HBC Deputy CEO Nguyen Kinh Luan Dismissed; VND 514B Debt Swap Completed

Overview

Hoa Binh Construction Group (HBC, UPCoM) has notified the Hanoi Stock Exchange (HNX) that it is dismissing Nguyen Kinh Luan from the post of Deputy General Director effective 1/11/2026, citing personal reasons, while he retains his seat on the Board of Directors. The same disclosure window confirms the company completed a debt-for-equity swap, issuing more than 51.4 million shares to extinguish roughly VND 514.2 billion owed to 99 creditors.

Key Facts

• Nguyen Kinh Luan is dismissed as Deputy General Director of HBC effective 1/11/2026; he remains a Board member.
• Luan, born 1972, submitted a resignation letter on 15/9/2026 covering all roles at HBC and related entities, including Board member, Deputy CEO for Investment and International Market Development, Head of Restructuring, and Head of the ESG Subcommittee.
• He was appointed Deputy General Director on 1/11/2024 and joined the Board on 25/4/2025.
• HBC distributed more than 51.4 million shares on 18/9/2026 to swap nearly VND 514.2 billion of debt for 99 creditors, equal to 100% of the planned issuance.
• The swap ratio was 1:10,000, meaning each new share retires VND 10,000 of debt; shares carry a one-year transfer restriction.
• Charter capital rose from more than VND 3,472.1 billion to more than VND 3,986.3 billion after the issuance.
• Matec Construction Machinery JSC received the largest allocation, about 9.2 million shares for roughly VND 92.2 billion of debt.

What Happened

In a document sent to the Hanoi Stock Exchange, Hoa Binh Construction Group set out the leadership change: Nguyen Kinh Luan ceases to be Deputy General Director from 1/11/2026 for personal reasons but continues as a member of the Board of Directors. The notice follows Luan’s resignation letter of 15/9/2026, in which he asked to step down from all positions held at HBC and affiliated units, including his board and executive roles at Hoa Binh Invest Holdings, where he was Board member and General Director. The filing does not disclose a replacement for the Deputy General Director role or for the restructuring and ESG subcommittee posts he held.

Separately, the company reported that on 18/9/2026 it completed the distribution of more than 51.4 million shares to convert nearly VND 514.2 billion of debt held by 99 creditors, fulfilling 100% of the planned issuance. At a 1:10,000 conversion ratio, each new share retires VND 10,000 of debt; the shares are expected to be transferred within 30 days of the issuance close and are restricted from transfer for one year. Charter capital increased from more than VND 3,472.1 billion to more than VND 3,986.3 billion. Among creditors, Matec Construction Machinery JSC received the largest block at more than 9.2 million shares for about VND 92.2 billion, followed by Best Quality Construction JSC with roughly 3.3 million shares for nearly VND 32.8 billion and Interhouse LA JSC with 2.35 million shares for VND 23.5 billion.

Market Context

HBC trades on UPCoM, the unlisted public company market, and last closed at VND 3,100 on 22/10/2026, a level that places the stock in penny territory and reflects the sector’s prolonged margin pressure. Vietnamese construction names have spent the past two years working through thin backlogs, slow public-investment disbursements and strained balance sheets, and HBC has been among the more visible restructuring cases. The debt swap is a balance-sheet repair rather than a growth event, and the leadership exit removes an executive who had been central to the international market and restructuring mandates.

Strategic Significance

The core thesis for HBC is survival through deleveraging, and the completed swap converts roughly VND 514.2 billion of liabilities into equity at VND 10,000 per share, well above the current VND 3,100 market price. That gap matters: creditors accepted equity at a valuation several times the traded price, which dilutes existing holders but removes cash repayment obligations and preserves liquidity. The departure of the executive who led restructuring and ESG suggests the company is moving from a turnaround-design phase into execution, and the retention of his board seat keeps continuity on strategy. For long-term holders, the test is whether a cleaner balance sheet translates into new contract wins and margin recovery, not simply a lower debt line.

What to Watch

• HBC disclosure on a replacement Deputy General Director and on leadership of the restructuring and ESG subcommittees.
• Timing of the 51.4 million new shares entering circulation after the 30-day transfer window and the one-year restriction.
• Whether the VND 3,986.3 billion charter capital base is followed by further debt-to-equity conversions with remaining creditors.
• Q4 2026 and full-year 2026 results for gross margin, backlog and interest expense trends.
• Any HNX or UPCoM filing on foreign ownership limits or large shareholder changes following the dilution.