M&A Advisory

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Corporate Clients

Strategy shaping – Driving growth

Is your corporation looking to expand its scale, merge with, or acquire promising projects? Is your corporation seeking a reputable advisory firm to conduct due diligence, valuation, and assist in negotiations for strategic partnerships?
M&A (Mergers and Acquisitions) is a strategic solution that helps corporations restructure, expand their scale, and enhance competitiveness in today’s dynamic market.
With over 18 years of experience in finance and securities, and a proven track record of advising on numerous M&A transactions of varying scale, AAS stands as one of the leading and most reputable M&A advisory firms, supporting corporates in achieving their strategic goals.

Developing an M&A strategy aligned with financial goals and the current financial situation.

Comprehensive advisory on the transaction process, from planning and structuring the deal to identifying target partners.

Specialized Due Diligence on financial, legal, and operational aspects of the enterprise.

Corporate valuation, negotiation support and ensuring the optimization of benefits for both buyers and sellers.

Legal procedure support, ensuring the success of the transaction.

The 5-step M&A advisory process at AAS

Step 1: Identifying M&A objectives

In the initial stage, AAS assists clients in conducting preliminary research, evaluating feasibility, and selecting M&A targets that align with their development strategy and legal framework in Vietnam, including:

Performing initial valuation analysis of the target.
Assessing the target’s shareholder structure and corporate governance.
Forecasting risks and opportunities, and proposing mitigation strategies.
Assessing competitors.
Developing a financing plan and structuring the deal appropriately.

Step 2: Preparing the Transaction

After agreeing on the transaction structure, AAS provides comprehensive support to ensure the transaction is executed efficiently and in compliance with legal requirements, including:

Signing share purchase agreements, merger agreements, and transaction commitments.
Conducting public tender offers, share acquisitions, or organizing shareholder meetings for approval.
Notifying relevant authorities (Stock Exchange, State Securities Commission, Clearing and Settlement Center, etc.).
Supporting communication, organizing roadshows, and engaging with shareholders.

Step 3: Negotiation and Transaction Structure Discussion

AAS supports clients and partners in developing an M&A structure that aligns with the legal framework and strategic objectives, including:

Managing the negotiation process, drafting MOU, and letters of intent.
Strategic consulting and M&A structuring: valuation tables, merger options, share swaps, ownership percentages, etc.
Preparing documents and agreements: share purchase agreements, merger agreements.
Advising on legal risks, taxes, and related obligations.
Determining the appropriate transaction execution method.
Reviewing legal documents of involved parties.
Supporting custody procedures and additional services as requested.

Step 4: Executing the M&A

Once the transaction structure is agreed upon, effective execution ensures the success of your enterprise’s investment project. AAS provides technical support across various aspects of the agreement, facilitating the transfer of securities and the shift of control from one entity to another, including:

Signing share purchase agreements, merger agreements, and post-merger/acquisition commitments.
Implementing market-driven procedures (public tender offers, share acquisitions) or organizing shareholder meetings, press conferences to discuss and gather shareholder opinions.
Notifying relevant authorities (Stock Exchange, Securities Commission, Custody Center, etc.) about the tender offer and M&A transactions.
Supporting shareholder relations, conducting roadshows, and managing other communication activities

Step 5: Closing the Transaction

After completing the M&A transaction, AAS continues to support enterprises with post-transaction services aimed at increasing share value and ensuring legal compliance, including:

Advising on the acquisition of remaining shares from minority shareholders.
Supporting the listing or trading of shares/bonds on the market.
Registering share transfers with the Custody Center.
Valuing remaining shares.
Organizing shareholder and board meetings (in-person or online).
Providing corporate finance advisory services as requested.

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