allegedly 37% of shares out, including Genon’s stake, support the board spill.
The AGM has been pushed out to the 3 June. In a detailed PPT, NZME questions whether Grenon’s motives are in the best interest of the company and its shareholders.

Selected European HoldCos and DLC: March 2025 Report, Adding Vivendi

Discounts to NAV of covered holdcos didn’t show a clear trend during March. Discounts: C.F.Alba, 14.9% as of 31 March (vs 14.1% as of 28 February); GBL, 37.6% (vs. 38.7%);
Heineken Holding, 11.2% (vs. 13%); Industrivärden C, 2.9% (vs. 5.1%); Investor B, 4.2% (vs. 2.3%); Porsche Automobile Holding, 31.9% (vs. 38.1%); Rio DLC 21.7% (vs. 17%). Vivendi 40.1% (vs. 38.7%).
What seems interesting (unchanged views): Porsche SE vs. listed assets and the Rio DLC (long RIO LN/short RIO AU).

[Alert] Buy Havas

By Richard Howe

Havas is a recent spin-off from Vivendi.
Havas delivered record financial results in 2024, with net revenue of €2,736 million (+1.5% y/y) and all-time high adjusted EBIT of €338 million (12.4% margin).
The company exited 2024 in a net cash position of €211 million, providing a strong balance sheet to fund growth and shareholder returns.

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Apr 03

Daily Brief Event-Driven: Shin Kong (2888 TT)/Taishin (2887 TT) Deal Gets FSC Approval – Still A Good Swap and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Shin Kong (2888 TT)/Taishin (2887 TT) Deal Gets FSC Approval – Still A Good Swap
Nikkei 225 Sep25 Rebal: One ADD, One DELETE Still Probable Unless Kokusai Elec (6525) Offering/Split
Korea Short Selling: What Happened on Day 1?
Quiddity Leaderboard T50/100 Jun25: Taishin-Shin Kong Merger Could Cause Two Changes
Japan CorpGovReports: TSE “Mgmt Conscious Blah Blah” (Apr25), 🚨 AGAIN Read TSE Update Doc 3 🚨
Dropsuite (DSE AU): Scheme Vote on 9 May
Initiating Coverage Of “New” Vivendi, Latest Portfolio Disposals
Dropsuite (DSE AU): 9th May Vote On NinjaOne’s Offer
Blood, Sweat, and Bids: Grifols Draws Renewed Interest from Brookfield

Shin Kong (2888 TT)/Taishin (2887 TT) Deal Gets FSC Approval – Still A Good Swap

Late Monday, The Financial Supervisory Commission approved the merger where Shin Kong Financial Holding (2888 TT) is to be absorbed by Taishin Financial Holding (2887 TT). Announcement here.
Yesterday, the chairmen of both Shin Kong and Taishin decided the merger base date, which has been set a bit further out than even I expected, at 24 July 2025.
The terms tightened yesterday. There is still a worthwhile switch to be done (or arb if you have cheap borrow), and NEWCO is cheap to peers, STILL.

Nikkei 225 Sep25 Rebal: One ADD, One DELETE Still Probable Unless Kokusai Elec (6525) Offering/Split

The March 2025 Nikkei 225 review came out with a sparse set of changes. That gives us hints for the September 2025 review.
Kokusai did NOT get added, waiting for a split, an offering, or time to pass. Only one sector change was made. So we see One ADD and One DELETE.
The lack of effort to address sector imbalances within the rules suggests the rules are not as hard as people thought. Intra-review changes could be more interesting in years ahead.

Korea Short Selling: What Happened on Day 1?

Short notional ticked higher on the KOSPI and KOSDAQ markets and is expected to continue increasing over the next few months.
Since the resumption of short selling, foreign holdings of Korean equities have increased from 29.26% to 29.3%.
The Korea Stock Exchange KOSPI 200 (KOSPI2 INDEX) to KOSDAQ 150 Index (KOSDQ150 INDEX) ratio has stayed stable over the last 3 trading days.

Quiddity Leaderboard T50/100 Jun25: Taishin-Shin Kong Merger Could Cause Two Changes

By Janaghan Jeyakumar, CFA

The T50 index represents the top 50 largest stocks by market capitalization in the Taiwan Stock Exchange (TWSE). The T100 index represents the next 100 largest names (51-150 ranks).
In this insight, we take a look at the potential ADDs and DELs for the June 2025 index rebal event.
Currently, we see one change for T50 and one change for T100.

Japan CorpGovReports: TSE “Mgmt Conscious Blah Blah” (Apr25), 🚨 AGAIN Read TSE Update Doc 3 🚨

TSE-Listed companies are asked to file “Management Conscious of Capital Cost/Stock Price” awareness reports/policies. Many have. Some are still working on it. And policies change, and CGR reports are updated.
611 new CGRs filed since 1-Mar-25. Our tools show every report, links to every document, and a diff file tool. Input a name, see the changes in the reports.
The JPX was curiously quiet itself as far as I can tell. No new governance reports, documents, etc, though there is a small consultation this month on the JPXNikkei400.

Dropsuite (DSE AU): Scheme Vote on 9 May

The Dropsuite Ltd (DSE AU) IE considers NinjaOne’s A$5.90 offer fair and reasonable as it is above its A$3.92-5.88 valuation range.
The offer is conditional on shareholder and FIRB approval. Despite the largest shareholder’s selldown, the vote remains low-risk.
The offer is attractive and represents an all-time high. At the last close and for a 30 May payment, the gross/annualised spread is 1.7%/11.5%.

Initiating Coverage Of “New” Vivendi, Latest Portfolio Disposals

Vivendi executed a landmark three-way spin-off in December 2024, aiming (but not succeeding) to eliminate its conglomerate discount and unlock shareholder value by listing Canal+, Havas, and Louis Hachette separately.
Following Telecom Italia’s strategic unwinding, Vivendi incurred over €2 billion in losses but recovered nearly €1 billion in cash through divestments, highlighting its shift toward portfolio streamlining and deleveraging.
Vivendi now operates as a focused investment holding with UMG comprising over 60% of its asset base, but high concentration and equity beta expose the group to significant portfolio risk.

Dropsuite (DSE AU): 9th May Vote On NinjaOne’s Offer

On the 28th January 2025, Dropsuite Ltd (DSE AU), a backup, recovery and protection software company, entered into a Scheme Implementation Deed with Texas-based IT automation outfit NinjaOne.
NinjaOne’s A$5.90/share Offer was a 34.1% premium to undisturbed. The Offer had the backing of Dropsuite’s largest shareholder, Topline Capital (31% – at the time!). Board/management held a further 9%.
The Scheme Booklet is now out, with a Court Meeting on the 9th May, and expected payment on or before the 30th May. The IE (BDO) says “fair & reasonable“.

Blood, Sweat, and Bids: Grifols Draws Renewed Interest from Brookfield

Brookfield has renewed takeover interest in Grifols after a failed bid, signaling confidence in the company’s turnaround and prompting investor speculation about a significantly improved future offer.
Grifols’ financial position has strengthened with a 4.6x Net Debt/EBITDA, €504 million in free cash flow, and strategic refinancing, reducing the likelihood of a capital increase and supporting shareholder value.
Grifols B shares trade at a 21.6% discount to A shares, offering an attractive convergence opportunity, as bylaws mandate equal treatment in the event of a public acquisition offer.

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Apr 02

Daily Brief Event-Driven: T&D Holdings (8795) – A Really Good Look (Divs Up and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

T&D Holdings (8795) – A Really Good Look (Divs Up, Big Buyback, Good Historical Stats)
Skyworth Group (751 HK)’s Latest Partial Buyback. Thoughts On Proration
KCC Corp: Considering on Issuing an Overseas EB for Its 10% Stake in Samsung C&T
Dada Nexus (DADA US): JD.com’s Binding Offer a Done Deal
Complete Breakdown of the HLB Merger Swap Details
AVJennings (AVJ AU): AVID’s Firm Offer As Ho Bee Walks
Event-Driven Investment Opportunities: NIOX Merger, NZME SOTP, SAGA Privatization and More
Jinke Smart (9666 HK): Boyu Returns To The Well?
AVJennings (AVJ AU): AVID’s Binding Proposal at A$0.655
Hindware Home Innovation Ltd: Will Restructuring Change the Company’s Fortunes?

T&D Holdings (8795) – A Really Good Look (Divs Up, Big Buyback, Good Historical Stats)

Yesterday, post-close, T&D Holdings (8795 JP) announced ¥40 for 31-Mar-25 FY-end dividend (¥80/yr) and ¥120/share/year in the year to March 2026 on a higher planned payout ratio.
The company also announced guidance for Adjusted Profit for 2025 at ¥130bn (up), and guidance for March 2026 at ¥140bn (lower growth than this past year).
They announced the current ¥50bn buyback was 87.5% complete (they have until 13 May to complete) and a new buyback starting 19 May to spend up to ¥100bn over 10.5mos.

Skyworth Group (751 HK)’s Latest Partial Buyback. Thoughts On Proration

Back on the 23 December 2022, Skyworth Group (751 HK) announced (another) partial buyback, at HK$3.80/share, a 20.25% premium to undisturbed. On the 28 March, terms were bumped to $5.00/share.
At the close of the Offer, the Wong Concert Group held 50.35%, and were no longer subject to the creeper rule. The Group now holds 56.04%
Yet another Partial Offer has been announced (HK$3.11/share, a 15.19% premium)), which will lift the Group’s stake to 66.45%. Minimum pro-ration is 37.84%. It is likely to go higher.

KCC Corp: Considering on Issuing an Overseas EB for Its 10% Stake in Samsung C&T

By Douglas Kim

Kcc Corp (002380 KS) is considering on issuing an overseas exchangeable bond (EB) for its 10% stake in Samsung C&T (028260 KS).
KCC is the second largest shareholder of Samsung C&T with a 10% stake in the company which is worth 2 trillion won (US$1.4 billion).
Our NAV valuation of KCC Corp suggests NAV per share of 332,947 won, which is 27% higher than current price.

Dada Nexus (DADA US): JD.com’s Binding Offer a Done Deal

Dada Nexus (DADA US) disclosed a binding proposal from JD.com Inc (ADR) (JD US) at US$2.00 per ADS, a 41.8% premium to the undisturbed price of US$1.41 (24 January).
The shareholder vote is low-risk (two-thirds voting threshold), as JD.com represents 63.2% of voting power. The dissenting condition (less than 12% of outstanding shares) is waivable.
Although the offer is unattractive, this is a done deal. The transaction is expected to close within the third quarter of 2025.

Complete Breakdown of the HLB Merger Swap Details

Appraisal rights are for HLB Life Science holders only. Record date: April 16. Objection: May 28–June 11. Exercise: June 12–July 2. Spread’s fat—over 11% today.
Swap spread closed at 2.3%. With short selling back, execution looks clean. Classic arb: short HLB Inc, long HLB Life Science, cover with new HLB Inc shares post-merger.
HLB has a cult-like retail base that follows management blindly. Despite headline cancellation risk, real odds may be lower, meaning the swap spread could be seriously mispriced—prime arb setup.

AVJennings (AVJ AU): AVID’s Firm Offer As Ho Bee Walks

The AVID consortium’s late-November A$0.67/share NBIO appeared a lock; until Ho Bee Land Ltd (HOBEE SP) lobbed a A$0.70/share NBIO in January. Ho Bee also acquired a 5.39% stake.
AVJennings (AVJ AU) granted both suitors exclusive due diligence, the terms of which expired in February. AVJ said at the time it remained in “active discussions” with both.
AVJ and AVID have now entered into a Scheme Implementation Deed at A$0.655/share. A special dividend – included in the Scheme consideration – could add A$0.072/share in franking credits.

Event-Driven Investment Opportunities: NIOX Merger, NZME SOTP, SAGA Privatization and More

NIOX Group received a non-binding takeover proposal from Keensight Capital at 81p/share, with a 9% spread.
Øystein Spetalen surpassed 50% ownership in SAGA Pure, triggering a mandatory bid under Norwegian securities law.
Pacific Current Group’s tender was undersubscribed; River Capital increased its stake to 40.48%, while Regal Funds exited.

Jinke Smart (9666 HK): Boyu Returns To The Well?

Back on the 27th September 2022, Boyu Group launched a HK$12/share VGO for PRC-incorporated property management play Jinke Smart Services (9666 HK), a 33.04% premium to last close.
Boyu and concert parties held 53.05%, and the Offer was contingent on regulatory approvals and 7.71% of shares out tendering. 4.79% tendered. Boyu also acquired 7.15% in the market.
Two days after announcing very ordinary FY24 results, Jinke shares were suspended pursuant to the Takeovers Code. Presumably Boyu is on the acquisition path again. Another VGO or a privatisation?

AVJennings (AVJ AU): AVID’s Binding Proposal at A$0.655

Avjennings Ltd (AVJ AU) entered a scheme implementation deed with AVID at A$0.655, 2.2% below its previous A$0.67 offer and a 98.5% premium to the undisturbed price.
The key conditions are shareholder and regulatory approvals (FIRB and OIO). The vote is low-risk as SC Global (54.02% of outstanding shares) will vote in favour.
Despite the marginally lower price, the offer is attractive, as evidenced by the hefty takeover premium. This is a done deal, with the scheme meeting expected in mid-June.

Hindware Home Innovation Ltd: Will Restructuring Change the Company’s Fortunes?

By Nimish Maheshwari

Hindware Home Innovation (HINDWARE IN) plans to demerge its consumer appliances division into a separate listed entity.
Demerger removes loss-making drag, improving profitability and segment-specific valuation clarity.
Unlocks hidden value; better execution with new CEO with clear growth trajectory may lead further value creation for shareholders.

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Apr 01

Daily Brief Event-Driven: BYD (1211 HK): God’s Eye & Potential HSTECH Index Inclusion and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

BYD (1211 HK): God’s Eye & Potential HSTECH Index Inclusion
Hanwha’s Surprise Gift Disclosure: Three Major Takeaways
Skyworth (751 HK): Another Buyback
Fat Inheritance Taxes for Hanwha Group Chairman Kim’s Three Sons Post Receiving Hanwha Corp Shares
A/H Premium Tracker (To 28 Mar 2025): AH Premia Still Falling; Expect Curve Torsion or AH Widening
HK Connect SOUTHBOUND Flows (To 28 Mar 2025); Banks and Divs Bought Again
(Mostly) Asia M&A, Mar 2025 Wrap: ENN Energy, Gold Road, Spartan, Aeon Delight, Sinarmas, Topcon
Danish or Not, UniCredit’s Consolidation Appetite Is Intact
Exploring Active Portfolio Ideas: Company Sales, Strategic Reviews, Buyouts and More
ANGI Spin-off Deep Dive

BYD (1211 HK): God’s Eye & Potential HSTECH Index Inclusion

BYD (1211 HK) raised US$5.6bn in a secondary offering a few weeks ago and the stock is trading a lot higher than the placement price.
Buying from global index trackers is done, but there will be more passive buying from Hang Seng Index (HSI) and Hang Seng China Enterprises Index (HSCEI) trackers later this month.
With the release of the God’s Eye advanced driver-assistance system (ADAS), the stock could be added to the Hang Seng TECH Index (HSTECH INDEX) in June, bringing more passive inflows.

Hanwha’s Surprise Gift Disclosure: Three Major Takeaways

The chances of a Hanwha Corp-Hanwha Energy merger just dropped significantly. With the brothers now owning 43%, the merger’s effectively off.
The three brothers face a KRW 200B gift tax bill and need liquidity. They’ll raise cash via Hanwha Energy’s IPO, with the youngest brother set to sell a 10% stake.
Hanwha Corp will likely fund its Hanwha Aerospace rights issue through a rights offering, using KRW 1.3 trillion from Hanwha Energy, after shutting down merger rumors.

Skyworth (751 HK): Another Buyback

On 27 March, Skyworth Group Limited (751 HK) launched a conditional buyback to acquire a maximum of 350.0m shares (15.67% of outstanding) at HK$3.11, a 15.2% premium to undisturbed price.
Unlike the previous buybacks, the controlling shareholder can vote. Therefore, while the buyback offer is unattractive, the shareholder vote will pass.
Based on the irrevocables, a 100% share minority participation rate implies a minimum proration of 37.84%. The actual proration was around twice the minimum proration for the previous two.

Fat Inheritance Taxes for Hanwha Group Chairman Kim’s Three Sons Post Receiving Hanwha Corp Shares

By Douglas Kim

Hanwha Group Chairman Kim Seung-youn (born in 1952) made a major move to give 11.32% of his shares in Hanwha Corporation (000880 KS) to his three sons.
It is estimated that the three sons will need to pay nearly 222 billion won in inheritance taxes associated with receiving additional stakes in Hanwha Corp.
Because the three sons need to pay for the high amounts of inheritance taxes, Hanwha Corp is likely to raise the dividend payout in the next several years.

A/H Premium Tracker (To 28 Mar 2025): AH Premia Still Falling; Expect Curve Torsion or AH Widening

AH Premia bounce higher. Spread curve torsion was as expected. Narrow spreads saw Hs suffer more. Wide spreads saw H outperformance.
The last few weeks I said warning signs were flashing and spreads could widen. This week they widened despite big SOUTHBOUND buying.
I expect the right thing to do is hunker down and be flat H/A risk.

HK Connect SOUTHBOUND Flows (To 28 Mar 2025); Banks and Divs Bought Again

Q1 saw record quarterly inflows by SOUTHBOUND investors at HK$435bn, beating the previous record of Q1 2021 by more than HK$100bn. This week was +HK$37bn.
That’s decent net buying still. Keeping that pace would mean a new record. It IS possible this excess flow is state-managed (or state-insisted as insurers up equity investment ratios).
Included is a summary of important China Stocks-relevant news as I saw it this week, but tariffs, retaliation, US growth prospects, etc will all matter more.

(Mostly) Asia M&A, Mar 2025 Wrap: ENN Energy, Gold Road, Spartan, Aeon Delight, Sinarmas, Topcon

For the month of March 2025, 13 new transactions (firm and non-binding) were discussed on Smartkarma with an overall announced deal size of ~US$14bn.
The average premium for the new transactions announced (or first discussed) in March was ~53%, with a year-to-date average also of 55%.
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% .

Danish or Not, UniCredit’s Consolidation Appetite Is Intact

Despite losing access to favorable capital treatment under the Danish Compromise, Banco BPM is proceeding with its Anima acquisition, leveraging mitigation measures to maintain a CET1 ratio above 13%.
UniCredit’s €14B all-share offer for Banco BPM moves forward despite ECB rejecting the Danish Compromise, with capital strength and shareholder backing keeping the deal on a strong trajectory.
CEO Andrea Orcel’s dealmaking expertise and UniCredit’s 42.9% share price rise since the bid increase confidence in the bank’s ability to complete the acquisition and extract long-term value.

Exploring Active Portfolio Ideas: Company Sales, Strategic Reviews, Buyouts and More

Lifeway Foods anticipates a sale to Danone, with AGM negotiations expected; SpringWorks Therapeutics in buyout talks with Merck KGaA.
Sage Therapeutics rejected Biogen’s offer, initiating strategic review; Kronos Bio undergoes strategic review post-trial discontinuation.
Microstrategy trades at NAV premium; OCI N.V. plans asset sales and dividends; Liquidia prepares for drug commercialization.

ANGI Spin-off Deep Dive

By Richard Howe

Angi Inc. (“Angi”) is set to be spun off from IAC Inc. (IAC owns 85% of the company) on March 31, 2025 following a multi-year turnaround that restored profitability and improved cash flow.
The first day of regular way trading will be April 1, 2025.
Angi operates the largest digital marketplace for home services in the U.S., connecting homeowners with contractors across Angi’s Ads and Leads platform (formerly HomeAdvisor/Angie’s List) and Services (pre-priced jobs fulfilled via Angi’s network), with an international segment spanning Europe and Canada.

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Mar 31

Daily Brief Event-Driven: [Japan Activism] – KKR and JIC Buy Out Topcon (7732 JP) At ¥3 and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan Activism] – KKR and JIC Buy Out Topcon (7732 JP) At ¥3,300/Share
Weekly Deals Digest (30 Mar) – Seven & I, Topcon, ENN Energy, Jinke Smart, Sinarmas Land, Gold Road
Korea Short Selling: Off to the Races
Jinke Smart Services (9666 HK): Boyu to Launch a Privatisation Offer?
Vesync (2148 HK): Scheme Vote on 23 April
Merger Arb Mondays (31 Mar) – ENN Energy, ESR, Vesync, Seven & I, Topcon, Sinarmas Land, Gold Road
Vesync (2148 HK): 23rd April Scheme Vote. Done Deal
The Reject Shop: Dollarama’s Done Deal
MFE Tunes In to ProSieben for a Pan-European Broadcast Power Play

[Japan Activism] – KKR and JIC Buy Out Topcon (7732 JP) At ¥3,300/Share

The difference between an LBO (Leveraged Buy Out) and an MBO (Management Buy Out) is that an MBO is usually just an LBO where the buyers don’t replace the CEO.
After 4+mos of speculation/noise since a Bloomberg article said Topcon was weighing takeover bids, we have a deal. KKR and JIC will buy out Topcon in an “MBO” at ¥3,300/share.
Unusually, the lower limit is 50.1%. This is an OK exit for the “Bad Cops” but not a great one. It should be higher. Start delayed for 4 months.

Weekly Deals Digest (30 Mar) – Seven & I, Topcon, ENN Energy, Jinke Smart, Sinarmas Land, Gold Road

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: Seven & I Holdings (3382 JP), Topcon Corp (7732 JP), ENN Energy (2688 HK), Jinke Smart Services (9666 HK), Sinarmas Land (SML SP), Gold Road Resources (GOR AU).

Korea Short Selling: Off to the Races

Short selling in Korea resumes in a couple of hours. Expect heightened volatility for a few days before things settle down.
Foreign investors have increased their holdings over the last five weeks and there could be further buying in select stocks on stock price drops.
The KOSPI 200 INDEX has outperformed the KOSDAQ 150 Index, and the forecast index deletes have underperformed the indices indicating that there will be positioning for the short-sell resumption.

Jinke Smart Services (9666 HK): Boyu to Launch a Privatisation Offer?

Jinke Smart Services (9666 HK) is in a trading halt “pending the release of an announcement pursuant to the Hong Kong Code on Takeovers and Mergers which constitutes inside information.”
It is likely that Boyu, the largest shareholder, is seeking to privatise Jinke. The privatisation of PRC-incorporated entities is usually done through a merger by absorption.
I use several methods to triangulate the likely offer price, which suggests a price range of HK$10.00-16.86, with an average of HK$12.47, a 45% premium to the last close.

Vesync (2148 HK): Scheme Vote on 23 April

Vesync (2148 HK)’s IFA opines that the Yang family’s HK$5.60 cash offer is fair and reasonable. The IFA does not recommend the scrip option. The vote is on 23 April.
Key conditions include approval by at least 75% of independent shareholders (<10% of independent shareholders rejection). The offer price is final.
The vote is low-risk due to a lack of opposition. At the last close and for the 15 May payment, the gross/annualised spread is 2.9%/28.7%.

Merger Arb Mondays (31 Mar) – ENN Energy, ESR, Vesync, Seven & I, Topcon, Sinarmas Land, Gold Road

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: ENN Energy (2688 HK), Seven & I Holdings (3382 JP), OneConnect Financial Technology (OCFT US), Insignia Financial (IFL AU), Smart Share Global (EM US), Soundwill Holdings (878 HK).
Lowest spreads: Makino Milling Machine Co (6135 JP), Shibaura Electronics (6957 JP), PointsBet Holdings (PBH AU), Millennium & Copthorne Hotels Nz (MCK NZ), Tonami Holdings (9070 JP).

Vesync (2148 HK): 23rd April Scheme Vote. Done Deal

On the 27th December, Vesync (2148 HK), a manufacturer of small home appliances, announced an Offer, by way of a Scheme, from the Yang family controlling ~69.04% of Vesync.
The Cancellation Price of $5.60/share – declared final – was a 33.3% premium to undisturbed, and above the 2020 IPO price of HK$5.52/share.
The Scheme Doc is now out, with a Court Meeting on the 23rd April, and expected payment on or before the 15th May. The IFA (Somerley) says “fair & reasonable”.

The Reject Shop: Dollarama’s Done Deal

Reject Shop (TRS AU), a discount variety store, has entered into a Scheme Implementation Deed with Canadian outfit Dollarama (DOL CN).
Dollarama is offering A$6.68/share, a 112% premium to last close. The Offer does NOT require FIRB signing off. The Offer has the unanimous backing of both boards.
The Offer also has the backing of TRS’ largest shareholder, Kin Group (20.8%). Implementation is expected July 2025. This is done.

MFE Tunes In to ProSieben for a Pan-European Broadcast Power Play

MFE’s €5.70/share offer reflects strategic aims, not a traditional control premium, and values ProSieben near peer multiples amid industry disruption and weak organic growth prospects.
The deal structure and German takeover law enable MFE to carry out a creeping takeover strategy, allowing it to gradually increase its stake post-settlement without launching a new public offer.
Estimated net synergies of €1.00–1.39 per share, boosting the deal’s potential strategic return.Market skepticism is visible in the -10.2% gross spread.

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Mar 30

Daily Brief Event-Driven: Topcon (7732 JP): KKR/JICC-Sponsored Preconditional MBO and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Topcon (7732 JP): KKR/JICC-Sponsored Preconditional MBO, with Caveats
ETF Flows in Q1: Inflows for Taiwan, Outflows for China
(Mostly) Asia-Pac M&A: Gold Fields, Sinarmas Land, Shinko Electric, Domain, Japfa, Tsuruha/Welcia
The Widjaja Family’s Tilt For Sinarmas Land: This Needs A Bump
Last Week in Event SPACE: Seven & I, ENN Energy, Sun Corp, Great Eastern Holdings

Topcon (7732 JP): KKR/JICC-Sponsored Preconditional MBO, with Caveats

Topcon Corp (7732 JP) recommended a KKR/JICC-sponsored preconditional MBO at JPY3,300, representing an 87.9% premium to the undisturbed price and a 5.4% premium to the last close.
The offer is preconditional on regulatory approvals and is scheduled to start at the end of July. The offer is attractive and represents an all-time high.
The offer comes with caveats: the Board recommendation is not unanimous, the lower limit is set below the two-thirds threshold, and KKR offered a higher price during the discussions.

ETF Flows in Q1: Inflows for Taiwan, Outflows for China

The largest ETF inflows in the region have been in Taiwan as investors rush into indices that have higher dividend yields.
China had large inflows last year as markets floundered. With markets trading in a range over the last 6 months, those flows have reversed in Q1 this year.
Australia has seen net inflows this year, while there have been net outflows from Hong Kong, India and Japan focused ETFs.

(Mostly) Asia-Pac M&A: Gold Fields, Sinarmas Land, Shinko Electric, Domain, Japfa, Tsuruha/Welcia

I tally 55 – mostly firm, mostly Asia-Pac – transactions currently being discussed and analysed on Smartkarma.
Three news new deals discussed this week: Gold Road Resources (GOR AU),ENN Energy (2688 HK), and Sinarmas Land (SML SP).
Key updates/news took place on: Shinko Electric Industries (6967 JP), Domain Holdings (DHG AU),Japfa Ltd (JAP SP), Paragon REIT (PGNREIT SP), and Tsuruha Holdings (3391 JP)/Welcia Holdings (3141 JP).

The Widjaja Family’s Tilt For Sinarmas Land: This Needs A Bump

The family trust of the Widjaja Family has made a voluntary unconditional general Offer for the 29.7% in Sinarmas Land (SML SP) not held.
The S$0.31 cash Offer (not declared final) for the (mainly) Indo property play is a 12.9% premium to last close; but a 73.9% discount to Sinarmas’ 1H24 NAV of S$1.19/share.
The Offer is unconditional in all respects. Trading a spread through terms. This deserves a bump.

Last Week in Event SPACE: Seven & I, ENN Energy, Sun Corp, Great Eastern Holdings

If you don’t think Seven & I (3382 JP)‘s Standalone Plan has legs to go north of here, or ACT gets its act together, then you should sell into strength.
ENN Energy (2688 HK)‘s cash and scrip (into a unlisted H-share-equivalent entity) Offer was not what the doctor ordered.
Sun Corp (6736 JP) is cheap to its holding in Cellebrite DI (CLBT US). How cheap depends on the form and structure of its eventual exit.

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Mar 29

Daily Brief Event-Driven: 4 Spin-offs with Insider Buying and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

4 Spin-offs with Insider Buying
The Hot Chatter in the Local Market: Tax-Free Dividends – Is Samsung In?
NIOX Group Faces Potential Acquisition by Keensight Capital Amid Ongoing Private Sale
Ashok Leyland Restructuring: Switch UK Winds Down & Switch India’s Strategic Pivot

4 Spin-offs with Insider Buying

By Richard Howe

One factor that I closely follow in the spin-off universe is insider buying.
Here’s what Peter Lynch wrote about insiders and spin-offs in One Up on Wall Street: [Spin-offs] are a fertile area for amateur investors…….A month or two after the spinoff is completed, you can check to see if there is heavy insider buying among the new officers and directors.
There are four names in my universe that have interesting insider activity.

The Hot Chatter in the Local Market: Tax-Free Dividends – Is Samsung In?

Chosun reports that some Samsung affiliates are exploring tax-free dividends at the operational level, with execs reportedly briefed on the idea.
Surprisingly, regulators and politicians haven’t objected to tax-free dividends, which ironically align with the value-up policy. The delay in Samsung’s value-up announcements may be due to this decision.
It’s unclear if Samsung Electronics and Life will drop tax-free dividends, but if regulators approve, they could introduce it suddenly in their value-up updates, especially with Lee Jae-yong’s cash crunch.

NIOX Group Faces Potential Acquisition by Keensight Capital Amid Ongoing Private Sale

NIOX Group received a non-binding takeover proposal from Keensight Capital at 81p/share, with a 9% spread.
NIOX’s management is open to the offer, having previously run a limited private sale process with ongoing negotiations.
Valuation at 81p/share aligns with industry standards, given NIOX’s growth, profitability, and upcoming product launches.

Ashok Leyland Restructuring: Switch UK Winds Down & Switch India’s Strategic Pivot

By Nimish Maheshwari

Ashok Leyland (AL IN) plans to shut manufacturing at its UK EV subsidiary, Switch Mobility UK, and shift focus to India and UAE plants.
The UK exit curbs cash burn and earnings drag, while Switch India, driven by rising demand, nears breakeven with 1800+ e-Bus orders and 80%+ e-LCV share.
This marks a value-accretive pivot, realigning capital to India’s high-growth EV market and improving group-level profitability and return metrics.

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Mar 28

Daily Brief Event-Driven: Tinycap Cash-Rich Cookpad (2193) With HUGE Buyback. AGAIN and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Tinycap Cash-Rich Cookpad (2193) With HUGE Buyback. AGAIN
FSS Surprisingly Halts Hanwha Aerospace’s Rights Offering Capital Raise Temporarily
Sinarmas Land (SML SP): Widjaja Family’s Light Voluntary Unconditional Offer
Quiddity Leaderboard ASX Jun25: De Grey Mining Intra-Review Replacement + More Regular Changes
Domain Holdings (DHG AU): CoStar Returns with a Final NBIO at A$4.43
Policy Shift: Inocsa Makes a Premium Move on Catalana Occidente

Tinycap Cash-Rich Cookpad (2193) With HUGE Buyback. AGAIN

Hugely cash-rich Cookpad Inc (2193 JP) wouldn’t hit my radar except for two things. 1) it was the target of Melco Holdings (6676 JP) chairman Maki-san a few years ago…
And 2) they did a huge buyback last year which pumped up the stock very bigly.
Maki-San appears long gone from the shares, but now they are doing another big buyback. Just as bigly. But there are new nuances this year.

FSS Surprisingly Halts Hanwha Aerospace’s Rights Offering Capital Raise Temporarily

By Douglas Kim

After the market close on 27 March, the Financial Supervisory Service (FSS) surprisingly announced a temporary halt to the 3.6 trillion won rights offering capital raise of Hanwha Aerospace.
The FSS has requested a correction report to the massive paid-in capital increase securities report submitted by Hanwha Aerospace on 20 March.
While there could be a short term pop to Hanwha Aerospace’s stock tomorrow, we continue remain negative on Hanwha Aerospace over next 1 year mainly due to its stretched valuations

Sinarmas Land (SML SP): Widjaja Family’s Light Voluntary Unconditional Offer

Sinarmas Land (SML SP) has disclosed a voluntary unconditional offer from the Widjaja family at S$0.31 per share, a 12.7% premium to the undisturbed price of S$0.275 (24 March).
The offer is unattractive compared to historical trading ranges and implies a 74.0% discount to the last reported NAV per share of S$1.191 (30 June 2024).
The offer has not been declared final. As the Widjaja family aims to privatise Sinarmas, a bump is likely to secure the required minority acceptances.

Quiddity Leaderboard ASX Jun25: De Grey Mining Intra-Review Replacement + More Regular Changes

By Janaghan Jeyakumar, CFA

In this insight, we take a look at the potential index changes for ASX 200, 100, 50, and 20 in the run-up to the June 2025 index rebal event.
We expect one change for ASX 50, one change for ASX 100, and two changes for ASX 200.
The official index changes will be announced after the close on Friday 6th June 2025.

Domain Holdings (DHG AU): CoStar Returns with a Final NBIO at A$4.43

Domain Holdings Australia (DHG AU) announced a final non-binding proposal from Costar Group (CSGP US) at A$4.43, a 5.5% premium to the previous A$4.20 offer.
The scheme vote is low-risk as Nine Entertainment Co Holdings (NEC AU) seems supportive. Nine suggested that the revised price would result in after-tax cash proceeds of A$1.4 billion.
While attractive to precedent transaction multiples, the revised offer remains light compared to peer multiples. Nevertheless, expect a binding proposal to be forthcoming.

Policy Shift: Inocsa Makes a Premium Move on Catalana Occidente