Julaphan Nimkarn

Julaphan specializes in domestic, inbound and outbound mergers and acquisitions, joint ventures, corporate restructuring, corporate governance as well as commercial and business laws and contracts. She also advises clients on securities and M&A transactions under the supervision of authorities, particularly the Office of the Securities and Exchange Commission, the Stock Exchange of Thailand, and the Ministry of Commerce.

Julaphan’s focus areas also include domestic and international offerings of securities offered under Rule 144A, Regulation S, and Thai securities rules in both primary and secondary markets (public offering or private placement).

Mergers & Acquisitions

• Advised Ascend Money Co., Ltd. in its capital raising by MUFG Bank, Ltd. and Finnoventure Private Equity Trust I of approximately USD 147 million, and the sale of shares in Ascend Money by three existing shareholders.
• Advised ExxonMobil Asia Holdings Pte. Ltd. (EMAH), an affiliate of Exxon Mobil Corporation, on the divestment of its total stake in Esso (Thailand) Public Company Limited (Esso), a company listed on the Stock Exchange of Thailand, to Bangchak Corporation Public Company Limited (BCP), for approximately THB 22.6 billion. This transaction is a landmark deal in Thailand's energy sector, and could create synergy from complementing the potential of BCP and Esso as well as enabling BCP group to have the highest production capacity per day in Thailand.
• Advised Charoen Pokphand Foods Public Company Limited on its acquisition of a 33% interest in SuperDrob and further setting up of a joint venture arrangement. The deal involved a subscription of newly issued shares from SuperDrob, acquisition of existing shares from existing major shareholders, and a joint venture arrangement with SuperDrob to further invest in the agro-industrial and poultry businesses in Poland.
• Advised CPF Investment Limited, a subsidiary of Charoen Pokphand Foods Public Company Limited, in its USD 4 million acquisition of an 80% stake in Sri Lanka’s ready-to-eat food manufacturer, Norfolk Foods (Private) Limited.
• Advised Charoen Pokphand Foods PCL in its 74.9% acquisition of the business operations of Peter Paulsen, who holds a number of EU import quotas, in a deal worth EUR 10 million. The business operations will be purchased by CPF by way of a share purchase agreement in a newly established Joint Venture company, whose assets have been transferred from Peter Paulsen. The assets include a large number of companies who holds poultry import quotas into the EU from Thailand.
• Advised Boonrawd Brewery in the acquisition of a USD 1.1 billion stake in Masan Group, a Vietnamese food, beverage and brewery conglomerate, and whereby Masan Holdings is listed on the Vietnam stock exchange. The deal is the largest Mergers and Acquisitions deal in Vietnam in 2015. The deal was also named M&A Deal of the Year 2016 by Asian Lawyer Emerging Market Awards.

Capital Markets & Initial Public Offerings

• Advised InnovestX Securities Company Limited and Merrill Lynch (Singapore) Pte. Ltd., as the Thai underwriters' counsel, in connection with a THB 10 billion public offering of shares of Thai Oil Public Company Limited in Thailand and a global offering in reliance on Regulation S and Rule 144A.
• Advised Bualuang Securities Public Company Limited, Kasikorn Securities Public Company Limited and SCB Securities Company Limited as well as Merrill Lynch (Singapore) Pte. Ltd. and UBS AG, Singapore Branch as a Thai legal counsel in the initial public offering transaction of approximately THB 20 billion in Thailand and international market under Regulation S of Gulf Energy Development Public Company Limited. The IPO marked Thailand’s largest corporate listing in the decade and the highest market capitalization on the Stock Exchange of Thailand in the past 16 years.
• Advised Star Petroleum Refining Public Company Limited, one of the leading producers of petroleum products in Thailand, in its IPO of new shares and an offering in reliance on Rule 144A and Regulation S. Star Petroleum Refining Public Company Limited’s IPO of 1.4 billion shares valued at approximately THB 13 billion. This deal was awarded “Capital Markets Deal of the Year: Equity” by Asian Lawyer Emerging Market Awards.
• Advised Carabao Group Public Company Limited and its major shareholders in its IPO and an offering in reliance on Regulation S. Carabao Group Public Company Limited’s IPO, which was structured as a holding company, offered 250 million shares valued at approximately THB 7 billion. This deal was awarded “Deal of Southeast Asia 2014” by Alpha Southeast Asia.

• Thai Bar Association - Member
• Law Society of Thailand - Member