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 |
|---|---|
| July 2, 2012 |
Seminar on ASEAN Economic Community with Thai Timber Association Chinachart Vatanasuchart, Suebsiri Taweepon, Somboon Earterasarun On July 12, 2012, three Tilleke & Gibbins lawyers, Chinachart Vatanasuchart, Suebsiri Taweepon, and Somboon Earterasarun, will be speaking at a seminar on ASEAN Economic Community (AEC) issues... |
| March 21, 2008 |
Darani Vachanavuttivong, Tiziana Sucharitkul This article provides an introduction to Tilleke & Gibbins based on the firm’s winning the prestigious International Law Office Client Choice Award 2007 for Thailand. |
| June 21, 2011 |
The BigChilli Magazine Interviews David Lyman David Lyman The BigChilli, a Bangkok-based lifestyle magazine, recently interviewed David Lyman, Chairman & Chief Values Officer of Tilleke & Gibbins. The interview highlighted the background... |
| November 3, 2010 |
The Legal 500 Asia Pacific Honors Piyanuj (Lui) Ratprasatporn Piyanuj (Lui) Ratprasatporn On November 3, 2010, The Legal 500 Asia Pacific, a definitive publication on legal services providers worldwide, honored Tilleke & Gibbins lawyers in Thailand in the fields of dispute... |
| November 3, 2010 |
The Legal 500 Asia Pacific Honors Tilleke & Gibbins Attorneys Alan Adcock, Chinachart Vatanasuchart, Darani Vachanavuttivong, Piyanuj (Lui) Ratprasatporn, Sriwan Puapondh, Thawat Damsa-ard, Tiziana Sucharitkul On November 3, 2010, The Legal 500 Asia Pacific, a definitive publication on legal services providers worldwide, honored Tilleke & Gibbins lawyers in Thailand in the fields of dispute... |
| Date |
Title |
|---|---|
| April 25, 2011 |
Franchising in Thailand – Some Current Issues Alan Adcock In Thailand, the franchising agreement is a legally binding agreement which outlines the franchisor's terms and conditions for the franchisee. As in most jurisdictions, it governs duties, rights,... |
| July 21, 2009 |
With Vietnam’s entry into the WTO, it is expected that franchising activity in the country will increase markedly over the next few years. There are presently a handful of major franchises... |
| March 4, 2010 |
Thomas J. Treutler Following Vietnam’s entry into the World Trade Organization in 2007, franchising activity is on the rise. Even in the recent worldwide economic downturn, major franchises have been attracted by... |
| September 25, 2012 |
Getting the Deal Through – Franchise 2013, Vietnam Chapter Thom Thi Mai Nguyen, Huong Thi Thanh Nguyen With regulatory changes occurring in Vietnam to promote foreign investment, familiarity with the law on franchising in Vietnam is imperative to strategic decision-making for all types of investors... |
| July 11, 2012 |
Guide to Doing Business in Thailand for Japanese Investors Pimvimol (June) Vipamaneerut, Sriwan Puapondh, Chaiwat Keratisuthisathorn, Charunun Sathitsuksomboon, Ampolphan Sriduangchan, Kobkit Thienpreecha, Titikaan Ungbhakorn This Japanese-language Guide to Doing Business in Thailand was prepared by Tilleke & Gibbins in collaboration with Nishimura & Asahi, the Lex Mundi member firm for Japan. Written for... |
