As one of the key foreign investors in Thailand, we have both represented and acted against a number of leading Japanese corporates in relation to their business operations and investments in Thailand, which has allowed us to have a sound understanding of their business culture and way of working.

Other than typical outbound investment through merger and acquisition, foreign direct investment, and business cooperation, we have been given a number of opportunities to work with top Japanese law firms and well-known international firms in Japan (e.g. Anderson Mōri & Tomotsune, Yodobayashi & Yamagami, and Herbert Smith Freehills) to assist them and their clients on capital market transactions, cross-border acquisitions and dispositions, joint ventures, fundraising, financing, banking regulations and compliance, and general corporate and commercial matters.

Notable transactions include:

M&A

• Advised Central Pattana on its joint venture with MEA Commercial Holdings in CPN Village, the operator of Central Village


• Advised on the strategic alliance between Tri-En Solution and Toenec Corporation


• Advised on the disposal by Asvatanakul Family in Takeda Thailand, a subsidiary of Japan’s largest pharmaceutical company, Takeda Pharmaceutical, by way of an entire business transfer and sale of shares


• Advised on the acquisition by Kanamoto of the remaining interest in Siam Kanamoto from its joint venture partner


• Advised Thaivivat Insurance (TVI) on the investment by ITOCHU Corporation through its subsidiary, GR Management (Thailand), in TVI by way of a subscription of new shares with the investment value of approximately THB 1 billion


• Advised on the divestiture by Korphaibool Family to Hitachi Chemical Group of shares in Hitachi Chemical Storage Battery, a leading manufacturer and distributor of automotive and motorcycle batteries under the “3K” brand


• Advised OKK Corporation on its joint venture and investment in Pana-Taguchi (Thailand), as well as other corporate and foreign direct investment related matters


• Advised on the investment in Kaset Thai, which is an operator of a fully integrated sugar business as well as the business related to by-products from the sugar production process, as part of its IPO by Sumitomo Corporation


• Disposition by GE Capital in the Bank of Ayudhya to The Bank of Tokyo Mitsubishi UFJ via a voluntary tender offer, the total value of which was at the time, the largest M&A transaction concerning Thai companies


• Advised on the disposition by Thailand Equity Fund (co-invested by Lombard) in S. Pack & Print Public to Oji Paper


• Advised on the mergers between BlueScope Steel and Nippon Steel regarding BlueScope Steel’s operation in Thailand and a business spin-off.Advised GFPT on its joint venture with Nichirei Foods Inc.

Capital Markets

• Delisting tender offer of Capital Nomura Securities by Nomura Group


• Disposal by GE Capital in the Bank of Ayudhaya via a block trade to domestic and international institutional investors

• Advised (in conjunction with Skadden, Arps, Slate, Meagher & Flom LLP as lead counsel) Joyson KSS Auto Safety S.A. and some of its subsidiaries in connection with its entry into a USD 900 million senior multicurrency term and revolving facility agreement with (i) Deutsche Bank Tokyo Branch, (ii) Mizuho Bank and (iii) China Merchants Bank to support financing the global acquisition by Key Safety Systems Group of businesses and assets of Takata Corporation Group


• Advised BlueScope Steel Thailand on a THB 2.5 billion Term Loan Facility from HSBC, Bangkok Bank, and The Bank of Tokyo Mitsubishi UFJ, Bangkok Branch


• Advised GFPT Nichirei on a THB 1.17 billion Credit Facility from Mizuho Corporate Bank, The Bank of Tokyo Mitsubishi UFJ, Bangkok Branch, Sumitomo Mitsui Banking Corporation, Bangkok Branch and TMB Bank


• Advised Yamaichi Corporation Group on its debt restructuring, including obtaining new facilities from The Bank of Yokohama and relevant mortgage registrations in Thailand


• Assisted Mitsubushi UFJ Lease (Singapore) on the preparation of a machinery mortgage agreement to be used for its Thailand operation

Others

• Advised SBITO in connection with a wide range of its corporate and commercial matters, including its fundraising, securities regulations, corporate governance and regulatory compliance


• Advised Dentsu Aegis Network on a number of investment, business cooperation and commercial agreements as well as its regulatory compliance


• Advised Chugai Ro in connection with licensing requirements for its Thailand operation


• Advised AEON Group on its full audit of regulatory compliance


• Advised Mitsui & Co. in connection with Thai laws concerning foreign direct investment