Corporate and Mergers & Acquisitions
Chandler MHM has a highly experienced Corporate and M&A practice group, recognized for the scope of its legal expertise, and the caliber and industry range of its clients. The group acts for multinationals and large, local corporates on transactions involving Thailand’s and Southeast Asia’s key industry sectors, including energy and natural resources, petrochemicals, automotive, food and beverages, logistics, retail, property and high‐value manufacturing.
The group advises on public and private M&A, bilateral and competitive bidding share sales and purchases, amalgamation, entire business transfers (EBT), business/asset acquisitions, joint ventures, foreign direct investments, private equity investments, corporate group restructurings and reorganizations. We also assist clients with compliance and regulatory matters in the areas such as antitrust, data protection and anti‐bribery.
The group also handles corporate registration and secretarial work for Thai companies, applications for Board of Investment (“BOI”) promotions and foreign business licenses, registration of branch offices of foreign corporations, representative offices, regional offices and applications for US Treaty protection.
Highlights for Mergers & Acquisitions experience follow.
- Japanese multinational - acting for a leading Japanese multinational on the cross-border acquisition of a Thai, chemical manufacturing company. The deal is complex as the acquisition of the Thai company’s shares involves multiple shareholders and negotiation with the leader of the Thai shareholder group. The firm also assisted the Thai company with compliance issues; land lease issues, foreign restriction issues, and land ownership issues. On-going.
- Middle Eastern Petroleum Group - acting for the group on issues concerning sale of crude oil from Block 61/48 in the Gulf of Thailand, and on related matters concerning two other O&G companies. Ongoing.
- Tyson Foods Inc. - acting for Tyson on the acquisition of shares in Thai subsidiaries, advising on the shareholding structure for the various business entities involved in the acquisition. Closed February 2019.
- Frutarom Project - acting for the Frutaom Group, now part of the IFF Group, on a two-stage acquisition of, and joint venture with two major Thai food ingredient manufacturers; Mighty International and Maharaj Food. The deal was complex as: 1) the acquirer was an Israeli-based global conglomerate which required compliance with Thai foreign ownership regulations, 2) the project included major restructurings involving land ownership and leases, and 3) there were special regulations imposed on Frutarom entities based on their listings in three securities markets. Closed January 2019.
- Kasikorn Line Company Limited - acting for LINE Corporation through LINE Financial Asia Corporation Limited (Japan’s largest social network), on a joint venture transaction with KASIKORN Bank to become a major lending service provider; offering banking services within LINE, a digital platform, advising on the preparation and negation of the operational agreements involving data privacy, and in-depth advice on all aspects of the joint venture. Closed December 2018.
- Hyperion Insurance Group/Howden Broking Group - acting for Hyperion/Howden on the merger of their Thai business with Maxi Insurance Brokers, advising on the share sale and purchase, and an entire business transfer, and resulting joint venture company. Closed December 2018.
- SENKO Group Holdings, Co., Ltd. - acting for SENKO on the formation of a joint venture with Best Global Logistics (Thailand) Ltd., a third party logistics service provider, advising on the structuring and documentation of the joint venture, and negotiating with the joint venture partner. Closed September 2018.
- Sumitomo Corporation - acting for Sumitomo Corporation on the structuring, documentation and negotiation involved in this cross-border joint venture in Thailand, advising on a detailed feasibility study regarding the manufacture and sale of butadiene derivatives in Thailand, and the joint venture agreement between the three parties to the agreement. Closed June 2018.
- Japanese multinational - acting for a leading Japanese real estate group on a cross-border investment in two residential condominium development projects in Thailand through acquisition of shares in two existing, Thai asset holding companies. Work included: 1) due diligence on project land and asset holding companies; 2) preparation of the JV and ancillary documents, and 3) participation in negotiations with the listed, Thai developer in the transaction. Closed April 2018.
- B. Grimm PCL - acting for B. Grimm Power Public Company Ltd., and its subsidiary B. Grimm Power Service (Laem Chabang) Ltd., on the acquisition of 100% of the shares in Glow SPP1 Company Ltd., a subsidiary owned by Glow Energy Plc. Closed March 2018.
- SENKO Group Holdings, Co., Ltd. - acting for SENKO, a well-known Japanese conglomerate, on the formation of a joint venture with the MK Restaurant Group Pcl. In Thailand, advising on the structuring and documentation of the joint venture, and negotiating with the joint venture partner. Closed February 2018.
- Mizuho Bank Ltd., and Standard Chartered Bank (Singapore) - acting form Mizuho Bank and Standard Chartered, as lenders, on the acquisition by Thai Beverage PLC., of shares in Sabeco (Vietnam). Closed January 2018.
Enquiries about Corporate and Mergers & Acquisitions
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