Banking & Capital Markets
We offer specialist expertise for banking and capital market services.
How We Can Help
We assist banks located in Vietnam and offshore in various operating situations: for example, documentation and compliance, registrations, and foreign sanctions.
Of course, we have prepared and negotiated commercial financing documents for both onshore and offshore banks and we have used unique structures to assure lenders’ security interests.
We issue opinions in relation to credit facilities and related transactions.
We advise on derivatives and ISDA transactions and have been a major advisor in several foreign share listings.
Notable Capital Markets matters
Advised on various regulatory and legal issues to structure derivatives transactions involving Vietnamese counter-parties under ISDA documents.
Assist Nomura in ISDA-based derivatives transactions with local banks in Hanoi in respect of various sovereign and commercial bonds.
Hong Kong listing. IPO and listing on Hong Kong Stock Exchange in respect of Vietnam Manufacturing and Export Processing Holdings/San Yang Industries (SYM), a group of Taiwan owned, Vietnam-based operating companies manufacturing motorcycles and parts.
Taiwan listing. Vietnam Manufacturing and Export Processing Holdings secondary Depository Receipts listing in Taiwan (after its listing on the Hong Kong Stock Exchange).
Vietnam Opportunity Fund
London AIM listing’s on the London Stock Exchange, including issuing a Vietnam legal opinion for listing purposes.
Thai listing which included its industrial park in Vietnam.
Notable Capital Markets: Bonds and Debt Instruments
Hoan My Medical Corp
Lead counsel to Hoan My in its issue of US$100 million-equivalent bonds guaranteed by CGIF (under the Asian Development Bank), the first bond offering for the healthcare sector. (Deal of the Month and Deal of the Year 2019 – Asian-mena Counsel)
Phu My Hung
Acted as counsel to issuer in US$75 million secured bond issuance to IFC and back-to-back US$7 million secured bond issuance to Vietcombank.
Assisted Manulife and Prudential in their subscription to non-convertible notes secured by government bonds, issued by a commercial bank in Vietnam.
Acted for Prudential in various subscriptions of secured and non-secured bonds issued by a number of commercial banks in Vietnam.
Assisted VinaCapital in its purchase of corporate bonds issued by a media startup company for business expansion.
Acted for this foreign investment fund in investments in a series of complex convertible instruments issued by different entities under Masan Group.
Notable general banking projects
Advise the bank on various operational matters relating to branding promotion, co-branding arrangements, prepare bank forms for SME banking products.
Bank of China
Advise on a comprehensive range of operations and banking products for branch in Vietnam.
Bank of Communications
Prepare key bank forms for the Ho Chi Minh City Branch of the Bank.
Prepare bank forms based on parent formats for use in Vietnam.
Advise Western Union on regulations on money remittance services, new products, and representation agreements with local banks.
Asia Commercial Bank
Assist the bank in various transactions involving ISDA-based structured products and derivatives with foreign banks.
Notable Finance matters
Vietcombank/ Vietinbank/ACB/ BaoVietBank
Acted as lenders’ counsel in a US$ 69 million syndicated financing of the construction of the Crescent Mall, the largest high-end shopping mall complex in Phu My Hung, Saigon South New Urban Area at that time. The syndicate was entirely Vietnamese and was led by Vietcombank.
Undisclosed Vietnamese bank
Acted along with Willkie Farr & Gallagher on US Sanctions issues involving payments to bank’s customer.
Acted as Vietnam counsel (alongside Russin & Vecchi in Taiwan acting as Taiwanese lead counsel) to a syndication of Taiwanese banks in an US$80 million financing and a subsequent US$132 million credit facility to Formosa Industries for phase 2 of its production facilities in Vietnam.
Acted as Vietnam counsel (alongside Russin & Vecchi in Taiwan acting as Taiwanese lead counsel) to a syndication of Taiwanese banks in a US$ 276 million credit facility to China Steel Sumikin.
Acted as Vietnam Counsel (alongside Russin & Vecchi in Taiwan as Taiwanese lead counsel) to syndication arranged by Mega Bank in initial US$165 million facility for Phase I and subsequent US$130 million facility for Phase II, to Cheng Loong Paper.
Bank of China
Assisted the Ho Chi Minh Branch and an offshore branch of the bank to restructure and renovate an existing loan with a creative security structure involving assets based in Vietnam.
Bank of Communications
Assisted the bank in a number of financings, including as co-lender in a US$143 million loan to the An Khanh 2×50MW Thermal Power Plant Project in Thai Nguyen Province, and as guarantor to the main contractor of the Vietcombank-Bonday-Ben Thanh project in Ho Chi Minh City.
Dubai Ports/DP World
Along with Linklaters, acted as borrower’s counsel in a US$220 million syndicated financing of the construction of its 950meter container port terminal 70% owned by Dubai Ports, and continuing to act in the recent complex restructurings of the facility. The facility involved comprehensive security arrangements, including equity mortgages and shareholders funding subordination.
Borrower’s counsel in the US$115 million syndicated financing of the purchase of a drilling rig/jack-up platform by an affiliate of the state-owned corporation, Vietnam Oil and Gas Group (PetroVietnam).
Acted as Lenders’ counsel to a syndicate represented by ANZ in financing expansion of grain and bulk port terminal in Ba Ria — Vung Tau and in subsequent restructuring of facility.
Dubai Ports/DP World
Along with Linklaters acted as borrower’s counsel in a US$220 million financing of the construction of its 950 meter container port terminal 70% owned by Dubai Ports.