When first mooted, TSE market structure had changes had possibilities, but

a) potential changes were watered down
b) cos who cdn't clear low hurdles were given 3yrs to clear them with a "plan"
c) changes offer minimal structural improvement to attract more foreign participation.
Result: The move from 6 'venues'* with different listing rules* to 3 venues** (w/ diff listing rules) will basically mean nothing to the vast majority of investors.

*TSE1, TSE2, TSE Mothers, Tokyo Pro, JASDAQ Standard, JASDAQ Growth

**TSE Prime, TSE Standard, TSE Growth
And it will have taken 3 years and efforts at every major company to simply relabel the venue on which they are listed, and in the end, it looks like a few percent of listed Japan will be slowly phased out of the TOPIX Index.
The original goal was to create a "premier" venue so that foreigners would be attracted to the concentration of better governance blue chips.

Lack of director liability for anything financial means directors approve garbage capital structure and garbage related party
takeovers with impunity. And the Companies Act Article 235 allowing squeezeouts with only 2/3 super-majority, and JCOM (4817) court precedent on appraisal rights kind of makes a mockery of "fair value", which means that companies large and small can effectively screw
shareholders/minorities any time they want if there is a friendly cross-holding base, or a parent company.

The only real solution is to make noise, early and often, but do so behind the scenes. Helpfully the stewardship code obliges adhering investors to keep a record of
interactions which can then be used to name and shame when things happen which shouldn't. It is a shame that more investors don't pick up the cudgel when they have the opportunity.
If anyone is looking at this oppty (green/brownfield) in the bigger picture...

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More from @bauhiniacapital

16 Dec
Some odd comments here, but otherwise a worthwhile summation of current onshore suits (which, since August, have been amalgamated at the Guangzhou Intermediate Court) against Evergrande.

The "new info" here is in the breakdown and nature of creditors.

ft.com/content/941c0e…
The story suggests US$13.2bn of suits so far. Some of that will be people owed money. Some is people suing in order to start the process of control of projects. Some are suits just to lay claim because it looks like it will get worse.

There is some surprising stuff.
We continue to have comments about onshore vs offshore. It STILL doesn't work like that.

Offshore bonds issued by Evergrande ($3333.HK) and its subsidiaries guaranteed by EG are different than the bonds issued by the onshore real estate subsidiary of 3333 called Evergrande Real
Read 10 tweets
14 Dec
And the TOB is done. And SBI only got 56.9mm shares out of the 58.2mm shares desired.

Close enough for horseshoes, hand grenades, and assuming control in their case.

Funny though. There was some serious panic volume going through on TOB Day (when if one had tendered at 2000,
one would not need to sell in the market), and anyone shorting it hard post-tender should have their head examined (they should have shorted into the tender).
The data kinda looks like the account of Nomura Aya (daughter of activist Murakami-san) tendered some shares, but we won't know until Friday, or the next time his company City Index Elevens files.

Why?
Tender quantity was an odd-lot ending in x99 shares. And Nomura Aya held 2+%
Read 7 tweets
7 Dec
It’s an hour past midnight EST.
Read 9 tweets
7 Dec
Just the headline is worth it, but there is soooo much more deliciousness here. ImageImageImageImage
He "went short with all his funds" (buying 50% OTM index puts).

(except, of course, the funds used to purchase $200k of face value of Evergrande bonds)

This is, of course, the same guy who can neither count nor mark to market. Image
And in case you haven't done the accounting...

AFTER global indices fall by 90% and he sells his put options (and earns gajillions)...

THEN he will buy gold, which of course, will not have gone up.

This gold owned by his company, which will issue a gold-backed stablecoin.
Read 5 tweets
6 Dec
For months now, most commentators on Evergrande have been displaying bearishness, clearly not expecting Evergrande would be able to make its coupon payments, and also quite clear since early summer the authorities would not bail out Chairman Hui and the company.
4mos ago the 13.75% 23s were in the mid-30s after dropping 40+ points the month after HKY was on the dais for CCP100.

It has been illiquid and effectively insolvent for months. A waiting game. The only thing Evergrande could do was sell assets and it didn't try hard enough.
And many commentators - in the media and otherwise - saw this clearly and cleanly 15mos ago (and some years before).

There is always a "what if" but the mantra from the PBOC for a year-plus now has been "we will not reflate using real estate" and the policy firehose to reduce
Read 4 tweets
3 Dec
Just a note on this "Guangdong Govt Work Group" which is apparently being dispatched to Evergrande... at Evergrande's request... 👀

Evergrande is, simply put, two companies.

The offshore parent with the USD bonds (or most of them) made a filing at 8pm HKT.
There is a technicality on a repayment of an already overdue but extended bond guarantee (for US$260mm) and $82+mm of coupons due 6 Nov, with 30d grace period now DEFINITELY due Monday.

That OFFSHORE parent has some $20bn or so of debt it has to pay. The assets which underlie that debt are holdings in listed subs, some unlisted cos, some debt extended to affiliates, cash borrowed from affiliates, and 60% of the ONSHORE parent which runs the property developer.
Read 20 tweets

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