Represented a leading pharmaceutical company in Thailand and Vietnam in connection with its merger with another multinational pharmaceutical company. We advised on various commercial agreements. We also provided guidance on the procedural steps and permits required before and after the integration of the two companies and implications in terms of employees, businesses, licenses, reorganization, etc. After the integration became effective, we helped the subsidiaries comply with various legal requirements and assisted our client in obtaining the necessary permits.
Commercial Transactions and M&A
Tilleke & Gibbins helps clients structure and implement strategic transactions that accelerate vertical or horizontal integration and industry consolidation.
We serve both international clients wishing to acquire operations in Asia and domestic clients wishing to invest in businesses abroad. Free-trade agreements and financial liberalization make companies in Southeast Asia attractive assets for foreign investors. The increased strength of regional currencies and economies has encouraged local operators to invest internationally to increase their competitiveness. Both types of investors rely on our global and regional expertise in mergers, acquisitions, joint ventures, corporate restructuring, and other vehicles for equity investment.
Our clients also tap into our worldwide network of associated law firms to assist with cross-border transactions and benefit from our unique ability to negotiate and draft key contracts in languages including Thai, Vietnamese, Japanese, Mandarin, French, and English.
We help our clients develop and execute global strategies for business growth. Read about some of our recent representative work. We have:
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Helped a manufacturer establish a subsidiary for the purpose of relocating its production facility to Thailand. The project was promoted by the Board of Investment and had an investment value of more than THB 100,000,000. We reviewed the joint venture agreement and advised on corporate law, relevant regulations, and necessary permits. We assisted the client in obtaining permits from the Industrial Estate Authority of Thailand and the Board of Investment to buy land and initiate the project. In addition, we conducted a thorough review of the deposit agreement, land purchase and sale agreement, and utilities service agreement.
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Conducted due diligence on behalf of a financial institution considering whether to finance the build out of a state-owned operator’s planned 3G network in Thailand and advised the financial institution regarding risk factors. The proposed loan amount as publically disclosed exceeded USD 500,000,000.
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Advised a diversified manufacturing company in regard to Thailand acquisition financing related to its global acquisition of a plastic division in a USD 11.6 billion cash deal. We assisted in the acquisition of the Thai subsidiaries of the plastic division.
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Advised a financial fund from Australia on establishing a subsidiary for the purpose of acquiring the pharmaceutical department of a large multinational corporation in Thailand. In order to facilitate this key acquisition, we provided guidance on the regulations on importing and distributing pharmaceutical products in Thailand, as well as on the establishment of a Thai subsidiary. We assisted the client in obtaining approval from the Board of Investment of Thailand. By providing related tax advice, we were able to help the client plan and mitigate tax implications of importing and distributing products from Australia, including advice on regulatory requirements from the Food and Drug Administration. The total value of the project exceeded USD 20,000,000.
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Assisted a Japanese plastics molding company in its share acquisition of a foreign-owned injection molding subsidiary with over 900 local employees in two separate facilities.
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Assisted in structuring an airline alliance. As two major international carriers were organizing a joint venture, the firm was approached to assist. The joint venture is now in operation, and has helped to position both carriers for improved profitability.
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Applied for and obtained an investment certificate for a rapidly expanding U.S. Internet company to set up shop and conduct business in Vietnam. Worked with the client to secure a local joint venture partner and structured the deal to allow the client to retain independence and control of the company.
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Advised a leading producer of semiconductor processing equipment on contracts between the target company and a third party.
| Name |
Position |
Office | Contact |
|---|---|---|---|
|
Anake Rattanajitbanjong |
Associate | Bangkok |
+66 2653 5510 |
|
Areeya Pornwiriyangkura |
Associate | Bangkok |
+66 2653 5882 |
|
Chaiwat Keratisuthisathorn |
Associate | Bangkok |
+66 2653 5507 |
|
Doan Ngoc Tran |
Associate | Ho Chi Minh City |
+84 8 3936 2060 |
|
Huong Thi Thanh Nguyen |
Associate | Hanoi |
+84 4 3772 5617 |
|
Kien Trung Trinh |
Associate | Hanoi |
+84 4 3772 5567 |
|
Pornchai Srisawang |
Associate | Bangkok |
+66 2653 5543 |
|
Thom Thi Mai Nguyen |
Associate | Hanoi |
+84 4 3772 5607 |
|
Tu Ngoc Trinh |
Associate | Hanoi |
+84 4 3772 5556 |
|
Vinh Quoc Nguyen |
Associate | Ho Chi Minh City |
+84 8 3936 2061 |
| Date |
Title |
|---|---|
| November 8, 2011 |
Effect of Thai Flooding on Investment: David Lyman Quoted in The New York Times David Lyman With the recent flooding in Thailand, many companies in the computer component and automobile sectors—and their supply chains—have been impacted. The effects of the flooding have been felt not... |
| November 4, 2011 |
Eight Tilleke & Gibbins Attorneys Honored by Legal 500 Piyanuj (Lui) Ratprasatporn, Tiziana Sucharitkul, Thawat Damsa-ard, Chinachart Vatanasuchart, Darani Vachanavuttivong, Alan Adcock, Jeffrey J. Blatt, Sriwan Puapondh In the 2011 edition of The Legal 500 Asia Pacific, eight Tilleke & Gibbins attorneys were recognized as leading practitioners in their areas of practice in Thailand. This included:... |
| October 12, 2012 |
Euromoney Asia Women in Business Law Awards: Tilleke & Gibbins Shortlisted in Four Categories Darani Vachanavuttivong, Tiziana Sucharitkul On November 22, 2012, the Euromoney Legal Media Group will hold its second annual Asia Women in Business Law Awards at the Renaissance Harbour View Hotel in Hong Kong. Again this year,... |
| January 18, 2011 |
Experts Put Map Ta Phut into Perspective for Foreign Investors Charunun Sathitsuksomboon, David Duncan On January 18, 2011, Charunun Sathitsuksomboon, Attorney-at-Law, and David Duncan, Consultant, presented on “Map Ta Phut and the Thai Regulatory Environment” at the Tilleke & Gibbins... |
| January 30, 2007 |
Government Urged to Cut Protected Businesses Listed in Annex 3 David Lyman A meeting of the International Chamber of Commerce has called on the Thai government to reduce the list of businesses in Annex 3 of the Foreign Business Act in order to improve the investment... |
| Date |
Title |
|---|---|
| August 17, 2012 |
Thailand’s Newly Proposed Public-Private Partnership Law Passanan Suwannoi Development of public infrastructure has been increasing in line with Thailand’s economic growth, and the private sector has played an important role in this regard. However, the existing law... |
| July 23, 2007 |
Thailand’s Policy on Pharmaceutical Licenses Puts Long-Term Development at Risk Recent meetings between U.S. business interests and the Thai Ministry of Public Health painted a grim picture for the American reaction to Thailand’s broad-based imposition of compulsory licenses... |
| July 27, 2007 |
Following a draft that had been originally presented for discussion since 2002, the Thai government has now enacted the Computer Crimes Act. The final version of the law has incorporated many... |
| September 7, 2010 |
The Impact of Free Trade on IP Alan Adcock The June 2010 World Economic Forum Report Enabling Trade in the Greater ASEAN Region ranked 125 economies based on market access, border administration, transport and communication infrastructure... |
| June 29, 2011 |
The International Comparative Legal Guide to: Pharmaceutical Advertising 2011 – Vietnam Chapter Dung Thi Kim Vu Advertising of pharmaceutical products is heavily regulated in many jurisdictions, and Vietnam is no exception. The Vietnam chapter of The International Comparative Legal Guide to:... |
