Hunton Andrews Kurth Advises BanpuNEXT on Strategic Investments in E-Mobility Businesses in Southeast Asia

In 2023, Hunton Andrews Kurth LLP’s Bangkok office represented Banpu NEXT Co., Ltd., (“BNEXT”) the net-zero solutions provider and clean energy investment arm of Thai stock exchange-listed Banpu Plc. (BKK: BANPU), in BNEXT’s series of strategic investments throughout Southeast Asia to advance Banpu’s commitment to achieving net-zero emissions. The investments were made through BNEXT itself and, in some cases, through BPIN Investment Company Limited, a Mauritian subsidiary of BNEXT. These investments are:

• A subscription of additional ordinary shares in Durapower Holdings Pte. Ltd. (“DPH”), a Singapore holding company specializing in lithium-ion battery R&D and manufacturing for EVs, and other industrial uses. DPH owns and operates a large manufacturing factory in Suzhou, PRC. The subscription was made through a combination of cash injection and conversion of shareholder loans. The investment will finance the expansion of DPH’s battery R&D efforts and developing new manufacturing factories in Asia (including a new facility in (Thailand).  After the transaction, BNEXT became the largest shareholder of DPH, holding 65.10% equity stake in total. 

Hunton Andrews Kurth assisted with the due diligence exercise on DPH, its subsidiaries in Singapore and PRC and the Suzhou factory, the documentation and negotiation of the Subscription Agreement, the Amended and Restated Shareholders’ Agreement and the Deed of Undertaking, and the closing of the transaction.  The closing occurred on February 23, 2023.

• A strategic equity investment in Oyika Pte. Ltd. (“Oyika”), a Singapore start-up holding company that offers innovative and emerging e-mobility solutions of battery swap stations and battery-as-a-services to electric motorbike riders with subsidiaries in Cambodia, Indonesia, Malaysia, Singapore and Thailand. 

Hunton Andrews Kurth provided centralized service for the extensive legal due diligence on Oyika, its Singapore R&D and operating subsidiaries, operating subsidiaries in Cambodia, Indonesia, Malaysia and Thailand, including their battery swap assets and contracts.  Hunton Andrews Kurth also assisted with the documentation and negotiation of the Subscription Agreement, the Amended and Restated Shareholders Agreement and other transaction documents. The closing occurred on April 18, 2023.

• A strategic partnership with SVOLT Energy Technology Co., Ltd. (“Svolt”), a large manufacturer and distributor of high-power lithium-ion batteries for EVs based in China through the establishment of, and the strategic investment of a 40% equity interest in, the Thai company to develop, construct and operate a brand new battery manufacturing facility in Chonburi, Thailand. Hunton Andrews Kurth assisted with the land and corporate due diligence and the documentation and negotiation of the Share Subscription Agreement and the Shareholders’ Agreement. The closing occurred on October 30, 2023.

Bangkok’s energy and infrastructure team led by partner Chumbhot (Arm) Plangtrakul represented BNEXT on these underpinned transactions. Along with Arm, senior associate Sudarat (Deuce) Sattayakawee, and other associates Jitranut (Faye) Narkmai, Thaphanut (KJ) Vimolkej and Chartthai (M) Sutthapas contributed substantively to the overall workstreams of the transactions.