Vinaconex (VCG) to Acquire 48% Stake in Giay Thuong Dinh (GTD) for Prime Hanoi Land

Overview

Vinaconex (VCG) is moving to acquire a controlling 48% stake in Giay Thuong Dinh (GTD), a footwear company listed on UPCoM, through a combination of share transfers and a private placement. The deal is strategically motivated by GTD’s ownership of a prime land plot at 277 Nguyen Trai, Hanoi, which will be developed into a commercial housing project. The transaction underscores VCG’s push to expand its real estate portfolio.

Key Facts

• Vinaconex (VCG) will acquire 2.23 million GTD shares (24.03% of capital) from a shareholder group represented by Mai Huyen Trang, without a mandatory tender offer.
• An Quy Hung Holding, a related party to VCG, recently became a major shareholder of GTD after purchasing 1.8 million shares on April 3 and 7, 2026, raising its stake to 24%.
• VCG plans to subscribe to 53.1 million shares in a private placement of 216.5 million new GTD shares, priced at VND 10,000 per share.
• The private placement is expected to raise VND 2,165 billion (approx. USD 86.6 million), with VND 2,000 billion allocated to the “Thuong Dinh” commercial housing project at 277 Nguyen Trai, Hanoi.
• The remaining VND 165 billion will be used for factory relocation and working capital.
• The placement shares are subject to a three-year lock-up period.
• VCG’s total ownership in GTD could reach 48% after the transactions.

What Happened

Giay Thuong Dinh (GTD) has added documents for its upcoming Annual General Meeting on May 6, 2026, including a proposal for Vinaconex (VCG) to acquire a 24.03% stake from existing shareholders. The seller group is led by Mai Huyen Trang. Separately, An Quy Hung Holding, a company established in October 2025 with VND 500 billion in charter capital and whose general director is Nguyen Xuan Dong (also VCG’s general director), has accumulated a 24% stake in GTD through recent market purchases.

In addition to the stake transfer, GTD plans a private placement of 216.5 million shares at VND 10,000 each, which is less than one-tenth of the current market price. VCG will subscribe to 53.1 million shares, and An Quy Hung Holding will subscribe to about 51.9 million shares. Other investors include Long Hai Investment and Trading Development JSC, Yen Thuy Mineral Investment JSC, and individual Nguyen Xuan Hoang. The proceeds will primarily fund the commercial housing project at 277 Nguyen Trai, a prime location in Hanoi.

Market Context

GTD shares trade on UPCoM, while VCG is listed on HOSE. As of April 15, 2026, VCG closed at VND 22,000, down 1.53% with a volume of 11 million shares. The deal highlights VCG’s strategic pivot toward real estate development, leveraging GTD’s land bank. The private placement price of VND 10,000 per share represents a significant discount to GTD’s market price, which may raise concerns among minority shareholders about dilution.

Strategic Significance

For VCG, the acquisition provides a direct pathway to develop a commercial housing project in central Hanoi, a market with strong demand. The land at 277 Nguyen Trai is a valuable asset, and VCG’s construction expertise can unlock its potential. The deal also strengthens VCG’s relationship with An Quy Hung Holding, which is linked to Pacific Holdings, VCG’s largest shareholder. For GTD, the capital injection will enable it to transform from a footwear manufacturer into a real estate developer, though execution risks remain.

What to Watch

• Approval of the private placement and stake transfer at GTD’s AGM on May 6, 2026.
• Regulatory clearance for the transaction, including any requirements from the State Securities Commission.
• Progress of the commercial housing project at 277 Nguyen Trai, including permits and construction timeline.
• GTD’s share price reaction post-announcement, particularly given the discount in the private placement.
• Potential further stake accumulation by VCG or related parties beyond 48%.