Masan Group Corporation’s Acquisition of Vingroup’s Retail and Agriculture Units
YKVN advised Masan Group Corporation (HOSE: MSN) as sole counsel in relation to its acquisition of the Vingroup’s retail and agriculture units – VinCommerce and VinEco through share swap.
The Vingroup’s retail and agriculture units – VinCommerce and VinEco are transferred to MSN and together with MSN’s subsidiary – Masan Consumer Holdings will be the country’s biggest retail group. The new venture will create farm- or factory-to-store business entity and will lead “the development of Vietnam’s consumer-retail industry toward regional scale.”
Post-acquisition, Vingroup (HOSE: VIC) will swap all shares in VinCommerce and VinEco into shares of the retail group of which, MSN will be the controlling shareholder and Vingroup will be a significant minority shareholder.
This is a landmark M&A/capital market transaction and involves a set of complex transactions governing the equity swap, corporate restructuring, equity put and call options, collateral and various adjustment mechanisms. As sole counsel for MSN, YKVN’s team was led by partner Truong Nhat Quang and assisted by counsel Nguyen Van Hai and senior associate Ho Anh Tuyet and a team of associates in Hanoi and Ho Chi Minh City.
MSN is currently the leading FMCG player in the local market.