StoxPlus is pleased to introduce Vietnam MA Research Report 2016, the 6th issue on this industry. This report presents a board range of topics, both sectorspecific and crosscutting market issues. In addition to the MA data mining, we also focus on MA opportunities and capital flows into Vietnam thanks to a number of FTAs, namely VietnamSouth Korea FTA, TPP. Our MA report utilized extracted database with over 5 years of historical data in Vietnam. In addition to data analysis, the report also relies on the authors extensive knowledge and experience in advising deals in Vietnam. We strongly believe that this report will be valuable to institutional investors, investment companies and foreign players who are considering MA as a strategy to set a foothold or to expand your businesses in Vietnam. Below are the most critical findings in our 6th issue: 1) Vietnam MA continued its upward trend: Vietnam MA in 2015 recorded 341 deals with total value of US5.20bn. This indicates a 23.1% increase in terms of number of deals (compared to 277 deals in 2014) and 9.7% increase in deal value (compared to US4.74bn). 2) Inbound MA into Vietnam accounted for 46% of MA deal value and totaled US2.42bn in 2015, 21% lower than in 2014. There were only 98 inbound deals originated by investors from familiar countries such as Hong Kong, Thailand, Japan, South Korea, US, Malaysia and Singapore. 3) Domestic MA was also busy with total deal value of US2.70bn. For domestic MA, the most favored sectors include: (i) Banks, (ii) Real Estate with 29 deals totaling US776.7mn, and (iii) Food Beverage with 37 deals valued at US449.0mn. The acceleration in banking MA was due to the financial sector restructuring as set out in Decision No. 254QĐTTG. Bank MA is expected to continue in 2016. 4) 2015 marked the year of Vietnam’s further integration into the global market with many new FTAs signed. Viet Nam concluded negotiations for four free trade agreements (FTAs), including those with the Eurasian Economic Union, the European Union, South Korea and the TransPacific Partnership, during 2015. FTAs are likely to boost capital flows into Vietnam in the coming time, both in terms of trading as well as investment, including MA activities. 5) Capital flow from Japan has dropped in recent years, but is expected to bounce back after TPP is signed. In 2015, twoway trade between Vietnam and Japan totaled US24bn, with Vietnam experiencing a trade surplus. Due to TPP and removed tariffs, trade activities will likely increase, especially seafood exported from Vietnam and plastic products imported from Japan to Vietnam. 6) Thailand investors have been increasing investment in Vietnam for years, and are expected to do so after AEC is established. Vietnam has become a favorite investment destination of Thai firms, especially in Industrial Goods and Retail. 7) In our last issue of Vietnam MA report, we have analyzed very detailed opportunities from privatization of SOEs. As SOE IPOs accelerated in 2015, many opportunities have been realized. During 2015, there were 104 SOE IPOs, accounting for 40.0% of 289 IPOs targeted for the year. The most active sectors for IPOs include (i) industrials, (ii) consumer goods and (iii) consumer services, accounting for 85% total IPO deals. 8) 2015 also marked significant improvement in legal framework on foreign investment, supporting MA activities in the coming years. For onthe–stockmarket MA, Decree 602015NDCP relaxed the thresholds for foreign ownership. Depending on the target company’s business lines and its shareholders’ approval, these changes could enable foreign investors’ acquisition of up to 100% of a local company’s charter capital.
M&A Opportunities from Global Integration Vietnam M&A Research Report 2016 – Issue 08 January 2016 Thuan Nguyen, FCCA Lan Nguyen Hai Khieu Anh Nguyen CEO Senior Manager Research Associate Research Associate StoxPlus Corporation StoxPlus Corporation StoxPlus Corporation StoxPlus Corporation thuan.nguyen@stoxplus.com lan.nguyen@stoxplus.com hai.khieu@stoxplus.com anh.phuong@stoxplus.com +84(4) 35626962 (ext 111) +84(4) 35626962 (ext 109) +84(4) 35626962 (ext 108) +84(4) 35626962 (ext 108) Table of contents PREFACE ACRONYMS Our Methodology 5–6 Important Disclosures EXECUTIVE SUMMARY 8-9 VIETNAM M&A ACTIVITIES REVIEW 11 - 31 OPPORTUNITIES FROM FTAs 32 - 46 UPDATE ON REALIZATION OF OPPORTUNITIES FROM SOE PRIVATIZATION 47 - 54 REGULATORY FRAMEWORK FOR M&A IN VIETNAM 55 - 64 Appendix 1: In-bound M&A Transactions Factsheet 65 - 77 About StoxPlus Corporation 78 @ 2016 StoxPlus Corporation All rights reserved All information contained in this publication is copyrighted in the name of StoxPlus, and as such no part of this publication may be reproduced, repackaged, redistributed, resold in whole or in any part, or used in any form or by any means graphic, electronic or mechanical, including photocopying, recording, taping, or by information storage or retrieval, or by any other means, without the express written consent of the publisher Vietnam M&A Research Report 2016 | Issue | January 2016 Preface We are pleased to bring you the Vietnam M&A Research Report 2016 (Issue 6) In addition to the M&A data mining, we also focus on M&A opportunities and capital flows into Vietnam thanks to a number of FTAs, namely VietnamSouth Korea FTA, TPP Our M&A report utilized extracted database with over years of historical data in Vietnam In addition to data analysis, the report also relies on the authors extensive knowledge and experience in advising deals in Vietnam We have surveyed relevant foreign and local institutional investors as well as conducting a number of in-depth interviews in with experienced M&A advisers and Government officials in during our preparation We strongly believe that this report will be valuable to institutional investors, investment companies and foreign players who are considering M&A as a strategy to set a foothold or to expand your businesses in Vietnam Vietnam M&A Research Report 2016 | Issue | January 2016 About StoxPlus This report is prepared by a team of experienced analysts, researchers and data clerks at StoxPlus StoxPlus is a leading financial and business information provider in Vietnam Our services include provision of high quality data feeds, analytic tools and market research StoxPlus is now serving a client portfolio of over 100 corporate data clients including securities companies, research houses, asset managers, investment companies, and thousands of sophisticated individual investors Our Research division has been established as an independent research house in Vietnam to provide local insights to our clients at quality standards of the World’s prestige advisory firms More details can be found at www.StoxResearch.com If you have any questions about this report or our services, please don not hesitate to contact Thuan Nguyen, CEO of StoxPlus at thuan.nguyen@stoxplus.com or +84- 4-3562 6962, ext 111 Acronyms No 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 Word AEC AnDate ASEAN BOD CAGR CF ECs EGs FTAs GCs GRDI GSO HNX HOSE IPSI MAC MARD MM MNCs SBV SCs SEGs SOE SSC TBT WEF Stands for ASEAN Economic Community Announcement Date The Association of Southeast Asian Nations Board of Directors Compounding Annual Growth Rate Consumer Finance Economic Corporations Economic Groups Free Trade Agreements Government Corporations Global Retail Development Index General Statistics Office Hanoi Stock Exchange Ho Chi Minh City Stock Exchange Industrial Policy and Strategy Institute Middle and Affluent Class Ministry of Agriculture and Rural Development Money Market Multi-National Corporations The State Bank of Vietnam State Corporations State Enterprise Groups State-Owned Enterprise State Securities Commission Technical Barriers to Trade World Economic Forum Vietnam M&A Research Report 2016 | Issue | January 2016 Our Methodology Sources and Completeness of Data • Data works in Vietnam are actually a very tedious and time consuming job due to lack of a sound reporting system and regulations This is particularly true for M&A activities In many case where the seller finds it positive for their public relation or investor relation works, they would be proactive in spreading the news • In many cases, including the public and listed companies, we found it hard to obtain an official explanation in a deal that has been actually concluded This is particularly true in Real Estate sector where it is sensitive from tax perspective if the deal value and details are announced • As such, we combine a variety of sources and data mining skills to uncover as many as possible unannounced M&A deals that have happened Even though our database is yet comprehensive, we believe our methodology is as exhaustive as possible to identify M&A deals in Vietnam Public domains Unannounced deals – Surveyed by StoxPlus Unannounced deals – Unidentified (Unknown unknown) Vietnam M&A Research Report 2016 | Issue | January 2016 Our Methodology Sources and Completeness of Data • Our sources of M&A data include: • Public information and media releases; • Data announced by reliable portals such as Bloomberg and Thomson Reuters; • Large shareholder transactions on HOSE and HNX from Fiinpro platform; • Review changes of management team of all public companies from Fiinpro platform; • Data mining from financial statements of large corporations in Vietnam; • Press release from all private equity funds • We believe that our database might not include all M&A transactions but it is the most comprehensive in Vietnam and have covered all the market in all material aspects Deal Value • If deal value is not publicly and explicitly disclosed, we calculate the deal size from deal parameters such as purchase price per share We also obtained deal size and value from our intelligent network where possible Deal Valuation Multiples • In calculating price earning ratio (P/E), we use the acquiree latest EPS For deal P/B, we take the deal price divided by book value per share in a pre-deal basis, this means the cash proceed from the transaction is not included in the book value Sector Classification • We adopt the Industrial Classification Benchmark (ICB) for all sector classification Vietnam M&A Research Report 2016 | Issue | January 2016 Important Disclosures • This material is prepared by StoxPlus Corporation for information purpose only This material is not intended to recommend or suggest any particular transaction • Any information contained in this material shall be used at your own discretion and risk StoxPlus Corporation will not be subject to any liability for any consequence caused by the information contained in this material • This material may be changed without any prior notice Content of this material may be changed according to any changes in the situation, or effects of the additional information after its preparation, and StoxPlus Corporation shall undertake no obligation to update, revise or complement the content of this material according to the changes • While this material is prepared based on the public information and other information StoxPlus Corporation duly obtained, StoxPlus Corporation has not independently verified its accuracy, completeness, or suitability for your use, also shall not guarantee them • StoxPlus Corporation reserves the copyright of this material This material is protected in accordance with the copyright laws of Vietnam and other countries, as well as the treaty provisions regarding the copyrights signed between Vietnam and other countries For any purpose whatsoever, no one shall be entitled to duplicate, summarize, quote, or reprint this material, or disclose it to the third party without StoxPlus Corporation’s prior consent Vietnam M&A Research Report 2016 | Issue | January 2016 Executive Summary Vietnam M&A continued its upward trend: Vietnam M&A in 2015 recorded 341 deals completed with total value of US$5.20bn This indicates a 23.1% increase in terms of number of deals (compared to 277 deals in 2014) and 9.7% increase in deal value (compared to US$4.74bn) Small and medium deals still dominated the market Particularly, M&A deals with value less than US$25mn stayed at 288 out of 341, equivalent to 84% of total deal number Inbound M&A into Vietnam accounted for 46% of M&A deal value and totaled US$2.42bn in 2015, 21% lower than in 2014 There were only 98 inbound deals originated by investors from familiar countries such as Hong Kong, Thailand, Japan, South Korea, US, Malaysia and Singapore In terms of deal volume, Japanese were the most active investors with 15 inbound deals, totaling US$310.4mn, or 12.8% of total inbound value In terms of deal value, Hong Kong investors topped with 05 Real Estate deals, 02 Retail deals and 01 Travel & Leisure deal, having total investment of US$1,101.5mn or 45.5% total inbound M&A deal value Inbound M&A in 2015 300 600 900 1,200 Hong Kong Japan Thailand South Korea US Malaysia Singapore Canada Finland Taiwan Philippines Domestic M&A was also busy with total deal value of US$2.70bn For domestic M&A, the most favored sectors include: (i) Banks, (ii) Real Estate with 29 deals totaling US$776.7mn, and (iii) Food & Beverage with 37 deals valued at US$449.0mn.The acceleration in banking M&A was due to the financial sector restructuring as set out in Decision No 254/QĐ-TTG Bank M&A is expected to continue in 2016 Meanwhile, Construction & Materials and Industrial Goods & Services saw the most deals happened with 48 deals and 38 deals, respectively There has been an ascending trend in the two sectors in M&A market after the significant decreasing in 2013 2015 marked the year of Vietnam’s further integration into the global market with many new FTAs signed Viet Nam concluded negotiations for four free trade agreements (FTAs), including those with the Eurasian Economic Union, the European Union, South Korea and the Trans-Pacific Partnership, during 2015 FTAs are likely to boost capital flows into Vietnam in the coming time, both in terms of trading as well as investment, including M&A activities We looked into the cases of countries: South Korea, Japan, and Thailand to analyze potential impacts of FTAs on the capital flow from these countries South Korean investors will be able to take advantage of VKFTA and increase investment in computers, machinery & parts as well as plastic products With the VKFTA signed and taking effect, bilateral trade of the two countries is expected to double in 2017 to US$70mn As VKFTA takes effect, Vietnam will remove 16 import taxes for machineries, 31 import taxes for electronic products, 15 import taxes from home appliances from South Korea Companies such as LG, Samsung, and Posco will enjoy lower material costs, and have more incentives to expand their production sites in Vietnam as a result Kazakhstan na UK Caymand Islands Majority Minority The most favored sectors in Vietnam for inbound M&A by foreign investors in 2015 were: (i) Real Estate, (ii) followed by Industrial Goods & Services (17 deals with total value of US$178.2mn), (iii) Retail (7 deals totaling US$165.5mn) Vietnam M&A Research Report 2016 | Issue | January 2016 Executive Summary Capital flow from Japan has dropped in recent years, but is expected to bounce back after TPP is signed In 2015, two-way trade between Vietnam and Japan totaled US$24bn, with Vietnam experiencing a trade surplus Due to TPP and removed tariffs, trade activities will likely increase, especially seafood exported from Vietnam and plastic products imported from Japan to Vietnam Japanese firm could increase investment in textile, which is the top sector from Vietnam to Japan currently One such case is Itochu, who invested 5% in Vinatex – the leading textile corporation in Vietnam – back in 2014 After the deal, Itochu continued to sign a business alliance with Vinatex to build its capacity on dyeing and textile materials production The reason is to take advantage of TPP and country of origin (“COG”) requirement Currently, Vietnamese companies imported most of the textile materials If the materials are not made in Vietnam, the product cannot meet the COG requirement of TPP and thus export taxes would still be applied Therefore, the investment of Itochu in Vinatex made sense in order for them to take advantage of TPP’s removed tariffs Top export sectors from Vietnam to Japan by value (US$mn) 490 Crude Oil 1,502 650 Seafood products 1,431 1,255 Transportation vehicles & parts 2,065 1,774 Textile products - 500 8M2015 Top export sectors to Thailand for 11M2015 included Phones & Accessories, Machinery & Part and Crude Oil Meanwhile, this country mainly exported petro & gas products, Machinery & parts (for construction of plant) and Electric home appliances which became Vietnamese customers’ preference in recent years In our last issue of Vietnam M&A report, we have analyzed very detailed opportunities from privatization of SOEs As SOE IPOs accelerated in 2015, many opportunities have been realized During 2015, there were 104 SOE IPOs, accounting for 40.0% of 289 IPOs targeted for the year The most active sectors for IPOs include (i) industrials, (ii) consumer goods and (iii) consumer services, accounting for 85% total IPO deals Among all recorded SOE IPOs in period 2011 – 1H2015, only 40 deals resulted in M&A, accounting 15% in deal numbers M&A deals from SOE IPOs focused on several key sectors in which the targeted enterprises were dominant players Sectors that attract institutional investors include construction, transportation services, food & beverage, and textile 2015 also marked significant improvement in legal framework on foreign investment, supporting M&A activities in the coming years For on-the–stockmarket M&A, Decree 60/2015/ND-CP relaxed the thresholds for foreign ownership Depending on the target company’s business lines and its shareholders’ approval, these changes could enable foreign investors’ acquisition of up to 100% of a local company’s charter capital 1,195 932 Machinery & parts Thailand investors have been increasing investment in Vietnam for years, and are expected to so after AEC is established Vietnam has become a favorite investment destination of Thai firms, especially in Industrial Goods and Retail 2,620 1,000 1,500 2,000 2,500 3,000 2014 Vietnam M&A Research Report 2016 | Issue | January 2016 For not-on-the-stock-market M&A, effective as of July 2015, the new Law on Enterprises (LOE) and the new Law on Investment (LOI) offer foreign investors relaxed ownership thresholds and simplify the investment procedures These legal improvements coupled with Vietnam’s full market openings to foreign investments in 2015 and fueled by the local economy’s heightened productivity rates, all suggest that now is the right time for buyers and sellers to actively engage in M&A transactions Section 1: Vietnam M&A Activity Review 1.1 Vietnam M&A Activities Review 1.2 Inbound M&A 1.3 Domestic M&A 1.4 Outbound M&A Vietnam M&A Research Report 2016 | Issue | January 2016 10 Looking forward • For the first time, Vietnamese law makers introduced new, more reasonable classification of foreign invested companies – FCG and LCG - together with different investment conditions and M&A procedures respectively applicable to each of the two groups With the new voting thresholds, the new M&A legislation makes it more cost effective, dramatically reducing the time it takes to conduct M&A transactions The new voting rules tend to support financially stronger shareholders, i.e those who wish to become a majority shareholder, as they can pass decisions in a company with a smaller percentage of approving votes In this regard, the new legislation encourages acquirers to buy more into the target company With the new, improved legal platform, M&A transactions in Vietnam should run faster and more smoothly With respect to implementation, as usual, there remain issues to be addressed and resolved However, with the macro-economic factors getting more and more encouraging, the market should soon experience a noticeable increase in M&A traffic Vietnam M&A Research Report 2016 | Issue | January 2016 64 Appendix 1: In-bound M&A Transactions Factsheet Vietnam M&A Research Report 2016 | Issue | January 2016 65 Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror REAL ESTATE HONG KONG 18 Type Majority AnDate 6/3/2015 20 Size (US$m) 600.00 16 17 Stake 0.00% → 50.00% GAW CAPITAL PARTNERS Taget Name EMPIRE CITY Seller TIEN PHUOC AND TAN THAI LTD., Sector: Acquiror REAL ESTATE Gaw Capital Partners is a Hong Kong –based private equity focusing on global real estate market As of Q3/2015, the Company held the equity of $4.26 billion, and commands assets of US$9.16 bn Gaw Capital Partners is keen to expand its portfolio in Vietnam Through its subsidiary, the Denver Power Ltd, it bought 50% value of the Empire City Project from Tien Phuoc and Tran Thai Empire City Project located in the South of Thu Thiem New Urban Area Total estimated investment for this project is approximately US$1.2 bn Its total size is nearly 15ha with lots of residential buildings in combination with shopping malls and entertainment areas The highlight of project is a 86-levels building, which will be the highest building in Vietnam in the future HONG KONG 18 Type Majority AnDate 4/9/2015 20 Size (US$m) 387.25 16 17 Stake 0.00% → 77.45% CHOW TAI FOOK CORP (HONG KONG) Taget Name NAM HOI AN CASINO PROJECT Seller VINACAPITAL Sector: Acquiror REAL ESTATE Chow Tai Fook Corp is the largest Hong Kong listed jeweler by market capitalization It’s also a leading jeweler in Mainland China and Macau It has an extensive retail network with around 2295 stores over 500 cities Nam Hoi An project is an ambitious project with US$4 bn registered capital Nam Hoi An project is described as “a complex of hotels, resorts and casino” This project is primarily developed by the joint venture between VinaCapital and Genting Berhad Due to some problems, Genting Berhad withdrew in late 2012 and in 2015, Chow tai Fook Corp and another company (Sun City) become its developer JAPAN 18 Type Minority AnDate 7/27/2015 20 Size (US$m) 200.00 16 17 Stake 0.00% → 20.00% CREED GROUP Taget Name AN GIA INVESTMENT Seller AN GIA INVESTMENT Sector: Acquiror RETAIL POWER BUY CO LTD (CENTRAL GROUP) Taget Name NKT NEW SOLUTION & TECHNOLOGY DEVELOPMENT INVESTMENT JSC (NGUYEN KIM) Seller Creed Group is a Japan-based company which has operated since 1996 with lines of business included real estate development, property development, project finance and private equity The agreement with An Gia is the very first step of Creed Group in order to establish a long-term investment plan in Vietnam market An Gia investment is a private company found in Ho Chi Minh city in 2008 An Gia focused on developing real estate with diversified projects in HCMC such as An Gia Skyline, An Gia Star, An Gia Riverside and An Gia Garden.The cooperation with Creed Group will assist An Gia investment with a strong financial resource to deploy the projects in Ho Chi Minh city Creed Group will also transfer high technology as well as support An Gia investment in management THAILAND 18 Type Minority AnDate 1/9/2015 20 Size (US$m) 100.00 16 17 Stake 0.00% → 49.00% Thailand retailer Central Group has acquired 49% of NKT New Solution and Technology Development Investment JSC, through its unit Power Buy After the acquisition, the CEO of Central Group Vietnam, Philippe Broianigo, will concurrently hold this position at Nguyen Kim This acquisition was the initial step for the group to expand its electronics retail business in Vietnam Nguyen Kim, a subsidiary of NKT New Solution and Technology Development Investment JSC, was founded as one of the first retailers in Vietnam Currently, it distribution network includes 21 stores nationwide N/A Sector: Acquiror REAL ESTATE US 18 Type Minority AnDate 6/29/2015 20 Size (US$m) 100.00 16 17 Stake 20% → 30% WARBURG PINCUS LLC Taget Name VINCOM RETAIL CO LTD Seller N/A The deal is the remaining part of a US$ 300 mn - strategic agreement which was signed in 2013 between Warburg Pincus LLC and Vincom Retail This second investment from Warburg Pincus LLC will help Vincom Retail accelerate its expansion of a broader retail platform, which includes shopping facilities, electronics retail, fashion and e-commerce Warburg Pincus LLC is a private equity fund At present, Warburg Pincus LLC are managing more than US$40 bn in over 30 countries Vincom Retail is a subsidiary of Vincom group and is one of the leading companies in the field of retail in Vietnam with the total asset stands at approximately US$ 1.1 bn Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror REAL ESTATE LOTTE Taget Name DIAMOND PLAZA Seller POSCO Sector: Acquiror REAL ESTATE 18 SOUTH KOREA CELADON CITY Seller AnDate 6/29/2015 20 Size (US$m) 71.61 16 17 Stake 0.00% → 70.00% Lotte Shopping, the flagship of Lotte Group, has acquired major stake (70%) in "Diamond Plaza“, a multipurpose property in Ho Chi Minh City, from POSCO Engineering and Construction After the acquisition, Lotte has joined the management of the Diamond Plaza without revealing the amount of money the group had spent on the deal The Diamond Plaza was inaugurated in August 2000 with 22 floors, including two basements The building, which overlooks the landmark Notre Dame Cathedral in HCMC’s District and had an initial investment of some US$60 million, was the joint venture between Construction Corporation No and Posco Engineering & Construction Co under Posco Group MALAYSIA 18 GAMUDA LAND VIETNAM Taget Name Type Majority Type AnDate Majority 6/26/2015 20 Size (US$m) 66.67 16 17 Stake 100.00 0.00% → % Celadon City project was primarily developed by a joint venture between Sacomreal and Thanh Cong Investment It located in the South of Ho Chi Minh city with the project’s size 82 and is designed for more than 7.300 apartments In July 18th 2015, Gamuda Land officially took over this project Gamuda Land is a Malaysian developer and came into Vietnam in 2007 In the past, Gamuda Land successfully developed the Gamuda City in the North of Vietnam with the total investment capital of US$ bn SACOMREAL & THANH CONG INVESTMENT Sector: Acquiror REAL ESTATE HONG KONG 18 GAW CAPITAL PARTNERS Taget Name OTHER DEVELOPING PROJECT (RUMMORLY MONTGOMERIE LINKS & ESTATES AND) RIVERSIDE SERVICED APARTMENTS Seller Type AnDate Majority 6/3/2015 20 Size (US$m) 16 53.00 17 Stake 100.00 na → % It is another deal of Gaw Capital Partners It’s an effort of Gaw Capital Partners to expand their business in Vietnam real estate market Gaw Capital Partners is keen to expand its portfolio in Vietnam Most recently it announced to have successfully bought an existing portfolio of real estate projects in the country from Indochina Land Holdings Ltd The portfolio was purchased for US$106 mn and consists of four projects located across the country including Indochina Plaza in Hanoi and the Hyatt Regency Danang INDOCHINA LAND HOLDINGS (ILH2) Sector: Acquiror REAL ESTATE HONG KONG 18 GAW CAPITAL PARTNERS Taget Name THANG LONG NO1 Seller INDOCHINA LAND HOLDINGS (ILH2) Sector: Acquiror INSURANCE DONGBU INSURANCE CO LTD Taget Name POST & TELECOMMUNICATION JOINT STOCK INSURANCE CO (PTI) Seller N/A Type AnDate Majority 6/3/2015 20 Size (US$m) 53.00 16 17 Stake 100.00 0.00% → % Indochina Land has sold a portion of its Indochina Land Holdings portfolio to Gaw Capital Partners, having head-quartered in Hong Kong Gaw Capital Partners is a uniquely positioned private equity fund management company that focuses in real estate markets in China and other high barrier-to-entry markets globally Viet Nam's property market is very promising due to large population, favorable demographics, ongoing urbanization and steady regulatory liberalization process This purchase marks a significant move by Gaw Capital Partners to increase its presence in Vietnam Gaw Capital Partners has invested in a mixed-used development project, Empire City, in Ho Chi Minh through Gateway Real Estate Fund III However, this new transaction represents the debut of Gaw Capital Partners' fund management services in the Vietnam market 18 SOUTH KOREA Type Minority AnDate 1/29/2015 20 Size (US$m) 50.64 16 17 Stake 0.00% → 37.32% PTI is Vietnam’s fifth largest non-life insurance company by market share and has the potential to gain the third position Its annual revenue growth rate is 25-30% and is expected to hit US$140.8 mn mark in 2015 By acquiring 37.32% of PTI, Dongbu Insurance became the largest shareholder of PTI The company plans to establish a business foundation in Vietnam’s insurance market with high growth potential Subsequently, they will expand their insurance business to the Indo-China subcontinent Furthermore, the market volume of property insurance in Vietnam keeps growing According market researcher BMI, its property insurance market would grow up to 1.6 billion USD this year Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror INSURANCE CANADA 18 Type Minority AnDate 23/10/2015 20 Size (US$m) 49.00 16 17 Stake 0.00% → 35.00% FAIRFAX Taget Name BIDV INSURANCE CORPORATION (BIC) Seller N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES TC FLEXIBLE PACKAGING JSC (SIAM CEMENT GROUP) Taget Name TIN THANH PACKAGING JSC (BATICO) Seller N/A Sector: Acquiror BASIC RESOURCES BIC is a subsidiary of BIDV which brings both personal and corporate insurance products According the Association of Vietnam Insurance, BIC is one of 10 leading nonlife companies and is one of the faster growing companies in the market Fairfax Asia Limited is a subsidiary of Fair Fax Financials Holding Limited which engaged in property and casualty insurance, reinsurance and investment management After this agreement, Fairfax Asia Limited become the biggest foreign shareholders of BIC Through the long-term development and professional experience in the insurance sector, Fairfax is expected to enhance BIC’s business result as well as improve the management efficiency THAILAND 18 FUCO INTERNATIONAL LTD Seller AnDate 30/7/2015 20 Size (US$m) 44.40 16 17 Stake 0.00% → 80.00% BATICO is one of Vietnam’s top five flexible packaging producers with a capacity of 230 million square meters per year It is located in Long An Province near Ho Chi Minh City, close to industrial factories that need packaging for their goods, and serves rising demand throughout Asean In 2014, BATICO registered revenue of US$41.3 mn The Siam Cement Public Company Limited is a Thailand-based holding company engaged in the industrial supplies and construction industries The acquisition of BATICO was aimed at expanding the group's paper and packaging operations in Asean SCG had been expanding its paper and packaging business in Vietnam for years due to the country's packaging potential, with 6% annual growth in the industry The acquisition makes SCG Packaging the region's leading packaging company, with two flexible packaging factories in Thailand and two in Vietnam TAIWAN 18 TUNG HO STEEL ENTERPRISE CORP Taget Name Type Majority Type AnDate Majority 10/30/2015 20 Size (US$m) 16 40.00 17 Stake 100.00 NA → % Tung Ho Steel Enterprise Corp principally engages in the smelting, manufacture and distribution of steel products It has nearly 2000 employees worldwide and a total revenue of more than US$32 bn in 2014 Fuco International Ltd is the mother company of Fuco Steel Corporation Ltd, which has operated in the Baria - Vungtau since 2007 This deal will help Tung Ho Steel Enterprise Corp expand their business in Vietnam market and is the steppingstones to entry to other Asean countries in the future N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES 18 SOUTH KOREA Type Minority AnDate 9/17/2015 20 Size (US$m) 38.00 16 17 Stake 0.00% → 47.00% DONGWON SYSTEMS CORP Taget Name TAN TIEN PLASTIC PACKAGING JSC Seller N/A Sector: Acquiror CONSTRUCTION & MATERIALS METRO PACIFIC TOLLWAYS CORPORATION (MPTC) Taget Name CII BRIDGE & ROADS INVESTMENT JSC (LGC) Seller N/A Dongwon Systems Corp is a Korea-based company It launch in 1977 and operates in five segments with packaging is one of them Tan Tien Plastic Packaging JSC is the market leader in the flexible packaging market in Vietnam with its sales revenue reaching $70.8 million last year Its customers include Unilever, Acecook, Ajinomoto, and Vinamilk Dongwon Systems will take advantage of low materials and labor cost in Vietnam to move into the global market By using Vietnam as the production base, Dongwon Systems will expand the market to North America including the United States and Canada as well as to Southeast Asia It will also transfer its technology to the Vietnamese firms to export high-performance packaging materials PHILIPPINES 18 Type Minority AnDate 3/173/26/2015 20 Size (US$m) 32.67 16 17 Stake 0.00% → 41.41% The transaction involved MPTC’s purchase of CII B&R’s 30 million equity shares, as well as its 1.02 million bonds MPTC is the country’s largest toll road company, which bagged contracts involving tollroad North Luzon Expressway, Subic-Clark-Tarlac Expressway, Cavite Expressway, among others MPTC’s investment is expected to help developing CII B&R into a leading investor and operator of infrastructure projects as CII has experience in investing in bridge and road projects in Vietnam and MPTC’s strong advantage to operate and maintain bridges and roads Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror CONSTRUCTION & MATERIALS 18 KAZAKHSTAN Type Majority AnDate 1/0/1900 20 Size (US$m) 30.33 16 17 Stake → n.a FOREIGN INVESTOR Taget Name SONG GIANH COSEVCO CEMENT COMPANY Seller N/A Sector: Acquiror FINANCIAL SERVICES Song Gianh Cosevco Cement Company is a key subsidiary of MIEN TRUNG CORPORATION, locating at Quang Binh Province The company has a capacity of 1.4 mn tons/year The company has the largest capacity, but also utilize clean technology in Vietnam at present Its plant is equipped with modern technology company in the world by pride Polysius Federal Republic of Germany Until this point, products by Cosevco Song Gianh Cement with advantages in high-grade and stable quality has quickly entered the market, and gotten consumers’ acceptance quickly Song Gianh Cement has established itself with a solid position in the industry with quality and reputation, making its an attractive investment for the foreign investors HONG KONG 18 GAW CAPITAL PARTNERS Taget Name INDOCHINA PLAZA HANOI (IPH) Seller INDOCHINA LAND HOLDINGS (ILH2) Sector: Acquiror REAL ESTATE HYATT REGENCY DANANG Seller INDOCHINA LAND HOLDINGS (ILH2) Sector: Acquiror INDUSTRIAL GOODS & SERVICES HONG KONG MINH VIET PACKAGING JSC Seller Majority 6/3/2015 18 20 Size (US$m) 16 26.50 17 Stake 100.00 na → % Type AnDate Majority 6/3/2015 20 Size (US$m) 16 26.50 17 Stake 100.00 na → % Due to a surplus of deposits in Hong Kong, forcing the financial institutions reinvest in other places While Vietnam’s market becomes more and more promising and attractive to foreign investors, Gaw Capital Partners, a Hong Kong institution, decided to invest in four big projects in Vietnam, one of them is Hyatt Regency Danang Hyatt Regency is a famous resort nearby Danang beach with 174 high-class apartments, 27 villas and a 5-star hotel Hyatt Regency Danang Resort & Spa is Hyatt’s second property in Vietnam The hotel reflect modern minimalist design accented by traditional Vietnamese architectural elements and will offer the latest contemporary requirements of modern business and leisure travelers 18 SOUTH KOREA DONGWON SYSTEMS CORP Taget Name AnDate Gaw Capital Partners is a company that specializing in adding strategic value to underutilized real estate through redesign and repositioning The firm's investments span the entire spectrum of real estate sectors, including residential development, commercial offices, retail malls, serviced apartments, hotels IPH is one of the four project that Gaw has acquired from Indochina Land Holdings Ltd recently on June 1, 2015 IPH is a compound of premium apartments and offices, shopping, and 386 luxury apartments IPH provides integrated lifestyle community, connecting complementary residential, retail, and commercial facilities in a dynamically mixed development GAW CAPITAL PARTNERS Taget Name Type Type AnDate Majority 9/17/2015 20 Size (US$m) 21.00 16 17 Stake 100.00 0.00% → % This is another deal of Dongwon Systems Corp in Vietnam Dongwon Systems announced this deal almost at the same time with the deal of Tan Tien Plastic Packaging JSC Minh Viet is specialized in-house flexible packaging and PET bottles, which was spun off from Masan Group, one of Vietnam's top-three private sector companies This deal will help Dongwon Systems’ product came into the FMCG market N/A Sector: Acquiror CONSTRUCTION & MATERIALS OMAN 18 Type Minority AnDate 1/12-4/9/2015 20 Size (US$m) 16.42 16 17 Stake 7.64% → 12.90% VIAC (NO 1) LIMITED PARTNERSHIP Taget Name HO CHI MINH INFRASTRUCTURE INVESTMENT JSC (CII) Seller N/A CII was founded in 2001 with the main objective to raise fund from private sector and invest in construction, operation of urban infrastructure under Build – Operate – Transfer (BOT) and Build - Transfer (BT) contract, collecting transportation fees of Dien Bien Phu and Hung Vuong roads Recently, CII’s strategy is to turn itself into a five pronged holding group structure with interests ranging from (1) real estate (CII Land ); (2) water infrastructure (CII water) ; (3) roads and bridges (CII Bridge&Road); (4) construction and operating assets (CII E&C- Engineering and Construction )and (5) CII service Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror INDUSTRIAL GOODS & SERVICES SINGAPORE 18 Type Minority AnDate 7/20/2015 20 Size (US$m) 15.80 16 17 Stake 0.00% → n.a FRANKLIN TEMPLETON FINANCIAL SERVICES CORP Taget Name INDO TRANS LOGISTICS CORP Seller N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES Indo Trans Logistics Corp has operated since 1999 ITL is one of the leading companies in Vietnam market in the field of logistic and forwarding services as well as air travel agency ITL is available in Top 500 biggest companies in Vietnam, top 100 trust suppliers in Vietnam and Top Airfreight Forwarder in Vietnam Franklin Templeton Financial Services Corp is a US-based fund manager and brokerdealer with nearly 100 financial professionals registered nationwide It had more than US$7 bn in total revenue in 2014 and has diversified investment portfolios from equity, fixed income, multi asset and alternatives SINGAPORE 18 Type Minority AnDate 5/22/2015 20 Size (US$m) 15.61 16 17 Stake na → 100% MAPLETREE LOGISTICS TRUST MANAGEMENT LTD Taget Name MAPLETREE LOGISTICS PARK BAC NINH PHASE Seller N/A Sector: Acquiror REAL ESTATE Mapletree Logistics Trust Management Ltd (MLT), a Singapore company, obtained Mapletree Logistics Park Bac Ninh Phase The transactions was fully funded by debt MLPBN1 was completed in March 2012, included three blocks of single-storey warehouses with mezzanine offices MLPBN1 is located within Vietnam-Singapore Industrial Park Bac Ninh, approximately 20 km from Hanoi city center The property is served by a comprehensive highway system linking it to Hanoi, Noi Bai International Airport, Hai Phong Seaport as well as the Vietnam-China border Given its proximity to the city center and good connectivity to major transport infrastructure, MLPBN1 is ideal as a distribution center SINGAPORE 18 Type Minority AnDate June 20 Size (US$m) 15.00 16 17 Stake N/A → N/A VIETNAM OPPORTUNITY FUND LIMITED Taget Name NOVALAND Seller N/A Sector: Acquiror FINANCIAL SERVICES Novaland is a real estate developer which focuses on Ho Chi Minh city market with more than 20 projects Recently, especially in 2014 and 2015, Novaland expands aggressively by acquiring lots of projects Vietnam Opportunity Fund Limited is a close-end funding which is trading on the London Stock Exchange’s Alternative Investment market It’s a member of VinaCapital and has diversified portfolios included capital market, private equity, undervalue/distressed assets and real estate The investment from Vietnam Opportunity Fund Warburg Pincus LLC will help Novaland accelerate its expansion and continue its M&A activities JAPAN 18 Type Minority AnDate 4/2/2015 20 Size (US$m) 14.77 16 17 Stake 0.00% → 49.00% CREDIT SAISON CO LTD Taget Name HDFINANCE CO LTD Seller N/A Sector: Acquiror TECHNOLOGY This deal illustrated the aim of Credit Saison to expand its international market Additionally, Credit Saison also target on cultivating neighboring Southeast Asian markets such as Myanmar and Cambodia HDFinance, formerly known as Societe Generale Viet Finance, was licensed by the State Bank of Vietnam in 2007, when it was controlled by a French financial group It was Vietnam's first foreign-owned nonbanking financial company with charter capital of up to 550 billion dong In2013, the company was acquired by HDBank and renamed to HDFinance GERMANY 18 Type Minority AnDate 2/3/2015 20 Size (US$m) 14.00 16 17 Stake 0.00% → n.a HUBERT BURDA MEDIA Taget Name COCCOC.COM Seller N/A Hubert Burda Media, a well-known investor in the e-commerce industry, is one of Germany’s largest media groups, owning more than 400 printed and online publications The company has offices in 19 countries and develops a network of 43,000 advertising partners Coc launched the Coc Internet browser in 2013 Other products include Coc Search, mobile location app Nha and Coc advertising platform Currently, its Internet browser ranks after Google Chrome in the Vietnamese search tool market share According to the US-based Internet statistic company comScore, Coc Coc’s daily traffic is mn people, accounting for 25% of Vietnam’s Internet users And the number subscribers using Coc Search has touched the 23 million mark Hubert Burda Media is expected to assist Coc in expanding in the domestic online marketing segment while helping it launch its products in the Asian market Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror REAL ESTATE CAYMAND ISLANDS 18 Type Minority 20 AnDate 2/14/2015 Size (US$m) 12.40 16 17 Stake 0.00% → 9.13% VIETNAM ENTERPRISE INVESTMENTS LIMITED Taget Name KHANG DIEN HOUSE INVESTING AND TRADING COMPANY LIMITED (KDH) Seller N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES Khang Dien House Trading & Investment JSC, together with its subsidiaries, operates as a real estate investment and development company in Vietnam Its activities include construction, sale, and leasing of houses; provision of real estate consultancy services; and infrastructure, civil, and industrial investment operations In2015, Khang Dien has issued 2.52 mn shares of ESOP and privately issued 48.48 mn shares to six investors There were four foreign funds among these six investments The total amount that Khang Dien collected through this issuance was close to 850 billion VND (US$39 mn) ESOP shares were issued at same value, while the issue price for the strategic shareholders was VND 17.000 – 22% lower than the market's current price FINLAND 18 Type Minority AnDate 2/26/2015 20 Size (US$m) 12.12 16 17 Stake 6.40% → 7.70% MUTUAL FUND ELITE (PYNMFE) Taget Name KINHBAC CITY DEVELOPMENT HOLDING CORPORATION KBC Seller N/A Sector: Acquiror TECHNOLOGY Kinh Bac Corp engages in property development and construction services for industrial park, urban areas, hotels, and commercial centers It is also involved finance and banking; mineral exploitation, energy, and education The combined profit after tax of KBC and its subsidiaries last year hit US$14.7 mn, surging nearly 300% y.o.y Managed by PYN Fund Mangement, Mutual Fund Elite has an US$234.7 mn portfolio of Vietnamese stocks Along with KBC, the Finland fund is also investor in the local stock market’s blue chips such as Mobile World Group, PetroVietnam Drilling Services and logistic company Gemadept Corporation It has also purchased shares Pan Pacific Corporation and Khang Dien House Trading and Investment through private placements MALAYSIA 18 Type Minority AnDate 8/5/2015 20 Size (US$m) 12.00 16 17 Stake 0.00% → 25.00% TIME DOTCOM BERHAD (TIME) Taget Name CMC TELECOM Seller CMC Corporation’s subsidiary CMC Telecommunication Infrastructure Joint Stock Company (CMC Telecom) is Vietnam’s fourth largest telecom service provider The acquisition of CMC Telecom shares is the first investment TIME dotCom Berhad has made in Vietnam Over the past five years, TIME dotCom Berhad has invested over US$200 bn in cable connections to global networks The deal with TIME dotcom would make it possible for CMC Telecom to use the undersea cable infrastructure of the Malaysian firm N/A Sector: Acquiror REAL ESTATE JAPAN 18 Type Minority AnDate 4/13/2015 20 Size (US$m) 11.90 16 17 Stake 0.00% → 50.00% HANKYU REALTY & NISHI NIPPON RAILROAD Taget Name FLORA ANH DAO Seller Flora Anh Dao is primarily developed by Nam Long, a real estate developer has more than 23 years of experience Initially, Flora Anh Dao is an 11000 m2 area with 500 apartments Nisheietsu is one of the “Big 16” private railway company in Japan In 2015, together with one of its partner, Hankyu Hanshin Holdings, it joined Flora Anh Dao project in the effort of bringing a Japanese - like project from building to managing NGUYEN PHUC COMPANY Sector: Acquiror FOOD & BEVERAGE JAPAN 18 Type Majority AnDate 10/2/2015 20 Size (US$m) 11.31 16 17 Stake 71% → 100% SAPPORO HOLDINGS LTD Taget Name SAPPORO VIETNAM LTD Seller VIETNAM NATIONAL TOBACCO CORP Sapporo International has concluded a contract to buy 29% of Vietnam National Tobacco Corp (Vinataba) in its Vietnamese beer venture After the transaction, Sapporo Vietnam became a wholly-owned subsidiary of the Japanese beer maker Four years ago, Sapporo Vietnam Limited opened a beer factory at the Viet Hoa - Duc Hoa Industrial Park in the Mekong Delta province of Long An with total investment of $75 million The factor is capable of producing 40 mn litres per year in its first phase, increasing to 100 mn litres and 150 mn litres per year in the next two phases, respectively This is Sapporo Holdings’ third beer factory, with two others in Japan and the US Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror FOOD & BEVERAGE FINLAND 18 Type Minority AnDate 2/13/2015 20 Size (US$m) 11.26 16 17 Stake 0.00% → 12.98% MUTUAL FUND ELITE (NON-UCITS) Taget Name PAN PACIFIC (PAN) Seller N/A Sector: Acquiror FOOD & BEVERAGE Mutual Fund Elite (Non-UCITS) is a investment fund which found in 1999 by PYN Fund Management, a Finland-based company Initially, this fund focused on the Thailand market (85% at the end of 2012) but since 2013, it has changed and invested in Vietnam and China market This fund strategy concentrates into the long-term growth companies and stocks PAN is one of the leading companies in Vietnam market in the field of agriculture, food products and services This agreement form Mutual Fund Elite (Non-UCITS) will help PAN accelerate its expansion of a broader agriculture and foods platform, which includes seeds and food processing FRANCE 18 VILMORIN & CIE SA Taget Name TROPICAL DEVELOPMENT & INVESTMENT CORP Seller N/A Sector: Acquiror RETAIL Type AnDate Majority 3/30/2015 20 Size (US$m) 10.36 16 17 Stake 100.00 0.00% → % Vilmorin is a French seed producer Along with its international subsidiaries, the company considers itself to be the fourth largest seed company in the world The company today exists as a publicly traded company owned principally by agro-industrial cooperative Groupe Limagrain, the largest plant breeding and seed company in the European Union Tropdicorp is a Vietnamese family company founded in 2007, specialized in cucurbit seeds This site on the Vietnamese market will enable Vilmorin & Cie to strengthen its facilities in South East Asia by penetrating the most dynamic country in the region in terms of vegetables seeds development JAPAN 18 Type Minority AnDate 1/30/2015 20 Size (US$m) 9.80 16 17 Stake 0.00% → 49.00% AEON CO LTD Taget Name CITIMART Seller N/A Sector: Acquiror REAL ESTATE Aeon - the largest Japan retailer, in addition to building its own stores in Hanoi, Ho Chi Minh City, and Binh Duong, has recently expanded its presence in the Vietnamese market through having 49% and 30% stake in Citimart and Fivimart, respectively As Aeon considers Vietnam the second most important market in South East Asian after Malaysia, it plans to open 200 supermarkets and stores in Vietnam forecasting annual revenue of VND18,000 bn (approximately US$900 mn) Aeon officially entered Vietnamese market in 2008 The first M&A deal of this group is the cooperation with coffee group Trung Nguyen to open convenience store chain G7-Ministop.Up to now, Aeon has co-operated 20 MiniStop convenience stores with Trung Nguyen in Vietnam UK 18 Type Minority AnDate 2/13/2015 20 Size (US$m) 9.29 16 17 Stake 0.00% → 6.84% VEIL HOLDINGS LIMITED Taget Name KHANG DIEN HOUSE INVESTING AND TRADING COMPANY LIMITED (KDH) Seller VEIL Holdings Ltd, under management of VEIL fund managed by Dragon Capital, is one of the four foreign funds that poured investment in Khang Dien House Trading and Investment JSC also Over more than 10 years operating in the field of real estate investment and development, Khang Dien has gradually asserted its brand Remarkable projects, including: Topia Garden, Villa Park, Villa Goldora, etc., have been positively welcomed in Ho Chi Minh City and Hanoi markets N/A Sector: Acquiror CONSTRUCTION & MATERIALS THAILAND 18 Type Minority AnDate 3/30/2015 20 Size (US$m) 8.39 16 17 Stake 0.00% → 5.92% THE TON POH THAILAND FUND Taget Name COTEC CONSTRUCTION JSC (CTD) Seller N/A CotecCons registered capital is US$19.6 mn and reported a profit after tax of nearly US$16.6 mn last year, increasing 39% over a year earlier It is the construction partner of many large realty projects, like Novaland Group’s Lexington Residence in Ho Chi Minh City, textile firm Shenzou International Group’s Gain Lucky factory in the southern Tay Ninh Province and the Masteri Thao Dien residential complex The Ton Poh Thailand Fund has become CTD’s largest shareholder Recently, a number of Thailand investors have forayed the Vietnamese market, mostly through direct investment Recent deals are involved with the retail and manufacturing sectors The Ton Poh Thailand Fund can open a new trend of Thai investment, which will see more Thai funds expanding their portfolios to Vietnam Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror OIL & GAS BERMUDA 18 Type Minority AnDate 1/31-2/10/2015 20 Size (US$m) 2.52 16 17 Stake 3.71% → 10.04% UTILICO EMERGING MARKETS LIMITED Taget Name CNG Vietnam JSC (CNG) Seller N/A Sector: Acquiror FOOD & BEVERAGE Utilico Emerging Markets Limited is an exempted, closed-end Bermuda incorporated investment company The company's investment objective is in infrastructure, utility and related sectors, focusing on the undeveloped and developing markets of Asia, Latin America, Emerging Europe and Africa but has the flexibility to invest in markets worldwide Vietnam recently has become an attractive place that Utilico wanted to invest in CNG Vietnam is a company that specializes in producing, transporting, distributing compressed natural gas to serve the plants using thermal energy during production and processing; serving for the apartment buildings and used as fuel to replace petroleum in the transportation industry From the result of quarter II, 2015, its revenue is VND245.4 bn and its profit after tax is VND35.5 bn US 18 Type Minority AnDate 1/22/2015 20 Size (US$m) 7.94 16 17 Stake 0.00% → 5.00% INTERNATIONAL FINANCE CORPORATION (IFC) Taget Name PAN PACIFIC (PAN) Seller N/A Sector: Acquiror BASIC RESOURCES IFC, a member of the World Bank Group has significantly scaled up its investments in agribusiness over the last few years In fiscal 2014, IFC invested US$4 bn across the agribusiness supply chain – from farm to retail – to help boost production, increase liquidity, improve logistics and distribution, and expand access to credit for small farmers Pan Pacific is a Vietnamese agribusiness and food company established in 1993 and listed on the HCM City Stock Exchange The financing will help the company realize its long-term strategic plan of acquiring and consolidating more agricultural and food businesses FRANCE 18 Type Majority AnDate 6/1/2015 20 Size (US$m) 7.62 16 17 Stake 14.80% → 57.00% CIE DE SAINT-GOBAIN SA Taget Name VINH TUONG INDUSTRIAL CORP Seller The deal remarked the presence of Saint – Global in Vietnam market where it already operates a plasterboard plant and is fully in line with the group’s strategy of expansion in fast-growing markets Established in 2006, Vinh Tuong Industrial Joint Stock Company (VTIC) is the largest manufacturer in Vietnam specializing in the production and supply of suspended ceiling frames, drywall frames and ornamental ceilings VTIC has set up a wide network of more than 300 distributors and agents in Vietnam, Singapore and Cambodia N/A Sector: Acquiror FOOD & BEVERAGE SINGAPORE 18 Type Minority AnDate 1/22/2015 20 Size (US$m) 7.50 16 17 Stake 15.00% → 20.00% TAEL PARTNERS Taget Name PAN PACIFIC (PAN) Seller N/A Sector: Acquiror FOOD & BEVERAGE Pan Pacific Corporation is a company whose core businesses are in the agriculture, fisheries, food and services sectors Tael Partners Ltd is a principal investment firm specializing in growth oriented investments Teal partners typically make investment in companies based in Asia, and Vietnam is one of them The company makes influential minority and non-controlling investments in family-owned businesses This is the third round of fundraising of PAN within the last two years with the objective to improve the company’s financial capability and to implement its investment strategy to create a full value chain in the agriculture and food processing industry UK 18 Type Minority AnDate 7/16/2015 20 Size (US$m) 7.33 16 17 Stake 0.00% → 10.96% ANSENHOLDCO LIMITED Taget Name DUC LONG GIA LAI GROUP JSC (DLG) Seller N/A Duc Long Gia Lai launch more than 20 years ago and focuses on the agriculture, energy, infrastructure and electronic equipment sector AnsenHoldco Limited is shareholders of Mass Noble Investment, a US-based company In order to acquire the Mass Noble Investment, DLG conducted a stock swap between the stock of Asenholdco Limited at Mass Noble Investment and the stock of DLG So after this deal, DLG hold 100% stakes of Mass Noble Investment and AnsenHoldco Limited became a shareholder of DLG Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror CONSTRUCTION & MATERIALS CAYMAND ISLANDS 18 Type Minority 20 AnDate 9/14/2015 16 Size (US$m) 7.27 17 Stake 0.11% → 7.66% VIETNAM ENTERPRISE INVESTMENTS LIMITED Taget Name DEVELOPMENT INVESTMENT CONSTRUCTION JOINT STOCK CORPORATION Seller Vietnam Enterprise Investments Limited is a Cayman registered closed-end fund Launch in 1995, it’s now one of the largest dedicated offshore listed vehicles and Vietnam’s longest running fund Its targets include listed and pre-IPO companies with attractive growth, value metrics and good corporate governance As of 17 December 2015, it managed more than US$500 mn DIG is one of the leading companies which develop large size projects in Vietnam It has more than 20 million m2 land across country N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES JAPAN 18 Type Majority AnDate 4/14/2015 20 Size (US$m) 6.76 16 17 Stake 0.00% → 51.00% MINISTOP CO LTD Taget Name VINH KHANH CONSULTANCY CORP Seller MINISTOP CO., LTD is a Japan-based company mainly engaged in the operation of convenience chain stores The Company operates its business in both domestic Japan market and overseas markets In Japan, the Company is engaged in the operation of franchised convenience chain stores under the names MINISTOP and RECODS The Company also operates its franchised convenience stores through its subsidiaries in South Korea and China N/A Sector: Acquiror FINANCIAL SERVICES 18 SOUTH KOREA SHINHAN INVESTMENT CORPORATION Taget Name NAM AN SECURITIES COMPANY Seller N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES Type AnDate Majority 7/8/2015 20 Size (US$m) 6.67 16 17 Stake 100.00 0.00% → % Shinhan is targeting to become a full-service securities platform for Asia by 2020.The Shinhan Financial Group already has a presence in the Vietnam insurance and banking industry The Korean financial conglomerate is looking to close the gap with HSBC Bank, which has the largest network in Vietnam Nam An Securities is not a popular name in Vietnam stock market It has made a compounding loss in recent years, valuing approximately VND57.9 bn in 2008 After the acquisition, Nam An Securities will be transformed from a joint stock firm to a one member limited liability company, wholly owned by the Seoul-based investor, which had a paid-in capital of almost VND25.2 trillion (US$1.16 bn) at the end of 2015 THAILAND 18 Type Minority AnDate 5/11/2015 20 Size (US$m) 6.26 16 17 Stake 0.00% → 5.32% THE TON POH THAILAND FUND Taget Name HOANG HUY INVESTMENT SERVICES JSC (HHS) Seller N/A Sector: Acquiror REAL ESTATE The Ton Poh Thailand Fund became the major shareholder of Hoang Huy Investment Services (HHS) with 5.32% stake after the deal It is known that several weeks before, this fund has also purchased 2.5 million shares of Cotec Construction JSC, thereby increasing the percentage of ownership in this company from 0% to 5.92% The Fund invests in a concentrated portfolio of Thai equities and other listed equities which carry on business in the Greater Mekong Countries After HHS and CTD, it is believed that there will be more deals in following years as the upward trend of Thai Investment to Vietnam SINGAPORE 18 Type Minority AnDate 7/23/2015 20 Size (US$m) 6.03 16 17 Stake 0.00% → 5.29% IBEWORTH PTE LTD Taget Name NAM LONG INVESTMENT CORPORATION Seller N/A Ibeworth Pte Ltd is a subsidiary of Keppel Land Limited, one of the leading real estate developer in the Singapore Nam Long is a big real estate developer in the South of Vietnam with more than 20 years of experience In March, Nam Long sealed a deal to jointly built the Ho Chi Minh City-based Flora Anh Dao apartment development, with two Japanese firms – Hankyu Realty and Nishi Nippon Railroad Nam Long and the overseas investors will contribute each half of the project’s capital The Ibeworth’s investment will open up the cooperation opportunities for Keppel Land and NLG in developing real estate projects in the future as strategic partners Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror TRAVEL & LEISURE HONG KONG 18 Type Minority AnDate 10/14/2015 20 Size (US$m) 5.50 16 17 Stake 0.00% → n.a CASSIA INVESTMENTS LTD Taget Name KAFE GROUP LTD Seller N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES KAfe Group Ltd is a start-up which launch in Vietnam market in 2013 KAfe Group is the first urban fusion cafe chain in Vietnam Targeting young, affluent and trendy customers, it offers a fresh, affordable and quality casual dining experience, with culinary inspirations from Vietnam and across the globe The investment from Cassia Investments Ltd in first-round financing will be used to support KAfe Group's rapid network expansion beyond its current network in Hanoi to Ho Chi Minh City and other cities throughout the rest of Vietnam KAfe Group is eyeing an overseas public listing at a later stage for further expansion in the country Cassia investments is a consumer focused private equity firm specializing in lower middle-market companies across Asia 18 LUXEMBOURG Type Minority AnDate 7/14/2015 20 Size (US$m) 5.36 16 17 Stake 0.00% → 6.22% FORUM ONE - VCG PARTNERS VIETNAM FUND Taget Name VIETNAM CONTAINER SHIPPING CORPORATION Seller Forum One - VCG Partners Vietnam Fund VVF is an actively managed UCITScompliant fund that invests in equities and equity-related securities of companies that are based in Vietnam or that have substantial exposure to Vietnam, with an objective to outperform the Vietnamese benchmark index over the long term, through bottom-up stock picking and disciplined risk management VSC is one of the biggest forwarding and marine transportation services VSC has a good financial performance with 25% in average profit margin in the period 2011-2014 N/A Sector: Acquiror REAL ESTATE CAYMAND ISLANDS 18 Type Minority 20 AnDate 2/12/2015 16 Size (US$m) 5.33 17 Stake 0.00% → 5.38% VIETNAM ENTERPRISE INVESTMENTS LIMITED Taget Name PHAT DAT REAL ESTATE DEVELOPMENT CORPORATION (PDR) Seller Phat Dat specializes in developing and trading high-end condominiums for sale and villas in the South of Vietnam, particularly in Ho Chi Minh City In Q1/2015, the company generated VND103 bn Some of its partners include (i) JSCBs such as Eximbank, ACB, Techcombank, MBBank, SHB; (ii) hospitality companies such as Starwood Hotel and Resorts, Marriott International; (iii) construction firms such as CotecCons, Bauer, Bachy Soletanche; and (iv) management consulting companies such as Meinhardt Australia N/A Sector: Acquiror CONSTRUCTION & MATERIALS FINLAND 18 TASCO JSC (HUT) Seller N/A Sector: Acquiror FINANCIAL SERVICES AnDate 3/105/18/2015 Minority MUTUAL FUND ELITE (NON- UCITS) Taget Name Type 20 Size (US$m) 5.29 16 17 Stake 3.04% → 9.35% Tasco JSC (“HUT”) engages in the provision of construction contractor services and real estate business, mainly in the northern region The Company has four subsidiaries and six affiliates Its activities include construction and development of new urban areas, housing, and transport infrastructure; construction and supervision of civil, industrial, and irrigation works TASCO also manufactures and sells building materials and pre-cast concrete components Up to 95% of its annual revenues come from construction and engineering, followed by property business with around 4% The BT21 Nam Dinh-Phu Ly new road project worth VND3.8 trillion is the biggest infrastructure development TASCO has ever taken part in so far FINLAND 18 Type Minority AnDate 1/16/2015 20 Size (US$m) 5.21 16 17 Stake 5.40% → 6.46% MUTUAL FUND ELITE (PYNMFE) Taget Name KIM LONG SECURITIES CORPORATION (KLS) Seller N/A Founded in early 1999 by PYN Fund Management (Finland), Mutual Fund Elite (MFE) is an investment funds towards most of Asia markets As at February 2015, total shares of Vietnam accounted for 70% of MFE’s net asset value, equivalent to EUR 231 million, becoming one of the largest foreign funds in term of investment value in Vietnam stock market Up to now, MFE have a portfolio of 50 Vietnamese stocks listed on both HOSE and HNX MFE are major shareholders of those companies with 5-10% stake Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror BASIC RESOURCES 18 SOUTH KOREA KOSWIRE CO LTD Taget Name DONG BANG STAINLESS STEEL CO LTD Seller Type AnDate Majority 2/12/2015 20 Size (US$m) 5.20 16 17 Stake 100.00 0.00% → % Koswire Co., Ltd manufactures and sells stainless steel wires in South Korea It also offers flat, shaped, and medical wires; stainless ropes; photovoltaic ribbons; and brass, nickel coated carbon, nickel alloy, and titanium wires Established in 2006, Kim Long Securities JSC (“KLS”) is one of the biggest securities companies in terms of charter capital As of 31/12/2014, the charter capital of KLS was VND2,025 billion KLS’s main operations include: securities brokerage, proprietary trading, securities underwriting, financial advisory, and securities depository N/A Sector: Acquiror FINANCIAL SERVICES INDONESIA 18 Type Minority AnDate 3/26/2015 20 Size (US$m) 5.13 16 17 Stake 0.01% → 27.66% LUCERNE ENTERPRICE LTD Taget Name ASIA - PACIFIC INVESTMENT JOINT STOCK COMPANY - APECI (API) Seller N/A Sector: Acquiror INDUSTRIAL GOODS & SERVICES Asia- Pacific raised US$4.65 mn through private placement to foreign investors After the non-public offer, the company’s capital reached US$16.93 mn Lucerne Enterprise Ltd, a fund led by Indonesian conglomerate Salim Group, purchased 7.3 mn shares to surpass Cayman Island’s ASEAN Smallcap Fund to become API’s biggest shareholder by 27.66% This is its second share acquisition in API The Indonesia-headquartered fund is currently holding stocks in other Vietnamese realty firms like Hoa Binh Construction and Real Estate Corp, Song Da Infrastructure Construction, Tasco and Ba Ria – Vung Tau House Development, etc THAILAND 18 Type Minority AnDate 6/15/2015 20 Size (US$m) 4.72 16 17 Stake 0.00% → 49.00% CENTRAL GROUP Taget Name PICO The retail arm of Thailand’s richest billionaire Tos Chirathivat, Central Group, has 49% stake in Vietnam based electronics retailer - Pico The move to acquire Pico has proven the Thai giant’s ambition to reinforce its presence in Vietnam, after opening two Robins shopping malls in Hanoi and Ho Chi Minh City, and acquiring Nguyen Kim – the country’s oldest retailer Seller N/A Sector: Acquiror FINANCIAL SERVICES FINLAND 18 Type Minority AnDate 2/11-3/5/2015 20 Size (US$m) 4.35 16 17 Stake 6.32% → 13.56% MUTUAL FUND ELITE (NON-UCITS) Taget Name F.I.T INVESTMENT JSC (FIT) Seller N/A Sector: Acquiror UTILITIES Mutual Fund Elite (non-UCITS) is managed by PYN Fund Management Ltd The Fund began its operations with investments in Southeast Asia Mutual Fund Elite seeks a clearly higher return than equity funds with diversified global portfolios F.I.T Investment JSC (the F.I.T) is operating in Investment and Investment Advisory field, with years of development The company increases value for shareholders through the chain of diversified investment advisory products, qualified investment portfolio, and professional staff Through successful M&A deals, the Company’s scale has been expanded with many member companies F.I.T has a lot of subsidiaries 18 LUXEMBOURG Type Minority AnDate 7/14/2015 20 Size (US$m) 4.33 16 17 Stake 0.00% → 8.03% FORUM ONE-VCG PARTNERS VIETNAM FUND Taget Name CAN DON HYDROPOWER JSC Seller N/A This is another deal of Forum One - VCG Partners Vietnam Fund Can Don is the developer of Can Don hydroelectric project Can Don listed in the HOSE in 2006 It has a good financial performance with the ROE and ROA in 2014 are 23% and 16%, respectively This deal seems an effort of VVF in order to diversify their portfolios Appendix 1: Top Inbound M&A deals VIETNAM M&A TRANSACTION 2015 Sector: Acquiror INDUSTRIAL GOODS & SERVICES JAPAN 18 Type Minority AnDate 6/12/2015 20 Size (US$m) 4.13 16 17 Stake 10.05% → 30.91% NOJIMA CORPORATION Taget Name TRAN ANH DIGITAL WORLD JSC (TAG) Seller N/A Sector: Acquiror RETAIL After the deal, Japanese electronics retailer Nojima Corporation became the largest shareholder of Tran Anh Digital World The Japanese firm’s deputy director of overseas investment, Noguchi Atshushi, is a member of Tran Anh’s board of directors Tran Anh Digital World JSC is company which is more popular in the north of Vietnam and it plans to open up to nine more stores in the region Tran Anh now has 15 electronics supermarkets, mostly in the north of Vietnam, and is set to open three new outlets in Hanoi, Hai Phong, and Thai Binh shortly By the end of this year it will have opened four or five new outlets in the north, with three or four being in Hanoi JAPAN 18 Type Minority AnDate 1/30/2015 20 Size (US$m) 4.00 16 17 Stake 0.00% → 30.00% AEON CO LTD Taget Name FIVIMART Seller Vietnam is regarded as Aeon’s second most important market in Southeast Asia, following Malaysia It targets 200 stores across Vietnam and revenue of 100 bn yen (US$836 mn).Aeon is already involved in several projects in Vietnam It launched the first shopping centre in HCM City a year ago then opened another last November in Binh Duong, both called Aeon Mall A third mall, Aeon Mall Him Lam in Long Bien District, Hanoi, has already been opened in October this year This is a partnership between Aeon and Him Lam Corporation N/A Sector: Acquiror RETAIL SINGAPORE 18 INTERFLOUR GROUP PTE LTD Taget Name FOODINCO'S FACTORY AT VUNG TAU (FOODINCO INVESTMENT & TRADING JOINT STOCK GROUP) Seller N/A Sector: Acquiror CONSTRUCTION & MATERIALS Type AnDate Majority 9/4/2015 20 Size (US$m) 4.00 16 17 Stake 100.00 0.00% → % Interflour Group Pte Lld launch in 1979 in Malaysia As of 2014, it had mills operating in East Indonesia, East and West Malaysia, South Vietnam and Central Anatolia in Turkey In Vietnam, it has a factory located in BaRia - VungTau province with the ability to produce 250,000 ton flour per year The flour factory of Foodico in Da Nang has the capacity of 80,000 ton per year This deal is considered as a move of Interflour Vietnam to expand business in Vietnam market and a part of its strategy to become one of the five biggest flour manufacturers in the world in 2018 UK 18 Type Minority AnDate 10/6/2015 20 Size (US$m) 3.58 16 17 Stake 0.00% → 7.65% UBS AG LONDON BRANCH Taget Name THONG NHAT PRODUCTION AND INVESTMENT JSC Seller N/A Sector: Acquiror CONSTRUCTION & MATERIALS Thong Nhat formed through merging a group of companies which have already established over 10 years history of construction and development in areas such as bamboo manufacturing industry, construction infrastructure, minerals, building materials, plastics, agricultural products and foodstuffs UBS AG, London Branch is a subsidiary of UBS AG founded in 1999 which provides financial products and services (asset management, wealth management, investment bank) to its customers This agreement is simply considered as an investment activities to diversified UBS AG London Brach’s portfolio JAPAN 18 Type Minority AnDate 10/15/2015 20 Size (US$m) 3.00 16 17 Stake 0.00% → NA PLATZ CO LTD Taget Name SHENGBANG METAL CO LTD Seller N/A Platz.Co focus on providing care products such as independence support electric bed, home care bed and nursing care bed mattress It first opened an office in Vietnam in 2010 and then in August 2012 it launch Platz Vietnam Co., Ltd, which now become its major manufacturing plants Sheng Bang Metal Co.,Ltd manufactures metal products and 3D printers It was founded in 2007 and is based in Bac Son Village, Vietnam About Us About StoxPlus Corporation StoxPlus is proud to be a leading financial and business information corporation in Vietnam, providing comprehensive information, analytic solutions, and industry research for both domestic and foreign clients StoxPlus has provided 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standards are applied Market Research Our Research division has been established as an independent research house in Vietnam since 2011 to provide local insights to our clients at quality standards of the World’s prestige advisory firms Our research team with a team of 50 experienced staff with CFA Charterholders, ACCA Chartered Accountants and MBAs with extensive experience in investment, banking, corporate finance and technology with well respected firms in the United Kingdom, United States, Australia and Vietnam • Covering 10 key sectors of Vietnam namely Financial including Banking, Consumer Finance, Payment Cards; Construction Materials including Cement; Consumer Goods and Services; Healthcare including Hospital Operation and Clinics; Flexible Packaging; Internet and E-commerce; Chemicals (Fertilizers & Pesticides); etc • Local insights at standards of the World’s prestige advisory firms for “ready-to-use” reports via web portal: www.StoxResearch.com and customizable researches including defining market entry • Customers include a Global Fortune 500 company and many Japanese players Contact us If you have any questions about this report or our services, please don’t hesitate to contact Thuan Nguyen, CEO of StoxPlus at thuan.nguyen@stoxplus.com or +84-4-3562 6962, ext 111 Publishing license No 71 - 2016/CXBIPH/226 - 01/HD issued on 01/13/2016 Printed 100 copies in English, size 21x29.7cm, at Hong Duc Publishing Company, Hanoi, Vietnam Vietnam M&A Research Report 2016 | Issue | January 2016 78 ... StoxPlus Vietnam M&A Research Report 2016 | Issue | January 2016 13 Section 1: Vietnam M&A Activities Review Vietnam M&A Market 2015: Further Data and Figures Figure 7: M&A Vietnam Market by... UK Caymand… Majority Vietnam M&A Research Report 2016 | Issue | January 2016 900 Japan Canada Source: StoxPlus 600 Hong Kong UK Ireland 300 Majority Minority Source: StoxPlus 16 Section 1: Vietnam. .. Section 1: Vietnam M&A Activity Review 1.1 Vietnam M&A Activities Review 1.2 Inbound M&A 1.3 Domestic M&A 1.4 Outbound M&A Vietnam M&A Research Report 2016 | Issue | January 2016 10 Section 1: Vietnam