Event-Driven Archives | Page 3 of 186 | Smartkarma

A month ago I wrote [Japan Activism/M&A] – Closing In On the Tsuruha Partial Tender – Likely Needs To Be Higher. Now we are <2wks to the deal.
At the time, I said the Partial Tender Offer Price needed to be higher than the mooted ¥2,280. Tsuruha Holdings (3391 JP) shares are up 10.0% in that month.
The three largest peers are -2.0% on average in that period. The average of 8 peers is +0.5%. I still expect the partial offer price needs to be near ¥3,100

China Hongqiao (1378 HK): Index Impact of US$1.2bn Placement

By Brian Freitas

China Hongqiao (1378 HK) is looking to raise US$1.2bn via a top-up placement at an indicative price of HK$29.2/share, a 9.6% discount from the last close.
There will be limited passive buying from global index trackers at the time of settlement of the placement shares. However, there are a couple of potential index inclusions in December.
Then there will be more passive buying from trackers of a global index, Hang Seng Index (HSI INDEX) and Hang Seng China Enterprises Index (HSCEI INDEX) next year.

Alibaba (9988 HK / BABA US): Brace for a Big Earnings Move

By Gaudenz Schneider

Alibaba (9988 HK) / Alibaba (BABA US) will announce quarterly results on Tuesday, November 25, 8:30 p.m. HKT (7:30 a.m. U.S. Eastern Time)
Options markets anticipate an above average move with a bearish bias in traders’ expectations. Implied volatility is expected to drop significantly after the event.
Get ready for Alibaba‘s earnings announcement. Potential above-average volatility in Alibaba has the potential to impact the wider market and Chinese benchmark indices.

Jinke Smart (9666 HK): Boyu Changes Up And Now Seeks Delisting

On the 28th April 2025, PRC-incorporated property management play Jinke Smart Services (9666 HK) announced a possible unconditional MGO take-under at HK$6.67/share from a Boyu-backed Offeror.
The Offeror (and Concert Parties), bought a 18.05% stake in Jinke at auction, lifting their stake >50% triggering the MGO. The Offeror’s intention was to maintain Jinke’s listing.
That’s now changed. The Offeror is now seeking Jinke’s delisting at HK$8.69/share; however, as Jinke is PRC incorporated, the privatisation conditions include a Scheme-like vote and a 90% tendering condition.

Potential Takeover of WPP Plc — Event-Driven Risk Arbitrage Catalyst Emerging

Takeover speculation re-ignites WPP plc, with interest reportedly from Havas, Apollo, and KKR. Depressed valuation, strategic review, and FTSE ejection risk position WPP as a live event-driven opportunity.
Valuation disconnect significant: FY2024 EV/EBITDA only 3.8× versus peers 8–10× (5.4x NTM consensus, vs. peers NTM averaging ~6.7x). Base-case bid 430–550 p implies 50–80 % upside, assuming £7.5–9.5 billion EV.
Arbitrage setup compelling: Expected 6-month return ≈ 34 % (IRR 45 %), asymmetric 3:1 reward-to-risk profile. Key catalysts – formal bid indication, Havas/Vivendi stake-building, or private-equity consortium approach.

HK Connect SOUTHBOUND Flows (Wk To 14 Nov 2025) – Strong SOE/Energy/Financials Buying on BABA Sales

HK$100bn a day of gross SOUTHBOUND activity with US$600mm+ of net buying on average. Net flows continue to be impressive. SOEs/Energy/Financials dominate.
Watch for news on the Dual Counter (RMB) Trading eligibility for SOUTHBOUND near-term. That could up the pace of things.
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 all SK readers.

RPMGlobal (RUL AU): Scheme Vote on 19 December

The RPMGlobal Holdings Limited (RUL AU) IE considers Caterpillar Inc (CAT US)’s scheme offer at A$5.00 to be fair and reasonable, as it falls within its valuation range (A$4.43-A$5.12).
The key scheme conditions are shareholder approval, FIRB approval, and ACCC approval. Regulatory approvals are expected to be forthcoming, and the scheme vote carries a low risk.
The offer is attractive. At the last close and for an 18 February 2026 payment, the gross/annualised spread is 2.5%/10.2%.

A Tender Offer of 19.9% Stake in APlus Asset Advisor by Align Partners

By Douglas Kim

Align Partners is launching a tender offer of 19.91% stake in APlus Asset Advisor. Tender offer price is 8,000 won per share, which is 35.6% higher than current price.
The tender offer period is from 18 November to 7 December. The total value of the tender offer is 36 billion won involving 4.5 million shares.
This tender offer has a sizeable premium and likely to positively impact its share price.

Korea FSC’s New Vote‑Split Disclosure Rule: What It Really Means for Appraisal Risk

FSC’s rule gives same‑day vote ratios, offering quick sentiment read and partial visibility on appraisal risk—step one toward faster hard‑count disclosure down the line.
Hard count of dissenting shares only surfaces in quarterly reports, post‑appraisal window—denominator risk stays live for corp‑action trades tied to appraisal rights.
FSC rule applies from March ’26 AGMs/EGMs; half‑baked disclosure, but appraisal‑linked corp‑actions may see new post‑meeting trading patterns—stay prepped for the shift.

CATL IPO Lockup – US$5.3bn Lockup Release, with H-Shares at Significant Premium to A-Shares

By Sumeet Singh

CATL (3750 HK) raised around US$5.2bn in its H-share listing in May 2025. The lockup on its cornerstone investors is set to expire soon.
CATL is the global leader in new energy vehicle battery solutions, in China and globally, as per SNE Research.
In this note, we will talk about the lockup dynamics and possible placement.

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Nov 17

Daily Brief Event-Driven: SBI Shinsei Bank (8303 JP) IPO: TPX Add in Jan; Global Index: One in May; One in June and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

SBI Shinsei Bank (8303 JP) IPO: TPX Add in Jan; Global Index: One in May; One in June
Merger Arb Mondays (17 Nov) – Mandom, Paramount Bed, Maruwn, Paris Miki, Mayne, AUB, Genting
Weekly Deals Digest (16 Nov) – Pacific Ind, Forum, Fujitec, Itochu Shokuhin, Maruwn, Star Micronics
Mandarin Oriental (MAND SP): Vote on Jardine Matheson’s Scheme Offer on 8 December
Mandarin Oriental (MAND SP): 8th Dec Vote On Matheson’s Offer
Buyback‑Burn Narrative in Play This Week as Korean Assembly Moves
A/H Premium Tracker (Week to 14 Nov 2025): Beautiful Skew Still Behaving Badly, SOE Pair Hs Better
Repsol: Evaluating Reverse Merger with APA — Fast-Track to U.S. Listing
Weekly Update (MICC, MEDXF, STRZ)

SBI Shinsei Bank (8303 JP) IPO: TPX Add in Jan; Global Index: One in May; One in June

By Brian Freitas

SBI Shinsei Bank (8303 JP)‘s listing has been approved by the JPX and the stock is expected to start trading on the Prime Market from 17 December.
At the indicated IPO price of ¥1,440/share, the IPO will raise up to ¥367.6bn (US$2.38bn) and value SBI Shinsei Bank (8303 JP) up to ¥1,290bn (US$8.34bn).
The stock should be added to the TOPIX INDEX at the close on 29 January while inclusion in global indices should take place in May and June.

Merger Arb Mondays (17 Nov) – Mandom, Paramount Bed, Maruwn, Paris Miki, Mayne, AUB, Genting

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), Smart Share Global (EM US), AUB Group Limited (AUB AU), Dongfeng Motor (489 HK), ENN Energy (2688 HK), Digital Holdings Inc (2389 JP).
Lowest spreads: Bright Smart Securities (1428 HK), Mandom Corp (4917 JP), Seven West Media (SWM AU), Pacific Industrial (7250 JP), Toyota Industries (6201 JP), Jinke Smart Services (9666 HK).

Weekly Deals Digest (16 Nov) – Pacific Ind, Forum, Fujitec, Itochu Shokuhin, Maruwn, Star Micronics

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: CNGR Advanced Material (2579 HK) prices at the low end of the range, Klook (KLK US) seeks to raise US$400 million.
Event-Driven developments: Pacific Industrial (7250 JP), Forum Engineering Inc (7088 JP), Fujitec Co Ltd (6406 JP), Itochu Shokuhin (2692 JP), Maruwn Corp (9067 JP), Star Micronics (7718 JP).

Mandarin Oriental (MAND SP): Vote on Jardine Matheson’s Scheme Offer on 8 December

The vote on Mandarin Oriental International (MAND SP)’s privatisation offer from Jardine Matheson Holdings (JM SP) (US$2.75 cash + US$0.60 special dividend) is on 8 December.
While the OCB sale completion (a scheme condition) carries timing risk, the Board continues to expect to complete the OCB sale by 31 December.
The offer is conceivably light as Jardine’s dividends from the OCB sale comfortably cover the scheme cost. However, the offer remains reasonable on several fronts, and the vote is low-risk.

Mandarin Oriental (MAND SP): 8th Dec Vote On Matheson’s Offer

Concurrent with the sale of 13 floors of OCB to Alibaba, Jardine Matheson (JM SP) is seeking to privatise Mandarin Oriental (MAND SP) at US$3.35/share by way of a Scheme.
The Offer Price is a 52.3% premium to undisturbed, and a 53.7% premium to NAV. Clean deal. And MAND has consistently traded tight to terms.
The Scheme Doc is now out for MAND. The Court Meeting is the 8th December. As with Jardine Strategic Holdings (JS SP)‘s 2021 takeover, there is no independent assessment report.

Buyback‑Burn Narrative in Play This Week as Korean Assembly Moves

This week buyback‑burn names in focus; committees start debates, traders eye five bills’ overlap: retroactive cancellation of both new and legacy treasury stock.
Grace period ranges from immediate to five years, but four of five bills cluster at one year; market treating one‑year retroactive cancellation as base case.
Usual suspects in play: holdcos, financials, and >30% treasury stock names. Hard‑line Assembly stance means loopholes unlikely; grace‑period noise not driving near‑term price action.

A/H Premium Tracker (Week to 14 Nov 2025): Beautiful Skew Still Behaving Badly, SOE Pair Hs Better

Hs outperformed As on average, slightly, within the AH pair universe. Last week’s reco gained vs the A on the week, but not Monday close to Friday. Stay long.
There are nine new recos this week after a bunch of trades were closed last week.
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 all SK readers.

Repsol: Evaluating Reverse Merger with APA — Fast-Track to U.S. Listing

Repsol Is evaluating a spin-off and potential reverse merger with APA Corp (APA US) to list its upstream division in the U.S., accelerating its planned 2026 “liquidity event.”
A U.S. listing could narrow Repsol’s valuation gap versus American E&Ps, surface hidden upstream value, and improve liquidity, while management insists on maintaining ≥51 % ownership of the new entity.
The proposed structure offers upside asymmetry: even if talks stall, Repsol retains IPO or private-placement options; a completed deal could unlock 15–25 % SOTP upside through U.S. multiple convergence.

Weekly Update (MICC, MEDXF, STRZ)

By Richard Howe

The Wall Street Journal recently published a good article highlighting that streaming costs are soaring but consumers continue to be willing to pay.
This is good news for Starz (STRZ), a pure play streaming service that is relatively cheap vs. its larger competitors.
I continue to think Starz looks attractive. It is showing sequential revenue growth and OTT subscriber growth yet trades at 3.7x EBITDA and 2x FCF.

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Nov 16

Daily Brief Event-Driven: Itochu-Shokuhin (2692 JP): Itochu Likely to Shrug off Sapphireterra’s Privatisation Call and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Itochu-Shokuhin (2692 JP): Itochu Likely to Shrug off Sapphireterra’s Privatisation Call
Last Week In Event SPACE: Toyota Industries, Zijin Mining, Genting Malaysia, Jardine Matheson
[Japan M&A/Activism] – Effissimo Keeps Buying Pacific Industrial (7250) Above New Terms
Asia-Pac M&A: AUB Group, China Shengmu Milk, Forum Engineering, Star Micronics, Paris Miki, Maruwn

Itochu-Shokuhin (2692 JP): Itochu Likely to Shrug off Sapphireterra’s Privatisation Call

On 14 November, media outlets reported that Sapphireterra has sent a letter to the Itochu Shokuhin (2692 JP) Board suggesting two strategic alternatives to improve shareholder returns.
Sapphireterra has suggested that Itochu Corp (8001 JP) privatise Itochu-Shokuhin at JPY14,000, a 50.5% takeover premium. Due to the shareholder structure, Itochu does not need to be this generous.
Sapphireterra has also alternatively suggested JPY7,000 special dividend. The strong YTD share performance suggests no pressing need for the Board to act on this proposal.

Last Week In Event SPACE: Toyota Industries, Zijin Mining, Genting Malaysia, Jardine Matheson

Elliott ups its stake in Toyota Industries (6201 JP) and considers the proposed Offer to be significantly undervalues the company.
No matter how you slice it, Zijin Mining Group Co Ltd H (2899 HK)is trading rich. Zijin Gold (2259 HK) is trading even richer.
Is Genting (GENT MK)‘s low-balled Offer for Genting Malaysia (GENM MK) all about securing statutory control; or is there scope for a bump now that the transaction has turned unconditional?

[Japan M&A/Activism] – Effissimo Keeps Buying Pacific Industrial (7250) Above New Terms

The Pacific Industrial (7250 JP) “MBO” was egregiously mis-priced. I was surprised the family did it but on 23 October, they increased their bid by 42.4%, from ¥2,050 to ¥2,919/share.
The stock was at ¥2,735 after activist Effissimo had built a 13% stake at ¥2365. The day after the announcement, the stock opened up through terms and continues to climb.
Effissimo responded 4 days later, buying 2% of voting rights as the stock climbed past ¥3,000, another 1% later. Now the stock is 8+% through new terms. They’re not playing.

Asia-Pac M&A: AUB Group, China Shengmu Milk, Forum Engineering, Star Micronics, Paris Miki, Maruwn

I tally 39 – mostly firm, mostly Asia-Pac – arb transactions currently being discussed and analysed on Smartkarma. Those arbs metrics and upcoming events are detailed below
Five new deals were discussed on Smartkarma this week: China Shengmu Milk (1432 HK), Forum Engineering (7088 JP), Star Micronics (7718 JP), Paris Miki (7455 JP), and Maruwn (9067 JP).
Key updates/news also took place on: AUB Group Limited (AUB AU), Mayne Pharma (MYX AU), Seven West Media (SWM AU), and Jinke Smart Services (9666 HK).

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Nov 15

Daily Brief Event-Driven: Genting Malaysia (GENM MK). The Offer Is Now Unconditional. The IFA Rejects Terms and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Genting Malaysia (GENM MK). The Offer Is Now Unconditional. The IFA Rejects Terms
Why Is Jinke Smart (9666 HK) Still Suspended?
Golden Entertainment’s Controversial Buyout: Activists Challenge Chairman’s Lowball Offer Amid Strategic Transactions
Direction of Samsung Elec 1P Discount Next Week, Watch the Reversion Trade

Genting Malaysia (GENM MK). The Offer Is Now Unconditional. The IFA Rejects Terms

Back on the 13th October 2025, Genting Malaysia (GENM MK), the owner of Resort World Genting, announced a conditional Offer from controlling parent Genting Bhd (GENT MK)
GENT offered RM2.35/share, a 9.81% premium to last close, for the 50.64% of shares out not held. The Offer had a 50% acceptance threshold. The Offer is now unconditional.
The Independent Advice Circular is now out. The IFA says NOT fair, and NOT reasonable. And to reject the Offer. The revised closing date is the 1st December.

Why Is Jinke Smart (9666 HK) Still Suspended?

Back on the 28th April 2025, PRC-incorporated property management play Jinke Smart Services (9666 HK) announced a possible unconditional MGO take-under at HK$6.67/share.
The Boyu-backed Offeror and Concert Parties, (then) holding 37.86%, bought a 18.05% stake in Jinke at auction, subject to CSDC oversight. CSGC approval was received on the 19th September.
The Offer period has been twice extended. Prior to the second extension, shares were suspended. To date, no plausible reason has been given. So I tapped the FA for answers.

Golden Entertainment’s Controversial Buyout: Activists Challenge Chairman’s Lowball Offer Amid Strategic Transactions

Golden Entertainment’s sale-leaseback with VICI involves 7 casinos, distributing 24.3m VICI shares to shareholders at 0.902/share.
Chairman Blake Sartini’s privatization offer values RemainCo at $2.75/share, approximately 1x EBITDA, sparking activist opposition.
Activists demand separate votes for transactions, citing inadequate RemainCo valuation and potential 33% upside to $39.5/share.

Direction of Samsung Elec 1P Discount Next Week, Watch the Reversion Trade

Samsung Elec 1P discount hinges on tech selloff cooling retail’s semi chase; setup ripe, odds high for reversion early next week.
Dividend tax hearings may cut threshold to 35%; ~20 large‑caps (₩10T+ mkt cap) screen in FY25, Samsung included, fresh catalyst not yet priced into 1P discount.
If tech selloff extends next week and dividend tax headlines hit, retail cools, driving Samsung Elec 1P discount to snap tighter quickly.

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Nov 14

Daily Brief Event-Driven: [Japan M&A] Senko Group (9069 JP) Bids for Maruwn (9067 JP) In Deal Which May Trigger Fireworks and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Japan M&A] Senko Group (9069 JP) Bids for Maruwn (9067 JP) In Deal Which May Trigger Fireworks
StubWorld: Zijin Mining (2899 HK) Is Still Out Of Whack
Maruwn (9067 JP): Senko Group (9069 JP)’s Preconditional Tender Offer
[Japan M&A] EQT TOB for Fujitec (6406 JP) Starts 10 Weeks Early – No Overbid, No Excitement
Seven West Media (SWM AU): 22nd Dec Vote On Southern Cross (SXL AU)’s Offer

[Japan M&A] Senko Group (9069 JP) Bids for Maruwn (9067 JP) In Deal Which May Trigger Fireworks

Today, logistics company SENKO Group Holdings Co., Ltd. (9069 JP) announced a bid for logistics company Maruwn Corp (9067 JP) with help from 35% holder JX Advanced Metals (5016 JP).
The TOB only needs 11+% to get to 50.1%. There are three holders who Senko clearly regard as not necessarily agreeable to the deal. They hold 28.0% between them.
If someone wanted to thwart this deal, there are a number of ways to do it. This could get interesting.

StubWorld: Zijin Mining (2899 HK) Is Still Out Of Whack

Zijin Gold (2259 HK) is up 101% on its 29th September listing. By my estimate, Zijin Mining (601899 CH)‘s average premium to NAV since Zijin Gold’s listing has been ~21%.
Preceding further commentary on Zijin Mining/Gold 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%.

Maruwn (9067 JP): Senko Group (9069 JP)’s Preconditional Tender Offer

Maruwn Corp (9067 JP) has recommended a preconditional tender offer from SENKO Group Holdings Co., Ltd. (9069 JP) at JPY949, a 34.6% premium to the last close price.
The offer is attractive as it is above the midpoint of the IFA DCF valuation range, represents an all-time high and implies a P/B of 1.08x.
The key pushback is that Senko has not set the lower limit to achieve two-thirds voting rights. However, tendering by the second-largest shareholder will meet the lower limit.

[Japan M&A] EQT TOB for Fujitec (6406 JP) Starts 10 Weeks Early – No Overbid, No Excitement

12mos ago the FT had an article suggesting PE might launch a bid foe Fujitec Co Ltd (6406 JP). 9mos later, EQT did at the same price as 9mos earlier.
There were some suggestions the deal would see an overbid. That was quashed early. It never traded through terms early on.
This looks like a done deal to me. I think this sails through by year-end.

Seven West Media (SWM AU): 22nd Dec Vote On Southern Cross (SXL AU)’s Offer

Back on the 30th September, television broadcaster and publisher Seven West Media (SWM AU) entered into a Scheme with radio network play Southern Cross Media (SXL AU).
SXL will issue 0.1552 new shares for every SWM share. Should the Scheme get up, SXL will hold 50.1% of the combined entity and SWM the remainder.
The Scheme Booklet is now out, with a Scheme Meeting on the 22nd December, and expected implementation on the 7th January. The IE (Lonergan) says “fair & reasonable“. Clean deal.

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Nov 13

Daily Brief Event-Driven: Hynix L2 Flag Risk: Why Stuck Below ₩620k? Eyes on Nov 17 Pivot and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Hynix L2 Flag Risk: Why Stuck Below ₩620k? Eyes on Nov 17 Pivot
[Japan M&A] Paris Miki Is Indeed an MBO Target; Luxottica May Complain But Tough To Block
Paris Miki (7455 JP): Chairman-Led MBO Likely Done Despite Luxottica’s Unclear Intentions
Star Micronics (7718 JP): Taiyo Pacific’s Tender Offer at JPY2,210
[Japan M&A] Taiyo Pacific Offers ¥2,210 for Star Micronics (7718) Completing the Shareholder Ripoff
MBK Partners: Acquires Additional 2.7% Stake in Korea Zinc – Another M&A Fight in March 2026?
Private Equity Consortium Eyes AUB Group Buyout Amid Insurance Brokerage Consolidation and Fair Valuation Offer
Seven West Media (SWM AU): Scheme Vote on 22 December
First Pacific (142 HK)’s Full Value As Maynilad Commences Trading
Porsche Automobile Holding: Q3-25 Update — Discount Still Wide, Deleveraging on Track

Hynix L2 Flag Risk: Why Stuck Below ₩620k? Eyes on Nov 17 Pivot

Hynix tagged L2: cash‑only, no margin. >40% two‑day rip triggers KRX halt. L2 caps distort tape; Square’s Oct 27–Nov 10 run showed the messy playbook.
Hynix L2 review: five >200% YoY prints since Nov 4, but no fresh 15‑day high—₩620k from Nov 3 still the cap, yesterday stalled just below.
Break above ₩620k likely triggers L2, leverage caps, volatile tape, Square outperformance; hold below into Monday kills L2 risk, keeps Hynix’s relative bid with retail still piling in.

[Japan M&A] Paris Miki Is Indeed an MBO Target; Luxottica May Complain But Tough To Block

Today after the close, Paris Miki Holdings (7455 JP) announced the Tane family Holdco would buy out the company in an “MBO” at ¥581, or 4.8x current year EBITDA.
World famous eyeglass/sunglass manufacturer Luxottica bought 13.8% of the company in the low ¥300s almost stopping about a year ago. They might complain, but Paris Miki is a big outlet.
This looks like it gets done. The family+crossholders+ESOP+warrants have 65% of the expanded share count. Those who would complain would need to do so soon, and loudly.

Paris Miki (7455 JP): Chairman-Led MBO Likely Done Despite Luxottica’s Unclear Intentions

Paris Miki Holdings (7455 JP) has recommended a Chairman-led MBO at JPY581, a 48.6% premium to the last close price.
While the offer is arguably light as it is marginally below book value (P/B of 0.99x), it is above the midpoint of the IFA DCF valuation range.
The offer represents a 10-year high. Luxottica Group (LUX IM), the second-largest shareholder, has not signalled whether it will tender, but it would struggle to derail the offer.

Star Micronics (7718 JP): Taiyo Pacific’s Tender Offer at JPY2,210

Star Micronics (7718 JP) has recommended a tender offer from Taiyo Pacific Partners at JPY2,210, a 29.1% premium to the last close price.
The offer is arguably light as it is marginally above book value (P/B of 1.09x) and 16% below the midpoint of the target IFA DCF valuation range.
However, the offer is attractive as it represents an all-time high and is 42.4% above Taiyo’s placement price in May 2025. Unless an activist emerges, this is likely done.

[Japan M&A] Taiyo Pacific Offers ¥2,210 for Star Micronics (7718) Completing the Shareholder Ripoff

Today after the close, well-known Japan engagement fund Taiyo Pacific Partners announced a deal to buy Star Micronics (7718 JP) for ¥2,210/share. They’ve been involved small-big-small for 20yrs.
The company launched a new capital plan and MTMP in February. Cash-rich, it needed no money to grow aggressively. So TPP proposed buying a third of the company. Board agreed.
Despite ActionsToImplementManagementConsciousOfSharePriceAndCostOfCapital announced February, in April-November the Board decided to sell the entire company to TPP at <1x book. This is borderline outrageous. It deserves notice and complaint.

MBK Partners: Acquires Additional 2.7% Stake in Korea Zinc – Another M&A Fight in March 2026?

By Douglas Kim

MBK Partners acquired an additional 2.7% stake in Korea Zinc raising its total ownership to 39.7%. This is likely to fuel additional positive share price momentum on Korea Zinc.
This is likely to rekindle a potential M&A fight for the management control of the company.
This additional additional purchase of Korea Zinc by MBK Partners is a signal, not noise. Another M&A fight is likely in the next AGM in March 2026.

Private Equity Consortium Eyes AUB Group Buyout Amid Insurance Brokerage Consolidation and Fair Valuation Offer

EQT’s A$45/share bid for AUB, with a 16% spread, follows a month of exclusive due diligence.
CVC Asia Pacific proposed forming a consortium with EQT, potentially increasing buyout success likelihood and financial commitment sharing.
AUB’s valuation metrics include 14.5x FY25 EBITDA and 26.2x P/E, with historical trading at lower multiples.

Seven West Media (SWM AU): Scheme Vote on 22 December

The Seven West Media (SWM AU) IE considers the SXL merger offer to be in the best interests of its shareholders, absent a superior proposal.
The merger requires approval from SWM shareholders, ACMA, and the ACCC. The ACCC’s findings will be announced on 18 December.
The scheme vote is low risk as large SWM shareholders are supportive. Shares are trading through terms likely due to speculation of a competing bidder, which is unlikely to occur.

First Pacific (142 HK)’s Full Value As Maynilad Commences Trading

The proposed spin-off – from 49.9%-held MPIC – and listing of Maynilad Water Services (MYNLD PH) completed on the 7th November.
Priced at PHP 15/share, Maynilad closed yesterday at PHP 14.82/share, down 1.2%.
First Pacific Co (142 HK)‘s indirect/direct holding in Maynilad is estimated at 19.1%, accounting for ~6% of NAV.

Porsche Automobile Holding: Q3-25 Update — Discount Still Wide, Deleveraging on Track

Discount Opportunity: Porsche Automobil Holding (PAH3 GR) SE trades at a ~32% NAV discount—above peers—despite improving balance-sheet structure, stable dividends from VW and Porsche AG, and diminishing legal risks.
Deleveraging Catalyst: Ongoing debt reduction, stronger dividend visibility, and extended maturities enhance transparency and reduce equity risk, offering clear scope for discount compression toward the mid-20s.
Asymmetric Upside: With 99% of assets in VW and Porsche AG, Porsche SE remains a high-convexity play on discount normalization and legal clarity, offering leveraged exposure to core holdings.

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Nov 12

Daily Brief Event-Driven: [Quiddity Index] Light & Wonder (LNW US/AU) US Delisting Event – Updating The Assumptions/Estimates and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

[Quiddity Index] Light & Wonder (LNW US/AU) US Delisting Event – Updating The Assumptions/Estimates
On China Shengmu (1432)’s Conditional MGO
ChiNext/ChiNext50 Index Rebalance Preview: Maxing Out the Changes
China Shengmu (1432 HK): Possible Offer, Potentially Problematic 50% Min Acceptance Condition
Strategic Reviews, Mergers, and Financing Updates: Key Developments in Biopharma, Hospitality
Permira’s Recommended Cash Offer for JTC Plc
TrueCar’s Acquisition by Fair Holdings: Potential Returns, Funding Challenges

[Quiddity Index] Light & Wonder (LNW US/AU) US Delisting Event – Updating The Assumptions/Estimates

Light & Wonder (LNW US) will be delisted at the close of tomorrow US time (two trading days left) and shares converted to Australian CDIs.
After studying the matter we have amended our assumptions on how flows work. More net selling than expected in November, irksome uncertainy in December, more buyback flows in the meantime.
The stock was higher on earnings in Australia, skipped a day, then skipped another day, then jumped in the US yesterday.

On China Shengmu (1432)’s Conditional MGO

On the 30th October, China Modern Dairy (1117 HK) (CMD) entered into a conditional SPA to acquire a 1.28% stake in raw milk producer China Shengmu Organic Milk (1432 HK) (CSM).
CMD currently holds 29.99% in CSM. Should the SPA complete, CMD clears 30% and will be obligated to make an Offer for all shares not held.
The Offer Price will be A$0.35/share, a 14.75% premium to undisturbed. The Offer will be conditional on a 50% acceptance hurdle.

ChiNext/ChiNext50 Index Rebalance Preview: Maxing Out the Changes

By Brian Freitas

With the review period complete, we forecast 10 changes for the ChiNext Index (SZ399006 INDEX) and 5 changes for the ChiNext 50 Index in December.
The largest flows will be in 2 stocks that are forecast adds for both indices. There are 14 stocks with over 0.5x ADV to trade from passive trackers.
The forecast adds outperformed the forecast deletes from June to August, but there has been significant underperformance since then. Outperformance could resume as positioning kicks in prior to announcement.

China Shengmu (1432 HK): Possible Offer, Potentially Problematic 50% Min Acceptance Condition

On 30 October, China Modern Dairy (1117 HK) announced a conditional share purchase agreement to acquire 1.28% of outstanding China Shengmu Organic Milk (1432 HK) shares at HK$0.35 per share.
The SPA is conditional on SAMR and independent CMD shareholder approval. SPA completion will trigger a mandatory conditional cash offer at HK$0.35 per share.
Post-Completion, CMD and concert parties will hold a 31.26% stake. The offer is conditional on a 50% minimum acceptance condition, which is problematic as the offer is not particularly attractive.

Strategic Reviews, Mergers, and Financing Updates: Key Developments in Biopharma, Hospitality

Generation Bio (GBIO) is undergoing a strategic review with potential outcomes including liquidation, reverse merger, or sale, with insiders owning 22%.
Sotherly Hotels (SOHOO) is being acquired by two PE firms, with preferred shares trading at a wider spread than common shares.
LakeShore Biopharma (LSBCF) signed a definitive privatization agreement at $0.90/share, with closing expected in Q1 2026.

Permira’s Recommended Cash Offer for JTC Plc

Tight spread: JTC trades 1.7% below Permira’s 1,340p cash offer, implying a modest ~2% annualised return and ~94% market-implied completion probability.
Low risk: Fully financed, board-backed, minimal antitrust hurdles; interloper risk negligible after Warburg’s withdrawal.
Recommendation: Treat as cash-equivalent carry; lock in gains and redeploy to wider-spread, higher-return opportunities.

TrueCar’s Acquisition by Fair Holdings: Potential Returns, Funding Challenges

TrueCar has signed a definitive agreement to be acquired by Fair Holdings for $2.55 per share in cash.
The acquisition deal is 72% funded, with Fair Holdings needing to raise an additional $60 million.
TrueCar’s past legal issues are unlikely to impact Fair’s fundraising efforts for the acquisition.

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Nov 11

Daily Brief Event-Driven: On Jardine Matheson’s Latest Buyback and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

On Jardine Matheson’s Latest Buyback
Square’s Level 2 Leverage Caps End Tomorrow — Fresh Near‑term Factor in the Square Vs Hynix Setup
[Japan M&A] KKR and Founder to Take Engineer Staffing Agency Forum Engineering (7088) Private
Forum Engineering (7088 JP): KKR’s Tender Offer at JPY1,710
Weekly Update (Q, IAC, ANGI, LION, SNREY)
A/H Premium Tracker (Week to 7 Nov 2025): Beautiful Skew Behaving Badly, CNOOC Better
Company Halts Operations, Initiates Strategic Review with Potential 50% Upside to Net Cash by Year-End
Kangji Medical (9997 HK): A Close Run Thing
Generation Bio’s Strategic Review: Potential 50% Upside Amid Restructuring and Cash Management Challenges

On Jardine Matheson’s Latest Buyback

On the 27th October, Jardine Matheson Holdings (JM SP) announced an Offer for 88.04%-held Mandarin Oriental International (MAND SP), after MAND concurrently announced the partial sale of OCB to Alibaba.
MAND will pocket US$925mn from the sale. The privatisation will set Matheson back ~US$500mn. Alibaba is ostensibly funding MAND’s privatisation. And then some.
Last week Matheson announced it will undertake a US$250mn buyback, which is expected to complete in 2026.

Square’s Level 2 Leverage Caps End Tomorrow — Fresh Near‑term Factor in the Square Vs Hynix Setup

Square closed ₩290,000, missing all criteria; Level 2 removal effectively confirmed, with KRX disclosure expected ~8 p.m. Seoul, effective from tomorrow’s open.
Square vs Hynix hinges on retail chase structurally, but near‑term Square’s underperformance worsened by asymmetric leverage shackles.
Square’s Level 2 setup ends tomorrow; flows normalize, likely giving Square more juice vs Hynix. Key spot to watch from tomorrow’s open.

[Japan M&A] KKR and Founder to Take Engineer Staffing Agency Forum Engineering (7088) Private

Today after the close, KKR announced a deal whereby they and founder OKUBO Izumi-san would take Forum Engineering Inc (7088 JP) private in an LBO.
The process of this deal ticks most all of the “bad process” boxes but the price is pretty good.
52% is locked in. Insiders and cross-holders appear to own another 15-18%. This looks like a done deal to me. Money comes 30 December.

Forum Engineering (7088 JP): KKR’s Tender Offer at JPY1,710

Forum Engineering Inc (7088 JP) has recommended a tender offer from KKR & Co (KKR US) at JPY1,710, a 32.6% premium to the last close price.
The offer is arguably light due to a lack of an auction and is below the midpoint of the target IFA DCF valuation range.
However, the offer is attractive compared to precedent transactions, peer multiples and represents an all-time high. The large number of cross-holders will help meet the required tendering rate.

Weekly Update (Q, IAC, ANGI, LION, SNREY)

By Richard Howe

Dupont (DD) spin off its electronics business, Qnity (Q), early this week.
DQnity will be one of the world’s largest pure-play electronic materials companies, with a portfolio spanning semiconductor fabrication materials and advanced electronics/interconnect solutions.
Qnity’s Semiconductor Technologies division creates consumable products that are used during semiconductor manufacturing.

A/H Premium Tracker (Week to 7 Nov 2025): Beautiful Skew Behaving Badly, CNOOC Better

Beautiful Skew still AWOL/MIA. The wider the spread, the worse the result.
Large SOE H vs A generally strong. Strong net inflow into SOE Hs via SOUTHBOUND.
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 all SK readers.

Company Halts Operations, Initiates Strategic Review with Potential 50% Upside to Net Cash by Year-End

The company has halted operations, laid off most staff, and initiated a strategic review with seven employees remaining.
Insiders, owning over 20% of shares, are incentivized to unlock value through liquidation, reverse merger, or sale.
A resolution from the strategic review is expected by year-end or early 2026, with ample margin of safety.

Kangji Medical (9997 HK): A Close Run Thing

6.95%. That’s the key number at yesterday’s Scheme Meeting for Hangzhou Kangji Medical Instrument Co., Ltd. (9997 HK).
That’s still below the 10% blocking stake. But closer than the bankers and the market was anticipating.
Arguably, the terms were therefore bang on. Last day of trading is today, with payment on the 16th December.

Generation Bio’s Strategic Review: Potential 50% Upside Amid Restructuring and Cash Management Challenges

Generation Bio’s net cash is projected at $7.6/share, 50% above the current price, with limited ongoing cash burn.
The company completed restructuring, retaining seven employees, and is considering liquidation, reverse merger, or sale options.
Major shareholders include Atlas Venture Life Science (12.4%), T. Rowe Price (12.6%), Moderna (8.7%), Fidelity (6.9%), and BlackRock (5.1%).

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Nov 10

Daily Brief Event-Driven: Key Schedule for Korea’s Dividend Policy Momentum: This Thursday – Short‑term Target Group Screened and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Key Schedule for Korea’s Dividend Policy Momentum: This Thursday – Short‑term Target Group Screened
Index Consultation on DATCos Means MORE Selling Likely, and Another Index Questionable
Saint-Care (2374 JP): An Attractive MBO
Merger Arb Mondays (10 Nov) – Soft99, Digital Holding, Saint-Care, ANE, ENN Energy, Mayne, AUB
Weekly Deals Digest (09 Nov) – Toyota Industries, Mandom, Pacific Industrial, Saint-Care, ANE, Mayne
Japan 2025 H1 Bank Guidance/Results UPDATE – Strong Uplift Continues on Better Core Biz Income
CVC Joins EQT In Pursuit Of AUB Group (AUB AU)

Key Schedule for Korea’s Dividend Policy Momentum: This Thursday – Short‑term Target Group Screened

Dividend tax reform hits calendar: Assembly’s Strategy & Finance Committee starts hearings Nov 13; street buzzing as assembly headlines will push dividend theme.
Ruling party resists 25% payout threshold; cutting that low kills dividend incentive, while keeping 40% pushes corporates in 20–40% band to hike payouts.
From Thursday, dividend momentum likely drives locals into >4% yielders with >40% payout, so these names should be our near‑term targets.

Index Consultation on DATCos Means MORE Selling Likely, and Another Index Questionable

In mid-September, global index provider M _ _ _ announced that they were conducting an index consultation on Digital Asset Treasury Cos. I wrote about it here.
My recommended short at the time is down 30%, despite announcing a large buyback program. Others have lost significant premium vs underlying digital assets.
The same index provider expanded their list of affected names on 29 Oct. And a DIFFERENT Index provider this week added DATCOs to a US Advisory Panel Meeting Agenda Wednesday.

Saint-Care (2374 JP): An Attractive MBO

Saint-Care Holding (2374 JP) has recommended an MBO from the founding family at JPY1,220, a 48.8% premium to the last close price.
The offer is attractive compared to historical trading ranges and is above the midpoint of the target IFA DCF valuation range.
Due to the irrevocables, it is not onerous to meet the minimum acceptance condition. This is a done deal.

Merger Arb Mondays (10 Nov) – Soft99, Digital Holding, Saint-Care, ANE, ENN Energy, Mayne, AUB

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), Saint-Care Holding (2374 JP), Smart Share Global (EM US), ENN Energy (2688 HK), Dongfeng Motor (489 HK), Digital Holdings Inc (2389 JP).
Lowest spreads: Bright Smart Securities (1428 HK), Mandom Corp (4917 JP), Pacific Industrial (7250 JP), Toyota Industries (6201 JP), Seven West Media (SWM AU), Jinke Smart Services (9666 HK).

Weekly Deals Digest (09 Nov) – Toyota Industries, Mandom, Pacific Industrial, Saint-Care, ANE, Mayne

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: CNGR Advanced Material (300919 CH) is seeking to raise US$507 million through a H Share listing.
Event-Driven developments: Toyota Industries (6201 JP), Japan Infrastructure Fund Investment Corporation (9287 JP), Mandom Corp (4917 JP), Pacific Industrial (7250 JP), Saint-Care Holding (2374 JP), ANE Cayman Inc (9956 HK).

Japan 2025 H1 Bank Guidance/Results UPDATE – Strong Uplift Continues on Better Core Biz Income

This four-day week saw 10 new guidance revisions (+61% on average), and 21 H1 earnings results (13 which hadn’t guided, averaging +41%, 8 which had, averaging 5.7% uplift vs guidance)
It was a Good Week, though banks fell 0.4% as TOPIX fell 1% on the week.
Once again, lower credit costs, higher net interest income, and some equity sales dominated. H2 implied guidance lower in many cases, some because of expected portfolio rebalancing (loss-taking).

CVC Joins EQT In Pursuit Of AUB Group (AUB AU)

On the 28th October 2025, AUB Group Limited (AUB AU), an insurance “matchmaker”, announced a NBIO, via a Scheme, from EQT at A$45/share, a ~40% premium to undisturbed.
The share price has consistently traded wide to terms, not just because of the transactions’ indicative nature; but EQT’s track record on progressing from indicative to firm is not optimum.
This morning AUB announced CVC was teaming up with EQT, at $45/share; and concurrently requested additional due diligence. This has been granted by AUB.

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Nov 09

Daily Brief Event-Driven: Last Week In Event SPACE: Mandarin Oriental and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Last Week In Event SPACE: Mandarin Oriental, Light & Wonder, Cathay Pacific, DeNA
Mostly) Asia-Pac M&A: Mayne Pharma, Meilan Airport, ReNew Energy Global, Mandom, Restaurant Brands

Last Week In Event SPACE: Mandarin Oriental, Light & Wonder, Cathay Pacific, DeNA

It’s fair bet Matheson (JM SP) opted for a Scheme for Mandarin Oriental (MAND SP) to avoid a repeat of the appraisal rights afforded Jardine Strategic (JS SP)‘s dissentient shareholders.
On Light & Wonder (LNW AU/LNW US) giving up its US listing, short the Aussie line at A$124+ or the US line at US$79+. Expect more pressure early this week.
Qatar Airways books a loss on its eight-yar investment as Cathay Pacific Airways (293 HK) moves to take out its 9.57% stake.

Mostly) Asia-Pac M&A: Mayne Pharma, Meilan Airport, ReNew Energy Global, Mandom, Restaurant Brands