Deal Announcements

  • Thailand, 8 March 2013 − Weerawong, Chinnavat & Peangpanor advised Berli Jucker on a strategic share acquisition in Vietnam
  • Weerawong, Chinnavat & Peangpanor Ltd. (Weerawong C&P) represented BJC International Company Limited (BJIHK), a 100% subsidiary of Berli Jucker Public Company Limited (BJC), on the acquisition of shares in a leading distribution, import/export company in Vietnam. The share acquisition enabled BJIHK to own the equivalent of a 65% interest in Thai An Vietnam Joint Stock Company (Thai An). The investment by BJIHK supports BJC’s strategy to expand its sales and distribution channels in Vietnam and neighboring countries in the lead-up to the AEC (ASEAN Economic Community) launch. Troy Schooneman, Partner, led the project team which also included Jeffrey Sok, Senior Associate. The transaction closed on March 8, 2013.
  • Thailand, 28 December 2012 – Weerawong, Chinnavat & Peangpanor advised Joseph Hsu and Gertjan Tomassen, the management of Bangkok Ranch, on share acquisition
  • Weerawong, Chinnavat & Peangpanor Ltd. (Weerawong C&P) represented Joseph Hsu and Gertjan Tomassen, the management of Bangkok Ranch, and a group of investors on share acquisition in Bangkok Ranch, one of the world’s leading suppliers of premium quality duck meat products. Weerawong C&P also advised on financing for the transaction from Bangkok Bank and The Siam Commercial Bank. The transaction involved a management buyout (by a consortium of management and a group of investors), and financing through a leveraged buyout, including, (i) structuring a shareholders’ agreement among management and investors, (ii) advising on the financing and leveraged buyout, and (iii) advising on the Share Purchase Agreement (SPA). The SPA mandated restructuring of the seller’s group and spin-off of certain businesses. The transaction is valued at US$190 million (approximately), and closed in December 2012.

    Pakdee Paknara, Partner, led the project team which also included Partner, Passawan Navanithikul, and Associates; Pathamakorn Buranasin, Karnpitcha Kongkiattiwong, Samata Masagee, Wiriya Chinkarn, Pratumporn Somboonpoonpol, Wittaya Kaewkungsadan, Jarirat Chevangkul, and Chusak Suwanpuchai, Real Estate Specialist.

  • Thailand, 17 December 2012 – Weerawong, Chinnavat & Peangpanor advised PTT Exploration and Production on its share offering
  • Weerawong, Chinnavat & Peangpanor Ltd. (WC&P) advised PTT Exploration and Production Pcl. (PTTEP) on its share offering – the largest equity offering by a Thai company to date, which closed on December 17, 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 U.S. Securities Act. The deal is valued at US$3 billion (THB 92.3 billion), approximately.

    The offering was made to PTTEP’s existing shareholders and institutional investors. Its parent company, PTT Plc. also subscribed to maintain its 65% shareholding. Finansa Securities Ltd., Phatra Securities Plc., TISCO Securities Co., Bank of America Merrill Lynch, Deutsche Bank, Goldman Sachs, JP Morgan and UBS acted as joint global coordinators and bookrunners.

    Peangpanor Boonklum, Partner led the project team, along with Chatri Trakulmanenate, Partner. The team also included Associates, Patcharaporn Pootranon, Aimsarin Jirasatapananon, Sawita Peetawan, Poonsook Pornpathananagoon, and Wassamon Lohachitranond.

  • Thailand, December 2012 – Weerawong, Chinnavat & Peangpanor advised Sahaviriya Steel Industries on its capital increase
  • Weerawong, Chinnavat & Peangpanor Ltd. (WC&P) advised Sahaviriya Steel Industries Pcl., Thailand’s first and largest manufacturer of hot-rolled steel sheet foils, on its capital increase by issuing up to 19 billion new shares to be allotted via private placement and rights offerings. The deal value is US$388 million (THB 11.66 billion), approximately, and is part of the company’s comprehensive financial structuring plan. Shareholders approved the transaction in October 2012, and the offering and closing were implemented from then through present.

    Peangpanor Boonklum, Partner led the project team which included, Paradorn Leosakul, Counsel, Karnpitcha Kongkiattiwong, Senior Associate, and Sawita Peetawan, Associate

  • Thailand, 04 December 2012 – Weerawong, Chinnavat & Peangpanor advised Ananda Development on its initial public offering and offering of existing shares
  • Weerawong, Chinnavat & Peangpanor (WC&P) advised Ananda Development Pcl. on its initial public offering (IPO) and offering of existing shares in Thailand, and on the international offering under Regulation S. Barclays Bank Plc., CIMB Bank (L) Ltd., and CLSA Singapore Pte. Ltd., acted as international managers, while Bualuang Securities Plc., and KT ZIMCO Securities Plc. acted as underwriters. The deal closed on December 4, 2012, and is valued at US$185 million (THB 5.6 billion), approximately.

    Peangpanor Boonklum, Partner led the project team along with Chatri Trakulmanenate, Partner. The team also included Senior Associates, Sunyaluck Chaikajornwat, Jongtip Tangsripairoje, and Pathamakorn Buranasin, along with Associates, Ekachai Chotpitayasunon, Trinuch Chuenchomlada, and Sawita Peetawan.

  • Thailand, 03 December 2012 – Weerawong, Chinnavat & Peangpanor advised book runners on the capital increase and listing of units in the Tesco Lotus Retail Growth Freehold and Leasehold Property Fund
  • Weerawong, Chinnavat & Peangpanor Ltd. (WC&P) advised Phatra Securities Pcl., Merrill Lynch Far East Ltd., CIMB Bank (L) Ltd., Citigroup Global Markets Ltd., and The Hongkong and Shanghai Banking Corporation (Singapore) as book runners, on the capital increase via preferential public offering (to existing unit holders of the Fund) and listing of additional units in the Tesco Lotus Retail Growth Freehold and Leasehold Property Fund (TLGF), on the Stock Exchange of Thailand. The deal closed on December 3, 2012, and is valued at US$251.5 million (THB 7.545 billion), approximately. This is an add-on offering for TLGF after its IPO of US$598 million (THB 18 billion), approximately, in March 2012 – Thailand’s largest ever property fund IPO on which WC&P also advised domestic and international book runners. 

    Kudun Sukhumananda, Partner, led the project team. The team also included Associates, Kom Vachiravarakarn, Tuangrat Mingviriya, Mayuree Sapsutthiporn, and Chusak Suwanpuchai, Real Estate Specialist.

  • Thailand, 08 November 2012 − Weerawong, Chinnavat & Peangpanor advised WHA Corporation on its initial public offering
  • Weerawong, Chinnavat & Peangpanor Ltd. represented WHA Corporation Pcl., a leading developer of logistics centers, on its corporate restructuring and initial public offering (IPO) on the Stock Exchange of Thailand (SET). The company  listed and started trading on  November 8, 2012, with an initial market capitalization price of THB 6.76 billion (approx. US$218 million). Of the 510 million listed shares, 380.60 million were existing and 129.40 million newly-issued.

    Siam Commercial Bank Pcl. acted as financial advisor, Kasikorn Securities Pcl. as financial advisor and underwriter, while SCB Securities Co. Ltd. was also an underwriter.

    Kudun Sukhumananda, Partner, led the project team which also included Yaowarote Klinboon, Senior Associate, Kom Vachiravarakorn,  Associate, Kongkoch Yongsavasdikul, Associate and, Sawita Peetawan, Associate.

  • Thailand, 04 October 2012 − Weerawong, Chinnavat & Peangpanor advised VGI Global Media on its initial public offering
  • Weerawong, Chinnavat & Peangpanor Ltd. (WC&P) represented VGI Global Media, Thailand’s largest ‘Out-of-Home’ media company, on its initial public offering (IPO), in addition to advising on the company’s corporate restructuring and share listing on the Stock Exchange of Thailand (SET). The company floated 88 million shares in its Baht 3 billion (US$100 million approx.) IPO, and Bualuang Securities acted as underwriter, with TISCO Securities as financial advisor and underwriter for the transaction. The IPO closed on October 4, 2012.

    VGI is a subsidiary of the Bangkok Mass Transit System Co. Ltd. (BTSC), sole-concessionaire to the core network of the BTS Skytrain in Bangkok.  Importantly, VGI is also the media and advertising company for the BTS Group, Thailand’s leading provider of mass transit solutions, and as such manages all advertising on the BTS Skytrain – ad space of 27,000 square meters at 23 stations and on 47 trains. Through its affiliation with the BTS Group, VGI also manages advertising at major retailers and commercial buildings across Bangkok.

    Peangpanor Boonkulm,  Executive Partner, led the project team which also included Paradorn Leosakul,  Counsel, Yaowarote Klinboon, Senior Associate, Kom Vachiravarakorn,  Associate, and Pratumporn Somboonpoonpol, Associate.
     

  • Thailand, 24 July 2012 – Weerawong, Chinnavat & Peangpanor represented Recap Investments Pte. Ltd. on the sale of Laguna Beach Resort.
  • Weerawong, Chinnavat & Peangpanor Ltd. (WC&P) represented Recap Investments Pte. Ltd. (Recap) on a multi-phased transaction which initially resulted in execution of a sales and purchase agreement between Recap and Outrigger Global Holdings (Outrigger) on July 24. Recap agreed to sell Laguna Beach Resort in Phuket to Outrigger Global Holdings for approximately US$118 million. The location of Laguna Beach Resort is significant, as it is in the 1,000-acre Laguna Phuket integrated resort area, one of Asia’s best holiday destinations.

    The transaction is also significant from a legal perspective because it was structured to incorporate the ‘entire business transfer’ concept, where the entity that transfers the assets will be required to be dissolved within the same fiscal year as the transfer. This structure allows the transaction to be exempted from certain taxes, thus also reducing transaction costs.

    Chinnavat Chinsangaram, Executive Partner led the project team, with strong support from Pakdee Paknara, Partner, Joseph Merling, Senior Associate, Pathamakorn Buranasin, Senior Associate, Sunyaluck Chaikajornwat, Senior Associate, Anusith Doungjai, Associate and Ravipat Mullijarupongs, Associate.

  • Thailand, 12 September 2012 – Weerawong, Chinnavat & Peangpanor advised on the merger and acquisition between Kiatnakin Bank Pcl. and Phatra Capital Plc.
  • Weerawong, Chinnavat & Peangpanor Ltd. (WC&P) represented Kiatnakin Bank Pcl. (Kiatnakin) on its merger with Phatra Capital Plc. (Phatra), a securities company listed on the Stock Exchange of Thailand (SET). The merged entity, Kiatkakin-Phatra Financial Group, will offer both commercial banking and capital-market products and services.

    Legal aspects of the transaction included advising on: (i) acquisition of existing and newly issued shares of Phatra via a share swap and a tender offer for all securities, which on closure, gave Kiatnakin 99.928 percent of Phatra, (ii) drafting, negotiating and commenting on the share purchase and shareholders’ agreements, (iii) advising Kiatnakin on the tender process, and (iv) delisting Phatra’s shares from the SET. The deal is valued at approximately Baht 6.2 billion (US$207 million).

    WC&P continues to work on the transfer of Kiatnakin Securities and Kiatnakin Fund Management to Phatra.

    Peangpanor Boonklum, Executive Partner led the project team, which also included Paradorn Leosakul, Counsel, and Pathamakorn Buranasin, Senior Associate.
     

  • Thailand, 29 May 2012 - Weerawong, Chinnavat & Peangpanor advised on Asia Aviation Pcl. IPO and Secondary Offering.
  • Weerawong, Chinnavat & Peangpanor Ltd. (WC&P) represented 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 on the international offering under Regulation S. Credit Suisse (Singapore) and CIMB Bank acted as international managers, while CIMB Securities (Thailand) Co., Ltd. and Thanachart Securities Plc. acted as underwriters for the 750 million new and 462.5 million existing shares of selling shareholders. This phase of the IPO closed on May 29, 2012.

    Asia Aviation Pcl. is the holder of 55% of the outstanding shares in Thai Air Asia Co., Ltd. (the other 45% of which are held by AirAsia Berhad), the leading Thai low-cost carrier which operates short-haul, point-to-point international and domestic routes.

    CIMB Securities (Thailand) Co., Ltd. and Thanachart Securities Plc. also acted as placement agents for the Secondary Offering involving 727.5 million existing shares of selling shareholders which completed on June 1, 2012. The IPO and secondary offering are valued at US$239.3 million (approx.) and the transactions were led by Partners Chatri Trakulmanenate and Peangpanor Boonklum with support from project team members: Visitsak Arunsurat, Sr. Associate, Yaowarote Klinboon, Sr. Associate, Patcharaporn Pootranon, Associate, Kongkoch Yongsavasdikul, Associate, Chutinan Chutima, Associate, Kom Vachiravarakarn, Associate, Aimsarin Jirasatapananon, Associate, and Thanyasin Namchan, Legal Assistant.
     

  • Thailand, 22 March 2012 - Weerawong, Chinnavat & Peangpanor advised on Thai Reinsurance Pcl capital increase
  • Weerawong, Chinnavat & Peangpanor (WC&P) advised Thai Reinsurance Public Company Limited (THRE) on THRE’s capital increase from (approx.) Baht 1.2 billion (US$ 39.6 million) to (approx.) Baht 3.5 billion (US$ 117.1 million) by issuing just over 2.3 billion new ordinary shares. THRE is Thailand’s sole professional reinsurer, offering reinsurance coverage in all major property and casualty business lines, with particular expertise in property, casualty, engineering, marine, and life customers. Up to nearly 1.6 billion of the newly issued shares, at an offering price of Baht 3.00 (approx. US$.10) per share, have been allocated to existing THRE shareholders in proportion to their shareholding, and up to 742 million of the newly issued shares have been allocated to HWIC Asia Fund under the private placement scheme. The transaction closed on March 22, 2012 and was led by the Firm’s capital markets partner, Paradorn Leosakul.

  • Thailand, 19 March 2012 – Weerawong, Chinnavat & Peangpanor advised on Tesco Lotus IPO
  • Weerawong, Chinnavat & Peangpanor (WC&P) has advised the domestic and international book runners, Phatra Securities Public Company Limited, Merrill Lynch Far East Limited, Nomura International PLC., and The Royal Bank of Scotland N.V., (Hong Kong Branch), in connection with the IPO and listing of investment units in the Tesco Lotus Retail Growth Freehold and Leasehold Property Fund (TLGF) on the Stock Exchange of Thailand. The transaction closed on March 19 and was valued at (approximately) US$598 million. TLGF, which is Thailand’s largest ever property fund IPO, invested in the freehold and leasehold rights of land and buildings in 17 Tesco Stores located within Bangkok and across the country. The Firm’s capital market partners, Peangpanor Boonklum and Kudun Sukhumananda, led the transaction.
  • Thailand, 08 March 2012 - Weerawong, Chinnavat & Peangpanor Ltd. advised Charoen Pokphand Foods on USD 2.17 Billion deal
  • Weerawong, Chinnavat & Peangpanor(WC&P) has advised Charoen Pokphand Foods PCL (CPF), Thailand’s leading agribusiness and food conglomerate, in respect of its acquisition of 74% of the shares of CP Pokphand Company Ltd (CPP), a company listed on the Hong Kong Stock Exchange. Funding of the transaction occurred in two stages for a total investment of approximately US$ 2.17 billion. WC&P also advised CPF on financing of the transaction with a US$740 million syndicated loan led by Bangkok Bank as arranger, which included Bangkok Bank, KrungThai Bank, CIMB Bank and ICBC (Thailand) as lenders. The acquisition aimed at consolidating the structure of CPF group and involved business entities across Asia, particularly in China and Vietnam. Partners Peangpanor Boonklum and Chatri Trakulmanenate led on acquisition work and Counsel Passawan Navanithkul on financing aspects of the transaction.
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