Mergers and Acquisitions

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Mergers and Acquisitions

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Dentons LuatViet proudly boasts a team of seasoned M&A experts who have provided counsel on numerous significant mergers and acquisitions, both in Vietnam and internationally. Our legal team comprises domestic and international specialists with in-depth knowledge across a wide range of industries and sectors.

The reputation of Dentons LuatViet is solidified by our extensive experiences in advising on large and complex M&A transactions. We have represented both buyers and sellers, including investors and financial institutions, across key sectors such as healthcare, manufacturing, technology, energy, real estate, and construction.

For each project, our legal team not only leverages our internal strengths but also fosters collaboration with Dentons' global network of M&A experts. This ensures that our clients receive comprehensive, timely support in any country, while consistently maintaining the highest standards of international advisory services.

Our primary practice areas:

Advising on transaction structuring
Conducting legal due diligence
Drafting initial transaction conditions or Memorandum of Understanding
Drafting share purchase agreements, shareholder agreements, transitional agreements, company charters, appointment agreements, employment agreements, and internal company regulations
Assisting clients in negotiating and finalizing contract terms and agreements
Supporting the legal procedures to obtain necessary permits and approvals related to transactions/projects
Handling post-M&A transaction procedures

Experience

Thomson Medical Group (TMG): Acted for client in the largest healthcare acquisition in South-east Asia, with the purchase of Vietnam’s biggest healthcare group, FV Hospital (which includes primary and specialist clinics), for US$381.4 million.
Vietnam pharmaceutical company: Acted as legal counsel for a Vietnamese company in Binh Duong province, mainly engaging in manufacturing medicines in its strategic investment in a joint-venture pharmaceutical company by contributing a majority of equity with a transaction value up to US$30 million. During the transaction, Dentons LuatViet has performed the following works, including but not limited to reviewing shareholders’ agreement, drafting and reviewing the charter of joint venture, and providing a legal opinion about rights and obligations of shareholders in joint-venture, disputes on management.
Dietary supplement manufacturer: Acted as legal counsel for the Buyer, a company that manufactures dietary supplements in a Binh Duong industrial park, on a transaction to purchase 50% of the contributed capital from the other members for more than US$20 million. Our responsibilities included providing legal advice on the regulatory aspects of pharmacy investment and carrying out the necessary acquisition procedures.
Luxembourg-based investor in healthcare and life sciences: Assisted a Luxembourg-based investor in acquiring entire shares in the target company, a leading company in the field of clinical diagnostic testing in Vietnam with a transaction value of up to US$40 million. During the transaction, we have assisted the client in conducting legal due diligence on the target company, drafting transaction documents (shares purchase agreement, shareholders’ agreement, option agreement, and non-compete agreement), and giving legal advice on related matters.
German-based pharmaceutical company: Assisted a leading German-based pharmaceutical company in its transfer of total shares in a renowned Vietnamese joint-venture company operating in the field of manufacturing medicines with a transaction value of up to US$50 million. During the transaction, we has assisted the client in reviewing transactional documents (i.e., term sheet, shares purchase agreement, option agreement, and escrow agreement), attending negotiations, etc.
Spanish pharmaceutical manufacturer: Assisted a giant Spanish pharmaceutical manufacturer in receiving a transfer of a renowned French corporation’s entire pharmaceutical manufacturing sector in many jurisdictions, including Vietnam, with a transaction value up to EUR129 million. We have assisted the client in conducting legal, due diligence on the subsidiary in Vietnam, reviewing shareholders’ agreements and other corporate documents from a Vietnamese perspective, and giving legal advice on related matters.
Korean-owned life sciences conglomerate: Acted legal counsel for a buyer, a Korean conglomerate operating in diversified fields, in a transaction of purchasing newly issued shares equivalent to nearly 40% charter capital in one of leading Vietnamese medicine manufactured companies with the transaction value up to US$ 70 million. Our responsibilities include drafting transaction documents (i.e., shares transfer agreement, shareholders’ agreement), reviewing and amending the target’s charter, and attending negotiations.
State-owned hydropower developer: Acted as legal counsel for a seller being a big state-owned corporation in selling a hydropower plant valued at about US$ 78 million. We advised on the transaction structure and reviewed documents such as sale and purchase agreement, internal corporate minutes, resolutions, and financing documents.
Chinese energy investor: Advised an investor, a Chinese state-owned company, on receiving the transferrable shares in a company engaged in the field of solar energy production in Ninh Thuan province with the transaction value of US$3.1 million. We consulted on foreign investors’ restrictions when accessing the energy sector market, conducted legal, and due diligence on the target company, and reviewed the agreements in connection with the transaction.
Confidential client: Advised the sponsor and project company in an ADB financing up to nearly US$ 200 million of a 257MW solar power plant in Central Vietnam, including the financing structure and finance documents.

Recognition

Dentons LuatViet Honoured as Outstanding M&A Advisor 2023-2024

December 2, 2024

On November 27, 2024, Dentons LuatViet was proudly recognised as one of the Outstanding M&A Advisor 2023-2024 by Vietnam Investment Review at the 16th Vietnam M&A Forum 2024.

Dentons LuatViet recognized among Vietnam’s top M&A firms by Asian Legal Business

October 28, 2024

Dentons LuatViet has been recognised in the 2024 ALB Asia M&A Rankings! This prestigious accolade highlights our commitment to excellence in mergers and acquisitions across Asia.

Dentons LuatViet wins Impact Deal and Case of the Year Award at asialaw Awards 2023/2024

October 2, 2024

Dentons LuatViet has won the Editor’s Choice Award for Impact Deal and Case of the Year at the 2024 asialaw Awards, held in Kuala Lumpur on September 26, 2024.

View all recognition for Mergers and Acquisitions

Insights

Merger control in Vietnam-safeguarding fair competition

August 21, 2023

Vietnam: Merger control generally refers to the process of reviewing economic concentrations in accordance with competition regulations. It is adopted to prevent anti-competitive effects of such economic concentrations and has ex-ante regimes, meaning that competition authority must conduct their review prior to the completion of economic concentrations.

The completion of regulations for investment in infrastructure and construction of industrial parks in Vietnam

July 25, 2022

Vietnam: The Vietnamese Government has adopted Decree No 35/2022/ND-CP (“Decree 35”), taking effect as of 15 July 2022, replacing Decree 82/2018/ND-CP (“Decree 82”) on management of industrial parks and economic zones as a breakthrough to retain and attract more investors as well as promoting Vietnam to become a financial center in Asia.

Untangling the regulations on market access for foreiner investors: positive sign for M&A activities

July 21, 2021

Vietnam: Overcoming the Covid-19 pandemic, Vietnam is still an attractive destination and a potential market thanks to the efforts in improving the law. The fact that the Law on Investment 2020 (effective from the beginning of this year) introduces new changes in business lines with restrict market access and registration for capital contribution, purchase of share and contributed capital (M&A) is a proof.

News and Events

Recent Press Releases

Dentons LuatViet Advises ADA on Strategic Acquisition of Customore to Fuel Expansion in Asia

January 15, 2025

Dentons LuatViet is pleased to announce that the firm has advised ADA Digital Singapore Pte Ltd, a subsidiary of Axiata Group Berhad – one of Asia’s largest telecommunications groups – on its acquisition of Customore, an industry-leading platform specializing in e-commerce data consolidation.

Dentons Luatviet welcomes esteemed tax lawyer, Ms. Phan Thi Lieu, as a Senior Partner

September 6, 2023

Dentons LuatViet is honored to announce that Ms. Phan Thi Lieu has joined as a Senior Partner. She will lead Dentons LuatViet fast growing tax practice. With over 26 years of experience in tax law, gained in the Big4 companies and the international law firms, Ms. Phan Thi Lieu will be an invaluable asset in strengthening our market position.

Dentons acted in largest healthcare deal in SEA

July 17, 2023

Dentons Rodyk (with Dentons LuatViet as Vietnam counsel) act for SGX-listed Thomson Medical Group (TMG) in the largest healthcare acquisition in South-east Asia, with the purchase of Vietnam’s biggest healthcare group, FV Hospital, for S$517.1 million (about US$381.4 million). This acquisition set a new record as Vietnam's largest healthcare deal to date and represents the most substantial healthcare purchase in Southeast Asia since 2020.

View All News for Mergers and Acquisitions

Mergers and Acquisitions

Mergers and Acquisitions

Experience

Recognition

Dentons LuatViet Honoured as Outstanding M&A Advisor 2023-2024

Dentons LuatViet recognized among Vietnam’s top M&A firms by Asian Legal Business

Dentons LuatViet wins Impact Deal and Case of the Year Award at asialaw Awards 2023/2024

Insights

Merger control in Vietnam-safeguarding fair competition

The completion of regulations for investment in infrastructure and construction of industrial parks in Vietnam

Untangling the regulations on market access for foreiner investors: positive sign for M&A activities

News and Events

Recent Press Releases

Dentons LuatViet Advises ADA on Strategic Acquisition of Customore to Fuel Expansion in Asia

Dentons Luatviet welcomes esteemed tax lawyer, Ms. Phan Thi Lieu, as a Senior Partner

Dentons acted in largest healthcare deal in SEA

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Mergers and Acquisitions

Mergers and Acquisitions

Experience

Recognition

Insights

News and Events

Recent Press Releases

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