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Noparat Kaewsringarm

Partner

Bangkok

Noparat Kaewsringarm

Partner

Bangkok

Noparat has experience of a wide range of commercial and corporate finance transactions including public takeover, private acquisitions and disposal, joint venture, IPOs, private placements and a broad range of other equity and debt capital market transactions, including the securities and the exchange law related matters. She also has particular experience in managing complex cross border transactions.

Other experience includes:

  • Thai and international counsel to UBS, Kasikorn Securities and Trinity Securities (the underwriters) on the USD1bn IPO and share listing on the Stock Exchange of Thailand of Bangkok Commercial Asset Management Public Company Limited (BAM). The IPO and listing on the SET comprised a public offering of shares in Thailand and a concurrent private placement outside Thailand pursuant to Regulation S under the U.S. Securities Act. BAM is Thailand’s largest bad debt management firm and is wholly owned by the Financial Institutions Rehabilitation and Development Fund (FIDF), a unit of the Bank of Thailand, which assisted in providing financial assistance to troubled financial institutions during the Asian financial crisis in the late 1990s.
  • Thai and international counsel to CIMB, Credit Suisse, Krung Thai Bank and KT ZMICO Securities (the underwriters) on the USD242m IPO and share listing on the Stock Exchange of Thailand of S Hotel and Resorts Company Limited – the hospitality arm of Singha Estate. The IPO and listing on the SET comprised a spin off public offering of shares by S Hotel and Resorts in Thailand and a concurrent private placement to eligible investors outside Thailand pursuant to Reg S under the U.S. Securities Act.
  • Thai and international counsel to Merrill Lynch, Bualuang Securities, J.P. Morgan and Phatra Securities (the underwriters) on the USD472m IPO of shares by Osotspa Public Company Limited. The IPO and share listing on the SET. This comprised a public offering of shares in Thailand and a concurrent private placement outside Thailand pursuant to Reg S under the U.S. Securities Act. Equity Market Deal of the Year (Midsize): Osotspa’s IPO on the SET, ALB Southeast Asia Law Awards 2019; and Best Mid-cap Equity Deal, Osotspa’s THB15.1bn IPO on the SET, The Asset Regional Awards 2018.
  • Thai and international counsel to Bualuang Securities, CIMB, Credit Suisse, Kasikorn Securities and Quant Group (the underwriters) on the USD412.6m IPO of Banpu Power Public Company Limited (a wholly-owned subsidiary of Banpu Public Company Limited) in Thailand and a concurrent private placement outside Thailand and the United States pursuant to Reg S under the U.S. Securities Act of 1933, as amended.
  • Tesco on the establishment and IPO on the SET of Tesco Lotus Retail Growth Leasehold and Freehold Property Fund (TLGF). The IPO raised approximately THB18.4bn, making the offering Thailand’s largest property fund IPO in history at the time and the largest IPO in the country since July 2006. The transaction involved the sale of 17 shopping malls each anchored by a Tesco Lotus hypermarket and the leaseback of the Tesco Lotus hypermarket within each shopping mall, 16 of which were completed in one day.
  • Central Pattana Public Company Limited (CPN) on its THB10.16bn acquisition of 50.06% of shares in Grand Canal Land (GLAND) from existing shareholders, and a subsequent tender offer of all remaining shares of GLAND.
  • Central Group on its acquisition of the Big C Vietnam supermarket chain from Groupe Casino, a French mass retailer, for an enterprise value of USD 1.1 billion. The transaction comprised the acquisition of more than 20 Vietnamese companies and joint ventures owned, operated and financed through a complex offshore holding structure of Dutch, French and Hong Kong incorporated companies under a French law governed share sale agreement entered into by a Thai purchaser. The acquisition was the largest inbound M&A deal in Vietnam since 2012 and the third largest of all time.
  • MUFG Bank, Ltd. on its ground breaking voluntary tender offer for Bank of Ayudhya. This was the largest ever acquisition by a Japanese bank in Asia, with a deal value in excess of USD6bn. This cross-jurisdictional deal saw MUFG become the first Japanese banking group to control a major South East Asian bank. Our team advised on all contractual and regulatory aspects of the deal, as well as on post-integration matters.
  • Ant Financial Services Group on its investment in Ascend Money Company Limited.
  • PTT Global Chemical Public Company Limited on its direct and indirect acquisition by PTTGC and its affiliated company TOC Glycol Co., Ltd. (TOCGC) of 74% shares in Siam Mitsui PTA Co., Ltd. (SMPC) and Thai PET Resin Co., Ltd. (TPRC) from SCG Chemicals Co., Ltd. (SCG Chemicals) and Mitsui Chemicals, Inc. (MCI). The agreed enterprise value of the two companies was USD279m and the total purchase price for the acquired equity interest was approximately USD125m.

Office

Bangkok

Allen & Overy (Thailand) Co., Ltd.
23rd Floor, Sindhorn Tower III, 130-132 Wireless Road, Lumpini, Pathumwan
Bangkok
10330

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Qualifications

Professional

Admitted as lawyer, Thailand, 2008

Academic

LLB (Hons), Chulalongkorn University, 1995

LLM, Duke University, 1999

Experience highlights

Recognition