Linklaters advised the Thai wholesale stores operator Siam Makro on its group restructuring through an entire business transfer.
Makro, part of Charoen Pokphand Group, accepted the entire business transfer of CP Retail Holding Company, which holds retail chain Lotus’s operation in Thailand and Malaysia, from three other Charoen Pokphand Group companies in a deal worth THB 218bn (USD6.7 billion). The companies were CP ALL Public Company, Charoen Pokphand Holding Company and CP Merchandising Company.
The Linklaters cross-practice team was led by Bangkok-based partner Pornpan Chayasuntorn, with support from capital markets partner Hyung Ahn in Hong Kong, and Bangkok-based partners Wilailuk Okanurak and Pichitpon Eammongkolchai.
“The deal marked a number of new market standards from both the corporate, or M&A, and capital markets perspectives,” said Chayasuntorn. “The transaction involved complicated regulatory analysis and restructuring, as well as complete disclosure on antitrust issues.”
The entire business transfer was immediately followed by Makro’s public offering and listing of newly issued shares on the Stock Exchange of Thailand, marking the largest secondary public offering in the country.
As part of the transaction, Linklaters also acted for all three Charoen Pokphand Group companies on the sale and offering of their existing shares in Makro as part of the public offering, pursuant to the Securities and Exchange Act, 1992, and concurrently pursuant to Regulation S/Rule 144A of the US Securities Act of 1933, as amended.