Allen & Overy has established an impressive track record in Vietnam, advising on many of the largest and most important transactions in this market.
Our Hanoi and Ho Chi Minh City offices are a core element of the firm’s growth strategy in Asia. Our work here covers the spectrum of practice areas key to cross-border business and we have established ourselves as one of the leading law firms in Vietnam for corporate and M&A, international capital markets, banking & finance, projects and real estate. We pride ourselves on the support we are able to provide to clients both on the ground locally in Vietnam, and regionally, particularly in the high growth markets within ASEAN.
We have a first-class team of international and Vietnamese lawyers to help clients achieve their commercial and strategic goals in Vietnam. Our team’s combined international experience and local expertise allows us to advise on all domestic and cross-border transactions. This one-stop-shop offering is one of the key reasons some of the world’s most prominent corporations, financial institutions and private equity houses have sought our help on their transactions in Vietnam.
Regionally, we are the only fully integrated international firm with ASEAN covered. Beyond Vietnam, we have a sizeable presence in Singapore, Thailand and Indonesia* as well as dedicated resources focused on Myanmar, Malaysia, the Philippines, Laos, Cambodia and Brunei.
The strength and breadth of our offering in ASEAN and Asia Pacific differentiates us from other firms, and our global network ensures that our clients enjoy an integrated service across all jurisdictions in which they do business.
* In Indonesia, we have an exclusive association with local firm Ginting & Reksodiputro
Assisted a Vietnamese company in relation to obtaining an anti-trust clearance from the Vietnam Competition Authority (VCA) in relation to the sale of its consumer business.
Assisted two corporations incorporated outside Vietnam in relation to a Vietnam anti-trust filing in connection with a joint venture between the parties outside of Vietnam.
Assisted ThaiBev in relation to an anti-trust filing for the purpose of its USD4.84bn acquisition of a majority stake in Saigon Beer Alcohol Beverage Corporation (Sabeco), Vietnam’s largest brewer.
Assisted a leading Thai conglomerate in obtaining a merger filing approval under the new Competition Law taking effect from 1 July 2020.
Banking & Finance
Euler-Hermes backed financing
Joint mandated lead arrangers and bookrunners on the USD950 million Euler Hermes-backed export credit to VinFast Trading and Production Limited Liability Company (“VinFast”), Vietnam’s first wholly domestic car manufacturer.
Arrangers and bookrunners on a UD400m syndicated loan to VinFast. Awarded Best Syndicated Loan (Vietnam), The Asset Triple A Country Awards 2018.
A foreign investor on legal due diligence over a loan portfolio and the purchase of non-performing loans (NPLs) from a Vietnamese bank.
Aircraft finance and leasing
MUFG Bank on the JOLCO financing and lease of four aircraft to VietJet.
General corporate lending
Global financial institutions on various financings to Vietnamese corporate borrowers.
The arrangers on the establishment of the USD1bn Euro Medium Term Note Programme by Vietnam Prosperity Joint Stock Commercial Bank (VPBank) and the debut drawdown of USD300m 6.25 per cent. Notes due 2022 (the Notes) under the Programme. The Notes are listed on the Singapore Exchange Securities Trading Limited.
The bookrunners on Vinpearl’s USD450m Reg-S only exchangeable bond listed on the SGX. Vinpearl is the hospitality arm of Vingroup, one of Vietnam’s largest conglomerates.
The joint bookrunners on Vinhomes’ landmark USD1.3bn equity offering and listing on the Ho Chi Minh Stock Exchange. Vinhomes, a subsidiary of Vingroup, is the leading integrated residential and commercial real estate development company and the largest residential developer in Vietnam. The transaction is the largest issue in Vietnam to date. Awarded Best IPO, Vietnam M&A Forum, 2018.
The joint managers on Vincom Retail’s Rule 144A USD700m offering of secondary shares and listing on the Ho Chi Minh Stock Exchange. This transaction utilised a new structure that resulted in shorter settlement times.
The joint global coordinators on the Techcombank Rule 144A USD900m initial equity offering and listing on the Ho Chi Minh Stock Exchange.
VietJet, Vietnam’s leading international low-cost airline, on its USD170m IPO on the Ho Chi Minh Stock Exchange. Awarded Best Vietnam Deal, FinanceAsia Achievement Awards 2017.
KKR on its USD650m investment in Vinhomes.
Thai Beverage Plc (Thai Bev) on its USD4.8bn acquisition of a majority stake in Saigon Beer Alcohol Beverage Corporation (Sabeco), Vietnam’s largest brewer, via a competitive offering process. Awarded Best Acquisition Deal, Vietnam M&A Forum, 2018.
Vietnamese retail chain
A consortium led by a leading Asian sovereign wealth fund on a USD500m investment into a retail chain in Vietnam.
A leading Asian sovereign wealth fund on its investment into Vietcombank, Vietnam’s largest bank by market capitalisation.
Kohlberg Kravis Roberts (KKR)
KKR on its investment in Masan Group and Masan Nutri-Science. Masan Group is one of Vietnam’s largest private sector companies and Masan Nutri-Science is its meat producing unit.
The Consortium Advisors as placement agents on the almost USD500m sale of 5.4% of the issued share capital of Vinamilk, the largest dairy company in Vietnam, in a competitive bidding process.
Kinh Do Corporation
Kinh Do Corporation on its more than USD400m sale of its confectionery business to Mondelēz International, one of the world’s leading snack companies. This is one of the largest M&A transactions to date in the Vietnamese FMCG sector. Awarded Best Vietnam Deal, The Asset Triple A Country Awards 2015.
Manulife on a long-term strategic bancassurance partnership arrangement in Vietnam with Techcombank.
Aviva on the acquisition of VietinBank’s entire 50% stake in the life insurance joint venture between the parties and on the signing of a new bancassurance agreement with VietinBank.
Mong Duong 2
The joint lead managers and the trustee on Mong Duong Finance Holdings B.V.’s debut 144A/Reg S offering of US$678.5 million 5.125% Secured Senior Notes due 2029 and the mandated lead arrangers and bookrunners on the US$402.7 million term loan and US$82.0 million debt service reserve letter of credit facilities to be made available to Mong Duong Finance Holdings B.V. This is a market first in Vietnam and represents the first time a combination of project bonds and traditional bank debt has been used to repackage an existing project financing in Vietnam.
Nghi Son 2 power plant
KEPCO and Marubeni Corporation on the 1,200MW Nghi Son 2 coal-fired power plant project. Awarded Asia Pacific Power - Coal Deal of the Year, IJGlobal Asia Pacific Awards 2019; Project of the Year, ALB SE Asia Awards 2019.
Sponsors and lenders on a various wind, solar and hyro projects, including advising Landesbank Baden-Württemberg as lender on a USD16m ECA covered loan to Central Wind Power JSC.
Van Phong power plant
Sponsors on the 1,200MW coal-fired power plant in Van Phong, Vietnam.
Vinh Tan 1 power plant
Lenders on the financing of the Vinh Tan 1 BOT coal-fired power project in Vietnam. Awarded Project Finance Deal of the Year, IFLR Asia Awards 2016, and Project Finance Deal of the Year, ALB Southeast Asia Law Awards 2016.
Nghi Son Refinery
Lenders on the USD5bn financing of the USD9bn Nghi Son Refinery project, the largest project financing in Vietnam to date. Awarded Asia-Pacific Petrochemicals Deal of the Year, Project Finance Magazine Awards 2014.
Phu My 2.2 power plant
Electricité de France and Sumitomo Corporation on the Phu My 2.2 power project – Vietnam’s multi award-winning first BOT project to reach financial close.
Sumitomo Corporation on a USD4.2b next-generation "smart city" in Hanoi, Vietnam.
CapitaLand on its S$81.4m (approx USD59.4m equivalent) acquisition of a prime residential site in District 2 of Ho Chi Minh City, Vietnam.
Gaw Capital Partners
Gaw Capital Partners on the USD 1.2b joint venture to develop the 86-story Thu Thiem Observation Tower in Ho Chi Minh City.
CFLD International on its acquisition of a majority stake in a residential development project located in the Dong Nai province from VinaLand Ltd.
Middle Eastern sovereign wealth fund
A Middle Eastern sovereign wealth fund on its joint venture and co-investment in CapitaLand Vietnam Commercial Fund 1, a USD300m real estate fund managed by Singapore-listed CapitaLand, one of Asia's largest real estate companies. This transaction represents the first commercial fund established by CapitaLand in Vietnam.
News and insights
Publications: 02 December 2021
In our latest edition of Trust Us, a podcast addressing hot topics for trustees and agents in Asia Pacific, Holly Hart from our Corporate Trust & Agency team moderates a discussion on the key…
Publications: 19 July 2021
There is increased SPAC activity in the Asia Pacific region, with most of the recent activity focused on business combinations or ‘de-SPAC’ transactions.
Publications: 18 December 2020
The fourth episode of Trust Us, a podcast hosted by Allen & Overy’s APAC Corporate Trust and Agency team.
Awards & accolades
- Most Innovative Vietnam Law Firm of the Year, IFLR Asia-Pacific Awards 2019
- Vietnam Law Firm of the Year, ALB Southeast Asia Awards 2018
- Best M&A Law Firm, Vietnam M&A Forum 2018