Law firms YKVN and Allens have advised on Lian SGP’s acquisition of a controlling stake in Vietnamese pharmaceutical giant Imexpharm from South Korea’s SK Group via a public tender offer.
According to reports, Lian SGP, a Singapore-based entity wholly owned by China’s Livzon Pharmaceutical Group, purchased 104.5 million shares in Imexpharm for nearly VND6 trillion (USD227 million), giving it 67.8% ownership in the company.
YKVN, led by Ho Chi Minh City-based managing partner Truong Nhat Quang and partner Ho Anh Tuyet, advised Lian SGP on various Vietnamese regulatory and compliance aspects.
“Our work encompassed the structuring, documentation and execution of the public tender offer, the mandatory squeeze-out mechanism and its related regulatory constraints, delisting considerations, merger control filing, and post-closing corporate governance arrangements to facilitate a smooth transition following completion,” Ho told Asia Business Law Journal.
Ho said the transaction involved multiple key elements, including co-ordination with regulators and stakeholders.
“A key highlight of the transaction was the co-ordination of multiple regulatory workstreams arising from the public tender offer structure, particularly in dealings with the State Securities Commission and the Vietnam Competition Commission in connection with merger control approval,” she said.
“Another notable aspect of the transaction was the involvement of a state-owned enterprise as a major shareholder of Imexpharm, which required close co-ordination among multiple stakeholders throughout the transaction process. Managing the regulatory workstreams and stakeholder engagement effectively was therefore an important element in achieving a successful outcome.”
Allens, working closely with its global alliance firm Linklaters, advised SK Group on the Singaporean and Chinese law aspects of the deal. The team comprised partner and head of Vietnam Linh Bui, senior associates Thuy Linh Nguyen and Ngoc Nguyen, and associates Duong Anh and Tien Tran.
The transaction represents a rare sale of a majority stake in a listed Vietnamese company by a foreign strategic shareholder.
Following the acquisition, Lian SGP intends to maintain Imexpharm’s existing business strategy while building on its portfolio of pharmaceutical products manufactured under EU-GMP standards.
Source: https://law.asia/ykvn-allens-lian-sgp-imexpharm-sk-group-vietnam-pharma-acquisition/