Pan-Asia Catalysts/Events, Quiddity Advisors

David Blennerhassett

HK Type 4 license through Ballingal Investment Advisors Ltd. 

I'm a highly experienced sell-side analyst with in excess of 22 years of covering Asia Pacific equities, the past 19 years immersed in event strategies encompassing M&A risk arbitrage, directional long/short, stub trades and restructuring.  

My background also includes accountancy (liquidation/bankruptcy/receivership) earlier in my career and as a chief financial officer of a global commodity company based in the US and Mexico.

Pan-Asia Catalysts/Events

OptiComm: First State Gatecrashes Uniti's Offer

Quiddity Advisors

Event-Driven

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<p>On the 15 June, Adelaide-based outfit <a href="https://www.smartkarma.com/entities/uniti-group-ltd" target="_blank" data-smartkarma-citation="entities:29042:1" rel="noopener">Uniti Group Ltd (UWL AU)</a> proposed a cash/scrip <a href="https://www.asx.com.au/asxpdf/20200615/pdf/44jmw2gm9mk0f4.pdf" target="_blank" rel="noopener">Offer</a> by way of a Scheme for fiber network operator <a href="https://www.smartkarma.com/entities/opticomm-ltd" target="_blank" data-smartkarma-citation="entities:29041:1" rel="noopener">OptiComm Ltd (OPC AU)</a>.  The consideration price under the Scheme was A$5.20/share, including a fully-franked $0.10/share dividend. OPC shareholders were afforded various forms of Scheme consideration options. Cash and scrip were capped at A$407mn and 84mn Uniti shares, respectively, implying a 77%/23% cash/scrip split.  A Scheme Meeting was convened for the 10 September. </p>
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<p>On the 8 September OPC <a href="https://www.asx.com.au/asxpdf/20200908/pdf/44mf8nsdvs4hch.pdf" target="_blank" rel="noopener">announced</a> it had received a non-binding and conditional competing proposal, by way of a Scheme, from Aware Super (formerly First State Super). The cash consideration - subject to allowing due diligence - was A$5.85/share, a 12.5% premium to Uniti's Scheme price. Uniti's Scheme Meeting was <a href="https://www.asx.com.au/asxpdf/20200909/pdf/44mg8hvv827pnk.pdf" target="_blank" rel="noopener">postponed</a>.</p>
<p>A week later, Uniti announced a simplified matching offer of $5.85/share, comprising $4.835/share in cash (including a fully-franked $0.10/share dividend), and 0.80537 Uniti shares per OPC share.</p>
<h3>The New News</h3>
<p>Yesterday Aware Super made an off-market takeover offer at <a href="https://asx.api.markitdigital.com/asx-research/1.0/file/2924-02292540-3A552328?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">$6.50/share</a>, including a fully-franked $0.10/share dividend. The Offer is subject to a minimum acceptance condition of 50.1% and no MACs. Uniti's Scheme Meeting to be held today was <a href="https://asx.api.markitdigital.com/asx-research/1.0/file/2924-02292668-3A552358?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">postponed</a>. </p>
<p>Uniti now has the right, but not the obligation, to counter a proposal during the next 3 business days - known as the matching rights process. </p>
<p>Uniti subsequently <a href="https://asx.api.markitdigital.com/asx-research/1.0/file/2924-02292991-3A552424?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">sent a letter</a> to OPC stating OPC is in breach of the Scheme Implementation Deed entered into on the <a href="https://asx.api.markitdigital.com/asx-research/1.0/file/2924-02281004-3A550234?access_token=83ff96335c2d45a094df02a206a39ff4" target="_blank" rel="noopener">15 September</a>. OPC refuted the allegations and is staying the course on the matching rights process.</p>
<p>Currently trading marginally though terms.</p>
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<p>As always, more below the fold.</p>
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On the 15 June, Adelaide-based outfit Uniti Group Ltd (UWL AU) proposed a cash/scrip Offer by way of a Scheme for fiber network operator OptiComm Ltd (OPC AU).  The consideration price under the Scheme was A$5.20/share, including a fully-franked $0.10/share dividend. OPC shareholders were afforded various forms of Scheme consideration options. Cash and scrip were capped at A$407mn and 84mn Uniti shares, respectively, implying a 77%/23% cash/scrip split.  A Scheme Meeting was convened for the 10 September. 


On the 8 September OPC announced it had received a non-binding and conditional competing proposal, by way of a Scheme, from Aware Super (formerly First State Super). The cash consideration - subject to allowing due diligence - was A$5.85/share, a 12.5% premium to Uniti's Scheme price. Uniti's Scheme Meeting was postponed.
A week later, Uniti announced a simplified matching offer of $5.85/share, comprising $4.835/share in cash (including a fully-franked $0.10/share dividend), and 0.80537 Uniti shares per OPC share.
The New News
Yesterday Aware Super made an off-market takeover offer at $6.50/share, including a fully-franked $0.10/share dividend. The Offer is subject to a minimum acceptance condition of 50.1% and no MACs. Uniti's Scheme Meeting to be held today was postponed. 
Uniti now has the right, but not the obligation, to counter a proposal during the next 3 business days - known as the matching rights process. 
Uniti subsequently sent a letter to OPC stating OPC is in breach of the Scheme Implementation Deed entered into on the 15 September. OPC refuted the allegations and is staying the course on the matching rights process.
Currently trading marginally though terms.


As always, more below the fold.


OptiComm Ltd

OptiComm: Aware Super's Superior Optics