Hunton Andrews Kurth LLP

Managing Partner: Edward B Koehler

Languages:English, Chinese, Japanese, Thai

Offices: Atlanta, Austin, Bangkok, Beijing, Boston, Brussels, Charlotte, Dallas, Dubai, Houston, London, Los Angeles, Miami, New York, Richmond, San Francisco, Tokyo, Tysons Client Center, Washington, DC

Firm Overview:

Hunton Andrews Kurth LLP is a law firm with more than 980 lawyers practicing in 19 offices located on multiple continents. Our international practitioners and practices are recognized as market leaders in the field of infrastructure development, project finance and PPPs in multiple Chambers guides, as well as other top-tier legal directories. The firm handles transactional, litigation and regulatory matters for clients in myriad industries including energy, transport, financial services, real estate, retail and consumer products, and technology. Premier areas of practice focus include capital markets, mergers and acquisitions, intellectual property, PPP, public finance, energy and infrastructure development and financing, privacy and data protection, cybersecurity, and international trade. We are consistently ranked highly among the leading legal advisors for certain categories in IJGlobal’s infrastructure and project finance league tables, among others.

Bangkok, Tokyo, and Beijing:

In the Asia-Pacific region, our lawyers in offices situated in Bangkok, Tokyo and Beijing, among others, have been involved in significant transactional and advisory work in the region and serving clients based in the region for both outbound and inbound work. We have lawyers based in Dubai, London, and US offices ready to support work in the region. We understand the local business cultures and legal frameworks in most of the area’s major countries, and we have very good relationships with local legal professionals, business leaders, economic groups and government agencies.

The lawyers of our Asia-Pacific offices and connected practices have significant experience in international energy, including nuclear energy development, permitting, and operation, mining, infrastructure and financing related matters. They also handle a variety of complex transactions across multiple borders, including oil and gas, power, automobile, railway, aviation, manufacturing and sales, mergers & acquisitions (M&A) and foreign direct investment; capital markets and corporate finance; outbound investment and outbound economic activities; international trade; privacy & data protection; patents and intellectual property; international arbitration, litigation and mediation; business reorganization, restructuring and rehabilitation, among many others.

From Bangkok, we advise within Thailand and on outbound and inbound projects and investments with significant activities by our lawyers during the existence of the Bangkok office relating to the Philippines, Indonesia, Vietnam, Lao PDR, Cambodia, Singapore, Malaysia, the People's Republic of China, Mongolia, and during times when permitted for our lawyers to do so, Myanmar. We work closely with our US offices to support Asia-based clients on their initial and subsequent investments in North America. From Beijing, the firm's lawyers are often called upon to advise on privacy, data protection, cyber security, and mergers and acquisitions. From Tokyo, the firm's lawyers advise clients on strategic investments, acquisitions, project development and financing in key energy and infrastructure sectors such as conventional and renewable power, nuclear energy, oil and gas, mining, carbon and clean air offsets and emissions trading as well as other sectors including information technology, cybersecurity, and data protection.

Set out below are highlights of representative transactions included in our recent disclosable work in the region.

Energy & Infrastructure:

• International project counsel to the borrower and the multi-national group of sponsors on the landmark 600 MW Monsoon Wind Project in southern Lao PDR which will sell electricity to EVN in Vietnam and is the largest wind power project in Southeast Asia to date. Our role in this first-of-its-kind and internationally highly awarded project involved all legal and commercial facets from its inception to completion, including shareholder arrangements, concession, offtake and project documentation, and borrower’s counsel on the ADB-led US $692 million project financing.
• Borrower’s international counsel to Thanaleng Dry Port Sole Co., Ltd. on the debt financing provided by IFC for the development and completion of the Thanaleng Dry Port, which is part of the integrated Vientiane Logistics Park in Lao PDR and a flagship project to the national strategy to transform Laos from a land-locked to a land-linked country.
• Investment and acquisition counsel to Banpu NEXT, the smart energy solutions provider spearheading Banpu Group’s “net-zero” objectives, on the scale-up of its growing battery, e-mobility and clean technology portfolio in China and throughout Southeast Asia, including a US $70 million capital increase in Durapower (a Lithium-ion battery R&D and manufacturing company with businesses in China, Singapore and Thailand); a strategic equity investment in Oyika (a Singapore start-up that offers battery swap solutions and battery-as-a-services to electric motorbike riders in Cambodia, Indonesia, Malaysia, Singapore and Thailand); and a strategic partnership with SVOLT (a manufacturer and distributor of Lithium-ion batteries for EVs based in China) to establish a battery manufacturing facility in Thailand.
• International acquisition counsel to the EGCO Group on its US $194 million strategic investment for a 30% equity interest in PT Chandra Daya Investasi (CDI), a subsidiary of PT Chandra Asri Petrochemical Tbk (Indonesia’s leading chemical and infrastructure solutions company).The investment proceeds will be used to expand CDI’s energy, water, port and infrastructure portfolio in Southeast Asia.
• US and Thai acquisition counsel to the EGCO Group on its acquisition of a 50% equity interest in a portfolio of three operating natural gas combined-cycle electricity generation facilities in northeastern United States with a total combined capacity of 1,325 MW, continuing our firm’s cross-border representations of leading Thai energy firms like EGCO on their expansion into the North America market.
• Offeror’s and sponsors’ counsel to the Constant Energy Group (a Singapore-based solar PV energy platform with ground-mount, roof-top and floating solar projects throughout Asia with a total of 121 MW in installed and contracted capacity) on the capital raising to and equity investment by Virya Energy (the renewable energy arm of Belgium-based Eurowatt) through a combination of a primary investment in Constant Energy and secondary share acquisitions.

Cross Border and Domestic M&A:

• Represented UBS Group AG and Credit Suisse Group AG and on the merger of their local Thai business operations.
• Represented EGCO Group in the acquisition of a strategic interest in a 972 MW operational combined-cycle natural gas-fired cogeneration power plant in Linden, New Jersey.
• Represented Tencent Holdings Limited in respect of the restructuring of its local business operations.
• Represented Banpu Public Company Limited on the divestment by its subsidiary, Banpu Infinergy Company Limited, of a 47.5% equity interest in Singapore’s Sunseap Group Pte. Ltd. to EDP Renováveis SA (EDPR), a subsidiary of Portugal’s largest power utility.
• Represented JERA in a sequence of dispositions by CEPCOI, a Netherlands subsidiary, of its equity interest in AT Biopower Company Limited, a biomass company established under Thailand’s SPP Program.
• Represented Kasikorn Vision Company Limited, a private investment company of KASIKORNBANK Public Company Limited, on its share purchases and fund investments.
• Represented Thaicom PCL, Thailand’s only satellite operator, and its subsidiary, Space Tech Innovation, in its successful auction bid for certain satellite orbital slot licenses from the National Broadcasting and Telecommunications Commission (NBTC) of Thailand.
• Represented APICO LLC, a Delaware LLC holding Petroleum Concessions in Thailand, in the transfer of Member Interests from Medco Energi (Indonesia) to Jadestone Energy (UK).
• Represented Sabuy Technology in respect of its acquisition of Asiasoft Corporation, a leader in online gaming services and digital entertainment in Southeast Asia and listed on the SET.
• Represented EGCO Group in an acquisition partnership with a subsidiary fund of Blackstone Energy Partners on the purchase of a 51% equity interests in the Muong Duong 2 1,120MW coal-fired power plant in Quang Ninh Province of Vietnam.
• Represented EGCO on its acquisition of a 49% stake in Rhode Island State Energy Center, LP, (RISEC), operator of a 609-megawatt natural gas power station in the state of Rhode Island, United States.

Multi-Jurisdictional Capital Markets:

• Represented IFC as subscriber for both green bonds and Thailand’s first “blue” bond issued by TMBThanachart Bank Public Company Limited with a face value of US $100 million and US $50 million, respectively.
• Represented IFC, as subscriber and purchaser, for US $400 million of green and blue bonds issued by Bank of Ayudhya, to finance sustainable marine resource conservation (blue) projects and environmental conservation (green) projects.
• Represented IFC and Deutsche Investitions- und Entwicklungsgesellschaft mbH (DEG) as subscribers for US $150 million of bonds to be issued by B.Grimm Power.
• Represented JPMorgan on its listed derivative warrants issuance program, including as the first Thai issuer of foreign indexed linked derivative warrants, including agreeing the terms and conditions therefor with the Securities and Exchange Commission of Thailand.
• Represented Thai AirAsia Company Limited on its Baht 2 billion 2-year secured bond issue.
• Represented Banpu North America Corporation (BNAC), the holding company of Banpu Power’s group’s asset portfolio in Canada and the United States (including its shareholding in BKV Corporation, the largest natural gas producer in the Barnett Shale), on its potential IPO and listing of BKV’s shares on a stock exchange in the US market.
• Provided regulatory advice to various global leading banks and investment firms, including Blackstone, JPMorgan, Deutsche Bank, SMBC, HSBC, CVC Capital Partners, Bridgestone Capital, Arcus Investment Limited, Arrowstreet Capital on offering and marketing of securities and fund units in Thailand.

Banking & Finance:

• Represented IFC on its loans to The Thai Credit Retail Bank Public Company Limited, consisting of (i) an A Loan of up to US $70 million and (ii) a Trust Loan of up to US $35 million.
• Represented IFC on its US $100 million loan to Ngern Tid Lor Public Company Limited.
• Represented United Overseas Bank Limited on a senior term loan facility to a subsidiary of Chow Energy Public Company Limited, one of Thailand’s leading companies in renewable energy.
• Represented IFC on the substitution of SOFR for Libor in its US Dollar linked loans and bond investments in Thailand.
• Represented Thai Military Bank (TMB) and KASIKORNBANK Public Company Limited (KBANK) in the syndicated financing for the development of certain waste-to-energy power plants in Thailand.
• Represented Credit Suisse as lender to restructure its loans to Lemongrass Co., Ltd., an Ares subsidiary, used for the purchase of Wireless Asset Management Company Limited, a Thai AMC.
• Represented Asia Credit Opportunities I (Mauritius) Limited (ACOI) in a debt structuring and refinancing in relation to G Steel PCL.
• Represented the four largest commercial banks in Thailand in a notable potential acquisition financing worth over US $10 billion to purchase the assets in the Southeast Asia of a UK-based hypermarket.

Technology, Media and Telecoms (TMT):

• Represented China Mobile, as an 18% shareholder of True Corporation, on the amalgamation of TRUE and DTAC, the second and third largest mobile network operators in Thailand, respectively, which is the largest telco merger in Southeast Asia by combined enterprise value.
• Represented TikTok Pte Ltd in respect of the implementation and rollout in Thailand of new product features and payment systems for local content providers.
• Represented Tencent on its digital payment services and data privacy and data protection regulations in Thailand.
• Represented Thaicom PCL and Intouch Holdings PLC regarding the Thaicom 5 satellite deorbit dispute with the Ministry of Digital Economy and Society (MDES) on the ownership of Thaicom 7 and Thaicom 8 satellites.
• Represented Thaicom PCL, Thailand’s only satellite operator, and its subsidiary, Space Tech Innovation, in its successful auction bid for certain satellite orbital slot licenses from the NBTC.
• Represented Partior Pte. Ltd on the rollout of its blockchain based clearing and settlement systems for Thai financial institutions.
• Represented both Rakkar Digital and SCB 10X, a subsidiary of SCB X Group (which includes Siam Commercial Bank), in structuring a joint venture between SCB10X and Fireblocks Inc, an Israel-based company, to operate digital asset custodial and digital payment services in Asia.
• Represented China Literature on the sale and exchange of its shares in Ookbee U Company Limited for approximately 17.14% of shares in Ookbee Company Limited, one of the largest online literature business operators in Thailand.
• Represented Coinbase Inc., Bitgo Inc., Foris GFS and PayPal Inc. on digital currency and payment services in Thailand.
• Represented Rabbit-Line Pay Co., Ltd., a leading e-payment business operator in Thailand, in obtaining its e-payment license.
• Represented Airpay on obtaining E-Payment License C for E-Payment via Network or Equipment, Counter Payment and E-Money/ Wallet.