ALB: What are some of the big M&A trends in Vietnam in the past year that you have witnessed?
DR. NGOC ANH BUI, Hanoi Managing Partner, Vilaf: 2021 Vietnam M&A market was robust, with more than 100 deals and valued more than US$2B. The foreign investors continued focusing on M&A deals in various sectors, from technology-based industries, such as Fin-tech, E-commerce, Ed-tech, to more traditional retail, manufacturing, animal feed, industrial properties, real estate, consumer finance, power and renewable energy. Fewer deals on renewable energy compared to 2020, likely due to the expiry of the applicable pricing, though the potential remains promising. The local investors focused more on the M&A on consumer products and rea estate transactions. There seemed no deals in the hospitality, tourism and some other sectors, which were heavily affected by the Covid-19. Some large local corporations started strategic acquisition and merger deals to expand and strengthen their market positions.
2022 Vietnam M&A market is expected to be more robust. M&A deals in SOE equitization, likely in telecom, and State divestment in equitized SOEs, are expected in 2022.
ALB: What are some of your notable deals in the past year?
DR. NGOC ANH BUI: Vilaf has been advising many foreign investors in various large and complex cross-border M&A deals in Vietnam. Some of our notable deals are the US$3.7 billion sale of SEA retail business of Citigroup to UOB; the acquisition of De Heus Group’s in Masan’s feed business; the sale of Emart hypermarket to THACO; the sale of entire equity interest of a US Corporation in a coal-fired power project; the foreign investors’ acquisition in some industrial properties projects, and various medium-sized deals on solar and wind power and real estate, among others.
My expertise has been focusing on advising M&A transactions, foreign direct investment, project finance, and SOEs, for the clients, mainly foreign investors.
ALB: What are the most important skills/attributes for M&A lawyers in Vietnam?
DR. NGOC ANH BUI: Understanding the strategic businesses of the client is essential for the success of any M&A deal in Vietnam. Deep knowledge and practical experience on the meaning and application of the Vietnamese legal requirements are prerequisite. Regulatory approvals for closing, with the ongoing broad interpretation of merger filing, require due consideration. The professional skills to participate as an integral part of the client’s deal team, and the abilities to listen and understand the real intention of the parties are critical to assist the client, and sometimes the partner side, to bridge the communication and culture differences and to be able to propose alternatives to enable the parties to move forward in difficult times, and to reach a win-win solution.
Dr. Ngoc Anh Bui
Hanoi Managing Partner
T: +84 24 3934 8530
E: anh.bui@Vilaf.com.vn
Vilaf
6F, HCO Building,
44B Ly Thuong Kiet, Hoan Kiem, Hanoi, Vietnam
W: www.Vilaf.com.vn