Assisted and advised MJQE on its US$5.1 million initial public offering (“IPO”) and public issuance of equity shares on the Main Board of the Cambodia Securities Exchange (“CSX”). It is one of the only two IPOs in Cambodia in the year of 2023, and the first private education company on Cambodia’s bourse. Our assistance includes (i) pre-IPO restructuring, (ii) performing due diligence and issuing report to the Securities and Exchange Regulator of Cambodia, and (iii) drafting/reviewing the disclosure document.
Raising about US$5.1 million, the IPO was considered “highly successful in light of the current state of the globe, which is rife with uncertainty and problems,” as noted by the CSX CEO.
This deal is complex and significant as:
• This IPO is a market-impact transaction which marks the education sector’s debut on Cambodia’s bourse.
• This deal was challenging and highly time-pressured as we were required to complete the assignment within a period of less than a month, and MJQE’s operation is considered as one of Cambodia’s largest private education services providers – with 15 campuses in Phnom Penh City across three provinces, employing approximately 2,000 employees. We were also required to review approximately 50 lease contracts in total for its existing operation and expansion planning. In preparing MJQE to be ready as a publicly listed company, we also advised MJQE’s team on the issues of corporate governance, code of professional ethics and conducts for its board members and senior managements, and related parties’ transactions.
• This transaction is also innovative as we advised MJQE and the underwriter in designing a dividend and incentive policy in a way that is acceptable by the CSX but without having to resort to classification of shares. Although classification of shares is more straightforward in structuring different rights attached to specific type of shares, it presents a practical challenge as it is generally not welcomed by the Ministry of Commerce in Cambodia.
Deputy Managing Partner Tiv Sophonnora was the lead partner in this deal.
