With nearly $3 billion in proceeds as of June 2021, Thailand appears to be on track for a record year for IPOs.
With the pandemic still raging and investment unreliable during a sluggish economy, Thai companies are pinning their hopes on capital markets as a source of fundraising. As a result, the IPO market in the kingdom has been particularly hot this year. A Dealogic report found that Thai IPOs had raised $2.92 billion as of June this year, with the country “on track to have a record year.”
Arkrapol Pichedvanichok, a senior partner at Chandler MHM, and Tananan Thammakiat, who heads the firm’s REITs practice, say there is little doubt of Thailand’s strong performance in the IPO space, even against the backdrop of COVID-19.
“Despite the global pandemic, in the ﬁrst two-quarters of 2021 IPOs in Thailand are poised to break yearly records in terms of total value. IPO’s related to retail, logistics and insurance have been particularly successful,” the lawyers say, citing examples such as Kerry Express Thailand and Siam Cement Group Packaging.
Already in 2021 so far, there has been was a healthy flow of companies pursuing IPOs spanning industries, from PTT Oil and Retail Business, which went public in February 2021, to Thai insurance broker Ngern Tid Lor in May, which marked “the largest IPO ever in the ﬁnance and securities sector in Thailand,” say the lawyers.
This IPO trend is unlikely to halt anytime soon, the lawyers say, noting that “generally, we should see more medium-sized companies going public with only a few large IPOs from time to time.”
Another area of investment opportunity — and one fairly new in Thailand are real estate investment trusts (REITs), which the lawyers say are becoming more common in Thailand. At the same time regulators are catching up too, working to develop REITs into an “attractive” investment opportunity, and it appears the work is already beginning to pay off.
“There have been a few REIT IPOs in the past year and a few are pending. An example from the past year was the Prospect REIT IPO launched August 2020,” Arkrapol and Tananan say.
Other REITs of note have included the Grande Royal Orchid Hospitality Real Estate Investment Trust (GROREIT) Initial Public Offering, “which marks the ﬁrst real estate investment trust (REIT) with a buy-back condition listed on the Stock Exchange of Thailand.”
RIGHT TIME FOR REITS
More broadly, there are further regulatory developments in the works, the lawyers say.
“Thai regulators have continued to liberalise real estate investment funds within Thailand to align REITs to international standards. In February 2021, the Thai Securities and Exchange Commission introduced REITs with buy-back conditions whereby a property owner has an obligation or an option to buy assets back from a REIT,” they say.
“This measure is to support real estate operators who are facing difﬁ-culty in relation to the liquidity of their businesses due to the impact of the COVID-19 pandemic. Recently the SEC has permitted a similar mechanism for a REIT that will invest in a leasehold right.”
The SEC also introduced an alternative REIT investment choice — a private REIT.
“Private REITs are subject to less ﬁling and regulatory requirements as they are limited to sophisticated investors (i.e. (i) Institutional Investors* and (ii) REIT Managers and their Associated Persons*) who are classiﬁed to have sufﬁcient experience in capital markets,” Arkrapol and Tananan say.
Still, while IPOs in Thailand have certainly performed well, the shadow of the pandemic has remained, broadly impacting “the appetite” around these.
“Despite the fact that Thailand’s IPO market may have had a good year, with some notable listings having already taken place… some issuers and advisors have been very cautious about proceeding with issuances and have therefore put several deals on hold,” they add.
But there is a potential upside to this, the lawyers say.
“On the other side of the coin, many successful family businesses which had been resistant to list should now be more favourably disposed to going public,” they say, adding that this is “particularly the case after these family businesses have experienced the uncertainties caused by the COVID-19 pandemic.”
While in the ﬁrst quarter of 2021, ﬁve companies were listed, the lawyers say Thailand would typically see “around 30 public listings each year, although most would be in Q3 and Q4.”
The big question will be whether this trend can say sustained over the coming months.
“Demand for IPOs is expected to continue driven by both a growth in speciﬁ c sectors (e-commerce, logistics, medical and technology) and the need for unlisted ﬁrms with low liquidity to seek working capital or stronger balance sheets,” Arkrapol and Tananan say, noting this would also include businesses run by large families “which may need to raise funds for expansion and improve liquidity including consumer finance businesses and real estate companies.”
“Listing applications cover a broad range of sectors including construction/real estate, retail, manufacturing energy and ﬁ nance,” they add.
While there are certainly bright spots, Thailand’s economy has faced several challenges as a result of the global COVID-19 pandemic, and it continues to be impacted as cases remain high.
“Thailand’s economic outlook is being affected by the pandemic with travel and tourism including F&B being the most notable sectors to be negatively impacted as well as SMEs,” Arkrapol and Tananan say.
“Measures to contain the spread of the pandemic have impacted on the domestic economy, in particular bricks and mortar retail operations and real estate,” they say, adding that this has been offset to some extent “by the strong demand for exports, including for example automotive parts, electronics, machinery, and agricultural products.”
At present, the GDP of Thailand continues to be revised, “with the outlook being far less positive than initially expected at the beginning of the year, but better than the worst-case feared. The Bank of Thailand’s Monetary Policy Committee now expects 0.7-1.2 percent growth for 2021,” the lawyers say.
While the economic impact may continue to drag on, the pandemic has spelt a busy period of legal work.
“The ﬁ rm as a whole remains busy with project ﬁ nance having a strong pipeline of work,” the lawyers say, explaining that over the past year they have represented “a number of creditors in relation to the debt rehabilitation of airlines (the most notable being Thai Airways) in addition to other industries.”
“In the area of capital markets, we have been acting on a number of high-light REIT transactions in addition to a few corporate IPOs. M&A and corporate work has included major amalgamations, public takeovers and several corporate reorganisations including divestments,” Arkrapol and Tananan say.
The lawyers are optimistic about the future. “With measures in place to contain the spread of COVID-19 we would not expect to see signiﬁ cant change in 2021, however, with the rollout of the vaccine we would expect to see a strong economic recovery in 2022,” they add.
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