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Debt and Equity Capital Markets
1. Equity Offerings
1.1 International Equity Offerings
- Assisted Thai Oil Public
Company Limited on its Reg S offering worth USD 315
million.
- Representation of Solvay Group and Solvay Vinyls Holding AG,
the major shareholder in the THB 10,448 million (approximately USD 296 million) sale of shares in
Vinythai Public Company Limited, a competitive chlor-alkali player in Southeast Asia and Thailand’s
second largest manufacturer of PVC resins, to Asahi Glass Co., Ltd. The deal closed on 23 February
2017.
- Representation of Pace Development Corporation Public Company Limited, a
leader in Thai luxury property and hospitality, in the allocation of 176,350,000 newly issued shares
to private placement in a capital increase for the purchase of a real estate project in Japan, as
well as 320,000,000 newly issued shares by general mandate to global institutional investors in a
private placement. The lead underwriter for this share offering was Asia Plus Securities and the
Placement Agent was CLSA Singapore Pte. Ltd. The transaction was valued at THB 1,489,050,000
(approximately USD 43 million) and closed on 29 July 2016.
- Representation of
Mermaid Maritime Public Company Limited (MML) in the equity fund raising of approximately SGD 176.1
million. MML, as a company listed on the SGX-ST, acts in accordance with the Rules and Regulations
of the SGX-ST and Singapore Code of Corporate Governance and the Stock Exchange of Thailand. The
Securities and Exchange Commission waived submission of documentation as required in SorChor.
35/2552 re: Application Form for Approval of the Offering for Sale of Newly Issued Shares and
Procedures for Filing an Application. The transaction closed on 11 November
2013.
- Representation of Sahaviriya Steel Industries Public Company Limited
(SSI), Thailand’s first and largest manufacturer of hot-rolled steel sheet coils, on its capital
increase by issuing up to 19 billion new shares to be allotted via private placement and rights
offerings. The deal value was approximately USD 388 million (THB 11.660 billion), as a part of
a comprehensive financial structuring plan. Shareholders approved the transaction in October
2012.
- Representation of Indorama Ventures Public Company Limited (IVL)
in its issuance of transferable subscription rights (TSRs) to its existing shareholders which were
subsequently listed and traded on the SET and exercised into new shares of IVL. The value of
the transaction was THB 17.3 billion (USD 576 million).
- Representation
of Indorama Ventures Public Company Limited (IVL) in the secondary offering (block trade) of the
company’s shares held by its major shareholder to institutional investors (mainly foreign investors)
worth approximately THB 12 billion (USD 400 million).
- Representation as
local counsel to Phatra Securities Public Company Limited, Finansa Securities Limited and Morgan
Stanley, the Underwriters and the Initial Purchaser, in the public offering of newly issued shares
by Thai Airways International Public Company Limited worth approximately THB 15,000 million in
Thailand and international offering under Rule 144A/Regulations.
1.2 International Equity Offerings -
IPO - Representation of Sri Trang Gloves (Thailand) Public Company
Limited (STGT), an SET-listed manufacturer and distributor of natural latex powdered and nitrile
gloves, on the secondary listing of its shares on the Singapore Exchange Securities Trading Limited
(SGX-ST) on Monday, 10 May 2021 with the trading symbol “STG”.
- 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 to date. 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 on 11 February 2021. Deal of the Year, In-House Community,
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 Asset World Public Company
Limited in the corporate restructuring and offering of shares under Securities and Exchange
Commission regulations and 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 entire 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 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 TPI Polene Power Public Company Limited (the Issuer), a subsidiary
of TPI Polene Public Company Limited, as Thai legal counsel in connection with the spin-off and
offering of shares under Thailand's 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. CIMB Securities (Thailand) Company Limited, Maybank Kim Eng Securities (Thailand)
Public Company Limited and TISCO Bank Public Company Limited acted as Thai Financial Advisors. TPI
Polene Power is a power plant operator in Thailand, with the largest waste-to-energy power plant
operations in the country in terms of installed waste-to-energy power generation capacity. This is
one of Thailand's largest offerings and the largest since the EGAT North Bangkok offering. The deal
valued at THB 17.5 billion (approximately USD 508 million) closed in April
2017.
- Representation of PTT Public Company Limited (PTT) on the divestment of its 30.6%
stake in Star Petroleum Refining Company Limited (SPRC) by selling 1.24 billion shares (worth THB
11.18 billion, approximately USD 372.6 million) in the offering of 1.44 billion shares in the
initial public offering (worth THB 12.96 billion, approximately USD 432 million). PTT
offered 86% of the total offering size under Thailand's Securities and Exchange Commission
regulations and the listing of shares on the Stock Exchange of Thailand (SET), as well as an
international offering under Rule 144 A/Regulation S of the US Securities Act. SPRC is Thailand's
last refinery company to list on the SET. After the offering, PTT's shareholding is reduced from 36%
to 5.4% while Chevron holds 60% of shares of SPRC. The first trading day on the SET was 8
December 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 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 are listed on the Stock Exchange of Thailand (SET). Trading of JASIF
investment units on the SET commenced on 16 February 2015. Equity Market Deal of the Year (Premium),
Asian Legal Business, 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 PTTEP Exploration and Production Public Company
Limited (PTTEP) on its share offering, the largest equity offering by a Thai company to date in
December 2012. The transaction included a public offering under Thailand's Securities and Exchange
Commission regulations and an international offering under Rule 144A/Regulation S under the US
Securities Act. The offering was made to PTTEP's existing shareholders and institutional investors.
Finansa Securities Ltd., Phatra Securities Public Company Limited, TISCO Securities Co. Ltd., Bank
of America Merrill Lynch, Deutsche Bank, Goldman Sachs, JP Morgan and UBS acted as joint
coordinators and book runners. The deal value was USD 3 billion (THB 92.3 billion),
approximately.
- Representation of Asia Aviation Public Company Limited and Selling
Shareholders in connection with the initial public offering (IPO) and offering of existing shares,
in Thailand, as well as the international offering under Regulation S. Credit Suisse (Singapore) and
CIMB Bank acted as international managers, while CIMB Securities (Thailand) Company Limited and
Thanachart Securities Public Company Limited acted as underwriters for the 750 million new and 462.5
million existing shares of selling shareholders. This phase of the IPO closed on 29 May 2012. CIMB
Securities (Thailand) Company Limited and Thanachart Securities Public Company Limited also acted as
placement agents for the Secondary Offering involving 727.5 million existing shares of selling
shareholders completed on 1 June 2012. The IPO and secondary offering were valued at USD 239.3
million.
- 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 Public Company Limited, CIMB Bank (L) Limited and CLSA
Singapore Pte. Ltd. acted as international managers, while Bualuang Securities Public Company
Limited and KT ZIMCO Securities Public Company Limited acted as underwriters. The deal value was USD
185 million (THB 5.6 billion).
- Representation of Sri Trang Agro-Industry Public
Company Limited in the SGD 336 million (THB 8.12 billion) public offering in Singapore and placement
under Regulation S and a listing of the company's shares on the Singapore Exchange Securities
Trading Limited (SGX-ST), in which J.P Morgan, CIMB and Standard Chartered acted as the underwriters
and Kasikorn Securities Public Company Limited acted as Thai financial advisor. This was the first
case of a Thai company which had a listing status on the SET before listing its shares on the
SGX-ST.
- Representation of Indorama Ventures Public Company Limited, Thailand’s largest
integrated polyester producer, in connection with its corporate reorganization and initial public
offering which includes 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. The total capital raised was THB 10.06 billion.
- Representation of
TMB Bank Public Company Limited (TMB) in its USD 1.3 billion (THB 37.6 billion) equity offering,
comprised of 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. TMB is the sixth largest commercial bank in Thailand in
terms of assets, and its shares are traded on the SET.
- Representation of Rayong Refinery
Public Company Limited in its THB 32 billion (approximately USD 914.3 million) initial public
offering of shares in Thailand and listing of shares on the SET and the international offering of
shares under Rule 144A/Regulation S.
- Representation of Thai Beverage Public
Company Limited on the US and Thai law aspects of its USD 866 million initial public offering and
listing of shares on SGX, which included a retail offering in Singapore and an institutional
offering under Rule 144A/Regulation S in 2006. The deal value was USD 870 million
(approximately THB 30,450 million).
- Representation of Preuksa Real Estate Public
Company Limited in its THB 9 billion (approximately USD 220 million) initial public offering of
shares in Thailand and listing of shares on the SET and international offering of shares under
Regulation S.
- Representation of Phatra Securities Public Company Limited in its
THB 1,550 million (approximately USD 37.8 million) initial public offering of shares in Thailand and
listing of shares on the SET and the international offering of shares under Regulation
S.
- Representation of the underwriters as Thai counsel in Glow Energy Public Company
Limited’s THB 12,144 million (approximately USD 296.20 million) public offering of shares in
Thailand and listing of shares on the SET and international offering of shares under Rule
144A/Regulation S.
- Representation of Italian-Thai Development Public Company Limited in its
THB 3,920 million (approximately USD 96 million) public offering of shares in Thailand and
international offering under Regulation S.
- Representation of Phatra Securities Company
Limited and Merrill Lynch, as financial advisor and underwriters in relation to the corporatization
and privatization of Mass Communication Organization of Thailand (MCOT Public Company Limited)
involving the initial public offering of shares in Thailand, the international offering of shares
under Regulation S and the listing of shares on the SET.
- Representation of Thai Oil Public
Company Limited in relation to its THB 32.8 billion (approximately USD 841 million) initial public
offering of shares in Thailand and listing of shares on the SET and the international offering of
shares under Rule 144A/Regulation S in 2004 (awarded “one of 20 Best Deals of the Year 2004” by
Asian Counsel, “Best Equity Deal, Best IPO, Best Privatization and Best Thai Deal” by Finance Asia
and “Best IPO Deal of the Year” by the Asset Triple A Award).
- Representation as
counsel to Trinity Securities Company Limited and Merrill Lynch Phatra Securities Company Limited
and as local counsel to Merrill Lynch International as underwriters in the USD 170 million (THB
6,800 million) Rule 144A/Regulation S IPO and international private placement of shares of Thai
Olefins Public Company Limited.
- Representation of The Financial Institution
Development Fund (FIDF), part of the Bank of Thailand and Krungthai Bank Public Company Limited in
its capital restructuring and the privatization of the Bank involving domestic and international
offering of shares by FIDF involving domestic public offering and international offering under Rule
144A/Regulation S.
- Representation of the Electricity Generating Authority of Thailand in
relation to its privatization, involving the initial public offering of shares in Thailand and
listing of shares on the SET and the international offering of shares.
- Representation
of the Telephone Organization of Thailand in relation to its privatization, involving the initial
public offering of shares in Thailand and listing of shares on the SET and the international
offering of shares under Rule 144A/Regulation S.
- Representation as counsel of domestic
underwriters and as local counsel of international underwriters in the THB 32,200 million (USD 726
million) IPO and listing of PTT Public Company Limited (PTT) shares on the SET and in the
international offering of shares under Rule 144A/Regulation S. The offering was the
privatization of The Petroleum Authority of Thailand in 2001.
- Representation as local
counsel of The Industrial Finance Corporation of Thailand in a placement of new shares under Rule
144A/Regulation S. The deal value was THB 3.4 billion (approximately USD 92
million).
- Representation of Industrial Finance Corporation of Thailand (IFCT) in the
offering of THB 6.3 billion of shares by IFCT involving domestic private placement and international
offering under Rule 144A/Regulation S.
- Representation as local counsel of underwriters led
by Salomon Smith Barney in the placement of new shares issued by The Siam Commercial Bank Public
Company Limited under Rule 144A/Regulation S (awarded Thailand’s 1999 Equity Deal of the Year by
Asia Money Magazine). The deal value was THB 65,000 (approximately USD 1.75
billion).
1.3 Domestic Equity
Offerings - Advised Meiji Yasuda Life Insurance
Company (“Meiji Yasuda”), a substantial minority shareholder in Thai Life Insurance Public Co. Ltd
(“Thai Life”), in relation to Thai Life’s approximately USD 937 million (approximately THB 34.4
billion) IPO on the Stock Exchange of Thailand. The transaction marks South East Asia’s largest IPO
in 2022 to date. Trading in the shares commenced on 25 July 2022.
The transaction marks
South East Asia’s largest IPO in 2022 to date. Trading in the shares commenced on 25 July 2022.
Representation of Siam Commercial Bank Public Company Limited, one of the largest banks in Thailand,
and SCB X Public Company Limited in a landmark reorganization which included the restructuring of
the financial business group, tender offer of all SCB shares, delisting of SCB shares, and listing
of SCB X shares on the Stock Exchange of Thailand (SET). The reorganization was conducted under the
regulations of the Bank of Thailand, the Securities and Exchange Commission and the Stock Exchange
of Thailand. The tender offer for SCB shares by SCBX concluded with overwhelming acceptance of over
99 per cent of SCB's total shares with an offering size of THB 33,6 billion. SCB X also listed the
new SCB X shares on the SET and simultaneously delisted Siam Commercial Bank's shares from the
market. The shareholding restructuring will significantly enhance the potential and flexibility for
business growth within the SCB X Group in a variety of ways, with SCB X serving as the "Mothership"
of the group. The first trading day of SCB X was on 27 April 2022.
- Representation of
Macquarie Bank Limited in connection with the subscription of up to 50,000,000 newly-issued ordinary
shares of Vintage Engineering Public Company Limited, a company listed on the Market for Alternative
Investment, pursuant to the offering of the shares on a private placement basis, in whole or in
part, on one or multiple occasions.
- Representation of Macquarie Bank Limited in connection
with the purchase of up to 30,000,000 ordinary shares of Fortune Parts Industry Public Company
Limited, a company listed on the Market for Alternative Investment, in whole or in part, on one
multiple occasions.
- Representation of PTT Public Company Limited in the purchase of ordinary
shares of IRPC Public Company Limited from the Government Savings Bank. The transaction valued at
THB 13,845 million (approximately USD 440 million) closed on 21 February
2018.
- 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 GIC Private Limited, a
sovereign wealth fund established by the Government of Singapore, on its sale of 1,154,421,450
ordinary shares of Quality Houses Public Company Limited through a transaction on the Stock Exchange
of Thailand. The transaction valued at THB 3.56 billion (approximately USD 111 million) closed on 27
November 2017.
- Representation of Credit Suisse Singapore Limited and Credit Suisse
Securities (Thailand) Limited in the issuance and offering of 340 million newly issues ordinary
shares of VGI Global Media Public Company Limited on a private placement basis and the sale of
103,163,300 existing ordinary shares through big lot transaction on the Stock Exchange of Thailand.
The deal was valued at THB 2.04 billion (approximately USD 63.8 million) and closed in December
2017.
- Representation of PTT Public Company Limited (PTT) in its sale of 234,562,369 ordinary
shares in Star Petroleum Refining Public Company Limited (SPRC) valued at THB 3,706 million
(approximately USD 113 million) on the Stock Exchange of Thailand on 16 November
2017.
- Representation of Origin Property Public Company Limited (ORI) in the THB 4
billion acquisition of all shares in Proud Residence Co., Ltd., the developer of The Park 24, a
luxury condominium project in the central business district of Bangkok. At the same time, ORI
offered newly-issues shares valued at THB 1 billion under private placement to the existing
shareholders of Proud Residence. By entry into this transaction, ORI will be able to improve its
business capabilities and competitiveness through expansion into the high-end condominium industry,
thereby enhancing brand recognition and perception in the higher demographic of customers. The deal
closed on 2 October 2017.
- Representation of Sermsang Power Corporation Public Company
Limited (SSP) in the offering of 230,375,000 newly issued ordinary shares and the offering of
46,000,000 ordinary shares of SSP by its existing shareholder on the Market for Alternative
Investment. The total offering size was 276,375,000 shares valued at THB 2.1 billion (approximately
USD 63 million). The first day of trading was on 27 September 2017. SSP is listed as a holding
company for operating companies engaged in solar power businesses in Thailand and Japan. Kasikorn
Securities Public Company Limited was the financial advisor.
- Representation of PTT
Public Company Limited in PTT Group’s business restructuring involving the transfer of certain
petrochemical businesses, propane business chain and bioplastic business chain, including the
related service businesses, to PTT Global Chemical Public Company Limited. The share and asset
transfers valued at THB 26.3 billion (approximately USD 771 million) closed on 3 July
2017.
- Representation of Vadhanabhakdee Company Limited, a new limited company wholly owned
by Khun Thapana and Khun Panote Sirivadhanabhakdee, in the subscription and purchase of newly issued
shares from Amarin Printing and Publishing Public Company Limited, Thailand’s number one in
publishing, printing and content business, through a Private Placement Offering following a
Whitewash Approval. After the subscription of the shares, Vadhanabhakdee becomes a major shareholder
of the company with shareholding of approximately 47.62% of Amarin’s total voting rights. The deal
closed on 13 March 2017.
- Representation of PTT Public Company Limited in the offer to
purchase (buy-back) of its USD 350,000,000 Senior Notes due 2035 and USD 600,000,000 Senior Notes
due 2042 issued under Regulation S/Rule 144A and listed on The Hong Kong Stock Exchange and The
Singapore Exchange. The completion date was 5 April 2017.
- Representation of Frasers Property
Holdings Co., Ltd. (FPHT) in connection with the issue of new shares of Ticon Industrial Connection
Public Company Limited. FPHT, a subsidiary of Frasers Centrepoint (Singapore), subscribed for newly
issued shares of Thailand's Ticon through a Private Placement Offering following a Whitewash
Approval. The deal was valued at THB 13,230,000,000 (approximately USD 384.5 million) and closed on
17 January 2017.
- Representation of Berli Jucker Public Company Limited in its capital
increase of THB 214 billion (USD 6.04 billion) via rights offering and private placement. The
proceeds were applied to loans for the acquisition of Bic C Supercenter Public Company Limited. The
deal closed in July 2016.
- Representation of Berli Jucker Public Company Limited in its
capital increase of THB 214 billion (USD 6.04 billion) via rights offering and private placement in
July 2016, the proceeds of which were applied to partially repay loans for the acquisition of Big C
Supercenter Public Company Limited. The capital increase initially included a private placement
portion to be offered for sale to local and international investors on a Regulation S basis. Given
high demand on the rights offering portion, the private placement portion to be offered for sale to
local and international investors on Regulation S basis did not proceed. If it had proceeded, it
would have been the first international offering under new private placement regulations of the Thai
Securities and Exchange Commission involving approval from the Thai Securities and Exchange
Commission for the sale of newly issued shares on a private placement basis in reliance on book
build price (as an exemption of the rule concerning 10% below market
price).
- Representation of Country Group Securities Public Company Limited (CGS) on the
first of its kind deal under the Notification of the Capital Market Supervisory Board Re:
Shareholding and management restructuring of listed companies in connection with the corporate
restructuring of the company by setting up Country Group Holdings PLC (CGH) in order to launch a
tender offer for a share swap of CGS shares. CGS was then delisted (2014) and CGH was listed on the
Stock Exchange of Thailand. The transaction was completed on 8 January 2015.
- Representation
of SPCG Public Company Ltd in respect of the sale through private placement of its approximately 84
million shares representing 10% stake to Gulf Energy Development Company Ltd. The transaction was
executed on 6 June 2014.
- Representation of Thai Reinsurance Public Company Limited (THRE) on
its capital increase from THB 1.2 billion (USD 39.6 million approximately) to THB 3.5 billion (USD
117.1 million approximately) by issuing over 2.3 billion new ordinary shares. Up to 1.6 billion of
the newly issues shares, at an offering price of THB 3.00 per share, were allocated to shareholders
in proportion to their shareholding, and up to 742 million of new shares to HWIC Asia Fund under the
private placement scheme.
- Representation of SPCG Public Company Limited in connection with a
public offering transaction, issuance of warrants, and application to transfer the listing status of
shares in SPCG from the MAI (Market for Alternative Investment) to the Stock Exchange of Thailand
(SET). The deal value was USD 42 million.
1.4Domestic Equity Offerings -
IPO - Representation of The One Enterprise Public Company Limited, a
leading content creator and a major digital television channel operator in Thailand, in connection
with its THB 4.2 billion (USD 126 million) initial public offering (“IPO”) of the company and
listing of its shares on the Stock Exchange of Thailand. The IPO is the highest valued in the Thai
capital market media sector. Kiatnakin Phatra Securities Public Company Limited is the company’s
financial advisor and lead arranger. Trading commenced on the SET on 5 November 2021. Deal of the
Year, In-House Community, 2021
- Representation of Sri Trang Gloves (Thailand) Public Company
Limited (STGT), ranked third globally in rubber glove production, in connection with its THB 14.9
billion (USD 482 million) initial public offering on the Stock Exchange of Thailand on 2 July 2020.
The price of shares went up 70% on the first trading day.
- 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 Veranda Resort
Public Company Limited (VRANDA), a hotel and restaurant operator and real estate developer, in its
THB 750 million initial public offering on the Stock Exchange of Thailand, with market
capitalization of THB 3.2 billion, on 3 May 2019.
- Representation of Zen Corporation Group
Public Company Limited (ZEN), a holding company investing in restaurants, franchises and related
businesses, initial public offering in February 2019. ZEN offered 75 million newly issued shares via
underwriters to the investors at THB 13 per share, raising a total of THB 975 million. Kasikorn
Securities PCL was its financial adviser and lead underwriter.
- Representation of Do Day
Dream Public Company Limited (the issuer) in its initial public offering on the Stock Exchange of
Thailand. The deal was valued at THB 4,028 million (approximately USD 123 million); THB 53 per share
with 76 million shares offered due to overwhelming response from institutional investors. Bualuang
Securities Public Company Limited acted as financial advisor and sole underwriter. Do Day Dream is
the maker and distributor of Snail White skincare products and aims to expand its production
capacity, distribution channels, research and development in order to expand in the region. Trading
commenced on 26 December 2017.
- Representation of WHA Corporation Group in the corporate
restructuring, initial public offering and listing (spin-off) of WHA Utilities and Power Public
Company Limited on the SET on 10 April 2017, valued at THB 6.02 billion (approximately USD 174.8
million).
- Representation of a renewable energy company (including waste-to-energy business)
in its planned initial public offering of shares to investors in Thailand and international
investors and listing of its shares on the Stock Exchange of Thailand.
- Representation
of BCPG Public Company Limited (BCPG), the renewable power subsidiary of diversified oil refiner
Bangchak Petroleum Public Company Limited (BCP), in its THB 5.9 billion (USD 170.5 million) initial
public offering of 590 million newly issued shares to a specific group of BCP shareholders and to
public and institutional investors and the company's patronage. BCPG plans to expand its renewable
power projects domestically and internationally. The first day of trading was on 28 September
2016.
- Representation of Amata VN Public Company Limited, a 75-per-cent-owned
subsidiary of Amata Group, Thailand’s largest industrial estate developer, on its initial public
offering (IPO) on the Stock Exchange of Thailand (SET). The funds raised in the THB 1.25
billion (approximately USD 35 million) IPO in Thailand will be used to develop the new Hi-Tech
Industrial Park project at Amata City Long Thanh in Vietnam. This was the third Thai holding company
listed on the SET to raise funds domestically in order to finance business expansion in a foreign
country. The first day of trading on the SET was 16 December 2015.
- Representation of Origin
Property Public Company Limited, a leading condominium project developer, on corporate restructuring
and offering of 150 million newly issued shares valued at THB 1,350 million to the general public
via initial public offering (IPO). Trading commenced on the Stock Exchange of Thailand on 7 October
2015. The funds will reinforce Origin Property’s climb to a top-three condominium project developer
with new projects in strategic areas. Kasikorn Securities Public Company Limited acted as financial
advisor and underwriter.
- Representation of Thai Foods Group Public Company Limited (TFG or
Thai Foods), a leading fully integrated livestock business, on corporate restructuring, and initial
public offering (IPO). The Thai Foods IPO of 5,100 million shares valued at approximately THB
2,145 million (approximately USD 68 million) commenced trading on the Stock Exchange of Thailand on
8 October 2015. The IPO will fund the expansion of Thai Foods’ main poultry and pork meat processing
and animal feed business through global distribution channels, as well as working capital and debt
repayment. KT Zmico Securities Co., Ltd. acted as financial advisor and
underwriter.
- 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 Co., Ltd. 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 Global Power Synergy Company (GPSC),
a power generation unit of the PTT Group in its initial public offering (IPO). GPSC will raise more
than THB 10.11 billion (approximately USD 304 million) on the sale of 375.57 million shares,
providing GPSC with a market capitalization of THB 40.45 billion (approximately USD 1.23 billion).
GPSC plans to boost electricity generating capacity from 1,800 to 6,000 megawatts by 2025 through
domestic and overseas expansion. Major shareholders include PTT, PTT Global Chemical and Thai Oil.
KT ZMICO, Finansa, and Tisco Securities were the lead underwriters. Trading commenced on 18 May
2015.
- Representation of The Platinum Group Public Company Limited (PLAT), a leading real
estate developer, owner and operator of malls and hotels including Platinum Fashion Mall and Novotel
Bangkok Platinum Pratunam Hotel, on its corporate restructuring and initial public offering (IPO) on
the Stock Exchange of Thailand (SET). The IPO comprised 700 million shares for a total offering size
of THB 5.18 billion (approximately USD 157 million). Maybank Kim Eng Securities (Thailand) PLC
acted as financial advisor and lead underwriter. Commencement of trading on the SET was on 24 March
2015.
- Representation of Scan Inter Public Company Limited (SCN), a leader in the alternative
energy and automotive industries in Thailand, on its THB 1.5 billion initial public offering (IPO).
The IPO is a domestic offering under Thai SEC regulations. The financial adviser and lead
underwriter is Kasikorn Securities, while co-underwriters are CIMB Securities (Thailand), RHB OSK
Securities (Thailand), Thanachart Securities and KT ZMICO Securities. Trading commenced on the
Stock Exchange of Thailand on 23 February 2015.
- Representation of Plan B Media Public
Company Limited, one of Thailand's largest out-of-home media (OOH) businesses, on its THB
1,795,218,000 initial public offering (IPO). The IPO is a domestic offering under Thai SEC
regulations. Funds raised from the IPO will support its continued growth and new projects.
Bualuang Securities Plc was the financial advisor. Trading commenced on the Stock Exchange of
Thailand on 17 February 2015.
- Representation of Srisawad Power 1979 Public Company Limited
(SAWAD), a major consumer finance company in Thailand, on its corporate restructuring and initial
public offering (IPO) on the Stock Exchange of Thailand (SET). The IPO comprised 250 million shares
for a total offering size of THB 1.73 billion (USD 57.7 million approximately). Asia Plus Advisory
Company Limited acted as financial adviser and lead underwriter. KT Zmico Securities, Kasikorn
Securities, CIMB Securities and Finansia Syrus Securities are co-underwriters. Commencement of
trading on the SET was on 8 May 2014.
- Representation of Kaset Thai International Sugar
Corporation (KTIS), Thailand’s third largest sugar producer, on its corporate restructuring, and
initial public offering (IPO) on the Stock Exchange of Thailand (SET). The IPO comprised 957 million
shares for a total offering size of THB 9.57 billion (USD 319 million approximately). Kasikorn
Securities acted as financial adviser, KT Zmico Securities and Maybank Kim Eng Securities acted as
lead underwriters. Commencement of trading on the SET was on 28 April
2014.
- Representation of P.C.S. Machine Group Holding Public Company Limited (PCSGH),
manufacturer and seller of automotive parts, on its corporate restructuring, and initial public
offering (IPO) on the Stock Exchange of Thailand (SET). The IPO comprised 389 million shares for a
total offering size of THB 3,345.4 million (USD 111.5 million approximately). Bualuang
Securities acted as a financial adviser and joint-lead underwriter with SCB Securities. The trading
date on the SET was on 14 March 2014.
- Representation of Toyo-Thai Corporation Public Company
Limited (TOYO) in its increase of registered capital on preferential public offering and public
offering of up to THB 560 million (IPO of THB 480 million, capital increase of THB 80 million).
Kasikorn Securities Public Company Limited acted as the financial advisor. The transaction was
closed on 28 November 2013.
- Representation of Namyong Terminal Public Company Limited (NYT)
in its initial public offering (IPO) and listing of shares on the Stock Exchange of Thailand
(SET). The first day trading on the SET was on 25 November 2013. TISCO Securities
Company Limited is the financial advisor and lead underwriter. Total offering size is THB 2,445.45
million (approximately USD 81.5 million).
- Representation of PACE Development
Corporation Public Company Limited (PACE), a major high-rise and luxury property developer in
Thailand, on their IPO and listing of investment units on the SET, valued at up to USD 70 million
(THB 2.1 billion) in which Asia Plus Securities Plc., Country Group Securities Plc., and SCB
Securities acted as its lead underwriters. The trading date was 7 August
2013.
- Representation of Mc Group Public Company Limited (MC TB) on its corporate
restructuring and initial public offering (IPO) on the Stock Exchange of Thailand (SET). Thanachart
Securities Public company Limited acted as financial advisor and lead underwriter. The IPO comprised
200 million shares and the initial market capitalization was THB 3 billion (USD 100 million
approximately).
- Representation of Nok Airlines Public Company Limited on its corporate
restructuring and initial public offering (IPO) on the Stock Exchange of Thailand (SET). The Siam
Commercial Bank acted as financial advisor, with SCB Securities acting as lead underwriter, along
with six co-underwriters. The IPO comprised 187.5 million shares and as is valued at USD 162.5
million (approximately).
- Representation of VGI Global Media Public Company Limited,
Thailand’s largest ‘out-of-home’ media company on its initial public offering and advising on
corporate restructuring and listing on the Stock Exchange of Thailand. Bualuang Securities acted as
underwriter, with TISCO Securities as financial underwriter. IPO deal value was THB 3 billion (USD
100 million approximately).
- Representation of WHA Corporation Public Company Limited on its
corporate restructuring and initial public offering on the Stock Exchange of Thailand with Siam
Commercial Bank Public Company Limited acting as financial advisor, Kasikorn Securities Public
company Limited as financial advisor and underwriter and SCB Securities Co. Ltd. as an underwriter.
The initial market capitalization was THB 6.76 billion (USD 218 million
approximately).
- Representation of Siam Power Generation Public Company Limited in connection
with its shareholding restructure and IPO of shares of a holding company of SIPCO (the Holding
Company) in Thailand and listing of the Holding Company’s shares on the
SET.
1.5Infrastructure and Property Fund
Offerings - Representation of Jasmine International Public Company
Limited, one of Thailand’s largest integrated telecommunication service providers, on its sale of
additional assets consisting of 700,000 core-kilometers of optical fiber cables to the Jasmine
Broadband Internet Infrastructure Fund as well as the lease back of the optical fiber cables and its
investment in the right offering units of the Jasmine Broadband Internet Infrastructure Fund. The
deal value was more than THB 38,000 million. November 2019
- Representation of Jasmine
International Public Company Limited in its divestment of units in the Jasmine Broadband Internet
Infrastructure Fund. JAS entered into an agreement to sell 540,000,000 units valued at THB 5.67
billion on 15 May 2018. The sale price was determined through a book building
process.
- Representation of the Expressway Authority of Thailand in connection with the
THB 45 billion initial public offering of Thailand Future Fund (“TFFIF”). TFF was offered to
international investors under Rule 144A and local investors and are listed on the Stock Exchange of
Thailand (SET). TFFIF invests in the right to receive 45% of the Net Toll Revenue collected from the
existing routes of the Chalong Rat and Burapha Withi Expressways for a 30-year period from October
29, 2018 (the Transfer Revenue date in accordance with the Revenue Transfer Agreement). Trading
commended on 31 October 2018.
- Representation of Krung Thai Asset Management Public Company
Limited (KTAM), the fund manager, in the asset sales of Thai Commercial Investment Freehold and
Leasehold Fund (TCIF), Thai Hotel Investment Freehold and Leasehold Property Fund (THIF) and Thai
Retail Investment Fund (TRIF) to the group companies of Asset World Company Limited and assisted on
the delisting and dissolution process of these funds. The value of the assets sold was approximately
THB 125.58 billion (approximately USD 3.77 billion), including Bangkok landmarks such as The Okura
Prestige, Athenee, and Empire Tower. The funds, which were delisted on 18 July 2017, consisted of a
tender offer of the investment units, an innovative approach for unitholders.
- Representation of the Electricity Generating Authority of Thailand (EGAT), the
largest power generator in Thailand, and Krung Thai Asset Management Public Company Limited (KTAM),
the fund manager, on the initial public offering of North Bangkok Power Plant Block 1 Infrastructure
Fund, Electricity Generating Authority of Thailand (EGATIF) which is the first state-owned
enterprise sponsored infrastructure fund, and with an offering size of THB 20,855 million
(approximately USD 641 million), the largest electricity infrastructure fund to be listed on the
Stock Exchange of Thailand to date. The fund has invested in the rights to revenue from the
operation of North Bangkok Power Plant Block 1, one of EGAT's latest combined-cycle power plants
with a contracted power generation capacity of 670 MW, for a 20-year period. Trading of EGATIF
investment units commenced on 13 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 ever. 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
commenced on 16 February 2015.
- Representation of MFC Asset Management Public
Company Limited in the establishment of Hemaraj Industrial Property and Leasehold Fund (HPF) for
investments in ownership and leasehold rights related to land and factory buildings in the Eastern
Seaboard Industrial Estate (IEAT) of Hemaraj. Total value of the fund was THB 4.7 billion and the
transaction closed on 25 December 2013.
- Representation of Bangkok Mass Transit System
Public Company Limited (BTSC), the concessionaire that operates the sky train system in Bangkok, and
its parent company BTS Group Holdings Plc. (BTSG), on the establishment and initial public offering
(IPO) of the investment units of BTS Rail Mass Transit Growth Infrastructure Fund (BTSGIF) in
Thailand and to international investors under Rule 144A/Regulation S. With an offering size of USD
2.1 billion (approximately THB 62.5 billion), BTSGIF is Thailand’s biggest IPO to date, and was the
third largest IPO globally in 2013. BTSGIF units commenced trading on the Stock Exchange of Thailand
on 19 April 2013. Deal of the Year, International Financial Law Review and ASIAN-MENA COUNSEL,
In-House Community, 2013
- Representation of Krung Thai Asset Management Public Company
Limited and C.P. Land Public Company Limited in respect of the establishment of C.P. Tower Growth
Leasehold Property Fund and its investment in the 30-year leasehold rights over C.P Tower 1 (Silom),
C.P. Tower 2 (Fortune Town) and C.P. Tower 3 (Phayathai) and the initial public offering of
investment units. The transaction was valued at THB 9.8 billion and closed on 4 December
2013.
- Representation to Amata B. Grimm Power Co., Ltd. and Kasikorn Asset Management Co.,
Ltd. on Amata B. Grimm Power−Power Plant Infrastructure Fund (ABPIF), Thailand’s first power plant
infrastructure fund and listing of units on the Stock Exchange of Thailand (SET). Kasikorn Asset
Management Co., Ltd. acted as fund manager and KASIKORNBANK Public company Limited as underwriter.
The IPO started trading on the SET on 27 September 2013. The deal value was THB 6.3 billion (USD 203
million).
- Representation of The Erawan Group, The Siam Commercial Bank Asset Management and
SCB Asset Management on the IPO and listing of investment units in Erawan Hotel Growth Property Fund
(ERWPF) on the Stock Exchange of Thailand. The Siam Commercial Bank acted as underwriter for the
transaction which consisted of an offering of 176 million investment units, and SCB Asset Management
acted as fund manager. Value: USD 63.2 million.
- Representation of Trinity Asset Co., Ltd. in
the establishment of the Trinity Property Fund (TNPF), a property fund to invest in free-hold
properties located in the prime business area of Bangkok (Silom) and the initial public offering of
the REIT units. The deal value was THB 710 million.
- Representation of GIC Real
Estate Pte. Ltd. (GIC) on their investment in a Thai listed property fund (Land & Houses
Freehold & Leasehold Property Fund) including advice on Thai laws and regulations regarding the
transaction, reviewing and commenting on the property fund’s structure and implementation, and on
negotiations between the property fund management company and GIC.
- Representation of
Phatra Securities Public Company Ltd., Merrill Lynch Far East Ltd., CIMB Bank Ltd., Citigroup Global
Markets Ltd. and The Hongkong and Shanghai Banking Corporation as book runners on the capital
increase via preferential public offering and listing of additional units in the Tesco Lotus Retail
Growth Freehold and Leasehold Property Fund (TLGF) on the SET. Deal value was USD 251.5 million (THB
7.545 billion). This was an add-on offering for TLGF after its IPO of USD 598 million (THB 18
billion) in March 2012 − Thailand’s largest ever property fund IPO.
- Representation of
Merrill Lynch Far East Limited, Nomura International Public Company Limited, the Royal Bank of
Scotland N.V., (Hong Kong Branch) and Phatra Securities Public Company Limited in connection with
the USD 602 million initial public offering and listing in Thailand, and the international offering
outside the United States of investment units in Tesco Lotus Retail Growth Freehold and Leasehold
Property Fund.
1.6Real Estate Investment
Trusts - Representation of True Properties Co., Ltd. in the
establishment of Bualuang Office Leasehold Real Estate Investment Trust (BWORK), having Krung Thai
Asset Management Public Company Limited as the Trustee and BBL Asset Management Company Limited as
the REIT Manager. BWORK has invested in the 30-year leasehold rights of land and buildings, namely
True Tower 1 on Ratchadapisek Road and True Tower 2 on Pattanakarn Road, Bangkok. The total
investment value is approximately THB 4,000 million (approximately USD 127 million) which was raised
from the issuing of new IPO trust units and money borrowed from Bangkok Bank Public Company Limited.
The first day of trading was on 28 February 2018.
- Representation of CPN Retail
Growth Leasehold Property Fund (CPNRF by SCB Asset Management Company Limited) in connection with
the conversion of CPNRF into a real estate investment trust, namely CPNREIT by the transfer of 4
department stores, namely CentralPlaza Rama 2, CentralPlaza Rama 3, CentralPlaza Pinklao and
CentralPlaza Chiang Mai Airport. CPNREIT made additional investments in CentralFestival Pattaya
Beach and Hilton Hotel by obtaining loans from financial institutions in the amount of THB 11,908
million. The transfer of assets and the additional investment was valued at THB 46,000 million
(approximately USD 1.44 billion). After the conversion and such investment in January 2018, CPNREIT
became the largest real estate investment trust in Thailand.
- Representation of
Siam Commercial Bank Public Company Limited, an underwriter, in the offering of trust units of
Strategic Hospitality Extendable Freehold and Leasehold Real Estate Investment Trust (SHREIT) and an
allocation of the trust units to both domestic and international investors. SHREIT is the first Thai
REIT to invest in foreign real estate, such as hotels in Vietnam and Indonesia. The deal valued at
THB 3.5 billion (approximately USD 107.75 million) closed on 20 December
2017.
- Representation of Amata Summit Ready Built Co., Ltd. in relation to the establishment
of a Real Estate Investment Trust (REIT) under the applicable securities laws and regulations, for
which Kasikorn Asset Management Co., Ltd. will act as a trustee. As an initial investment, the REIT
shall acquire factories located at Industrial Estate and owned by the Sponsor and shall procure its
REIT units to be offered for sale to public investors locally and/or internationally. The deal value
exceeded THB 4,700 million.
- Representation of WHA Corporation Public Company Limited
regarding establishing a Real Estate Investment Trust (REIT) under the applicable securities laws
and regulations, for which Kasikorn Asset Management Co., Ltd. will act as a
trustee.
- Representation of Erawan Group Public Company Limited regarding
establishing a Real Estate Investment Trust (REIT) under the applicable securities laws and
regulations, for which Krungthai Asset Management Co., Ltd. will act as a
trustee.
- Representation of Univentures Public Company Limited and Goldenland
Property Development Public Company Limited regarding establishing a Real Estate Investment Trust
(REIT) under the applicable securities laws and regulations, for which Kasikorn Asset Management
Co., Ltd. will act as a trustee.
- Representation of SCG Capital Partners III Limited in
regard to establishing a Real Estate Investment Trust (REIT) under the applicable securities laws
and regulations, for which Kasikorn Asset Management Co., Ltd. or Kasikorn Bank Public Company
Limited will act as a trustee.
- Representation of JVK Group and Pacific Group in the
establishment of an REIT under relevant securities laws and regulations.
- Representation of
Trinity Asset Company Limited in the establishment of the Trinity Property Fund (TNPF), a property
fund to invest in free-hold properties located in the prime business area of Bangkok (Silom) and the
initial public offering of the REIT units. The deal value was THB 710
million.
- Representation of SCB Asset Management Company Limited, the fund management
company, regarding the establishment and offering of real estate investment units of a property fund
(REIT) sponsored by Quality Houses Public Company Limited, Land and House Property and Loan Fund II
and Land and House
Property.
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