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Hunton Andrews Kurth LLP

Stephen Bennett

Stephen Bennett

Partner

Hunton Andrews Kurth LLP
Thailand

tel: +66 2 645 8811
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Local Time: Thu. 21:42

Profile

Stephen Bennett, partner in Hunton Andrews Kurth’s Bangkok office, is head of our Bangkok office corporate team. He has more than 20 years of practice experience in corporate and M&A, banking and finance, and financial services transactions in Asia.

He has been recognized in Chambers Asia and Chambers Global as a top-ranked lawyer in corporate/ M&A matters in Thailand, and by IFLR for his work in mergers and acquisitions and capital markets.

Before joining Hunton Andrews Kurth, Stephen was a partner of Freshfields Bruckhaus Deringer.

Relevant Experience

Banks and Financial Institutions Representations

  • Multilaterals. Advise IFC, Asian Development Bank, China Development Bank Corporation and KFW in respect of certain investments/ projects in Thailand.
  • Foreign Banks. Advise Bank of America, HSBC, JP Morgan, Deutsche Bank as to certain Thai regulatory matters.
  • Local Commercial Banks. Regularly advise Siam Commercial Bank Public Company Limited, Krung Thai Bank Public Company Limited, Kasikornbank Public Company Limited and other Thai commercial banks, including:
    • Advising Kasikornbank on its joint venture and co-operation arrangements with Macquarie Bank on their securities brokerage JV.
    • Advising Krung Thai Bank Public Company Limited, as issuer, on its THB 35 billion rights offering;
    • Represented Bangkok Bank in respect of THB 10 billion SBLC-backed convertible debentures issued by BTS Group Holdings.
  • Advising State Street on financial services/regulatory issues, and their licensing arrangements with Bank of Thailand and other relevant government agencies.
  • Advising on a new electronic payment system and platform (including pre-paid card and e-money) for a major Thai retailer.

E-Payment and Financial Services

  • Represented Line Corporation, one of the most reputable instant messaging service operators in Asia, in applying for an e-payment business license from the Ministry of Finance and Electronic Transaction Commission.
  • Acted as counsel to AirPay Co., Ltd., a company within Garena Group, the most valuable startup in Southeast Asia, on obtaining an e-payment license C for (i) Category 3 (e-payment via network or equipment), (ii) Category 5 (counter payment) and; (iii) Category 6 (e-money/wallet).
  • Advise Total Access Communication Public Company Limited (dtac), one of the leading telecommunications operators in Thailand, and its e-payment subsidiary, PaySbuy Co., Ltd., to obtain the money transfer license to operate an international remittance business. Our work includes approaching the Bank of Thailand for an amendment of its current regulations.
  • Provided legal services and license on electronic payment service business models and related tax planning for T2P Company Limited, an e-money platform provider known as Deep Pocket.
  • Provided legal advice on Thai regulations regarding e-payment to Tencent Holding Limited, one of the largest internet companies in China.

Investments in Startup and FinTech Companies

  • Represented Tencent Holdings Limited (SEHK 700), a leading provider of internet value-added services in China, in the investment in a new business venture related to user generated content in Thailand by partnering with a leading digital and user generated content platform in Southeast Asia, Ookbee Company Limited to establish a new company, Ookbee U Company Limited. The new company will be providing a digital a content platform under ‘Content Ecosystem’ for user-generated content or UGC with the expectation of 12 million monthly active users in the next two years.
  • Represented AirPay Co., Ltd., a company within Garena Group, on obtaining E-Payment License C for (i) Category (3) (E-Payment via Network or Equipment), (ii) Category (5) (Counter Payment), and; (iii) Category (6) (E-Money/Wallet).
  • Represented InVent, a corporate venture capital arm of Intouch Holdings Public Company Limited, in its investment in Social Nation, Inc., a US-based advertising technology startup. Social Nation, Inc., operating under the brands “OmniVirt” and “AdsOptimal,” is a successful advertising technology startup co-founded by a Thai entrepreneur in Silicon Valley.
  • Represented InVent in its acquisition of equity stakes in Wongnai, a Thai food and lifestyle review portals provider. This transaction was the first Series B financing round made with Thai venture capital for a startup in Thailand.
  • Represented founders of T2P Company Limited in raising funds from 500 TukTuks and Benchachida Holding Company Limited.
  • Represented Line Corporation’s subsidiary, Line Biz Plus, in the establishment of the 50:50 joint venture with Bangkok Smartcard System Co., Ltd., the operator of Rabbit card.
  • Represented InVent in its acquisition of a 25 percent equity stake in Golfdigg Company Limited, creator of a golf course booking application to be used on smartphones.
  • Represented InVent in its acquisition of a 16.67 percent equity stake in Sinoze Co. Ltd., a leading mobile game developer in Thailand.
  • Represented InVent in its acquisition of a 25 percent equity stake in Computerlogy Company Limited, a big data and social media solutions provider.
  • Represented InVent in its acquisition of a 25 percent equity stake in Meditech Company Limited, a software and service company specializing in the development of eye-communication aid devices for paralysis patients.

Data Protection and Data Privacy

  • Advise Tencent Holding Limited regarding data privacy and data protection regulations in Thailand.
  • Advised BeeBox Private Limited, a subsidiary of Garena Online, regarding an end user license agreement and privacy policy in Thailand.

Mergers, Acquisitions and Divestments

  • Represented Total Gas and Power Thailand SA, subsidiary of Total S.A., for its sale of its entire 28 percent shareholding in Eastern Power and Electric Company Ltd. to Tokyo Gas.
  • Represented Brose in its acquisition of the entire shareholding of Delloyd Electronics (M) SDN. BHD. in Brose Delloyd Automotive Co., Ltd.
  • Represented Travelex Limited, a company incorporated in London and offering foreign exchange and dynamic currency conversion ATMs in various countries worldwide, on its subscription of shares and its joint investment with AIRA Capital Public Company Limited, a Thai company listed on the Stock Exchange of Thailand in a new joint venture company, Travelex (Thailand) Limited, incorporated in Thailand, with Travelex (Thailand) Limited applying for a money changer license with the Bank of Thailand.
  • Advised seven mandated lead arrangers on the US$6 billion acquisition financing provided to CP All Public Company Limited for the acquisition of all shareholdings in Siam Makro Public Company Limited, the largest acquisition transaction ever to take place in Thailand to date.
  • Advised Meiji Yasuda Life Insurance Company on the US$750 million acquisition of 15 percent of the total shareholdings in Thai Life Insurance Public Company Limited, the second largest life insurance company in Thailand.
  • Advised Tencent on the acquisition of various shareholdings interests in Sanook, Thailand’s largest social media website.
  • Advised Pacific Century Group on the US$200 million acquisition of all shareholdings in ING Life Public Company Limited.
  • Advised Thai Solar Public Co., Ltd. in the US$50 million joint venture and sale of shares to PTT Public Co., Ltd.
  • Advised Glow Energy, a subsidiary of GDF-Suez, on the purchase of all the share capital of Thai National Power.
  • Advised BJC International Company Limited, a wholly-owned subsidiary of Berli Jucker Public Company Limited, on its acquisition of 75 percent of the total shareholding in I Chi Ban Company Limited, a company engaged in the trading, distribution and manufacture of consumer products in Vietnam.
  • Advised Chubu Electric Power Co., Inc. on its acquisition of 49 percent of the total shareholdings in Gunkul Powergen Co., Ltd.
  • Advised Shin Corporation Public Company Limited on a joint venture and subscription of new shares in Ookbee Co., Ltd.
  • Advised Pacific Internet Thailand, Co., Ltd. a subsidiary of Pacific Internet, a Nasdaq-listed company, on the acquisition of shares in World Net and Services Co., Ltd. from CAT Telecom PLC.
  • Advised The International Finance Corporation (IFC) on its investment in a Singaporean Co. to be formed by MEMC Singapore Pte. Ltd. to hold a portfolio of existing Thai and Indian solar power project companies, as well as future solar assets in Asia and Sub-Saharan Africa.
  • Advised the IFC on the purchase of existing shares in Solar Power (Korat 1) Co., Ltd. held by Solar Power Co., Ltd. in connection with the future development of a greenfield solar power plants, and on its joint venture arrangements relating thereto.
  • Counsel to Thai Union Frozen Products Public Company Limited (TUF) on Thailand’s largest outbound acquisition of THB 28.5 billion (US$883 million) of MW Brands Holdings.
  • Advised on the sale of shares in Bangkok Mass Transit System Plc. by Siam Capital Development and Ashmore as a part of a THB 36 billion reverse listing of Tanayong Plc. as BTS Holdings Plc on the Stock Exchange of Thailand, Thailand’s largest reverse listing.
  • Advised New York Life in its joint venture with Siam Commercial Bank PCL to form Siam Commercial New York Life, and the subsequent sale of its 49 percent stake to The Siam Commercial Bank PCL.
  • Advised Cedar Holdings Limited (an affiliate of Temasek Holdings) on the sale of, in aggregate, 14.14 percent of Shin Corporation valued at THB 17.2 billion to institutional investors through the Stock Exchange of Thailand.
  • Represented Ocean Life Insurance Co., Ltd. in relation to the sale of 25 percent to The Dai-Ichi Mutual Life Assurance Company.
  • Represented Zurich on the sale of both its life and non-life insurance businesses in Thailand.
  • Advised Temasek on the US$3.6 billion acquisition and subsequent public tender offer of 96 percent of the shares, through its Thai affiliates, in Shin Corporation, which controls Thailand’s largest mobile phone operator Advanced Info Service Public Company Limited, Asia’s third-biggest commercial satellites operator Shin Satellite Public Company Limited, television station operator ITV Public Company Limited, internet service provider CS LoxInfo Public Company Limited, budget airline Thai AirAsia Company Limited, and consumer credit provider Capital OK Company Limited.
  • Advised Thai Olefins Public Company Limited, a major listed Thai petrochemical company, in the US$820 million amalgamation and merger with another major listed Thai petrochemical company to form PTT Chemical Public Company Limited.
  • Advised Telenor Asia Pte Ltd., a Singaporean subsidiary of a Norwegian telecommunications company, on its US$700 million acquisition and subsequent tender offer of 61 percent of shares in United Communication Industry Public Company Limited, which controls Thailand’s second largest mobile phone operator Total Access Communications Public Company Limited.

Representation of the Thai Government

  • Advised Electricity Generating Authority of Thailand (EGAT) on Stage I and II of its Independent Power Producer (IPP) Program, from a review of the initial RFP through the selection process and negotiation of power purchase agreements with seven consortia, for a total of 5800 MW.
  • Counsel to the Thai Ministry of Energy in the preparation of RFP documents for the 2007 Thai IPP solicitation.

Joint Ventures

  • Advise GDF-Suez on various joint venture arrangements for power projects throughout Asia.
  • Advise Marubeni on consortium arrangements for the upgrade of EGAT power plants.
  • Advise Chubu on joint venture arrangements with Gunkul Engineering for solar projects.
  • Advise the IFC on joint venture arrangements for investment in certain energy projects.
  • Advise Shin Corp (now In-tuch) on its joint venture agreement with Singtel relating to Thailand’s largest mobile operator, Advance Info.
  • Advising Kasikornbank on its joint venture and co-operation arrangements with Macquarie Bank on their securities brokerage JV.
  • Advise Finansia Syrus Securities in respect of Cambodian joint venture arrangements.
  • Advise New York Life in respect of its joint venture agreement with Siam Commercial Bank PCL for Siam Commercial New York Life.
  • Duty free joint venture arrangements for Hotel Shilla, controlled by Samsung.

Bar Admissions

  • Victoria, Queensland

Education

BA, Monash University, Economics, 1985
Areas of Practice
Professional Career

Significant Accomplishments

  • Represented Thai Union Frozen Products Pcl., the world’s largest producer of canned Tuna, in THB28.5B Acquisition of France’s MWBrands.
  • Represented Bangkok Bank Pcl. in the THB 10 billion (US$330 million) SBLC backed Convertible Debentures by BTS Group Holdings Pcl.
  • Represented the Sellers in 40B Baht Transaction with Tanayong.
  • Represented TNP in 5B Baht Joint Financing for Thai National Power 2.
  • Represented GHECO-One in US$750 M Project Financing in Thailand.
  • Advised Charterhouse Development Capital and INEOS in connection with the acquisition of the acrylics business of ICI.
  • Advised China Light and Power Company Limited on its acquisition of a 15% stake in Thailand's Electricity Generating Public Company Limited for US$250 million.
  • Advised Ciments Francais on the acquisition of a majority stake in Asia Cement PCL.
  • Advised Hellman & Friedman, Marubeni and Kumigumi on the US$100 million sale of a port facility at Laem Chabang in Rayong Province.
  • Advised International Power on the acquisition of a 110-MW gas-fired co-generation plant at Eastern Industrial Estate in Rayong Province.
  • Advised Nissho Iwai on the sale of US$50 million of accounts receivable.
  • Advised Orange PLC on the acquisition of a significant stake in CP Orange, a Thai mobile phone carrier.
  • Advised Telstar on its US$250 million aborted acquisition of a 25% stake in Total Access Communications, a Thai mobile carrier.
  • Advised Tractebel SA on the sale of Nong Khae Cogeneration Company and Samutprakarn Cogeneration Company.
  • Advised Tractebel SA on its public tender offer for all of the shares in the Cogeneration Public Company Limited (and its delisting tender offer).
  • Advised Tractebel SA on the acquisition from Sithe of Samutprakarn Cogeneration Company Limited, Nong Khae Cogeneration Company Limited and 62% shareholding in the Cogeneration Public company Limited for US$500 million.
  • Advised Tractebel SA on the acquisition of additional blocks of shares in the Cogeneration Public Company Limited from Fortum, Banpu and Nordic Power.


Professional Activities and Experience

  • Recognized as ‘Leading Lawyer’ in Corporate/M&A, Chambers Global and Chambers Asia, 2013-2018
  • Recognized as ‘Leading Lawyer’ in Corporate/M&A (Including Capital Markets), Legal 500 Asia-Pacific, 2014-2018
  • Recognized as ‘Leading Lawyer’ in M&A, IFLR, 2014, 2016 and 2018
  • Client Choice Award, Capital Energy & Natural Resources–Thailand, International Law Office and Lexology USA & Canada, 2013

WSG's members are independent firms and are not affiliated in the joint practice of professional services. Each member exercises its own individual judgments on all client matters.

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