This weekly newsletter pulls together summaries of the top ten most-read Insights across Event-Driven and Index Rebalance on Smartkarma.
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1. Makino Milling Machine (6135 JP): Progress Update While Mixed, Should Calm Nerves
- On Friday, after market close, Makino Milling Machine Co (6135 JP) finally issued a progress update on the MBK preconditional tender offer. The update, while mixed, should calm nerves.
- The positive read-across is a pathway to regulatory approvals, the Homeplus saga has not derailed the offer, and the likely breach of the long-stop date is not a termination event.
- The negative read-across is the lack of a revised tender start timeline, an unexplained delay in securing most regulatory approvals and ongoing uncertainty on the long-stop date.
2. Merger Arb Mondays (15 Dec) – Toyota Ind, Makino, Raksul, Pacific Ind, Jinke, Meilan Airport, NSR
- 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: Smart Share Global (EM US), Dongfeng Motor (489 HK), Raksul Inc (4384 JP), Jinke Smart Services (9666 HK), Qube Holdings (QUB AU), ENN Energy (2688 HK).
- Lowest spreads: Bright Smart Securities (1428 HK), Pacific Industrial (7250 JP), Toyota Industries (6201 JP), Hainan Meilan International Airport (357 HK), Ainsworth Game Technology (AGI AU).
3. [Japan M&A] Nikkei Reports KKR Has Proposed an Overbid for Mandom (4917) At ¥2800+
- The Nikkei came out post-close with an article saying that KKR had offered “more than 10%” (“higher than ¥2,800”) for Mandom Corp (4917 JP) vs the revised ¥2,520 CVC Bid.
- Mandom announced a revision to the Opinion Statement to include some but not a lot of details. That triggers an extension to the deal, closing 5 Jan vs 18 Dec.
- The language in the Mandom release is kind of interesting. This price gets us closer, but it may not be high enough.
4. [Japan M&A] Nippon Life Shoots the Lights Out with a Bid at ¥1,693
- Over the weekend the Nikkei reported that Nippon Life would bid ¥60bn for Medical Data Vision (3902 JP). At one price per share, that meant ¥1,585.
- There is a deemed dividend treatment buyback for SBI at ¥1,189 which means they will end up with a capital loss (their in-price is ¥1,630) but they’ll offset that.
- This is the biggest win for minorities in a long while. Be happy.
5. ANE Cayman (9956 HK): Shareholder Vote On 9th Jan. No Mention Of CDH In Latest Doc
- Back on the 28th October, ANE Cayman (9956 HK), a road freight transportation play, announced an Offer from Centurium Partners, a pre-IPO investor, Temasek, and Singapore-based asset manager True Light.
- The Scheme Doc is now out, with a Scheme Meeting on the 9th Jan 2026, and expected payment on the 16th Feb. The IFA (Anglo Chinese) says “fair & reasonable“.
- Noticeably absent from this Doc is CDH, believed to be in control of ~18% of shares out. Given precedents with similar fact patterns, this is probably one deal to avoid.
6. Hang Seng (11 HK): 8th Jan Vote On HSBC’s Offer. Clean Deal.
- Back on the 9th October, Hang Seng Bank (11 HK) announced an Offer from controlling parent, HSBC Holdings (5 HK), by way of a Scheme.
- HSBC offered HK$155/share, a 30.3% premium to last close. The price was final. A third interim dividend was bolted on. Optically – and fundamentally – the price was bang on.
- The Scheme Doc is now out, with the Court Meeting on the 8th January 2026. Payment around 4th Feb. The IFA, in a bare-bones report, concluded “fair & reasonable”.
7. [Japan M&A] Hogy Medical (3593) Carlyle Launches Their TOB at ¥6700, Dalton Agrees But Buys Back In
- Hogy Medical (3593 JP) and Carlyle have announced the Tender Offer at ¥6700, mooted by the Nikkei and confirmed by Hogy the other day.
- The big activist Dalton Group with 27+% has agreed to tender, but has also agreed to buy back into Bidco, owning 20%.
- When the activist pushing for a deal decides not to sell, and instead to continue owning, the price is probably a bit light for everyone else, but this gets done.
8. Local Desks Target Year-End Dividend Boost Trading Setup
- Names outside the new tax regime may hike year-end payouts, with gov’t push boosting odds despite fuzzy timing, drawing local desk interest.
- With timing murky, local desks are targeting high-yield names, 25–40% FY25 payout, and ~10%+ DPS growth as prime candidates for year-end dividend hikes ahead of AGMs.
- Nine first-tier names (25–40% payout, <10% DPS growth, 3%+ yield) are prime dividend plays; five second-tier names (20–25% payout) need monitoring for potential Q4 expense tweaks.
9. Mandom (4917 JP): When You Thought It Was Done, KKR Emerges as a Competing Bidder
- Mandom Corp (4917 JP) has disclosed that it has received a non-binding letter of intent from a third-party candidate, with purchase prices exceeding the CVC JPY2,520 offer.
- The Nikkei identifies the bidder as KKR and states that the offer is over JPY2,800, a 11.1% premium to the CVC offer. KKR want a Board-recommended offer.
- CVC has extended the close of its offer to 5 January 2026, but will need to revise terms as its irrevocables (particularly Murakami and Hibiki) can switch to KKR.
10. Fresh Intel Just in on KRX’s L2 Warning Revamp
- “Effective immediately” matters for L2 exit timing and re-flag risk; KRX confirmed year-end announcement with instant rollout, making year-end the key flow inflection if big L2 names get exempted.
- Large caps (₩10tn+ market cap) pulled from market-warning universe, with L2 tagging now factoring relative outperformance, not just absolute price gains, to curb overuse.
- Of 33 L2 names, five KOSPI blue chips see re-flag risk drop after their mandatory 10-day lockup; near-term trades focus on timing these expiries for relief rallies and flow resets.
