Corporate and M&A
Corporate and M&A is one of the key practice areas that helps define YKVN’s market leading position. We have built a practice that covers a broad range of matters, including M&A, foreign investment, joint ventures and corporate restructurings and are widely recognized as a tier-one law firm in these areas.
We frequently advise clients on a cross-border basis, assisting in both outbound and inbound investments concerning Vietnam. Our lawyers have extensive experience working with major international and domestic corporations in various matters, from general corporate and regulatory matters, to real estate, tax, compliance, labor, environment and intellectual property. We are especially experienced in advising on M&A transactions, including transactions in the real estate and bank sectors. YKVN also regularly advise clients on their commercial arrangements, such as franchising, outsourcing, distribution and agency arrangements.
The Firm’s approach to staffing emphasizes the strong integration of its resources so that the best available lawyers in the Firm are deployed on client matters without regard to the matter’s connection with any one office.
Representative clients include major SOEs (BIDV, Petrovietnam, Vietcombank, Vietinbank and Vietnam Airlines), significant Vietnamese privately-owned corporates (Masan Group and Vingroup) and key multinationals (Hanes, McDonald’s, Pfizer, Philips, Procter & Gamble, Rolls-Royce and The Coca Cola Company).
Representative transactions include:
- Advising Warburg Pincus on its substantial investment in Vincom Retail. Comprised of seven assets valued at approximately US$1.1 billion, Vincom Retail is Vietnam’s largest owner and operator of shopping malls, which include world class shopping, recreational and dining facilities. The deal involved the country’s largest initial investment in a Vietnamese company by a global private equity firm.
- Advising Central Group (Thailand’s biggest retail conglomerate) on its purchase of 49% of Vietnamese electrical appliance chain, Nguyen Kim.
- Acting as lead counsel to PetroVietnam Exploration Production Corp., the largest operating company of the PetroVietnam group, on the successful purchase of a controlling stake in an onshore oil block in Peru.
- Acting as lead counsel to Masan Group Corporation in its acquisition of a controlling interest from Dragon Capital in Nui Phao Mining Joint Venture Company, the owner and operator of the Nui Phao Tungsten Mining Project in Thai Nguyen.
Acting for Masan Consumer Corporation in connection with an investment by Kohlberg Kravis Roberts (KKR). KKR invested $159 million in 2011 and subsequently invested a further $200 million.
- Advising Masan Consumer Corporation on the investment by TPG Growth, the global growth equity platform of TPG, one of the world’s largest private investment firms, in a 49% stake of Hoa Muoi Gio Company Limited.
- Advising a Singapore government linked corporation on the acquisition of Grade A offices in Ho Chi Minh City.
- Advising Nui Phao Mining Company, a subsidiary of one of Vietnam’s largest private sector business groups, Masan Group Corporation, on its joint venture for the production of value-added tungsten chemicals in Vietnam with H.C. Starck, a leading worldwide manufacturer of technology metals and one of the biggest companies in the global tungsten industry.
- Advising Procter & Gamble on setting up its subsidiaries in Vietnam. Subsequently advising Procter & Gamble on all aspects of the restructuring of its two trading and manufacturing subsidiaries in Vietnam to separate the trading and manufacturing operations.
- Advising Hanesbrands on setting up its subsidiary in Hung Yen Province, Vietnam in order to operate several factories in Hung Yen Province and Thua Thien Hue Province. Subsequently advising Hanesbrands Holdings on day-to-day manufacturing operations of its factories and subsidiary in Vietnam, including distribution issues.