Commercial Transactions and M&A

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T: +66 2056 5559
T: +84 24 3772 5633
T: +855 23 964 210

T: +856 21 262 355
T: +66 2056 5995
T: +95 1 8255 208

Tilleke & Gibbins helps clients structure and implement strategic transactions that accelerate vertical or horizontal integration and industry consolidation. 

We serve both international clients wishing to acquire operations in Asia and domestic clients wishing to invest in businesses abroad. Free-trade agreements and financial liberalization make companies in Southeast Asia attractive assets for foreign investors. The increased strength of regional currencies and economies has encouraged local operators to invest internationally to increase their competitiveness. Both types of investors rely on our global and regional expertise in mergers, acquisitions, joint ventures, corporate restructuring, and other vehicles for equity investment.

Our clients also tap into our worldwide network of associated law firms to assist with cross-border transactions and benefit from our unique ability to negotiate and draft key contracts in languages including Thai, Vietnamese, Japanese, Mandarin, French, and English. 

We help our clients develop and execute global strategies for business growth. Read about some of our recent representative work. We have:

  • Represented a leading pharmaceutical  company in Thailand and Vietnam in connection with its merger with another multinational pharmaceutical company. We advised on various commercial agreements. We also provided guidance on the procedural steps and permits required before and after the integration of the two companies and implications in terms of employees, businesses, licenses, reorganization, etc. After the integration became effective, we helped the subsidiaries comply with various legal requirements and assisted our client in obtaining the necessary permits.

  • Helped a manufacturer establish a subsidiary for the purpose of relocating its production facility to Thailand. The project was promoted by the Board of Investment and had an investment value of more than THB 100,000,000. We reviewed the joint venture agreement and advised on corporate law, relevant regulations, and necessary permits. We assisted the client in obtaining  permits from the Industrial Estate Authority of Thailand and the Board of Investment to buy land and initiate the project. In addition, we conducted a thorough review of the deposit agreement, land purchase and sale agreement, and utilities service agreement.

  • Conducted due diligence on behalf of a financial institution considering whether to finance the build out of a state-owned operator’s planned 3G network in Thailand and advised the financial institution regarding risk factors. The proposed loan amount as publically disclosed exceeded USD 500,000,000.

  • Advised a diversified manufacturing company in regard to Thailand acquisition financing related to its global acquisition of a plastic division in a USD 11.6 billion cash deal. We assisted in the acquisition of the Thai subsidiaries of the plastic division.

  • Advised a financial fund from Australia on establishing a subsidiary for the purpose of acquiring the pharmaceutical department of a large multinational corporation in Thailand. In order to facilitate this key acquisition, we provided guidance on the regulations on importing and distributing pharmaceutical products in Thailand, as well as on the establishment of a Thai subsidiary. We assisted the client in obtaining approval from the Board of Investment of Thailand. By providing related tax advice, we were able to help the client plan and mitigate tax implications of importing and distributing products from Australia, including advice on regulatory requirements from the Food and Drug Administration. The total value of the project exceeded USD 20,000,000.

  • Assisted a Japanese plastics molding company in its share acquisition of a foreign-owned injection molding subsidiary with over 900 local employees in two separate facilities.

  • Assisted in structuring an airline alliance. As two major international carriers were organizing a joint venture, the firm was approached to assist. The joint venture is now in operation, and has helped to position both carriers for improved profitability.

  • Applied for and obtained an investment certificate for a rapidly expanding U.S. Internet company to set up shop and conduct business in Vietnam. Worked with the client to secure a local joint venture partner and structured the deal to allow the client to retain independence and control of the company.

  • Advised a leading producer of semiconductor processing equipment on contracts between the target company and a third party.

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November 13, 2020

Tilleke & Gibbins Named Thailand Firm of the Year in Who’s Who Legal Awards 2020

Tilleke & Gibbins has been named Thailand Firm of the Year at the Who’s Who Legal Awards 2020, held on November 12, 2020. Notably, this award marks the fifth consecutive...

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November 13, 2020

Vinh Quoc Nguyen to Speak on M&A Disputes at VIAC Seminar

Vinh Quoc Nguyen

On November 19, Dr. Vinh Quoc Nguyen, a partner in Tilleke & Gibbins’ Ho Chi Minh City office and an arbitrator for the...

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November 10, 2020

Tiziana Sucharitkul Speaks at IBA 2020

Tiziana Sucharitkul

On November 19, 2020, Tiziana Sucharitkul, co-managing partner at Tilleke & Gibbins and director of the firm's regional disputes resolution practice, will join a panel of managing partners...

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November 6, 2020

Tilleke & Gibbins Nominated for Three Women in Business Law Awards Asia-Pacific 2020

Tilleke & Gibbins has been nominated in three firm-wide categories in the Women in Business Law Awards Asia-Pacific 2020. The awards, which are organized each year by Euromoney to recognize...

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November 5, 2020

John Frangos Quoted on Aviation Sector Challenges in Vietnam Investment Review

John Frangos

John Frangos, a partner and the head of Tilleke & Gibbins’ regional aviation practice, was quoted in the October 26-November 1...

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March 31, 2020

Vietnam Issues Strict Social Distancing Measures to Combat COVID-19

Vinh Quoc Nguyen, Thomas J. Treutler, Kien Trung Trinh

On March 31, 2020, the Prime Minister of Vietnam issued Directive No. 16/CT-TTg, which sets out Vietnam’s strongest measures yet for preventing and controlling the COVID-19 virus.

Notably,...

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March 31, 2020

Vietnam Will Require International Schools to Teach Vietnamese Classes

Waewpen Piemwichai

On March 18, 2020, Vietnam’s Ministry of Education and Training issued Circular No. 04/2020/TT-BGDDT detailing a number of articles of the Government’s Decree No. 86/2018/ND-CP dated 6 June 2018...

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March 23, 2020

The Impact of COVID-19 and Other Extraordinary Events on Contractual Performance

Michael Ramirez

The dawn of the new decade brought with it familiar expectations of prosperity in global and regional commerce. This expectation has resonated throughout the ASEAN region and Thailand in...

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March 19, 2020

COVID-19 Status Update for Southeast Asia - March 18, 2020

The effects of the global COVID-19 pandemic on Southeast Asia are a deep concern shared by all with connections to the region. To encourage clear understanding of the facts on the ground, Tilleke...

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March 18, 2020

Vietnam's Decree 24 Provides Further Guidance on Alcohol Consumption, Advertising, and Trading

Thomas J. Treutler

On February 24, 2020, the government of Vietnam issued Decree No. 24/2020/ND-CP ("Decree 24") providing detailed guidance on the 2019 Law on Prevention and Control of Harmful Effects of Alcoholic...

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