What is M&A?

M&A is an abbreviation for the English phrase "Mergers and Acquisitions", translated into Vietnamese as Mergers and Acquisitions. This is a term used to refer to transactions in which ownership of companies, business units or assets of those companies is transferred to another company. M&A is an important part of corporate restructuring and is often used to develop, expand scale, market share, or restructure business operations. Common forms of M&A:

- Horizontal merger (Horizontal M&A): Merger between companies that compete directly in the same industry. The purpose is usually to increase market share, reduce competition and take advantage of economies of scale.

- Vertical merger (Vertical M&A): Merger between companies in the same supply chain but at different stages of production. The purpose is to control the supply chain, reduce costs and increase efficiency.

- Conglomerate M&A: Merger between companies operating in different industries. The purpose is to diversify business operations and minimize risks.

- Share Acquisition: Acquiring part or all of the shares of the target company to gain control.

- Asset Acquisition: Acquiring part or all of the assets of the target company, excluding debt obligations.

M&A helps businesses quickly expand their operations and dominate the market. M&A can help businesses access new technology, new resources and improve competitiveness. This activity can help businesses minimize risks by operating in many different fields.

M&A can be used to restructure a business, eliminate inefficient divisions and focus on core areas, while also helping businesses save costs by taking advantage of economies of scale and eliminating duplication of operations.

The Importance of Lawyers in M&A Deals

In M&A (Mergers and Acquisitions) transactions, lawyers play a very important role, ensuring that the transaction process is legal, transparent and protects the interests of the parties involved. M&A lawyers have in-depth knowledge of corporate law, competition law, investment law, securities law (if any) and other relevant legal regulations. They help clients understand the legal regulations applicable to the transaction and ensure compliance.

Lawyers will conduct legal due diligence to comprehensively assess the legal situation of the target business, including checking licenses, contracts, disputes and other legal obligations. From there, they help clients identify and assess potential legal risks.

In M&A transactions, lawyers will draft important contracts related to M&A transactions, including non-disclosure agreements (NDAs), letters of interest (LOIs), share purchase agreements (SPA), merger agreements, and other ancillary contracts. Drafting accurate and complete contracts is very important to avoid future disputes. In addition, lawyers participate in the contract negotiation process, protect the interests of clients, and ensure that the contract terms are clear, fair, and in compliance with the law. Lawyers' negotiation skills help to achieve the best deal for clients.

In addition, lawyers assist clients in completing the necessary legal procedures to carry out transactions, including obtaining licenses and approvals from competent state agencies. In case of disputes, lawyers will represent clients to resolve disputes through negotiation, mediation or litigation.

Navigating the complex landscape of M&A requires extensive legal and regulatory expertise. Without professional guidance, businesses can face costly delays or even failure of the entire transaction.

Mr. Sesto E Vecchi - Founder of Russin & Vecchi

That’s why the Russin & Vecchi mergers & acquisitions law firm is here to help. We provide the strategic advice needed to effectively navigate these challenges, ensure compliance and protect your interests at every stage of the transaction.

With the expertise and experience of Russin & Vecchi, you can confidently navigate the M&A process and achieve successful outcomes.

For more information, please contact:

Phone: (84-28) 3824-3026

Email: [email protected]

Ho Chi Minh City Office: Vietcombank Building, 14/F5 Me Linh Square, District 1, Ho Chi Minh City, Vietnam.

Hanoi Office: 44b Ly Thuong Kiet, 11th floor, Hanoi, Vietnam.