James Lawden

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 Public Company Limited (SET: NOBLE) at an offer price of THB 2.32 per share, valuing the transaction at THB 476.5 million (~USD 15.2 million).

Represented the Credit Guarantee and Investment Facility (CGIF), a trust fund of the Asian Development Bank in connection with THB 1.5 billion guarantee to the investor in fully THB-denominated bonds to be issued by Northeast Rubber Public Company Limited.

Advised Thai Beverage Public Company Limited (ThaiBev) on the successful establishment of its US$2 billion multicurrency debt issuance program.

Advised Credit Guarantee and Investment Facility (CGIF), a trust fund of the Asian Development Bank, on mortgage of land plots of Vongsayam Korsang Co., Ltd., as security to the bond issuance guaranteed by CGIF, with maximum mortgaged amount of THB 1.95 billion.

Represented MR. D.I.Y. Thailand in its IPO transaction, the filing was submitted to the Office of the Securities and Exchange Commission of Thailand on 6 September 2024.

Represented Jardine Cycle & Carriage Limited in a sale and purchase agreement with Sunrise Equity Co., Ltd. for the proposed sale of its 25.54% stake in Siam City Cement Public Company Limited. The transaction is valued at THB 12.17 billion (~ USD 346 million)

Represented Intouch Holdings Plc (INTUCH) and Singapore Telecommunications Ltd, a major shareholder in INTUCH and ADVANC, in their strategic plan to merge with Gulf Energy Development Plc. (GULF), a landmark amalgamation that combines the strengths of three regional industry giants in the telecommunications and energy sectors. This transaction involves five listed entities on the Stock Exchange of Thailand (SET): GULF, INTUCH, ADVANC, THCOM, and one entity listed on the Singapore Exchange (SGX): Z74, commonly known as "Singtel". The amalgamation will result in the formation of a newly listed public limited company, and conditional voluntary tender offers (VTO) for Advanced Info Service Public Company Limited (ADVANC) and Thaicom Public Company Limited (THCOM). This transformative deal aims to simplify shareholding structures and diversify business operations by uniting the energy and digital sectors. Valued at over THB 200 billion (~ USD 5.5 billion), the transaction was announced on 16 July and is expected to close in Q2 of 2025.

Represented a French bank acting through its Hong Kong branch in its acceptance of the shares listed on the Stock Exchange of Thailand as collateral in relation to the cross-border margin loan facility of USD 80 million.

Represented PTTEP in its liability management exercise. The transaction consisted of a transfer of all outstanding debentures of the US$ 490,000,000 Senior Debentures due in 2042 issued by PTTEP Canada International Finance Limited (PTTEP CIF) and guaranteed by PTTEP (the “2042 Notes”) to PTTEP Treasury Center Company Limited (PTTEP TC); and a tender offer by PTTEP TC to purchase the 2042 Notes and the US$ 650,000,000 Senior Debentures due in 2059 issued by PTTEP TC, and guaranteed by PTTEP (the “2059 Notes”). The 2042 Notes and the 2059 Notes are both listed on the Singapore Exchange Securities Trading Limited (SGX-ST). The total repurchase amount was US$ 81.89 million.

Represented a Global Fortune 500 company and a leading producers of home appliances, in its acquisition of all shares of a manufacturing division company, a wholly-owned subsidiary of a global Japanese electronics conglomerate in Thailand.

Represented a trust fund of one of the major development banks, on the issuance of Partially Guaranteed Bonds for a Thai gas and petrochemicals company.

Represented a group of three major international banks in relation to a global chemicals company's liability management transaction, involving a tender offer to purchase its outstanding USD 1 billion 4.25% Senior Unsecured Notes due 2022 from existing holders and the subsequent issuance by an affiliated entity of like-kind notes, guaranteed by the chemicals company.

Advised a group of four international banks in relation to the issuance of USD 400 million 4.90 per cent Perpetual Additional Tier 1 Capital Securities issued by a major Thai bank.

Represented a major Thai bank (as guarantor) in the issuance of USD 300 million Guaranteed Senior Perpetual Capital Securities issued by one of the largest hospitality, restaurant and lifestyle companies in the Asia Pacific Region.

Represented a major energy company in the tender for purchase of USD 350 million 5.875% Senior Notes due 2035 and USD 600 million 4.5% Senior Notes due 2042 issued and offered to sell like-kind note to Existing Note holders.

Represented a major Thai energy conglomerate in the issuance of long term senior notes by its Treasury Center, under a USD 3 billion Global Medium Term Notes Program.

Represented four major international banks in the establishment of a USD 2 billion Global Medium Term Notes Program by a major energy company.

Represented the financial institutions providing project financing for the Bang Pa-in – Nakhon Ratchasima Intercity Motorway (M6) project with a value of THB 5.31 billion (~ USD 152 million).

Represented the financial institutions providing project financing for the Bang Yai – Kanchanaburi Intercity Motorway (M81) project with a value of THB 4.22 billion (~ USD 121 million).

Represented one of biggest telecommunication companies in Thailand as a borrower under credit facility agreements with various major Thai and Japanese commercial banks.