Vietnam M&A 2025: Opportunities reshaped by disciplined capital

Vietnam’s M&A activity through the first 10 months of 2025 shows a market steadily regaining balance after two volatile years, with dealmaking shaped by rising selectivity, clearer regulatory signals and the return of larger, higher-conviction transactions, write KPMG analysts.

Vietnam market resilience despite mixed regional signals

Across Southeast Asia, dealmaking remained relatively subdued for much of 2025, as tighter financial conditions, valuation gaps, regulatory uncertainty and geopolitical risks tempered investor sentiment.

Vietnam, however, maintained a degree of resilience, supported by selective large transactions and steady participation from regional strategic investors.

Total disclosed deal value reached $2.3 billion in the first 10 months of 2025, while deal volume eased to 218 transactions, extending the gradual decline since 2021. This reflects more cautious underwriting, stricter due diligence and disciplined valuations, particularly in sectors facing margin pressure or slower near-term demand.

Market value this year was driven by several sizeable deals, including the $365 million acquisition of Eastern Real Estate by Birch, Hyosung’s $277 million restructuring, Aeon’s $162 million buyout of Post andTelecommunication Finance Co., Ltd., and Ares Management’s $150 million acquisition of Medlatec Group.

Together, these transactions represent close to $1 billion of disclosed value. Notably, these top mega deals were led by foreign and regional investors, underscoring continued cross-border appetite for high quality, asset-backed and strategically essential platforms.

Following the unusually high $50.7 million average deal size in 2024, the figure moderated to $29.4 million in Jan-October, reflecting a return to more typical deal-size distribution and a larger share of mid-market activity.

Deal activity became more evenly distributed across major sectors, with Real Estate supported by improvingliquidity, Health Care buoyed by structural undercapacity, and Materials and Industrials benefiting from ongoing supply-chain realignment. Consumer sectors remained muted amid competitive pressures, tariff related uncertainty earlier in the year, and tighter tax enforcement. It is worth noting that a significant portion of small and mid-sized transactions remains undisclosed.

Re-balancing market: Domestic investors remain in the lead as regional capital regains ground

In the first 10 months of 2025, Vietnamese investors continued to play a pivotal role in the market, contributing more than 30% of total disclosed deal value. However, the gap with foreign investors has narrowed meaningfully, as Singaporeaccounted for roughly 27%, followed by Japan (9%), the U.S. (7%), and South Korea (5%).

This trend highlights that while domestic capital remains the anchor of Vietnam’s M&A landscape, regional investors have become increasingly active in selective, larger-ticket transactions.

Singaporean and U.S. investors gravitated toward real estate, healthcare and other cash-generative platforms, reflecting a preference for scalable, asset-backedbusinesses with strong fundamentals.

Japanese and Korean investors, meanwhile, focused more on industrial, manufacturing and materials-linked assets, aligned withtheir longstanding supply-chain presence in Vietnam.

Across groups, sector selection has become more disciplined, with capital concentrating in sectors offering transparency, resilience and visible paths to scale.

It is worth noting that Singapore, the U.S. and South Koreahave all remained consistently within the top five foreigninvestors, with Singapore maintaining its position as the second-largest contributor this year – underscoring steady regional confidence in Vietnam’s mid-to-long term growth trajectory.

Notable deals in first 10 months of 2025

Foreign investors continued to dominate Vietnam’s largest transactions in the first 10 months of 2025, with mega deals concentrated in Real Estate, Materials, Financials and Health Care.

- Real Estate recorded the largest disclosed deal of the first 10 months of 2025, with Birch Real Estate acquiring Eastern RealEstate Investment and Trading LLC – a subsidiary of Masterise Group, one of Vietnam’s leading luxury realestate developers – for $365 million.

Two other sizeable real-estate transactions also featured in the top 10: Gateway Thu Thiem JSC acquired a 42% stake in South Rach Chiec City LLC for $99 million, and UOA Vietnam purchased Vias Hong Ngoc Bao for USD 67.7mn, reinforcing continued investor interest in high-qualitylandbank and development assets.

- The Materials sector contributed the second-largest deal where Hyosung Chemical Corporation divested its 49% stake in Hyosung Vina Chemicals – a Vietnam-based producer of basic chemicals – to Hyosung Vina 1stCo., Ltd., for $277 million.

- The Financials sector saw a significant deal as Aeon Financial Service completed the $162mn buyout of Post and Telecommunication Finance from SeABank.

- In Health Care, Ares Management Corporation invested $150 million to acquire a 30% stake in Medlatec, one of Vietnam’s largest private healthcare systems.

- Additionally, several large announced transactions remain in the pipeline and are expected to progress toward closing over the next 1-2 years, including JTA Investment Qatar’s proposed $1 billion investment into VinFastAuto, the planned $1 billion merger between Vietnam Biofuels Development JSC and International MediaAcquisition Corp., and an individual investor’s announced $1.5 billion acquisition of Novatech R&D JSC.

Sector breakdown in the 10 months and prospect

Real Estate, Materials, and Health Care lead deal value as sector mix continues to diversify

Deal activity shows a notable shift in sector contribution, with Real Estate (27%), Materials (20%), and HealthCare (10%) emerging as the top three drivers of totaldeal value.

Together, these sectors account for morethan half of all transactions, underscoring investor preference for asset-backed businesses, essential upstream industries and high-growth service platforms.

The rise of Materials reflects a year of large-scale packaging, chemicals, and manufacturing-input transactions, driven by portfolio realignment and regional supply chain consolidation.

Health Care also gained prominence as investors focused on private hospitals, diagnostics and tech-enabled healthcare services, while Real Estate maintains a sizeable share despite ongoing structural challenges, as liquidity improves and restructuring accelerates.

Compared to last year, consumer sectors contributed more modestly, signaling a more selective investor appetite, softer discretionary spending earlier in the year and tighter tax enforcement on F&B and retail operators.

Policy reforms, healthcare expansion, and supply chain restructuring expected to shape 2026 deal flow

Looking forward, M&A activity is expected to strengthen across Health Care, Real Estate, Materials and export-oriented manufacturing, supported by clearer regulatory frameworks.

Reforms related to the Land Law, investment procedures, and corporate bond market are anticipated to unlock additional real-estate transactions and accelerate project restructuring.

Within Health Care, investor interest is expected to remain strong, particularly in hospitals and diagnostics with rising middle-class demand and improved scalability across nationwide networks.

Vietnam’s commitments under DPPA and renewable energy targets will continue to support dealmaking in Energy & Utilities, despite the sector’s moderate contribution in recent years.

Momentum in the Materials sector will likely continue as global supply-chain shifts draw more manufacturing capacity into Vietnam. Even amid subdued consumer-sector M&A in the 10 months, underlying demand fundamentals remain intact, and investor interest in healthcare, retail platforms and techenabled services may re-emerge as macro stability improves.

Vietnam M&A outlook 2026

1. “Back to Basics”: Focus on resilient, cash-generative sectors

Investor conversations show capital shifting toward sectors with clear demand, strong unit economics, and visible paths to scale.

By 2026, investor interest will remain concentrated in:

- Healthcare (hospitals, diagnostics, specialty clinics) - driven by rising middleclass demand'

- Education & training – supported by demographics and skills upgrading

- B2B & mission-critical services (logistics, waste & energy/ESG, industrialservices, consumer finance)

2. Flight to quality – high-quality assets will clear first

Global private equity still sits on record levels of dry powder across private assetclasses, with Asia-Pacific (including Southeast Asia) holding a significant share. At the same time, fund-raising has become more selective and LPs are pushing managers to focus on value creation and quality of deployment rather than pure volume.

In this environment, Vietnam is already seeing a clear “flight to quality”: mid-tolarge-cap targets with clean governance, transparent financials and proven profitability continue to draw competitive interest, even as mid-tier or structurally challenged assets struggle to transact. By 2026, this bifurcation is likely to be even more pronounced: high-quality assets in “back-to-basics” sectors will clear at reasonable multiples and terms, while weaker stories face prolonged processes or require structured capital and downside protection to close.

3. A prolonged buyer’s market and disciplined valuations

The combination of high global rates and subdued equity valuations has shifted bargaining power towards buyers. As a result, processes increasingly feature:

- Lower headline valuation ranges versus 2021-2022 peaks;

- Heavier use of earn-outs, vendor financing and other risk-sharing structures;

- More stringent due diligence on cash flow sustainability and off-balance-sheet exposures.Unless there is a sharp easing in global financial conditions, these buyer-friendly dynamics are likely to persist into 2026, supporting disciplined pricing and more structure in deal terms.

4. Recycling of failed processes and “forced” transactions

The same constraints that depressed deal volumes have also created pressure points: weaker sponsors, over-leveraged shareholders and businesses facing refinancing or regulatory challenges.

As the market normalizes, many processes that stalled in 2022-2024 on valuation gaps or timing will likely return to market with more realistic pricing and clearer rationales (succession, recapitalization, carve-outs).

For buyers with patient capital and operational capabilities, 2026 should therefore see a healthy pipeline of “second-time” or re-profiled opportunities, particularly in real estate-adjacent, industrial services, financial services and consumer platforms.

A market settling into shape

Vietnam’s M&A activity through the first 10 months of 2025 shows a market steadily regaining balance after two volatile years, with dealmaking shaped by rising selectivity, clearer regulatory signals and the return of larger, higher-conviction transactions.

While overall volume continues to moderate, the $2.3 billion in disclosed value demonstrates that capital is flowing into assets with resilient demand profiles and strategic relevance.

Sector dynamics in 2025 highlights this rebalancing. Real Estate, Materials and Health Careemerged as the top drivers of deal value, reflecting investor preference for core operating assets, essential manufacturing inputs and under-supplied healthcare capacity.

Meanwhile, consumer-oriented sectors recorded a softer contribution amid a cautious consumption environment earlier in the year, even as medium-term fundamentals remain intact.

Investor participation also broadened in 2025. Domestic investors maintained the larges tshare of disclosed deal value, while regional capital from Singapore, Japan, the U.S. and South Korea re-accelerated through targeted investments across Real Estate, Health Care,Industrials and Materials. This mix indicates a market transitioning from consolidation-led activity toward more diversified, sector-specific opportunities.

Looking ahead, the outlook for 2026 is underpinned by disciplined optimism. The enforcement of revised land regulations, ongoing DPPA implementation, and continued emphasis on infrastructure, energy transition and manufacturing upgrades are expected to unlock new deal pipelines.

At the same time, healthcare, education, logistics and other mission-critical services are poised to attract sustained attention as investors focus on cash generative, needs-driven sectors.

With stronger regulatory clarity, improving liquidity and a growing line-up of pending megadeals, Vietnam is positioned to remain one of Southeast Asia’s most compelling M&A markets –offering resilient fundamentals, clearer pathways to value creation, and long-term opportunities across both domestic and cross-border capital.