Vietnam EV maker VinFast to re-file for US IPO after SPAC merger

Vietnamese electric vehicle producer VinFast has withdrawn its original plans for an initial public offering (IPO) in the U.S. and will file a new application following a proposed business merger.

In a letter to the U.S. Securities and Exchange Commission (SEC) dated May 30, VinFast “hereby requests that the Registration Statement on Form F-1 (File No. 333-268684), initially filed with the Securities and Exchange Commission on December 6, 2022 and all exhibits thereto, be withdrawn effective as of the date hereof or at the earliest practicable date hereafter.”

VinFast announced on May 12 plans to merge with New York Stock Exchange-listed Black Spade Acquisition Co. (BSAC) under an SPAC agreement, with SPAC standing for special purpose acquisition company.

VinFast, the car unit of Vietnam’s largest private conglomerate Vingroup, also reaffirmed its commitment to this merger.

“The company [VinFast] is seeking withdrawal of the Registration Statement because it has entered into a business combination agreement with Black Spade Acquisition Co. and intends to file a new registration statement on Form F-4 in connection with the proposed business combination,” the VinFast letter said.

“The registration statement has not been declared effective by the commission and no securities have been issued or sold under the registration statement.”

The company anticipates raising more than $20 billion through the SPAC, with capital expected to be used to pay for the construction of its production complex in the state of North Carolina’s Chatham County. It plans to invest some $2 billion in the first phase of construction at the plant as well as battery production facilities.

VinFast noted the SPAC has yet to receive SEC approval, what it calls “declared effective” for the merger deal.

The business combination values VinFast at an enterprise value of around $27 billion and an equity value of $23 billion. The merger is expected to close in the second half of 2023, subject to regulatory and shareholder approvals, and other customary closing conditions. After the transaction, existing shareholders in VinFast will hold approximately 99% shares of the combined company.

Last week, VinFast said it is recalling its first 999 electric vehicles, model VF 8, already shipped to the U.S. in December because of a software error that could cause the multifunction head unit display to go dark. It began selling EVs in the U.S. in late 2022.

VinFast was founded in 2017 with a vision to drive the global smart electric vehicle revolution. It manufactures a full portfolio of e-SUVs, e-scooters and e-buses in Vietnam, and already exports e-SUVs to the U.S. and Canada, and soon, Europe.