Acquisition of majority stake in Por Phat hospitals

Advised Principal Capital PCL (PRINC) on the acquisition of an approximately 57% equity interest in N.D.S.34 Co., Ltd., the operator of Por Phat 1 Hospital and Por Phat 2 Hospital in Nakhon Ratchasima Province, for an aggregate consideration of THB 673.65 million.

The transaction involved the acquisition of shares from existing shareholders of N.D.S.34 Co., Ltd. and the subscription for newly issued ordinary shares by Principal Healthcare Co., Ltd., a subsidiary of PRINC, resulting in PRINC obtaining a majority shareholding in the target company.

Our role included advising on the overall transaction structure, drafting and negotiating the share purchase and share subscription agreements, and providing legal advice on regulatory, corporate, and transactional matters relevant to the acquisition. We also assisted with transaction execution, completion mechanics, and post-closing matters to ensure the successful implementation of the investment.

Noble’s major shareholder voluntary partial tender offer

Advised Mr. Frank Fung Kuen Leung on his voluntary partial tender offer to acquire up to 15.00% of the ordinary shares of Noble Development PCL (SET: NOBLE) at an offer price of THB 2.32 per share, with an aggregate transaction value of THB 476.5 million (~USD 15.2 million). The tender offer closed on 20 January 2026. Upon completion, Mr. Leung increased his equity stake in NOBLE from 19.46% to 33.30%, reflecting his long-term investment conviction in Thailand’s property development sector and the strategic use of Thailand’s partial tender offer regime. The advisory work covered all aspects of the transaction, including the structuring and implementation of the voluntary partial tender offer, compliance with applicable capital markets and public takeover regulations, and the client’s financing arrangements. The transaction highlights a strong track record in advising on voluntary partial tender offers involving SET-listed companies under Thai securities laws.

Royal Bangkok Healthcare’s share acquisition in Lansing Business System Co., Ltd.

Frasers Property’s acquisition of a stake in Frasers Property Industrial REIT Management (Thailand) and REIT units in FTREIT

Proposed disposition of Thai Tank Terminal and Bulk Tank Farm

PTT Global Chemical Public Company Limited (PTTGC) on the proposed disposition of two major infrastructure assets with a combined transaction value of approximately THB 9.24 billion (~USD 255 million). The transactions involve the sale of shares in Thai Tank Terminal, a joint-venture terminal operator providing integrated storage, liquid handling, logistics, and jetty services for chemicals and gases, and the sale of a bulk tank farm (BTF) comprising large-scale storage tanks and related infrastructure located in Map Ta Phut, Rayong, Thailand.

General Offer from Mitsubishi Corporation

Represented Mitsubishi Corporation (MC) in connection with its first “unregulated” general offer launched with the purpose of increasing its additional shareholding in Thai Union Public Company Limited (TU), a Thailand-based seafood company listed on the Stock Exchange of Thailand (SET) from 6.19% to 20% (excluding treasury shares). The transaction was made public on 4 August 2025.

Advised Plan B Media on acquisition of Hello Bangkok LED and issuance of shares to VGI

Advised Plan B Media PCL on its acquisition of Hello Bangkok LED Co., Ltd. for a total consideration of ~THB 4 billion (~USD 123 million). The transaction involved the purchase of shares from two sellers, including Roctec Global PLC, a company listed on the Stock Exchange of Thailand. Our role included conducting legal due diligence, advising on the transaction structure, drafting and negotiating the Share Purchase Agreement, and providing guidance on regulatory compliance, including capital markets regulations. We also assisted with the completion process and related post-closing matters. As part of the same transaction, we also advised Plan B Media on the issuance and private placement of 285,714,286 new ordinary shares to select investors, including VGI Public Company Limited. This capital raise, amounting to over THB 2 billion, was undertaken to fund the acquisition. Plan B Media significantly enhances its advertising footprint and reach in high-potential locations such as business districts and areas with high traffic.

Turnkey Communication Services’ Partial Voluntary Tender Offer for shares in AIT

Represented Turnkey Communication Services PCL in connection with its partial voluntary tender offer to acquire up to 10.00% of the total issued and paid-up shares of Advanced Information Technology PCL (AIT). The offer was priced at THB 5.20 per share, with a total transaction value of approximately THB 799 million (~ USD 24.8 million). Our role included advising on the structure of the tender offer, preparing and submitting the required application and supporting documents to the Office of the Securities and Exchange Commission (SEC), and ensuring compliance with applicable securities laws and regulations. The transaction supports Turnkey’s strategic investment in the information and communications technology sector.

Microfiber Industries’ acquisition of premium ceiling solutions manufacturer

Represented Microfiber Industries Limited in the acquisition of B.F.M. Micro Co., Ltd., with a focus on its Armstrong unit, a leading provider of premium Armstrong-branded commercial ceiling solutions known for premium quality, acoustic performance, and ecological design. Founded in 1996, B.F.M. Micro has established itself as a leader in Thailand’s high-end construction material sector. The transaction included legal due diligence, deal structuring, and transaction documents.

NSL Foods’ strategic acquisitions in the agricultural and natural food sectors

Represented NSL Foods PCL on strategic investments in two agricultural product companies, including legal due diligence, transaction documentation, and corporate approvals. The transaction comprised an acquisition of assets from N.B. Value Link Co., Ltd. to the value of approximately THB 150 million (~ USD 4.6 million), and the acquisition of 100% shares in Pro Natural Foods Co., Ltd. for approximately THB 124 million (~ USD 3.8 million).

SKY ICT’s Acquisition of Callvoice via Share Swap and Entire Business Transfer

Represented SKY ICT Public Company Limited in its acquisition of Callvoice Communications Co., Ltd. (Callvoice) through an entire business transfer structure, executed by way of a share swap. As part of the transaction, SKY ICT issued newly issued shares to the shareholders of Callvoice through a private placement, with a total transaction value of THB 36 million. Our role included advising on the transaction structure, conducting legal due diligence, drafting and negotiating key agreements, and assisting with regulatory and corporate compliance, supporting SKY ICT’s strategic expansion into voice communication and related technologies.

TRA Land JV with B.Grimm and MEAei

Advised TRA Land Development Company Limited on a major real estate joint venture valued at THB 2.2 billion, involving three key parties: leading industrial real estate developers, power plant operators, and key government agencies, including B. Grimm and MEAei.