M&A Service
We are a professional consulting firm specializing in Japan–Vietnam M&A. Drawing on rich experience and deep market knowledge, we help Japanese companies make the most of growth opportunities in the Vietnamese market.
Capabilities
From sourcing and negotiation to diligence and integration. At every phase of cross-border M&A, a specialist team that understands both Japan and Vietnam walks beside you.
Advisors fluent in the markets, regulations and cultures of both Vietnam and Japan keep cross-border M&A negotiations on track and drive deals to success. Leveraging a network of local partners and industry leaders, we swiftly propose the optimal sell-side or buy-side counterpart.
To lead the M&A process to success, we deliver specialist, comprehensive due diligence across finance, IT, legal, HR, tax and business — strongly supporting deal decision-making.
With specialist PMI support attuned to the differences between Vietnam and Japan, we minimize post-deal risk and realize a smooth integration.
Process
Standing in the buyer’s shoes, we conduct thorough initial interviews to clarify the objectives of overseas expansion. We then design the optimal M&A strategy, efficiently identify the right local partner in a short timeframe, and provide attentive support all the way to signing the share purchase agreement (SPA). Through PMI (post-merger support) too, we provide specialist advice and hands-on support for a smooth deal.
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Due Diligence
We surface Vietnam-specific risks with an on-the-ground team, providing the basis for confident decision-making.
We analyze the target’s financial position in detail and assess profitability, cash flow and financial risk — providing solid data to underpin investment decisions and price negotiations.
We examine the state of IT systems, infrastructure and security, clarifying technical risks and areas for improvement. On request, we propose the most suitable solutions.
We thoroughly review contracts, licenses and compliance status, providing insight to minimize legal risk.
We analyze workforce composition, compensation structures and employment contracts, assessing organizational stability and post-deal integration risk.
We identify tax risks and latent issues, advising on how to avoid unexpected burdens after the deal closes.
We scrutinize the market environment, competitive landscape and business plan to assess the target’s growth potential and strategic value.
Post-Merger Integration
From integration planning and business/system integration to building accounting and finance frameworks (including J-GAAP / IFRS transition) — maximizing deal value and local establishment.
Why S&C
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Most of our members have lived in Japan for extended periods, with a deep understanding of Japanese corporate culture and business customs as their strength. By respecting Japan’s distinctive values and decision-making processes, we contribute greatly to a smooth Japan–Vietnam M&A process.
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We have built strong partnerships in every industry, proposing the optimal sell-side or buy-side deals swiftly and accurately. Even when an existing deal is not a fit, we flexibly create new opportunities — with a track record of matching within as little as 30 days.
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Our team brings together advisors from Big4 firms such as Deloitte and KPMG Consulting Japan, alongside members holding a Japanese CPA and CFA Level 2. Specialists with 40+ M&A deals provide optimal advice across the entire process.
Track Record
From early detection of tax risk to negotiation design that bridges the price gap — see the role we played in real deals.
S&C’s M&A support that reduces tax risk and cost
Many Vietnamese companies keep multiple sets of accounting books to ease their tax burden, making the true picture hard to grasp. S&C runs thorough pre-DD to detect latent risks early.
Negotiating power that bridges the price gap is the key to M&A success
The seller proposed a price more than five times the market level — at first there was no room even to begin negotiating. S&C proposed an earn-out scheme and moved both sides forward to a deal they could accept.
Cautious Japanese firms and speed-focused Vietnamese firms — negotiation support that bridges the cultural gap
The Vietnamese manufacturer had no habit of routinely analyzing sales and earnings, so responses to detailed questions from the Japanese side were delayed. As the will to sell faded, S&C rebuilt trust by raising M&A literacy and engaging in careful dialogue.
Free Consultation
Under strict confidentiality, we offer a free initial consultation whether or not you have a specific deal in mind. Our specialist team walks with you from clarifying "where to begin."
