Thitawan is a senior associate in the Capital Markets and Corporate and M&A Practice Group in Kudun and Partners. She has substantial experience in providing advice on establishing corporate entities, assisting with corporate compliance issues, and advising on Thailand’s securities laws and regulations including all regulations related to both equity and debt offerings, corporate restructuring, mergers and acquisitions, disposal of assets, connected transaction, takeover and other issues of the companies listed on the Stock Exchange of Thailand. Her expertise extends across multiple industries including renewable energy, consumer goods, retail, manufacturing and oil & gas.
Education and Admission
- LL.B (1st Class Honors), Chulalongkorn University, Thailand
- Notarial Services Attorney of Thailand, 2015
- Member of the Lawyer Council of Thailand, 2008
Some of the significant transactions and projects in which Thitawan has been involved include:
- Representing Do Day Dream PCL. (the issuer) in its initial public offering on the Stock Exchange of Thailand. The deal was valued at THB 4,028 million (approximately USD 123 million); THB 53 per share with 76 million shares offered due to overwhelming response from institutional investors. Bualuang Securities Public Company Limited acted as financial advisor and sole underwriter. Do Day Dream is the maker and distributor of Snail White skincare products and aims to expand its production capacity, distribution channels, research and development in order to expand in the region. Trading commenced on 26 December 2017.
- Representing TPI Polene Power Public Company Limited (the Issuer), a subsidiary of TPI Polene Public Company Limited, as Thai legal counsel in connection with the spin-off and offering of shares under Thailand’s Securities and Exchange Commission regulations, and international offering under Regulation S of the US Securities Act and listing of its shares on the Stock Exchange of Thailand. CIMB Securities (Thailand) Company Limited, Maybank Kim Eng Securities (Thailand) Public Company Limited and TISCO Bank Public Company Limited acted as Thai Financial Advisors and CIMB Securities (Singapore) Pte. Ltd. and Maybank Kim Eng Securities Pte. Ltd. as International Bookrunners in the offering. TPI Polene Power is a power plant operator in Thailand, with the largest waste-to-energy power plant operations in the country in terms of installed waste-to-energy power generation capacity. This is one of Thailand’s largest offerings and the largest since the EGAT North Bangkok offering. The deal valued at THB 17.5 billion (approximately USD 508 million) closed in April 2017.
- Representing WHA Corporation Group in the corporate restructuring, initial public offering and listing (spin-off) of WHA Utilities and Power Public Company Limited on the SET on 10 April 2017, valued at THB 6.02 billion (approximately USD 174.8 million).
- Representing Golden Land Property Development Company Limited (GOLD) in the sale of over 685 million newly-issued ordinary shares of Golden Land to Frasers Property Holding (Thailand) Co., Ltd., a subsidiary of Frasers Centrepoint Limited, one of the world’s leading property development companies incorporated in Singapore. The deal was worth THB 4.97 billion (approximately USD 131.7 million). This was the first deal conducted under the new Securities and Exchange Commission rules governing the offering of shares to private placement.
- Representing PTT Public Company Limited (PTT) on the divestment of its 30.6% stake in Star Petroleum Refining Company Limited (SPRC) by selling 1.24 billion shares (worth THB 11.18 billion, approximately USD 372.6 million) in the offering of 1.44 billion shares in the initial public offering (worth THB 12.96 billion, approximately USD 432 million). PTT offered 86% of the total offering size under Thailand’s Securities and Exchange Commission regulations and the listing of shares on the Stock Exchange of Thailand (SET), as well as an international offering under Rule 144 A/Regulation S of the U.S. Securities Act. SPRC is Thailand’s last refinery company to list on the SET. After the offering, PTT’s shareholding is reduced from 36% to 5.4% while Chevron holds 60% of shares of SPRC. The offering closed on 3 December and the first trading day on the SET was 8 December 2015.
- Representing Thai Foods Group Public Company Limited (TFG or Thai Foods), a leading fully integrated livestock business, on corporate restructuring, and initial public offering (IPO). The Thai Foods IPO of 5,100 million shares valued at approximately THB 2,145 million (approx USD 68 million) commenced trading on the Stock Exchange of Thailand on 8 October 2015. The IPO will fund the expansion of Thai Foods’ main poultry and pork meat processing and animal feed business through global distribution channels, as well as working capital and debt repayment. KT Zmico Securities Co., Ltd. acted as financial advisor and underwriter.
- Representing The Platinum Group Public Company Limited(PLAT), a leading real estate developer, owner and operator of malls and hotels including Platinum Fashion Mall and Novotel Bangkok Platinum Pratunam Hotel, on its corporate restructuring and initial public offering (IPO) on the Stock Exchange of Thailand (SET). The IPO comprised 700 million shares for a total offering size of THB 5.18 billion (approximately USD 157 million). Maybank Kim Eng Securities (Thailand) PLC acted as financial advisor and lead underwriter. Commencement of trading on the SET was on 24 March 2015.
- Representing Scan Inter Public Company Limited (SCN), a leader in the alternative energy and automotive industries in Thailand, on its THB 1.5 billion initial public offering (IPO). The IPO is a domestic offering under Thai SEC regulations. The financial adviser and lead underwriter is Kasikorn Securities, while co-underwriters are CIMB Securities (Thailand), RHB OSK Securities (Thailand), Thanachart Securities and KT ZMICO Securities. Trading commenced on the Stock Exchange of Thailand on 23 February 2015.
- Representing Plan B Media Public Company Limited, one of Thailand’s largest out-of-home media (OOH) businesses, on its THB 1,795,218,000 initial public offering (IPO). The IPO is a domestic offering under Thai SEC regulations. Funds raised from the IPO will support its continued growth and new projects. Bualuang Securities Public Company Limited was the financial advisor and trading commenced on the Stock Exchange of Thailand on 17 February 2015.
Corporate, Mergers and Acquisitions, and Joint Ventures
- Representing TTCL Public Company Limited (TTCL), an international engineering company, in its partial disposal of investment in TTCL Gas Power Pte. Ltd., an indirect subsidiary of TTCL and the owner of a natural gas power plant at Yangon, Myanmar. The total value of the transaction was USD 85 million. The deal closed in June 2019.
- Representing Solvay Group and Solvay Vinyls Holding AG, the major shareholder, in the THB 10,448 million (approximately USD 296 million) sale of shares in Vinythai Public Company Limited, a competitive chlor-alkali player in South East Asia and Thailand’s second largest manufacturer of PVC resins to Asahi Glass Co., Ltd. The deal closed on 23 February 2017.
- Representing WHA Corporation Public Company Limited (WHA) in the acquisition of 92.88 percent of total shares in Hemaraj Land & Development Plc (Hemaraj) for THB 40.5 billion (approximately USD 1.15 billion). WHA acquired 22.53 percent of Hemaraj at THB 4.50 per share from major shareholders and acquired the remaining shares through a tender offer. The acquisition was financed via a rights issue, as well as loans.
- Representing Nomura Asia Investment (Singapore) Pte. Ltd. on a voluntary tender offer of the shares of Capital Nomura Securities Public Company Limited (CNS), an equity affiliate located in Bangkok. The Nomura Group launched the tender offer with the intention of making CNS a consolidated subsidiary. The deal was valued at THB 3,365 million.
- Representing E for L Aim Public Company Limited (EFORL) on the acquisition of the entire share capital of Wuttisak Clinic Inter Group Company Limited (WCIG), the largest beauty clinic in Thailand, through WCI Holding Co., Ltd. in which EFORL holds a 60% equity stake and indirectly becomes the major shareholder of WCIG. The transaction value was THB 4.5 billion and closed on 4 December 2014.