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 |
|---|---|---|---|
|
Alan Adcock |
Partner | Bangkok |
+66 2653 5871 |
|
Charunun Sathitsuksomboon |
Partner | Bangkok |
+66 2653 5541 |
|
Chinachart Vatanasuchart |
Partner | Bangkok |
+66 2653 5688 |
|
Cynthia M. Pornavalai |
Partner | Bangkok |
+66 2653 5559 |
|
David Lyman |
Partner | Bangkok |
+66 2653 5597 |
|
John King |
Partner | Bangkok |
+66 2653 5502 |
|
Kobkit Thienpreecha |
Partner | Bangkok |
+66 2653 5534 |
|
Michael K. Lee |
Partner | Ho Chi Minh City |
+84 8 3936 2069 |
|
Piyanuj (Lui) Ratprasatporn |
Partner | Bangkok |
+66 2653 5533 |
|
Santhapat Periera |
Partner | Bangkok |
+66 2653 5995 |
Date |
Title |
|---|---|
| February 14, 2012 |
Asian Legal Business Interviews Tilleke & Gibbins Partners on Japanese Investment Cynthia M. Pornavalai, Thomas J. Treutler, Torajiro Ohashi With the earthquake, tsunami, and a stagnant economy, Japan faced a particularly difficult year in 2011. Despite the setbacks, Japanese companies forged ahead by expanding their business... |
| February 1, 2012 |
Tilleke & Gibbins Elevates Michael K. Lee to Partner Michael K. Lee Tilleke & Gibbins is proud to announce the appointment of Michael K. Lee as a Partner of the firm, effective January 1, 2012. Michael counsels clients and manages cases on a wide range... |
| January 25, 2012 |
Tilleke & Gibbins Seminar on February 28: Profiting from Your IP Alan Adcock Intellectual property (IP) represents a large and growing component of both enterprise investment and overall value. Companies that understand the true value of their intangible assets have a... |
| January 23, 2012 |
Customs Valuation Discrepancies May Affect Investment Michael Ramirez According to Business Report Thailand, both foreign and Thai companies face inconsistencies in the customs valuation methods used by the Thai Customs Department. Michael Ramirez,... |
| December 28, 2011 |
Oxford Business Group and Tilleke & Gibbins Seal Third Partnership for 2012 Publication Tiziana Sucharitkul Oxford Business Group (OBG), the global publishing, research and consultancy company, has renewed its partnership with Tilleke & Gibbins for its latest report on Thailand’s economy. As... |
|
Date |
Title |
|---|---|
| May 11, 2011 |
The Report: Thailand 2011 – Legal Framework The Report: Thailand 2011, published by Oxford Business Group, provides an in-depth analysis of various sectors of the Thai economy. In the legal section of the publication, Tilleke... |
| May 3, 2011 |
Viewpoint – The Political Scene in Thailand: Pre-Election Observations David Lyman In response to regular queries received from our multinational clients, David Lyman, Chairman & Chief Values Officer of Tilleke & Gibbins, has been providing periodic updates on the... |
| April 28, 2011 |
Coping with Expanded Environmental Regulation David Duncan, Charunun Sathitsuksomboon Last year, around the same time as Thailand’s “Red Shirt” crisis, another crisis was under way. Of course, we are referring to Map Ta Phut, a thoroughly industrialized municipality which became... |
| 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,... |
| March 11, 2011 |
PLC Cross-border Doing Business in … Handbook 2011 – Thailand Chapter Pimvimol (June) Vipamaneerut, Siriwan Phentalay, Chaiwat Keratisuthisathorn, Charunun Sathitsuksomboon, Hiranrat Chakartnarodom This chapter provides an overview of the legal system and key laws for foreign companies doing business in Thailand. Presented in a question-and-answer format, the chapter examines the rules... |
