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Trinuch Chuenchomlada is a partner in the capital markets
practice group. She has extensive experience advising issuers and underwriters on international and
domestic equity and debt instruments, including initial public offerings under Rule 144A/Regulation
S under the US Securities Act, as well as all legal aspects of securities. Recent Transactional Experience Representation of PTT Oil and Retail Business Public Company Limited
(OR) on the initial public offering of its shares to
domestic institutional and retail investors as well as international institutional investors under
Rule 144A/Regulation S of the US Securities Act and the listing of its shares on the Stock Exchange
of Thailand. The size of OR’s IPO is approximately THB 54 billion, equivalent to USD 1.8 billion
(including the offering of the over-allotment shares). This is a landmark transaction as it is
considered the 2nd largest IPOs of a Thai company. Its shares were heavily over-subscribed by
approximately 480,000 retail investors, the largest number of retail investors subscribing for
shares in an IPO in the history of the Thai capital markets. Due to its popularity, OR shares
were fast-tracked into the calculation of the SET 50 and SET 100 indices within 3 business days
after the first day of trading. 11 February 2021 Representation of
Kerry Express (Thailand) Public Company Limited, a leading
private express parcel delivery company in Thailand and a subsidiary of Kerry Logistics Network
Limited, a Hong Kong listed company and one of the leading companies in Asia, in connection with the
restructuring of its shareholding structure and the THB 8.4 billion (USD 280 million) initial public
offering of its ordinary shares to domestic and international investors (in reliance on Regulations
S of US Securities Act) in December 2020. Representation of UBS AG (Hong Kong) on the issuance and offering of USD 275 million
0.5% exchangeable bonds due in 2025 issued by CP Foods Capital Limited (CPFC), a subsidiary of
Charoen Pokphand Foods Public Company Limited (CPF), Thailand’s largest agribusiness conglomerate.
The bonds are listed on the Singapore Stock Exchange and are exchangeable into shares of CPF. They
come with a sponsor undertaking from CPF. The transaction closed on 18 June 2020. Representation of Asset World Public Company Limited
(AWC) in the corporate restructuring and offering of shares under Securities and
Exchange Commission regulations, international offering under Regulation S of the US Securities Act
and listing of its shares on the Stock Exchange of Thailand (IPO). With a total market
capitalization value at IPO price of THB 185,742 million (USD 6.2 billion), this is the largest
listed company in the history of the Stock Exchange of Thailand to date. Raised funds will be used
to expand the company’s hotel and other commercial property projects. The first day of trading was
10 October 2019. Representation of Index
Living Mall Co., Ltd. (ILM), a retail home furnishings company with 36 branches in Thailand
and a network of retailers in seven countries, in its THB 2,310 million initial public offering,
with a market capitalization of THB 11.11 billion, on 26 July 2019. Representation of GIC Private Limited, a sovereign wealth fund
established by the Government of Singapore, on its disposal of ordinary shares in Land and House
Bank Public Company Limited through a big lot transaction on the Stock Exchange of Thailand. The
transaction, valued at THB 10,647 million (approximately USD 304 million), was one of the largest
block trades on the SET to date. The deal closed on 5 February 2018. Representation of TOA Paint (Thailand)
Public Company Limited, the largest retail decorative paint and coating
manufacturer in Thailand, and the selling shareholder, Wybrant Holding Limited, in connection with
the initial public offering (IPO) of TOA Paint (Thailand) Public Company Limited. The size of the
IPO was THB 12,182,400,000 (approximately USD 367 million). The IPO comprised a domestic offering
under Thai SEC regulations and international offering under Regulation S of the US Securities Act.
Bualuang Securities PCL and Kasikorn Securities PCL were the financial advisors and joint lead
underwriters and UBS AG, Singapore Branch was the international purchaser. The shares commenced
trading on the Stock Exchange of Thailand on 10 October 2017. Representation
of UBS AG (Hong Kong) on the issuance and offering of USD 300
million 0.5 per cent exchangeable bonds due in 2021 issued by CP Foods Holdings Limited (CPFH), a
subsidiary of Charoen Pokphand Foods Pcl (CPF), Thailand’s largest agribusiness conglomerate. The
bonds are listed on the Singapore Exchange Securities Trading Limited and are exchangeable into
shares of CP ALL Public Company Limited, Thailand’s largest convenience store operator. They come
with a sponsor undertaking from CPF. The transaction closed on 22 September 2016. Representation of Credit Suisse AG (Singapore), a
leading global private bank, in the financing of USD 500 million provided to Wide Broad Cast Co.,
Ltd. to finance the subscription of shares in the rights offering of the True Corporation Public
Company Limited. The deal closed on 15 June 2016. Representation of
Bangkok Ranch Public Company Limited on the offering of 228 million new shares
valued at THB 2 billion (approximately USD 58.7 million) on the Stock Exchange of Thailand (SET) and
advised its shareholders on the sale of their shares to private placement, institutional and major
retail investors in relation to corporate approval and compliance with securities and exchange
regulations. The Siam Commercial Bank Public Company Limited was the financial advisor and SCB
Securities and Bualuang Securities were the lead underwriters. The first day of trading on the SET
was 15 July 2015. Representation of Jasmine International Public
Company Limited (Jasmine) one of Thailand's largest integrated
telecommunication service providers, on the establishment and initial public offering (IPO) of the
investment units of Jasmine Broadband Internet Infrastructure Fund (JASIF), the Thai infrastructure
fund investing in broadband internet assets. With an offering size of THB 55 billion (approximately
USD 1.7 billion), JASIF is the largest such offering in more than a year and the third-largest deal
in Thailand to date. Investment units of JASIF are offered to international investors under Rule
144A and local investors and are listed on the Stock Exchange of Thailand (SET). Trading of JASIF’s
investment units on the SET is commenced on 16 February 2015. Representation
of Bualuang Securities, Credit Suisse, DBS and
Citigroup Global Markets Limited on the THB 13,000 million (approximately USD 400
million) initial public offering by Bangkok Airways, and the sale of secondary shares by a
shareholder of Bangkok Airways. The IPO comprised a domestic offering under Thai SEC regulations and
international offering under Regulation S of the US Securities Act. The shares started trading on
the Stock Exchange of Thailand (SET) on 3 November 2014 and it was the largest listing on the Stock
Exchange of Thailand in 2014. Representation of PACE Development
Corporation Public Company Limited (PACE), a major property developer in
Thailand, on their IPO and listing of investment units on the SET. Asia Plus Securities Public
Company Limited, Country Group Securities Public Company Limited, and SCB Securities acted as lead
underwriters. Trading commenced on the SET on 7 August 2013. Deal value: up to USD 70 million (THB
2.1 billion). Representation of Ananda Development Public Company
Limited on the initial public offering (IPO) and offering of existing shares, in Thailand,
as well as on the international offering under Regulation S. Barclays Bank Plc., CIMB Bank (L)
Limited and CLSA Singapore Pte. Ltd. acted as international managers, while Bualuang Securities Plc.
and KT ZIMCO Securities Plc. acted as underwriters. The deal value was USD 185 million (THB 5.6
billion). Representation of BTS Groups Holdings Public Company
Limited in the offering of THB 10 billion US$ Settled L/C Backed Convertible Debentures
under Regulation S. Morgan Stanley was the sole lead manager. Representation
of Credit Suisse and the Royal Bank of Scotland, Initial Purchasers, on the
issuance of USD 500 million bonds under Rule 144A/Regulation S by PTTEP Australia International
Finance Pty., a subsidiary of PTT Exploration & Production Public Company Limited (PTTEP), and
guaranteed by PTTEP. Representation of BTS Group Holdings Public
Company Limited (formerly Tanayong Public Company Limited) on the equity offering (rights
offering/private placement and public offering of warrants and shares) and debt offerings
(convertible debentures or exchangeable bonds) by the company (Backdoor Listing under the
notification of SET). Representation of Tanayong Public Company
Limited on the legal due diligence in the acquisition of 94% of shares in Bangkok Mass
Transit System Public Company Limited (BTS), the skytrain operator. Representation of Indorama Ventures Public Company Limited,
Thailand’s largest integrated polyester producer, on its corporate reorganization and initial public
offering which included an offering of 460 million shares under Rule 144A/Regulation S, 585 million
shares for share swap with minority shareholders of Indorama Polymers Public Company Limited and
listing on the SET. Deal value: THB 10.06 billion. Representation of
TMB Bank Public Company Limited in the buyback of THB 4,000 million subordinated
debentures, qualified as Perpetual Non-Cumulative Tier I Securities. Representation of CIMB Group Sdn Bhd (CIMB) in the
recapitalization of CIMB Bank Thai Public Company Limited (formerly, BankThai Public Company
Limited) which included issuance of new shares on a rights offering basis (approx. THB 2.54
billion), issuance of Hybrid Tier 2 instruments (THB 2.5 billion), capital reduction and rebranding.
Representation of Preuksa Real Estate Public Company Limited
in the issuance of THB 1.5 billion unsecured and unsubordinated debentures, in which KASIKORNBANK
Public Company Limited acted as Underwriter. Representation of
Kiatnakin Bank Public Company Limited in the issuance of public offering of THB 3.5
billion unsecured and unsubordinated debentures. Representation of
Kiatnakin Bank Public Company Limited in the issuance of THB 3 billion unsecured
debentures, to which KASIKORNBANK Public Company Limited acted as the lead arranger. Representation of KTB Securities Company Limited in connection with
the acquisition of Seamico Securities' business to KTB Securities Co., Ltd. Representation of Thai Beverage Public Company Limited on the
acquisition of shares in Oishi Group Public Company Limited from its major shareholder Yodkit
Thurakit Co., Ltd. Representation of CIMB Group Sdn Bhd
(CIMB), Malaysia’s second-largest services provider, on acquisition of a 42.13%
stake in Thailand’s BankThai from the Financial Institutions Development Fund (FIDF), for THB 5.9
billion (approximately USD 175.5 million), in which Goldman Sachs (Singapore) Pte. acted as
financial advisor. Representation of TMB Bank Public Company
Limited on its USD 1.3 billion (THB 37.6 billion) equity offering, comprising a USD 555
million (THB 16.6 billion) public offering to existing shareholders and to investors under
Regulation S and a USD 700 million (THB 21.0 billion) placement of shares to ING Bank N.V. and ING
Support Holding B.V. |
EducationLL.M., University of California
Berkeley School of Law, USA
2012
LL.B. (Honors)
Chulalongkorn University, 2007 CitizenshipThai LanguagesThai, English Recent AccoladesHighly Regarded Lawyer – Capital Markets, IFLR 1000, 2023-2024
Rising Star – Capital Markets, Asialaw Profiles, 2022-2024
Up and Coming Lawyer - Capital Markets, Chambers & Partners, 2023
Next Generation Partner – Capital Markets, The Legal 500, 2022-2023
Recommended – Corporate/M&A, The Legal 500, 2022-2023
IFLR1000 Women Leaders, Trinuch Chuenchomlada (2023)
Named in Asia’s Top 40 Under 40, Asian Legal Business, 2019 |