A Back Door Listing (“BDL”) is a strategic transaction through which a private company attains listing status on the Stock Exchange of Thailand (“SET”) or the Market for Alternative Investment (“mai”) by way of an acquisition of, or reverse takeover involving, an existing listed company — offering an alternative route to the traditional IPO process.
In substance, the transaction typically involves the injection of a substantial business or assets into the listed entity, often accompanied by:
– a transfer of control,
– a significant transformation of the company’s business direction, and/or
– the emergence of a new core business within the listed platform.
Given the transformative nature of such transactions, Thai regulators generally regard a Back Door Listing as economically and commercially equivalent to a new listing, thereby subjecting the transaction to enhanced regulatory scrutiny and listing qualification requirements.
