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Aviation

Avolon Aerospace leasing Airbus aircrafts to Vietnam Airlines and Bamboo Airways

VILAF advised Avolon Aerospace Limited in the refinancing of an Airbus A350 leased by Vietnam Airlines and in the leasing of several Airbus A350 aircrafts to Vietnam Airlines and Bamboo Airways.

Partner Vo Ha Duyen and Counsel Nguyen Thi Kim Anh advised these deals.

Banking & Finance

Financing of Long Son Petrochemicals Complex

VILAF advised Long Son Petrochemicals Company Limited in the process of financing the US$3.2 billion development of Long Son Petrochemicals Complex in Long Son Industrial Zone, Ba Ria, Vung Tau Province in southern Vietnam. The syndicated loan was completed with the lending from 6 commercial banks including SMBC, Mizuho, Bangkok Bank, Krung Thai Bank, Siam Commercial Bank, and Export Import Bank of Thailand.

The complex began construction in the third quarter of 2018 and is expected to commence operation in the first half of 2023.

This financing was awarded by IJGlobal as the APAC Petrochemicals Deal of the Year 2018.

The VILAF team that advised this deal included Partner Tran Tuan Phong and Counsel Nguyen Vu Quynh Lam.

Reserve Based Lending Facility to SOCO International

VILAF advised BNP Paribas, Crédit Agricole and Standard Chartered Bank as arrangers in the US$125 million Reserve Based Lending Facility to SOCO International, secured against the Group’s producing assets in Vietnam, which include Te Giac Trang Field of Block 16-1, Ca Ngu Vang field of Block 9-2 and Blocks 125 & 126 offshore Vietnam.

Partner Vo Ha Duyen advised this deal.

Bank of China (HK) Lending Facility to Gain Lucky

VILAF advised Bank of China (HK) in making a US$35 million medium term loan facility to Gain Lucky Vietnam to fund its project.

Partner Vo Ha Duyen and Senior Associate Nguyen Thanh Tung advised this deal.

Rabobank’s loan to Japfa Vietnam

VILAF advised Rabobank in the loan to Japfa Vietnam worth US$30 million and in taking security interest over Swine from Japfa Vietnam.

The VILAF team that advised this deal included Partners Dang Duong Anh and Vu Le Trung.

M&A Financial Sector

Acquisition of Asia Commercial Bank Shares

VILAF advised Alp Asia Finance (Vietnam) Limited in the acquisition of 100% shares in Sather Gate Investment Limited from Sather Gate Investment Holdings Limited and 100% shares in Whistler Investments Limited from Whistler Investments Holdings Limited. Both Sather Gate and Whistler held 4.99% shares of Asia Commercial Bank (ACB). Each held 51.1 million ACB shares.

Partners Tran Tuan Phong, Luu Hoang Ha, and Tran Anh Hien, together with Counsel Nguyen Vu Quynh Lam and Senior Associates Pham Thuy Anh and Tu Duy Anh.

Vietcombank’s private placement of shares to GIC

VILAF advised Credit Suisse in Vietcombank’s issuance of 94,442,442 ordinary shares worth US$270 million to GIC Private Limited in its private placement to raise its charter capital.

This transaction involved a US$ escrow deposit and approval from the State Bank of Vietnam for the non-application of the restriction to transfer shares to certain countries.

Partner Tran Tuan Phong and Senior Associate Pham Thuy Anh advised this deal.

ANZ’s sale of its retail banking business

VILAF advised ANZ in the bidding process, customer migration and other issues concerning the transfer, and the negotiation of the sale agreements with the bidders and Shinhan Bank Vietnam. ANZ’s retail business served 125,000 customers in Vietnam and included US$547 million in deposits and US$161 million in lending assets as of September 2016, with 8 branches.

Partners Vo Ha Duyen and Pham Si Hai Quynh advised this deal, with the assistance of Senior Associate Nguyen Thanh Tung.

VIB Bank’s acquisition of all banking assets of Commonwealth Bank of Australia (Vietnam)

VILAF advised VIB Bank in the acquisition of all banking assets of the Vietnam branch of Commonwealth Bank of Australia in connection to the proposed closure of this branch in Vietnam.

Partner Vo Ha Duyen advised this deal.

Bank of China HK acquiring Vietnam branch of Bank of China

VILAF advised Bank of China (Hong Kong) (“BOCHK”) in the transfer of the business of Bank of China – Ho Chi Minh City branch from Bank of China to BOCHK as part of the global BOC group restructuring. The transfer of the Vietnam business was estimated to be US$152 million.

Together with the transfer of the Philippines business, establishment of the Brunei branch and previous acquisitions of subsidiaries from BOC in Cambodia, Indonesia, Malaysia, and Thailand, BOCHK was set to become an internationalized regional bank.

Partner Vo Ha Duyen and Senior Associate Nguyen Thanh Tung advised this deal.

Acquisition of Prudential Vietnam Finance Company by Shinhan Card

VILAF advised Shinhan Card Co. Ltd. in the acquisition of the full equity capital in Prudential Vietnam Finance Company worth US$151 million.

Prudential Finance is a 100-percent foreign capital consumer finance company in Vietnam. This has become the first ever foreign finance company which sold all its capital interests to another foreign investor in Vietnam.

Partners Vo Ha Duyen and Nguyen Quang Hung advised this deal.

Shinsei’s acquisition of stake in Military Bank

VILAF advised Shinsei Bank and Shinsei Financial Co. Ltd. in the acquisition of Military Bank’s 49% equity interest in MCredit to set up a joint venture consumer company, MB Shinsei Consumer Finance LLC. In this JV, Military Bank, Shinsei Bank, and a third member would own 50%, 49%, and 1% of the charter capital, respectively.

Partners Dang Duong Anh and Vu Le Trung advised this deal

SMTB’s acquisition of 49% interest in BIDV

VILAF advised Sumitomo Mitsui Trust Bank Limited (SMTB) in the acquisition of 49% equity interest in BIDV Finance Company for a total consideration of around US$ 50 million. The Buyer was a Japanese bank and the Seller was BIDV, a major State-owned bank which was the holding parent of the target (BIDV Finance Company) at that time.

Partners Nguyen Quang Hung and Vu Le Trung advised this deal.

Capital Markets 

International equity placement of Vinhomes JSC

VILAF advised Vingroup’s subsidiary and Vinhomes JSC, the largest residential property developer in Vietnam, Vinhomes on its international equity placement and IPO. The shares were listed in the market at US$1.4 billion. This deal was awarded as the Best Vietnam Deal and Best IPO Deal of the Year 2018 by Finance Asia; the Best Equity Deal of the Year 2018 by The Asset and the Deal of the Year 2018 by In-House Community.

Partner Tran Tuan Phong and Senior Associate Pham Thuy Anh advised this deal.

Concurrent equity placement and convertible bond offerings of Novaland Group

VILAF advised Credit Suisse and JP Morgan, as global manager and coordinator, in the offerings in the first ever international capital raise for a Vietnamese company in a concurrent equity placement and convertible bond offerings under Rule 144A. This was also the first international equity-linked bond issuance out of Vietnam since 2012. The bonds were officially listed on the Singapore Exchange on 30 April 2018 and on 17 December 2018. Novaland Group is a leading real estate developer group in Vietnam.

The total value is US$390 million wherein US$310 million for initial issue of bond deal (US$160 million) and of equity deal (US$150 million) and US$80 million for tap issue of bond deal.

Partners Vo Ha Duyen and Pham Si Hai Quynh advised this deal.

Issuance of preference shares of Vingroup to Hanwha

VILAF advised conglomerate Vingroup in raising US$400 million by issuing 84,000,000 dividend preference shares to an affiliate of South Korea’s Hanwha Group in a private placement.

Partner Tran Tuan Phong and Senior Associate Pham Thuy Anh advised this deal.

Issuance of bonds guaranteed by CGIF

VILAF advised in a series of domestic bonds guaranteed by CGIF (a trust fund of ADB), including the issuance of VND2,318 billion bonds by Refrigeration Electrical Engineering Corporation, VND 9,000 billion bonds by Masan Consumer Holding, VND1,135 billion bonds by Mobile World Investment Corporation or VND2,330 billion bonds by Hoan My Medical Corporation. The transactions were arranged by Standard Chartered Bank.

Partner Nguyen Quang Hung advised these deals.

Issuance of bonds by Shinhan Securities

VILAF advised Shinhan Securities Vietnam Co., Ltd. in arranging the issuance of secured VND400 billion bonds by Vietnam Electrical Engineering Equipment JSC-GEX.

Partner Vo Ha Duyen and Senior Associate Nguyen Thanh Tung advised this deal.

Corporate/M&A

Acquisition of cement and grinding projects by SCG

VILAF advised Siam Cement Group (SCG) in the acquisition of 100% ownership in 2 groups of companies, CSC and VCM with cement and grinding projects in Danang, Quang Binh, and Phu Yen provinces. The acquisition was worth US$440 million.

Partner Dang Duong Anh and Counsel Nguyen Vu Quynh Lam advised this deal.

Sale of Thinh Phat Cables and Dovina to Stark Corporation

VILAF advised the founders as sellers in the bidding process and sale of all equity stake in Thinh Phat Cables and Dovina to Stark Corporation, in a transaction valued approximately US$240 million.

Thinh Phat Cables and Dovina manufacture electric wires and cables and non-ferrous metal, and primarily operate their business on the basis of Business-to-Business (B2B) and Business-to-Government (B2G) models.

The closing of the transaction was subject to the satisfaction of certain conditions precedent including governmental approvals.

Partners Vo Ha Duyen and Pham Si Hai Quynh advised this deal, with assistance of Counsel Nguyen Thi Kim Anh and Senior Associate Nguyen Thanh Tung.

Golden Springs Group sale of equity interests to Aboitiz

VILAF advised Golden Springs Group in the sale of its 75% equity interests to Philippines conglomerate Aboitiz Equity Ventures, Inc. worth US$334 million. This acquisition by Aboitiz expanded its agribusiness and food business, Pilmico which quadrupled the overall feeds production capacity to 3 million metric tons of volume.

Gold Coin operated 20 livestock and aqua feed mills across 11 countries in Asia.

Partner Vo Ha Duyen advised this deal.

Acquisition of shares in Binh Minh Plastics Company

VILAF advised Nawaplastic Industries, an affiliate of SCG Group in acquiring 29.51% stake in Binh Minh Plastics Company (“BMP”) for US$102 million. This was in connection to SCIC’s divestment from BMP and bringing Nawaplastic’s stake in BMP to 49.91%.

Partners Vo Ha Duyen and Trinh Luong Ngoc advised this deal.

Grab’s acquisition of Southeast Asia business of Uber Technologies, Inc.

VILAF advised Grab in the acquisition of Uber’s Southeast Asia business by way of business/asset transfer involving local entities of Uber in Vietnam, Malaysia, Indonesia, and Thailand. This was awarded the M&A Deal (Premium) of the Year 2019 by ALB and Deal of the Year 2018 by In-House Community.

VILAF also successfully assisted Grab before the VCA (Vietnam Competition and Consumer Protection Right Authority) in relation to the acquisition. This deal attracted attention from the public as Grab and Uber are major and direct competitors in the ride-hailing industry across various Southeast Asia markets, as well as, subject to competition from traditional taxis and other transport means.

Partner Tran Tuan Phong and Senior Associate Tu Duy Anh advised this deal.

H.C. Starck sale of the tungsten business to Masan Tungsten Limited Liability Company

VILAF advised the H.C. Starck group as Vietnam counsel on the sale of the tungsten business of H.C. Starck Group GmbH to Masan Tungsten Limited Liability Company, a wholly owned subsidiary of Masan Resources Corporation. The H.C. Starck group is part of the portfolio of the private equity investors Advent International and the Carlyle Group.

Closing of the transaction is, inter alia, subject to certain regulatory approvals (including governmental approvals in Vietnam).

Partner Vo Ha Duyen advised this deal.

SCG Chemicals buy-out of Long Son Petrochemicals

VILAF advised SCG Chemicals in the acquisition of all equity stakes from its other JV partners, Qatar Petroleum and PetroVietnam to increase its equity ownership in Long Son Petrochemicals (LSP) from 46% to 100%.

This US$4.5 billion LSP petrochemicals complex is expected to be commissioned in 2023.

Partner Vo Ha Duyen advised this deal.

Minh Phu’s sale of 35.1% shares of its company

VILAF advised Minh Phu in the sale of 35.1% stake of its company to one of Japan’s largest trading group, Mitsui & Co. Mitsui invested US$150 million. Mitsui also invested in Minh Phu-affiliated processing plant in 2013.

Minh Phu, the world’s largest shrimp integrator from farming to processing and sales, owns two processing plants and shrimp farms equivalent to an area of 900 hectares in Southern Vietnam. Minh Phu’s extensive range of products are exported to around 50 countries, including the United States and Japan, accounting for approximately 20% of Vietnam’s total shrimp exports.

Partner Trinh Luong Ngoc advised this deal.

Sale of Auchan’s supermarkets to Saigon Co.op

VILAF advised Auchan in the sale of its retail business to Saigon Co.op that included 18 supermarkets nationwide, including its e-commerce platform.

Partners Vo Ha Duyen and Trinh Luong Ngoc advised this deal, with assistance of Counsel Nguyen Thi Kim Anh.

SCCC acquisition of Holcim (Vietnam) Co. Ltd.

VILAF advised SCCC in the acquisition of 65% ownership of Holcim (Vietnam) Co. Ltd. from LafargeHolcim Limited.

Partner Tran Tuan Phong advised this deal.

Vingroup’s merger with Masan Group

VILAF advised in Vingroup’s merger of Vincommerce retail chain business with Masan Group and back to back acquisition from GIC and Credit Suisse.

Partner Tran Tuan Phong and Senior Associate Pham Thuy Anh advised this deal.

Energy

Financial closing of Van Phong 1 Coal-Fired Power Plant Project

VILAF advised Sumitomo Corporation on the financing of the Van Phong 1 Coal-Fired Power Plant in Khanh Hoa province. This 11-year project achieved financial closure on April 2019 with a total value of US$2.58 billion.

Partner Tran Tuan Phong and Counsel Nguyen Vu Quynh Lam advised this deal.

First Project Bond Issue and First IPP Refinancing in Vietnam With the Mong Duong 2 Coaled-Fired Power Project

VILAF advised AES-VCM Mong Duong Holdings B.V. in relation to the international bond and commercial loan refinancing of Mong Duong 2 2×600 MW Coal Fired Power Plant on a BOT basis in Vietnam in 2019.

The deal is awarded as the Debt Capital Market Deal of the Year 2019 by PFI and APAC Refinancing Deal of the Year 2019 by IJGlobal.

Partner Tran Tuan Phong and Counsel Nguyen Vu Quynh Lam advised this deal.

Acquisition by B.Grimm Power of two 350 MW solar projects in Tay Ninh

VILAF advised B.Grimm Power Public Company Limited, Thailand’s leading power group, in acquisition of 55% equity from the Vietnamese construction company Xuan Cau Co. Ltd, in Dau Tieng Tay Ninh solar power projects, with installed capacity of 350MW, set to be the largest solar power project in Southeast Asia with a total investment of US$400 million.

The project company would become a joint venture between Xuan Cau Co., Ltd., the initial investor of the solar power projects and B.Grimm Power through the holding company.

Partner Vo Ha Duyen advised this deal.

Financial closing of Nghi Son 2 Coal-Fired Power Plant Project

VILAF advised Marubeni Corporation (Japan) and KEPCO (Korea) in Nghi Son 2 coal-fired power BOT project funded by JBIC, KEXIM and commercial banks with successful financial close in August 2018 and first drawdown of senior loans on project financing basis in August 2019.

This deal was awarded as the APAC Coal-fired Power Project of the Year 2018 by IJGlobal and Project Finance Deal of the Year 2019 by ALB.

Partner Tran Tuan Phong and Counsel Nguyen Vu Quynh Lam advised this deal.

Financing of Sunseap Solar Project

VILAF advised Bangkok Bank in relation to the financing of Sunseap Solar Project in Ninh Thuan, Vietnam.

Senior Partner Tran Tuan Phong, Partner Vu Le Trung and Counsel Nguyen Vu Quynh Lam advised this deal.

Private Equity

Vinfast’s selling of shares

VILAF advised Vingroup in relation to GIC and Credit Suisse’s $500 million acquisition of Vincommerce retail chain business. 

Partner Tran Tuan Phong and Senior Associate Pham Thuy Anh advised this deal.

Warburg Pincus’s industrial and logistic platform

VILAF advised Warburg Pincus, a leading American PE fund, in entering into a joint venture with State-owned industrial park developer Becamex IDC to develop industrial and logistic properties to create the largest platform in Vietnam valued at US$200 million.

Partner Vo Ha Duyen and Counsel Nguyen Thi Kim Anh advised this deal.

VinaCapital’s investment in Ngoc Nghia

VILAF advised Ngoc Nghia Industry-Services-Trading Joint Stock Company (“Ngoc Nghia”), a pioneer and leading manufacturer of PET (polyethylene terephthalate) packaging in Vietnam. In a private equity investment by a consortium led by VinaCapital. The consortium made an investment of US$21.4 million in Ngoc Nghia.

Partners Vo Ha Duyen and Trinh Luong Ngoc advised this deal.

GIC’s investment in Vinhomes JSC

VILAF advised Vinhomes JSC in the sale of it its 189,800,000 ordinary shares worth US$850 million to GIC Private Limited (“GIC”), a sovereign wealth fund established by the Government of Singapore, in the form of a private strategic sale. The shares were from certain existing shareholders of Vinhomes JSC. This landmark transaction is the biggest private strategic investment by a foreign investor in a Vietnamese property developer.

Partner Tran Tuan Phong and Senior Associate Pham Thuy Anh advised this deal.