Event-Driven Archives | Page 6 of 169 | Smartkarma

Toyota Industries (6201 JP) shares were set to hit the daily upper limit of JPY16,225 due to press reports of a privatisation bid valuing it at JPY6 trillion.
Toyota Industries confirmed receiving a going-private proposal from a special purpose company, while Toyota Motor (7203 JP) said it is considering all possibilities, including a partial investment.
There are still several unknowns, including the price, the identity of the offeror, potential irrevocable commitments, the financing structure, and the timeline.

Next Target After Hanwha for Regime Change Momentum Play: SK Inc’s Share Cancellation

Local traders are betting SK Inc will preemptively announce a treasury share cancellation before the June election, positioning it as the center of the regime change momentum play.
From a trading perspective, SK Inc could rally as a “buyback stock” and offer NAV gap trading opportunities.
Another option could be an event-driven hedge strategy: go long on SK and short index futures post-election. If Lee Jae-myung wins, SK could outperform, but the broader market may drop.

Hanwha Ocean (042660 KS) Placement: Index Implications; Stock Appears Wildly Overvalued

Korea Development Bank is looking to sell 13m shares of Hanwha Ocean (042660 KS). That is US$740m at the top end of the marketed range and 4x ADV.
Following the sale, Korea Development Bank will still own over 15% of the company and that will be an overhang for the stock. Plus the stock appears wildly overvalued.
There will be limited buying from passive trackers at the time of the placement with bigger passive flows coming through in June and August.

Ainsworth Game Technology (AGI AU): Novomatic’s Polarising Scheme Offer

Ainsworth Game Technology (AGI AU) entered into a scheme implementation deed with Novomatic, its controlling shareholder, at A$1.00 per share, a 35.1% premium to the unaffected price.
The final offer is unattractive. Kanen Wealth Management opposes the offer. The lack of irrevocables from Spheria and Allan Gray adds to the vote risk.
Cognizant of the scheme vote risk, Novomatic has the option to switch to an alternative takeover offer, which has a 75% minimum acceptance condition, thereby limiting the downside risk.

Amara (AMA SP): Teo Family Reloads At S$0.895/Share

Amara Holdings (AMA SP), a property/hotel play, has announced a best-and-final conditional S$0.895/share cash Offer, a 27% to undisturbed and a lifetime high, from the controlling Teo family.
If Amara sounds familiar, in November 2023, the family launched a best-and-final unconditional cash Offer at S$0.60/share as discussed in Amara (AMA SP): Teo Family’s Lifetime High Offer.
This new Offer has a 90% acceptance condition. Irrevocables tally 90.58%. Done and done.

Sinarmas Land: Bumping Fades Despite IFA Opining Not Fair

Back on 27th March, the family trust of the Widjaja Family made a voluntary unconditional general Offer for the 29.7% in Sinarmas Land (SML SP) not held.
Pricing was uninspiring: the S$0.31 cash Offer (not final) for the (mainly) Indo property play was a 12.9% premium to undisturbed; and a 73.9% discount to the 1H24 S$1.19/share NAV.
The IFA agreed and said “Not Fair but Reasonable”, with an estimated fair value range of S$0.350 to S$0.361/share. This (still) needs a bump. But that is looking less likely.

Amara Holdings (AMA SP): Conditional VGO at S$0.895

By Special Situation Investments

Amara Holdings (AMA SP) has disclosed a voluntary conditional offer from a three-member consortium at S$0.895 per share, a 27.0% premium to the last close price.
Irrevocables, including from the 2023 VGO offeror, represent 90.58% of the outstanding shares, ensuring that the 90% minimum acceptance condition will be satisfied and the offer will be declared unconditional.
The offer price is final. The offer is attractive and represents an all-time high, and is 49.2% above the 2023 VGO price.

Lions Gate Studios Spin-off Deep Dive

By Richard Howe

Lionsgate Entertainment (LGFA/LGFB) recently approved the spin-off of Lionsgate Studios (LION). The spin-off should happen within a few weeks.
Lionsgate Studio has carved out a niche as a lean, franchise-focused independent studio that thrives in the mid-budget, IP-driven segment of the entertainment industry.
It punches above its weight by targeting profitable genre films, franchise extensions, and strategic licensing — while avoiding the financial risk of mega-budget blockbusters.

Potential Takeovers, Legal Battles, and Strategic Reviews: Key Updates on THTX, SWTX, LQDA and More

Theratechnologies (THTX) received a non-binding takeover offer from Future Pak, with a potential 62% upside including CVR.
Merck KGaA is nearing a $47/share acquisition of SpringWorks Therapeutics (SWTX), with no competing bidders reported.
Liquidia (LQDA) and UTHR are engaged in legal battles over patent infringement and Yutrepia’s approval, affecting market valuations.

Event Driven: Mahindra & Mahindra Acquired SML Isuzu, Strengthening Presence in CV

Mahindra & Mahindra (MM IN) is acquiring a 58.96% stake in SML Isuzu through SPAs with Sumitomo Corp (8053 JP) and Isuzu Motors (7202 JP), along with open offer.
The acquisition aims to significantly strengthen M&M’s position in the >3.5T commercial vehicle segment, doubling its market share initially and targeting further growth.
This strategic move signals M&M’s clear intent to become a full-range player in commercial vehicles, leveraging synergies in product, network, and manufacturing.

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Apr 28

Daily Brief Event-Driven: Toyota Industries (6201) – SURPRISE! It’s a TOYODA Takeover Proposal (Good Governance May Not Win) and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Toyota Industries (6201) – SURPRISE! It’s a TOYODA Takeover Proposal (Good Governance May Not Win)
Merger Arb Mondays (28 Apr) – Seven & I, Shibaura, Makino, Bright Smart, ENN Energy, Tam Jai
Weekly Deals Digest (27 Apr) – Shibaura, Fujitsu General, Gunma/DHFG, Bright Smart, DN Solutions
Ant Group Takes Out Yip’s Controlling Stake In Bright Smart (1428 HK)
Sinarmas Land (SML SP): Potential Outcomes as IFA Says NOT Fair but Reasonable
Deliveroo’s Special of the Day: A DoorDash Takeover
Ather Energy IPO: Expensive and No Immediate Index Inclusion
Novomatic (Finally) Makes A Move On Ainsworth Game Technology (AGI AU)

Toyota Industries (6201) – SURPRISE! It’s a TOYODA Takeover Proposal (Good Governance May Not Win)

On Friday after the close, media reports surfaced that Toyota Motor (7203 JP) Group chairman and founding family member had put forth a take-private proposal to Toyota Industries (6201 JP).
The number quoted was ¥6trln market cap (most) or EV (FT), financed by personal funds, 3 megabanks, and reportedly some group companies.
¥6trln market cap would be +50%. ¥6trln EV +16%. Simultaneously shocking but somehow not surprising. Opportunistic, and surprisingly elegant as a family/group/cultural solution. More below.

Merger Arb Mondays (28 Apr) – Seven & I, Shibaura, Makino, Bright Smart, ENN Energy, Tam Jai

We summarise the latest spreads and newsflow of merger arb situations we cover across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Philippines, Thailand and Chinese ADRs.
Highest spreads: Oneconnect Financial Technology (6638 HK), Insignia Financial (IFL AU), ENN Energy (2688 HK), Seven & I Holdings (3382 JP), Smart Share Global (EM US).
Lowest spreads: Shibaura Electronics (6957 JP), Makino Milling Machine Co (6135 JP), Sinarmas Land (SML SP), Millennium & Copthorne Hotels Nz (MCK NZ).

Weekly Deals Digest (27 Apr) – Shibaura, Fujitsu General, Gunma/DHFG, Bright Smart, DN Solutions

A weekly summary of key developments across ECM and Event-Driven names tracked by us across Hong Kong, Australia, New Zealand, Singapore, Japan, Indonesia, Malaysia, Thailand, Korea, India and Chinese ADRs.
ECM developments: DN Solutions (298440 KS) seeks to raise US$1.1 billion in a KRX IPO.
Event-Driven developments: Shibaura Electronics (6957 JP), Fujitsu General (6755 JP), Gunma Bank (8334 JP), Bright Smart Securities And (1428 HK), Dickson Concepts Intl (113 HK), Dada Nexus (DADA US).

Ant Group Takes Out Yip’s Controlling Stake In Bright Smart (1428 HK)

When broker Bright Smart Securities (1428 HK) was suspended recently, one possibility was Chairman, Peter Yip Mow-lum, a 50.54% shareholder, cashing out. And that has now unfolded.
Yip has entered into a SPA with fintech giant Ant Group, the operator of Alipay. The agreement has been struck at HK$3.28/share, a 17.6% premium to undisturbed.
Should the SPA complete – the key condition is NDRC approval – an unconditional MGO is triggered, also at HK$3.28. The price is final.

Sinarmas Land (SML SP): Potential Outcomes as IFA Says NOT Fair but Reasonable

Sinarmas Land (SML SP) IFA opined that the Widjaja family’s S$0.31 offer is NOT fair but reasonable, as it is below the valuation range of S$0.350 to S$0.361.
The independent directors have recommended that shareholders accept. Due to a breach of the 10% free float requirement, the shares will be suspended at the close of the offer.
There are four possible outcomes with a medium probability that Sinarmas will follow the Great Eastern Holdings (GE SP) and Boustead Projects (BOCJ SP) playbook.

Deliveroo’s Special of the Day: A DoorDash Takeover

By Jesus Rodriguez Aguilar

DoorDash has proposed a cash offer of 180p per share for Deliveroo, representing a 22.7% premium. Deliveroo’s Board is supportive, and the offer values the company at 11.5x EV/NTM EBITDA.
Regulatory risk appears low given limited market overlap between DoorDash and Deliveroo, with a 3–6 month estimated closing timeline; shareholder approval and standard antitrust clearances remain the key conditions.
The deal could trigger a competitive bidding war, particularly from Amazon, a 14% shareholder in Deliveroo, potentially raising valuations towards 13–14x EV/NTM EBITDA and extending the timeline into 2026.

Ather Energy IPO: Expensive and No Immediate Index Inclusion

Ather Energy is looking to raise INR 30bn (US$349m) in its IPO, valuing the company at INR 120bn (US$1.4bn). The company appears to be expensive compared to peers.
Ather Energy could be added to one global smallcap index in August/November and to another in December/March. Small Cap classification for AMFI and no major local index inclusion.
The continued selloff in Ola Electric will give investors pause, especially given Ather Energy‘s stagnant market share and continued losses. There is supply in Ola Electric with PE/VC investors selling.

Novomatic (Finally) Makes A Move On Ainsworth Game Technology (AGI AU)

Ainsworth Game Technology (AGI AU), an Aussie gaming supplier, has entered into a Scheme Implementation Deed with Austria’s Novomatic, Ainsworth’s largest shareholder (52.9%). A from Offer has been long rumoured.
Novomatic is offering A$1.008/share (best & final), a 35% premium to last close. The Offer does NOT require FIRB signing off. The Offer has the unanimous backing of both boards.
Expect shareholder pushback. The Offer consideration is 64% below what Novomatic paid for its controlling stake in 2016.

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Apr 27

Daily Brief Event-Driven: Shin-Etsu Chemical (4063) – OK Earnings and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Shin-Etsu Chemical (4063) – OK Earnings, OK Forecast, But Ground-Breaking Buyback
Bright Smart Securities (1428 HK): Ant’s Possible Unconditional MGO at HK$3.28
HK Connect SOUTHBOUND Flows (To 25 Apr 2025); First Net Sell in Ages, Led by Heavy SOE Selling
A/H Premium Tracker (To 25 Apr 2025): AH Premia Fall Sharply; “Feels” Risk-On But Noisy Spreads
Fujitsu General (6755 JP): Done Deal as Precondition Satisfied
(Mostly) Asia-Pac M&A: Mayne Pharma, Piedmont/Sayona, Jamco, Makino Milling, Sinarmas, Dada Nexus
Last Week in Event SPACE: GMO Internet, Hongkong Land, Shibaura Electronics, Millennium & Copthorne

Shin-Etsu Chemical (4063) – OK Earnings, OK Forecast, But Ground-Breaking Buyback

Shin Etsu Chemical (4063 JP) reported FY earnings to beat January guidance for all four major measures, just slightly. They only guide 1 quarter out, and Q1 is up year-on-year…
…in revenues, but down in OP and NP. Note: OP and NP guidance is nearly identical to what they guided for Q1 last year on ¥585bn revenues (vs ¥610bn now)
The BIG news here is a Very Large Buyback. The company has long has huge piles of cash. This buyback (~90% of annual profit) starts to make use of it.

Bright Smart Securities (1428 HK): Ant’s Possible Unconditional MGO at HK$3.28

Bright Smart Securities And (1428 HK)‘s Chairman entered a SPA with Ant Holdco to sell his 50.55% stake at HK$3.28, a 7.5% premium to the last close.
The SPA completion requires approval from both the NDRC and SFC. Unusually, Ant has the option of extending the long-stop date, reflecting a possibility of extra scrutiny by the regulators.
Under Rule 26.1 of the Code, upon completion, Ant will be required to make an unconditional mandatory cash offer at HK$3.28. The MGO price is final and a knockout offer.

HK Connect SOUTHBOUND Flows (To 25 Apr 2025); First Net Sell in Ages, Led by Heavy SOE Selling

Q1 saw record quarterly inflows by SOUTHBOUND investors at HK$435bn, beating the previous record of Q1 2021 by more than HK$100bn. The first three weeks in April were HK$168bn.
The fourth week (this past week) saw net outflows on low volume as SOUTHBOUND investors sold SOEs quite heavily.
9 of the top 10 Net Sells as % of Volume this past week had China, Beijing, or Shanghai as the first word in their name.

A/H Premium Tracker (To 25 Apr 2025): AH Premia Fall Sharply; “Feels” Risk-On But Noisy Spreads

AH Premia fall sharply. Spread curve torsion is mild but present, with narrow AH Premia widening, and wide premia narrowing.
For a month I thought warning signs were flashing and spreads could widen. That has taken a pause. I am not comfortable it will remain paused or Hs will outperform.
The Quiddity Portfolio is pretty hunkered down and nearly flat H/A risk. But benefits from wider spreads coming in, narrow spreads widening, and liquidity dropping. Alpha good again this week.

Fujitsu General (6755 JP): Done Deal as Precondition Satisfied

The precondition for Paloma Rheem Holdings’ tender offer for Fujitsu General (6755 JP) is satisfied. The offer is from 28 April to 28 May.
Despite an arguably light offer and less than ideal process, this is a done deal due to a lack of opposition and no competing offer.
At the last close and for a 5 June payment, the gross and annualised spreads are 1.3% and 14.1%, respectively.

(Mostly) Asia-Pac M&A: Mayne Pharma, Piedmont/Sayona, Jamco, Makino Milling, Sinarmas, Dada Nexus

I tally 49 – mostly firm, mostly Asia-Pac – transactions currently being discussed and analysed on Smartkarma.
No new deals discussed on Smartkarma this week. Although Dickson Concepts (113 HK), Bright Smart (1428 HK), and Jilin Jiutai Bank (6122 HK) are suspended pursuant to the Takeovers Code.
Key updates/news took place on Mayne Pharma (MYX AU), Piedmont (PLL AU)/Sayona (SYA AU), Jamco (7408 JP), Makino Milling (6135 JP), Sinarmas Land (SML SP), and Dada Nexus (DADA US).

Last Week in Event SPACE: GMO Internet, Hongkong Land, Shibaura Electronics, Millennium & Copthorne

Negligible float, highly manipulatable, 150x+ forward earnings – yes, investors can afford NOT to have GMO Internet (4784 JP) in their portfolio.
Hongkong Land (HKL SP) stamps its “recycling capital” motto and sells nine floors of One Exchange Square to HKEX (388 HK) for HK$6.3bn (US$810mn).
Shibaura Electronics (6957 JP)asks Minebea Mitsumi (6479 JP) whether they intend to change the consideration terms. Minebea says it is “proceeding with its consideration“.

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Apr 26

Daily Brief Event-Driven: YAGEO and Shibaura Still Fighting and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

YAGEO and Shibaura Still Fighting, Minebea Likely to Bid Up, The Question Is Another YAGEO Overbid
Hongkong Land (HKL SP) Recycles Nine Floors Of One Exchange Square
HLB Merger Arb Setup: How Cancellation Risk Could Lead to Extra Profits
SK Telecom’s Block Deal Sale of 10.8 Million Shares of Kakao Corp
Devyani International’s Acquisition of Sky Gate Hospitality: A Strategic Move for Accelerated Growth
Building the Arsenal: Indra’s Possible Merger with EM&E

YAGEO and Shibaura Still Fighting, Minebea Likely to Bid Up, The Question Is Another YAGEO Overbid

Yageo Corporation (2327 TT) bid ¥4,300 for Shibaura Electronics (6957 JP). Minebea Mitsumi (6479 JP) overbid at ¥4,500. YAGEO overbid Minebea at ¥5,400 on 17 April (expected to start 7-May)
Apparently, YAGEO was a bit upset by the public comments by Shibaura regarding custom/mass-market/online different ways of doing business. YAGEO responded with receipts. Shibaura will respond later.
On the 22nd, Minebea noted they would delay their intended 23rd start date. Now they have more irrevocables. In the end, I expect YAGEO’s, not Minebea’s, top price defines this.

Hongkong Land (HKL SP) Recycles Nine Floors Of One Exchange Square

In a rare move, Jardine Matheson (JM SP)-controlled Hongkong Land (HKL SP) has sold nine floors (147,025 square feet) of One Exchange Square to HKEX (388 HK) for HK$6.3bn (US$810mn).
HKL plans to use the proceeds to provide enhancements to the property sold, the reduction of net debt; and for a share buyback. Shares are up 9% as I type.
HKL is focussed on divesting US$4bn to US$6bn of its balance sheet assets in the next three years. HKL’s CEO Michael Smith: “Recycling capital is our top priority right now“.

HLB Merger Arb Setup: How Cancellation Risk Could Lead to Extra Profits

We go long on HLB LS, short on HLB Inc, and close the short once HLB LS converts. If the deal falls through, there’s potential for extra profits.
The view that the merger’s worse for HLB LS is gaining support, making it likely the spread could go negative, though there’s risk, the chances are pretty high.
The 4% spread is the floor for arb profit, and cancellation risk could add extra gains. This angle deserves serious consideration right now.

SK Telecom’s Block Deal Sale of 10.8 Million Shares of Kakao Corp

By Douglas Kim

Prior to market open on 25 April, SK Telecom announced that it plans to sell 10.8 million shares of Kakao, representing 2.4% of outstanding shares in a block deal sale.
The sale of Kakao Corp shares and using the proceeds to further acquire shares in SK Broadband and invest in AI businesses is a solid move by SK Telecom.
We believe that this trading down gap of Kakao Corp is likely to be covered soon in the next several days/weeks so it represents a short term buying opportunity.

Devyani International’s Acquisition of Sky Gate Hospitality: A Strategic Move for Accelerated Growth

Devyani International acquired an Indian QSR brand, Sky Gate, marking its entry into Biryani.
The acquisition deal is valued at INR 4.19 billion, translating to a relatively low 1.9x FY25 EV/Sales. This attractive valuation provides DIL with an entry into a high-TAM segment.
No single brand has surpassed INR 3 bn in revenue due to regional taste differences, difficulty in standardising quality, and difficulty in achieving profitability due to high operational costs

Building the Arsenal: Indra’s Possible Merger with EM&E

By Jesus Rodriguez Aguilar

Indra’s potential merger with Escribano aims to strengthen its industrial base for future European defense programs, but governance concerns and shareholder dilution risks are creating significant market uncertainty.
The transaction’s structure is critical: a pure share swap would preserve Indra’s balance sheet health, while a heavy cash component could raise leverage dangerously, approaching 3.4x net debt/EBITDA.
Event-Driven investors should de-risk ahead of the April 30 board meeting, monitor deal terms closely, and prepare to pivot based on the merger’s financing structure, governance safeguards, and strategic fit.

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Apr 25

Daily Brief Event-Driven: Poon Moves On Dickson Concepts (113 HK)’s Cash Hoard? and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Poon Moves On Dickson Concepts (113 HK)’s Cash Hoard?
Korea Dems’ Surprise Proposal: Separate Tax for Dividends Over 35% Payout
Fujitsu (6702) – Earnings/Guidance OK, Margins Better, But New Quiddity Buyback Data Tool
Gunma Bank (8334 JP): Daishi Hokuetsu (7327 JP) Share Exchange to Establish a Top Regional Bank
Dickson Concepts (113 HK): Controlling Shareholder to Privatise a Negative EV Play?
Wanda Hotel (169 HK) To Offload Hotel Management Arm
LS Cable Plans to Purchase Up To 70 Billion Won of Gaon Cable – Will It Take It Private?
[Quiddity Index Apr25] KOSPI 200 Leaderboard Jun25: 6 ADDs and 6 DELETEs
Lab Tested, Market Approved: KKR’s Biotage Bid Under the Microscope

Poon Moves On Dickson Concepts (113 HK)’s Cash Hoard?

Dickson Concepts Intl (113 HK) (DC), which is principally engaged in the sale of luxury goods business, is suspended pursuant to the Takeovers Code.
DC’s Chairman, Dickson Poon (& spouse), hold 60.5%. Super-net-cash rich DC is trading in sync with historical metrics. 1H25 (Mar Y/E) net profit dropped 40.1%. Shares are roughly flat yoy.
Given DC’s cash hoard, taking the company private makes sense. I doubt Poon is seeking to exit his stake.

Korea Dems’ Surprise Proposal: Separate Tax for Dividends Over 35% Payout

The bill submitted by the Democratic Party today highlights that separate taxation on dividend income applies only to dividends from companies with a 35% payout ratio or higher.
We might see re-rating on dividend stocks with solid cash flow but below 35%, especially banks over telcos. Holdcos like Samsung C&T, LG, and Hyundai Glovis could attract attention too.
Dark horses like NAVER, with earnings potential, and Samsung Electronics, currently at 25%, could attract attention if they increase payouts to 35%.

Fujitsu (6702) – Earnings/Guidance OK, Margins Better, But New Quiddity Buyback Data Tool

Fujitsu Earnings. Revenues +2.1%, OP +77.5%, Pretax +65.1%, Net -13.0% (basis effect from FY23 one-offs). Forecast? Revs -2.8%, OP/adj +35.8%/+17.2%, Net/adj +77.4%/+3.7%. All guided measures shy vs the Street consensus.
The company presented a progress update on its Medium-Term Management Plan. Core profits are better. Things are improving.
The company also announced a big 11-month ¥170bn buyback. Last year’s was ¥180bn (completed 24 March). Worth checking out the details (and our brand-new buyback tool)

Gunma Bank (8334 JP): Daishi Hokuetsu (7327 JP) Share Exchange to Establish a Top Regional Bank

Gunma Bank (8334 JP) and Daishi Hokuetsu Financial Group (7327 JP)/DHFG have announced an MoU to establish one of the largest regional banks in Japan by 1 April 2027.
The transaction involves delisting Gunma through a share exchange with DHFG. A definitive agreement is expected around March 2026.
The plan is long-dated. The lack of a controlling shareholder necessitates a “fair” exchange ratio. My estimated Gunma/DHFG exchange ratio range is 0.38-0.39x.

Dickson Concepts (113 HK): Controlling Shareholder to Privatise a Negative EV Play?

Dickson Concepts Intl (113 HK) has entered a trading halt “pending the release of an announcement pursuant to The Code on Takeovers and Mergers, which constitutes inside information of the Company.”
The controlling shareholder (Sir Poon) is likely seeking to launch a privatisation through a Bermuda scheme, particularly as the shares trade below net cash.
While no disinterested shareholder holds a blocking stake, the headcount test and a decent AGM participation rate necessitate an attractive offer. The potential offer price range is HK$5.60-9.24.

Wanda Hotel (169 HK) To Offload Hotel Management Arm

Wanda Hotel Development (169 HK), 65.05% held by Wang Jianlin, is selling its hotel property arm to Tencent (700 HK) and Trip.com (9961 HK)-backed Tongcheng Travel Holdings (780 HK).
Wang Jianlin’s cash-strapped Dalian Wanda Group has been offloading assets such as the $8.3bn sale of its mall management business to a PAG-led consortium in March last year.
Wanda Hotel proposes distributing all or part of the proceeds from the sale. Given Wang’s controlling shareholding, I’d tilt towards the former.

LS Cable Plans to Purchase Up To 70 Billion Won of Gaon Cable – Will It Take It Private?

By Douglas Kim

On 22 April, LS Cable & System announced that it plans to acquire up to 70 billion won worth of Gaon Cable.
If LS Cable purchases 70 billion won worth of Gaon Cable’s shares (7.4% stake at current price), its stake in the company would rise to 89%.
There are numerous options for Gaon Cable going forward including privatization or a merger with LS Cable.

[Quiddity Index Apr25] KOSPI 200 Leaderboard Jun25: 6 ADDs and 6 DELETEs

KOSPI 200 is a Korean blue-chip index that tracks the 200 largest and most-liquid names listed in the KOSPI section of the Korea Exchange (KRX).
In this insight, we have presented our final expectations for ADDs and DELs for the upcoming semiannual review in June 2025.
We expect six ADDs and six DELs for the KOSPI 200 index during this index rebal event based on the latest available data.

Lab Tested, Market Approved: KKR’s Biotage Bid Under the Microscope

By Jesus Rodriguez Aguilar

Gross spread is 2.62%, implying a solid annualized return of ~22.0% assuming a June closing—an attractive profile given the minimal regulatory and financing risks.
The market is pricing in a ~93.2% probability of deal success, reflecting strong confidence driven by Board support, substantial shareholder backing (36% aligned), and the absence of antitrust red flags.
Challenging but feasible threshold: requires 84.3% of free flaot to tender to reach the 90% acceptance condition and enable squeeze out.

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Apr 24

Daily Brief Event-Driven: StubWorld: GMO Internet (4784) Will Be Squeezy. Until It’s Not. and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

StubWorld: GMO Internet (4784) Will Be Squeezy. Until It’s Not.
JAFCO (8595) Good Results, Higher Div, Buyback, More Plans; Not Quite There, But Maybe Will Be Later
Bright Smart Securities (1428 HK): A Takeunder MGO?
360 ONE WAM Acquires UBS India Wealth Business
Bright Smart (1428 HK): Chairman’s Scheme, Or Cashing Out?

StubWorld: GMO Internet (4784) Will Be Squeezy. Until It’s Not.

Negligible float, 150x+ forward earnings – yes, investors can afford NOT to have GMO Internet (4784 JP) in their portfolio.
Preceding my comments on the GMO group 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%.

JAFCO (8595) Good Results, Higher Div, Buyback, More Plans; Not Quite There, But Maybe Will Be Later

At noon today, Jafco Co Ltd (8595 JP) announced full year (to March 2025) results. Revenues were up 21.4% this year, OP +49.7%, and Net Income +27.8%.
The company announced a ¥5bn buyback, and also announced a new dividend policy of 6% DOE or 50% payout ratio. As it is a markets business, there is no guidance.
The stock popped significantly in the PM session, but the market zeitgeist is a tailwind. And there is supportive new news.

Bright Smart Securities (1428 HK): A Takeunder MGO?

Bright Smart Securities And (1428 HK) is in a trading halt “pursuant to the Hong Kong Code on Takeovers and Mergers, which constitutes inside information of the Company.”
It is likely that Mr Lum, the founder and chairman, has entered a sale and purchase agreement to sell his controlling stake, which would trigger a mandatory general offer (MGO).
The shares are at an all-time high and have a P/B multiple that is a material premium to peers. The MGO price is likely to be lower than last close.

360 ONE WAM Acquires UBS India Wealth Business

360 ONE WAM acquires UBS AG’s onshore wealth management business in India for INR 307 crore, adding INR 26,000 crore AUM and expanding its product and client base.
This acquisition strengthens 360 ONE’s domestic position and offers UBS’s global expertise, creating a powerful, dual-access wealth management platform for global Indians, enhancing growth opportunities.
The deal signifies a strategic collaboration, not just an exit, with UBS retaining a stake& expanding its Indian operations through 360 ONE, enhancing the value proposition for both firms’ clients.

Bright Smart (1428 HK): Chairman’s Scheme, Or Cashing Out?

Mid-Trading yesterday, broker Bright Smart Securities And (1428 HK) was suspended pursuant to the Takeovers Code. Shares closed up 9.3% before suspension.
Bright Smart’s ops are tonking along nicely. It recently announced a (preliminary) 10% increase in FY25 profit (Mar Y/E). The share price is up 97% yoy.
Bright Smart’s Chairman, Yip Peter Mow Lun, holds 50.54%. Unusual timing to take the company private. Alternatively Yip, at 73-years of age, may be cashing in his chips.

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Apr 23

Daily Brief Event-Driven: Mayne Pharma (MYX AU): This Is A Buy and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Mayne Pharma (MYX AU): This Is A Buy
Shibaura Electronics (6957 JP): Minebea Secures Further Irrevocables as It Ponders a Revised Offer
A Tender Offer of 6.2% Stake in KC Tech by KC Co
Jilin Jiutai Bank (6122 HK): Now Is The Time To Be Delisted
Sichuan Baicha Baidao Industrial IPO Lockup – Steep Losses for Pre-IPO Investors
Devyani Intnl.: Yum Brands India Franchisee to Acquire Cloud Kitchen Operator. In Pursuit of Growth
Millennium & Copthorne Hotels (MCK NZ): City Dev’s Final and Unconditional NZ$2.80 Offer
Theratechnologies Faces Potential Buyout with 75% Premium Amid Strategic Review and Multiple Bids from Future Pak
M & C Hotels (MCK NZ): City Dev Blinks & Bumps

Mayne Pharma (MYX AU): This Is A Buy

On the 21st Feb 2025, Mayne Pharma (MYX AU), a leader in dermatology and women’s health, entered into a Scheme Implementation Deed with US-based pharmaceutical outfit, Cosette Pharmaceuticals.
Cosette is offering A$7.40/share, a 37% premium to last close. The Offer has the backing of Mayne’s two largest shareholder, Viburnum and Bruce Mathieson, collectively holding 14.1%.
Mayne has now revised the Scheme timeline, with completion targeted late June, early July. This is done.

Shibaura Electronics (6957 JP): Minebea Secures Further Irrevocables as It Ponders a Revised Offer

In response to Yageo Corporation (2327 TT)’s revised JPY5,400 offer, Shibaura Electronics (6957 JP) has asked Minebea Mitsumi (6479 JP) if it intends to revise its terms.
Minebea is reviewing its offer and has disclosed additional irrevocables from the founder’s family and MUFG. Total irrevocables represent a 15.83% ownership ratio.
On April 22, Yageo issued a public letter to change the narrative regarding the Board’s concerns. There is an increasing likelihood that Minebea will return with a revised offer.

A Tender Offer of 6.2% Stake in KC Tech by KC Co

By Douglas Kim

After the market close today, it was reported that KC Co (029460 KS) plans to conduct a tender offer 35 billion won worth of KC Tech (281820 KS) shares.
KC Co plans to conduct a tender offer of 1.283 million shares (6.2% stake) of KC Tech shares for 20 days from 23 April to 12 May.
The tender offer price for KC Tech is 27,100 won, which is 13.4% higher than the closing price on 22 April.

Jilin Jiutai Bank (6122 HK): Now Is The Time To Be Delisted

Jilin Jiutai Rural Comm Bank (6122 HK), a small bank focusing on rural and small business lending, is suspended pursuant to the Takeovers Code.
Jilin Jiutai was initially suspended on the 12th March. Then on the 31st March, it indefinitely postponed its FY24 results. The share price is down 61% in the past year.
My guess is that Jilin Province Trust will put Jilin Jiutai out its misery via an Offer by way of a Merger by Absorption. Pricing? Perhaps HK$0.80/share.

Sichuan Baicha Baidao Industrial IPO Lockup – Steep Losses for Pre-IPO Investors

By Sumeet Singh

Sichuan Baicha Baidao Industrial (2555 HK) raised around US$330m in its Hong Kong IPO, in April 2024. The lockup on its pre-IPO investors is set to expire soon
SBBI sells new-style tea drinks through its ChaPanda stores. According to F&S, SBBI ranked third in China’s new-style tea shop market in 2023, with a market share of 6.8%
In this note, we will talk about the lockup dynamics and possible placement.

Devyani Intnl.: Yum Brands India Franchisee to Acquire Cloud Kitchen Operator. In Pursuit of Growth

By Devi Subhakesan

Devyani International (DEVYANI IN) which operates QSRs such as KFC, Pizza Hut in India plans to acquire Sky Gate Hospitality Pvt. Ltd., the operator of the “Biryani By Kilo”.
This acquisition can diversify Devyani’s portfolio beyond its core quick‑service restaurant (QSR) franchises—KFC and Pizza Hut—at a time when same‑store sales growth has softened.
With the rise of off-premise dining and food delivery post pandemic, cloud kitchens are expanding across the board thanks to scalable, asset‑light model, and ability to bypass traditional dine‑in overheads.

Millennium & Copthorne Hotels (MCK NZ): City Dev’s Final and Unconditional NZ$2.80 Offer

By Special Situation Investments

City Developments (CIT SP) increased its Millennium & Copthorne Hotels Nz (MCK NZ) offer to NZ$2.80, a 24.4% premium to its previous NZ$2.25 offer. The Board will respond by 28 April.
The offer price is final. CDL has received OIO approval and has waived all the remaining conditions. Therefore, the offer is now unconditional.
While the revised offer remains materially below the IFA valuation and NTA, it is attractive compared to historical trading ranges. The close date for the offer remains 8 May.

Theratechnologies Faces Potential Buyout with 75% Premium Amid Strategic Review and Multiple Bids from Future Pak

Future Pak’s latest offer for THTX is $3.51/share in cash plus a CVR worth up to $0.99/share.
THTX’s Egrifta SV has gross margins around 90%, while Trogarzo, a licensed drug, has gross margins at 48%.
Future Pak’s offer, including the CVR, values THTX at approximately 4x the gross profits from its commercialized treatments.

M & C Hotels (MCK NZ): City Dev Blinks & Bumps

Back on the 20th January, Millennium & Copthorne (MCK NZ), a Kiwi hotel chain, announced that City Developments (CIT SP), its controlling shareholder, made an Offer for shares not held.
City Dev offered NZ$2.25/share (not final), a 25% premium to last close. City held 75.86% and the Offer was (initially) conditional on a 90% holding, including shares currently held.
The independent advisor recommended shareholders NOT accept the Offer, with a fair value range of NZ$4.40-NZ$5.00/share. City Dev has blinked, and bumped terms 24.4% to NZ$2.80/share – best and final.

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Apr 22

Daily Brief Event-Driven: Lee Jae-Myung’s Camp Just Dropped Their Latest Market Stimulus Play and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Lee Jae-Myung’s Camp Just Dropped Their Latest Market Stimulus Play
Dada Nexus (DADA US): Takeaways from the 13E-3 Filing
HMM’s 2T KRW Buyback Tender to Drop Before June End
Swiggy (SWIGGY IN): US$7.6bn Lock-Up Expiry & Index Inclusion
Event Driven: Jubilant Agri & Consumer Products Demerger- Next Value Creator from the Bhartia Group?
SSI Weekly Highlights: Tender Offers, Buyouts, Liquidations, and Strategic Acquisitions in Focus
Weekly Update (ABB, MEDXF, LION)

Lee Jae-Myung’s Camp Just Dropped Their Latest Market Stimulus Play

They’re making it easier to spot stocks benefiting from policy shifts. Lee Jae-myung’s camp is giving more detail upfront, with a focus on FuriosaAI and related listed stocks.
If cumulative voting passes, expect a pop in stocks with governance issues, activist interest, or large NPS stakes, like Hyosung affiliates, Doosan, HL Mando, and POSCO Holdings.
They also aim to give parent shareholders first crack at spun-off subsidiaries going public and require buyback cancellations, likely benefiting SK and LS Group affiliates, Samsung Electronics, and POSCO Holdings.

Dada Nexus (DADA US): Takeaways from the 13E-3 Filing

Dada Nexus (DADA US) has filed the 13E-3 relating to the binding proposal from JD.com Inc (ADR) (JD US) at US$2.00 per ADS, a 41.8% premium to the undisturbed price.
The 13E-3 filing provides more details on the price negotiations, required regulatory approvals and IFA valuation. Crucially, no Chinese regulatory approvals are required.
The completion conditions are low-risk. At last close and for an end-September payment, the gross/annualised spread is 5.4%/12.1% (including the US$0.05 ADS cancellation fee).

HMM’s 2T KRW Buyback Tender to Drop Before June End

This buyback facilitates KDB’s exit, as rules prevent a block trade benefiting one shareholder. KDB plans to tender a 4–5% stake, or about 40% of the 2 trillion KRW buyback.
Given HMM’s tight float, the premium is likely above the usual 10%, making it a strong opportunity for short-term arbitrage trading.
The key is timing the announcement. With the June deadline, we need to monitor hot money flows into HMM to build our position before the news breaks.

Swiggy (SWIGGY IN): US$7.6bn Lock-Up Expiry & Index Inclusion

Swiggy (SWIGGY IN) listed in November 2024 and around 85% of the shares outstanding (US$7.6bn) will unlock on 13 May.
Nearly 80% of the shares that unlock are held by pre-IPO PE/VC investors and they are 100% in the money in most cases. Expect the selldown to commence soon.
Swiggy (SWIGGY IN) should be added to one global index in June, while inclusion in the other global index will require a small price increase or selling from PE/VC investors.

Event Driven: Jubilant Agri & Consumer Products Demerger- Next Value Creator from the Bhartia Group?

By Special Situation Investments

Separation of fertilizer division enables sharper valuation for adhesives, removing drag from losses and unlocking pure-play growth potential.
High growth with underpriced products; margin expansion likely as brand strength builds, closing gap with Pidilite and Jyoti Resins.
Once loss-making agri business now EBIT-positive; post-demerger focus may revive segment and surprise on valuations.

SSI Weekly Highlights: Tender Offers, Buyouts, Liquidations, and Strategic Acquisitions in Focus

Naturgy Energy Group plans a tender offer to repurchase 9% of shares at €26.50/share, with potential upside due to Spanish proration rules.
Lensar is being acquired by Alcon for $14/share plus a CVR up to $2.75/share, with shareholder approval likely.
OCI N.V. announced a $1bn cash distribution and potential future dividends, raising net cash estimates to €9.19/share.

Weekly Update (ABB, MEDXF, LION)

By Richard Howe

April 17, 2025, ABB Ltd (ABB) announced its intention to spin off its entire robotics division.
The robotics unit, recognized as the world’s second-largest industrial robot manufacturer after Japan’s FANUC, generated $2.3 billion in revenue in 2024, accounting for approximately 7% of ABB’s total sales.
However, its profit margin stood at 12.1%, trailing the group’s overall margin of 18.1%, primarily due to subdued demand in the automotive sector.

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Apr 21

Daily Brief Event-Driven: NEW USTR Section 301 Proposed Actions on China Maritime Dominance and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

*NEW* USTR Section 301 Proposed Actions on China Maritime Dominance
Zomato/Eternal: Lower Foreign Ownership Limits & The BIG Passive Selling
Merger Arb Mondays (21 Apr) – ENN Energy, Canvest, OneConnect, Makino, Shibaura, Welcia, Topcon
A/H Premium Tracker (To 18 Apr 2025): AH Premia Fall in Low Volume
Weekly Deals Digest (20 Apr) – Shibaura Electronics, Topcon, Jamco, TRYT, Canvest, ENN, Insignia
HK Connect SOUTHBOUND Flows (To 18 Apr 2025); Buying of Internet, SOEs, and ETFs Previously Sold

NEW USTR Section 301 Proposed Actions on China Maritime Dominance

Biden’s USTR came out with a flawed Section 301 report on Chinese maritime “dominance” in January. It is not that China shipbuilding is not dominant, but the report was flawed.
In February/March (flawed) measures were proposed. Then mostly minimally-insightful hearings were held. Then Trump came out with an Executive Order “Restoring America’s Maritime Dominance” (that requires looking back 80yrs).
Now we have new USTR Proposed Measures which water down the old ones quite considerably.

Zomato/Eternal: Lower Foreign Ownership Limits & The BIG Passive Selling

Zomato (ZOMATO IN), now Eternal, listed in July 2021 with a Foreign Ownership Limit (FOL) of 100%. Since listing, foreign ownership has dropped from over 70% to just under 45%.
Eternal is looking to cap foreign ownership at 49.5% to continue qualifying as an Indian-Owned-and-Controlled Company. That will give the company greater operational flexibility, especially for inventory ownership.
The FOL decrease will result in selling from passive global index trackers. With the stock 23.5% off its highs and a steady increase in futures open interest, covering could ensue.

Merger Arb Mondays (21 Apr) – ENN Energy, Canvest, OneConnect, Makino, Shibaura, Welcia, Topcon

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: Insignia Financial (IFL AU), Oneconnect Financial Technology (6638 HK), ENN Energy (2688 HK), Seven & I Holdings (3382 JP), Smart Share Global (EM US), Domain Holdings.
Lowest spreads: Makino Milling Machine Co (6135 JP), Sinarmas Land (SML SP), Shibaura Electronics (6957 JP), Tenma Corp (7958 JP), Aeon Delight (9787 JP), Naigai Trans Line (9384 JP).

A/H Premium Tracker (To 18 Apr 2025): AH Premia Fall in Low Volume

AH Premia fall small. Spread curve torsion is mild but present, with narrow AH Premia widening, and wide premia narrowing.
For a month I thought warning signs were flashing and spreads could widen. I think the trend is still to widening but torsion.
The Quiddity Portfolio is pretty hunkered down and nearly flat H/A risk. But benefits from wider spreads coming in, narrow spreads widening, and liquidity dropping.

Weekly Deals Digest (20 Apr) – Shibaura Electronics, Topcon, Jamco, TRYT, Canvest, ENN, Insignia

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: China Resources Beverage (2460 HK) lock-up expiry; DN Solutions (298440 KS) and LG Electronics India (123D IN) IPOS.
Event-Driven developments: Shibaura Electronics (6957 JP), Topcon Corp (7732 JP), Jamco Corp (7408 JP), TRYT (9164 JP), Canvest Environmental Protection Group (1381 HK), ENN Energy (2688 HK).

HK Connect SOUTHBOUND Flows (To 18 Apr 2025); Buying of Internet, SOEs, and ETFs Previously Sold

Q1 saw record quarterly inflows by SOUTHBOUND investors at HK$435bn, beating the previous record of Q1 2021 by more than HK$100bn. The first three weeks in April were HK$168bn.
Gross and net flows this week subsided quite substantially compared to previous weeks.
We are in a post-tariff breather as the US says the ball is in China’s court and China looks like it will wait things out. Port volumes are telling.

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Apr 20

Daily Brief Event-Driven: Tryt (9164 JP): Take Profits as Takeover Speculation Swirls and more

By Smartkarma Daily Briefs | Daily Briefs, Event-Driven

In today’s briefing:

Tryt (9164 JP): Take Profits as Takeover Speculation Swirls
(Mostly) Asia-Pac M&A: Fengxiang, De Grey Mining, Canvest, Tsuruha/Welcia, Shibaura Electronics
Last Week in Event SPACE: Topcon, Heavy Rare Earth Elements, Wakita, Swire/Cathay, Horizon Robotics

Tryt (9164 JP): Take Profits as Takeover Speculation Swirls

TRYT (9164 JP) shares were up 38.5% over the last two days based on a report that EQT, the controlling shareholder, had made progress in identifying bidders for its stake.
The exploration of the privatisation process is unsurprising, as Tryt was pre-rumour trading 69% below its JPY1,200 IPO price.
The upside is limited, as the last close already reflects a significant takeover premium, and a binding proposal that satisfies EQT’s price aspirations will be challenging.

(Mostly) Asia-Pac M&A: Fengxiang, De Grey Mining, Canvest, Tsuruha/Welcia, Shibaura Electronics

I tally 51 – mostly firm, mostly Asia-Pac – transactions currently being discussed and analysed on Smartkarma.
One new deal discussed this week: Shandong Fengxiang (9977 HK)‘s Merger by Absorption.
Key updates/news took place on De Grey Mining (DEG AU), Canvest Environmental Protection Group (1381 HK),Tsuruha (3391 JP)/Welcia (3141 JP), Shibaura Electronics (6957 JP), and PEC Ltd. (PEC SP).

Last Week in Event SPACE: Topcon, Heavy Rare Earth Elements, Wakita, Swire/Cathay, Horizon Robotics