VinFast Auto Ltd. — Regulatory Filings 2024

Nov 26, 2024

424B3 1 tm2429269d3_424b3.htm 424B3

Filed Pursuant to Rule 424(b)(3) Registration No. 333-275133

Prospectus Supplement No. 3

(To Prospectus dated November 14, 2024)

VinFast Auto Ltd.

95,273,331 Ordinary Shares

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This prospectus supplement amends and supplements the prospectus dated November 14, 2024 (the “Prospectus”), which forms a part of our Registration Statement on Form F-1 (Registration Statement No. 333-275133). The Prospectus relates to the offer and sale, from time to time, by YA II PN, Ltd., a Cayman Islands exempt limited partnership (“Yorkville”), of up to 95,273,331 ordinary shares in the capital of VinFast Auto Ltd., a public company incorporated under the laws of Singapore (Company Registration No: 201501874G) (“we,” “us,” the “Company” or “VinFast”), no par value (“ordinary shares”) that we may, at our discretion, elect to issue to Yorkville from time to time, pursuant to the Standby Equity Subscription Agreement, dated as of October 20, 2023, entered into by and between Yorkville and the Company.

This prospectus supplement is being filed to update and supplement the information included in the Prospectus with the information contained herein. This prospectus supplement is not complete without, and may not be delivered or utilized except in combination with, the Prospectus, including any amendments or supplements thereto. This prospectus supplement should be read in conjunction with the Prospectus and if there is any inconsistency between the information in the Prospectus and this prospectus supplement, you should rely on the information in this prospectus supplement.

Our ordinary shares and warrants are listed on the Nasdaq Stock Market LLC (“Nasdaq”) under the symbols, “VFS” and “VFSWW.” On November 25, 2024, the last reported sale price of our ordinary shares and warrants as reported on Nasdaq was $3.93 per ordinary share and $0.40 per warrant, respectively .

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Investing in our securities involves a high degree of risk. See “ Risk Factors ” beginning on page 11 of the Prospectus for a discussion of information that should be considered in connection with an investment in our securities.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or determined if the Prospectus or this prospectus supplement is truthful or complete. Any representation to the contrary is a criminal offense.

The date of this prospectus supplement is November 26, 2024

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Part I – Unaudited Interim Condensed Consolidated Financial Statements As of and for the three months and nine months ended September 30, 2024

VinFast Auto Ltd.

Unaudited Interim Condensed Consolid ated Balance Sheets

VND million	VND million	USD
(Adjusted) (*)	(Unaudited)	(Unaudited)
ASSETS
CURRENT ASSETS
Cash and cash equivalents	4,095,472	1,892,408	78,545,968
Restricted cash	102,932	330,589	13,721,371
Trade receivables	469,918	2,800,286	116,228,199
Advances to suppliers	4,753,634	5,681,496	235,815,216
Inventories, net	30,141,381	31,524,062	1,308,432,408
Short-term prepayments and other receivables	8,006,103	9,571,564	397,275,723
Short-term derivative assets	548,010	359,465	14,919,894
Current net investment in sales-type lease	87,552	103,828	4,309,467
Short-term investments	4,105	4,078	169,261
Short-term amounts due from related parties	2,374,382	3,044,295	126,355,996
Assets classified as held for sale	-	19,441	806,915
Total current assets	50,583,489	55,331,512	2,296,580,418
NON-CURRENT ASSETS
Trade receivables	110,312	148,576	6,166,770
Property, plant and equipment, net	79,122,703	79,971,399	3,319,279,417
Intangible assets, net	1,346,324	1,170,472	48,581,414
Operating lease right-of-use assets	7,081,509	5,966,780	247,656,166
Long-term derivative assets	66,124	-	-
Long-term prepayments	217,180	902,458	37,457,270
Non-current net investment in sales-type lease	620,665	1,037,090	43,045,283
Investment in equity investees	1,214,938	1,193,272	49,527,747
Other long-term investments	918,040	918,040	38,104,014
Long-term amounts due from related parties	51,073	37,208	1,544,349
Long-term restricted cash	660,363	1,074,466	44,596,605
Other non-current assets	4,865,001	4,055,941	168,345,204
Total non-current assets	96,274,232	96,475,702	4,004,304,239
TOTAL ASSETS	146,857,721	151,807,214	6,300,884,657

(*) As adjusted retrospectively to reflect the historical financial statements of VinES acquired on January 19, 2024, deemed as business combination under common control.

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VinFast Auto Ltd.

Unaudited Interim Condensed Consolidated Balance Sheets (continued)

VND million		VND million		USD
(Adjusted) (*)		(Unaudited)		(Unaudited)
DEFICIT AND LIABILITIES
CURRENT LIABILITIES
Short-term and current portion of long-term interest-bearing loans and borrowings	42,924,034		48,731,446		2,022,639,190
Short-term financial liabilities	18,258,063		20,377,714		845,793,965
Convertible debenture	1,190,475		260,854		10,826,962
Trade payables	12,146,588		14,321,429		594,422,820
Deposits and down payment from customers	1,194,112		2,206,915		91,599,842
Short-term deferred revenue	149,747		146,304		6,072,469
Short-term accruals	11,431,878		10,526,781		436,922,799
Other current liabilities	13,875,625		5,437,774		225,699,332
Current operating lease liabilities	1,524,356		1,382,636		57,387,457
Amounts due to related parties	49,341,144		65,779,927		2,730,250,571
Total current liabilities	152,036,022		169,171,780		7,021,615,407
NON-CURRENT LIABILITIES
Long-term interest-bearing loans and borrowings	30,170,149		21,249,203		881,965,841
Long-term financial liability	137,057		33,686		1,398,165
Other non-current liabilities	2,194,253		4,969,146		206,248,537
Non-current operating lease liabilities	5,330,344		4,494,980		186,567,883
Long-term deferred revenue	1,569,733		2,237,424		92,866,144
Deferred tax liabilities	1,025,264		983,269		40,811,398
Long-term accruals	123,867		123,877		5,141,618
Amounts due to related parties	19,682,747		43,547,531		1,807,476,487
Total non-current liabilities	60,233,414		77,639,116		3,222,476,073
Commitments and contingencies
DEFICIT
Ordinary shares, no par value - VinFast Auto Ltd (2,337,788,498 and 2,338,695,829 shares issued and outstanding as of December 31, 2023 and September 30, 2024)	9,847,536		9,867,167		409,544,972
Accumulated losses	(190,502,556	)	(237,192,337	)	(9,844,865,189	)
Additional paid-in capital	38,258,499		55,274,244		2,294,203,462
Other comprehensive loss	(385,873	)	(253,078	)	(10,504,213	)
Deficit attributable to equity holders of the parent	(142,782,394	)	(172,304,004	)	(7,151,620,968	)
Non-controlling interests	77,370,679		77,300,322		3,208,414,145
Total deficit	(65,411,715	)	(95,003,682	)	(3,943,206,823	)
TOTAL DEFICIT AND LIABILITIES	146,857,721		151,807,214		6,300,884,657

(*) As adjusted retrospectively to reflect the historical financial statements of VinES acquired on January 19, 2024, deemed as business combination under common control.

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VinFast Auto Ltd.

Unaudited Interim Condensed Consolidated Statements of Operations

2023		2024		2024		2023		2024		2024
VND million		VND million		USD		VND million		VND million		USD
(Unaudited) (Adjusted) (*)		(Unaudited)		(Unaudited)		(Unaudited) (Adjusted) (*)		(Unaudited)		(Unaudited)
Revenues
Sales of vehicles	7,698,425		11,251,190		466,989,997		16,711,887		24,704,105		1,025,364,421
Sales of merchandise	14,656		23,717		984,394		52,925		83,705		3,474,246
Sales of spare parts and components	215,420		429,505		17,826,962		587,758		1,071,442		44,471,091
Rendering of services	127,059		176,121		7,310,049		300,046		785,144		32,588,055
Rental income
Revenue from leasing activities	199,570		446,004		18,511,766		515,640		878,243		36,452,207
Revenues	8,255,130		12,326,537		511,623,168		18,168,256		27,522,639		1,142,350,020
Cost of vehicles sold	(9,802,999	)	(14,331,580	)	(594,844,146	)	(25,462,167	)	(36,988,994	)	(1,535,258,955	)
Cost of merchandise sold	(14,831	)	(48,831	)	(2,026,771	)	(53,364	)	(105,369	)	(4,373,428	)
Cost of spare parts and components sold	(134,965	)	(159,808	)	(6,632,964	)	(365,791	)	(541,083	)	(22,458,100	)
Cost of rendering services	(294,448	)	(396,707	)	(16,465,654	)	(683,044	)	(1,398,377	)	(58,040,800	)
Cost of leasing activities	(233,743	)	(347,497	)	(14,423,152	)	(584,174	)	(712,060	)	(29,554,643	)
Cost of sales	(10,480,986	)	(15,284,423	)	(634,392,687	)	(27,148,540	)	(39,745,883	)	(1,649,685,926	)
Gross loss	(2,225,856	)	(2,957,886	)	(122,769,519	)	(8,980,284	)	(12,223,244	)	(507,335,906	)
Operating expenses
Research and development costs	(3,594,921	)	(2,091,725	)	(86,818,786	)	(12,247,235	)	(7,346,959	)	(304,941,643	)
Selling and distribution costs	(1,461,999	)	(2,050,062	)	(85,089,528	)	(4,031,763	)	(5,286,246	)	(219,410,036	)
Administrative expenses	(1,358,349	)	(1,411,148	)	(58,570,871	)	(4,095,209	)	(5,068,940	)	(210,390,570	)
Net other operating (expenses)/incomes	(542,307	)	389,450		16,164,446		(625,362	)	(1,621,658	)	(67,308,264	)
Operating loss	(9,183,432	)	(8,121,371	)	(337,084,258	)	(29,979,853	)	(31,547,047	)	(1,309,386,419	)
Finance income	51,392		75,208		3,121,571		405,307		303,228		12,585,730
Finance costs	(3,857,994	)	(4,991,829	)	(207,190,014	)	(9,961,257	)	(13,671,144	)	(567,432,200	)
Net loss on financial instruments at fair value through profit or loss	(2,561,432	)	(251,088	)	(10,421,616	)	(3,840,505	)	(1,813,037	)	(75,251,608	)
Share of gains/(losses) from equity investees	18,749		10,236		424,854		29,671		(21,666	)	(899,265	)
Loss before income tax expense	(15,532,717	)	(13,278,844	)	(551,149,463	)	(43,346,637	)	(46,749,666	)	(1,940,383,762	)
Tax income/(expense)	(13,015	)	26,900		1,116,507		27,523		(10,472	)	(434,650	)
Net loss for the period	(15,545,732	)	(13,251,944	)	(550,032,956	)	(43,319,114	)	(46,760,138	)	(1,940,818,412	)
Net loss attributable to non-controlling interests	(19,097	)	(24,671	)	(1,023,990	)	(70,319	)	(70,357	)	(2,920,226	)
Net loss attributable to controlling interest	(15,526,635	)	(13,227,273	)	(549,008,966	)	(43,248,795	)	(46,689,781	)	(1,937,898,186	)

(*) As adjusted retrospectively to reflect the historical financial statements of VinES acquired on January 19, 2024, deemed as business combination under common control.

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VinFast Auto Ltd.

Unaudited Interim Condensed Consolidated Statements of Comprehensive Loss

2023		2024		2024		2023		2024		2024
VND million		VND million		USD		VND million		VND million		USD
(Unaudited) (Adjusted) (*)		(Unaudited)		(Unaudited)		(Unaudited) (Adjusted) (*)		(Unaudited)		(Unaudited)
Net loss for the period	(15,545,732	)	(13,251,944	)	(550,032,956	)	(43,319,114	)	(46,760,138	)	(1,940,818,412	)
Other comprehensive (loss)/income
Other comprehensive (loss)/income that will be reclassified to profit or loss in subsequent periods (net of tax):
Exchange differences on translation of foreign operations	56		211,138		8,763,458		2,665		132,795		5,511,767
Net other comprehensive (loss)/income that will be reclassified to profit or loss in subsequent periods	56		211,138		8,763,458		2,665		132,795		5,511,767
Total comprehensive loss for the period, net of tax	(15,545,676	)	(13,040,806	)	(541,269,498	)	(43,316,449	)	(46,627,343	)	(1,935,306,645	)
Net loss attributable to non-controlling interests	(19,097	)	(24,671	)	(1,023,990	)	(70,319	)	(70,357	)	(2,920,226	)
Comprehensive loss attributable to controlling interest	(15,526,579	)	(13,016,135	)	(540,245,508	)	(43,246,130	)	(46,556,986	)	(1,932,386,419	)
Net loss per share attributable to ordinary shareholders	VND		VND		USD		VND		VND		USD
Basic and diluted	(6,725	)	(5,656	)	(0.23	)	(18,779	)	(19,968	)	(0.83	)
											Unit: Shares
Weighted average number of shares used in loss per share computation
Basic and diluted	2,308,837,804		2,338,695,829		2,338,695,829		2,303,020,921		2,338,281,841		2,338,281,841

(*) As adjusted retrospectively to reflect the historical financial statements of VinES acquired on January 19, 2024, deemed as business combination under common control.

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VinFast Auto Ltd.

Unaudited Interim Condensed Consolidated Statements of Cash Flows

2023		2024		2024
VND million		VND million		USD
(Unaudited) (Adjusted) (*)		(Unaudited)		(Unaudited)
OPERATING ACTIVITIES
Net loss for the period	(43,319,114	)	(46,760,138	)	(1,940,818,412	)
Adjustments:
Depreciation of property, plant and equipment	4,641,698		7,003,706		290,694,642
Amortization of intangible assets	182,020		281,132		11,668,617
Impairment of assets and changes in fair value of held for sale assets	1,112,176		1,661,290		68,953,223
Changes in operating lease right-of-use assets	823,044		1,337,659		55,520,649
Provision related to compensation expenses, assurance-type warranties and net realizable value of inventories	4,572,774		7,739,874		321,249,907
Deferred tax income	(27,523	)	(41,995	)	(1,743,037	)
Unrealized foreign exchange losses	561,937		195,785		8,126,219
Net losses on financial instruments at fair value through profit or loss	3,840,505		1,813,037		75,251,608
Change in amortized costs of financial instruments measured at amortized cost other than nominal interest	2,350,639		2,163,146		89,783,174
Losses on disposal and write-off of fixed assets	-		195,905		8,131,200
Share of (gains)/losses from equity investees	(29,671	)	21,666		899,265
Share-based compensation expenses	-		70,899		2,942,722
Change in working capital:
Trade receivables and advance to suppliers, net investment in sales-type lease	(1,055,332	)	(3,400,254	)	(141,130,370	)
Inventories	(6,058,517	)	(6,335,334	)	(262,953,306	)
Trade payables, deferred revenue and other payables	(4,759,867	)	4,798,611		199,170,340
Operating lease liabilities	(590,129	)	(1,214,021	)	(50,388,951	)
Prepayments, other receivables and other assets	(514,556	)	(1,012,555	)	(42,026,937	)
Net cash flows used in operating activities	(38,269,916	)	(31,481,587	)	(1,306,669,447	)

(*) As adjusted retrospectively to reflect the historical financial statements of VinES acquired on January 19, 2024, deemed as business combination under common control.

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VinFast Auto Ltd.

Unaudited Interim Condensed Consolidated Statements of Cash Flows (continued)

2023		2024		2024
VND million		VND million		USD
(Unaudited) (Adjusted) (*)		(Unaudited)		(Unaudited)
INVESTING ACTIVITIES
Purchase of property, plant and equipment, and intangible assets	(19,346,390	)	(10,577,759	)	(439,038,683	)
Proceeds from disposal of property, plant and equipment	-		36,490		1,514,548
Disbursement of bank deposit and loans	(11,513,514	)	(2,338,057	)	(97,043,000	)
Collection of loans	11,157,900		2,320,000		96,293,529
Payment for acquisition of a subsidiary (net of cash held by entity being acquired)	(6,900	)	(10,252	)	(425,518	)
Net proceeds from the disposal of a subsidiary	-		(20,000	)	(830,116	)
Payment for investments in equity investees	(1,039,033	)	-		-
Receipt from government grants	-		1,093,933		45,404,599
Net cash flows used in investing activities	(20,747,937	)	(9,495,645	)	(394,124,641	)
FINANCING ACTIVITIES
Capital contribution from owners/issuance of ordinary shares	3,994,291		-		-
Additional amount paid up to convert warrants to capital	1,421,444		-		-
Deemed contribution from owners	9,627,000		16,994,658		705,377,413
Proceeds from borrowings	99,668,587		69,300,057		2,876,356,494
Cash received under a business cooperation contract	9,625,000		-		-
Cash payment under a business cooperation contract	-		(9,625,000	)	(399,493,629	)
Repayment of borrowings	(65,853,147	)	(37,386,583	)	(1,551,761,217	)
Net cash flows from financing activities	58,483,175		39,283,132		1,630,479,061
Net decrease in cash and cash equivalents and restricted cash	(534,678	)	(1,694,100	)	(70,315,027	)
Cash, cash equivalents and restricted cash at beginning of the period	4,361,631		4,858,767		201,667,165
Net foreign exchange differences	20,656		132,796		5,511,806
Cash, cash equivalents and restricted cash at end of the period	3,847,609		3,297,463		136,863,944
Supplement disclosures of non-cash activities
Debt conversion to equity	(2,619,400	)	-		-
Non-cash property, plant and equipment additions	9,650,032		9,282,789		385,289,877
Establishment of right-of-use assets and lease liabilities at commencement dates	2,942,877		222,930		9,252,895

(*) As adjusted retrospectively to reflect the historical financial statements of VinES acquired on January 19, 2024, deemed as business combination under common control.

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Part II – Third Quarter 2024 Financial Results and Business Update

Financial Results for the Third Quarter of 2024

R evenues

· Total revenues were VND12,326,537 million in the third quarter of 2024, representing an increase of 49.3% from the third quarter of 2023 and an increase of 42.2% from the second quarter of 2024. Total revenues are primarily comprised of revenue from EV sales.

· Vehicle sales were VND11,251,190 million in the third quarter of 2024, representing an increase of 46.1% from the third quarter of 2023 and an increase of 46.1% from the second quarter of 2024. Revenue growth from the third quarter of 2024 and the second quarter of 2024 was driven by an increase in EVs sale volumes due to the Company’s expansion in both domestic and overseas markets.

Cost of Sales and Gross Margin

· Cost of sales was VND15,284,423 million in the third quarter of 2024, representing an increase of 45.8% from the third quarter of 2023 and an increase of 8.3% from the second quarter of 2024. The increase over the third quarter of 2023 and the second quarter of 2024 was primarily attributable to an increase in the cost of vehicles sold as the Company delivered more EVs to customers in the third quarter of 2024.

· Gross loss was VND2,957,886 million in the third quarter of 2024, representing an increase of 32.9% from the third quarter of 2023 and a decrease of 45.6% from the second quarter of 2024.

· Gross margin was negative (24.0%) in the third quarter of 2024, compared to negative (27.0%) in the third quarter of 2023 and negative (62.7%) in the second quarter of 2024. The improvement of gross margin over the third quarter of 2023 was primarily driven by increased sales and improved costs. The improvement of gross margin over the second quarter of 2024 was primarily driven by increased sales, improved costs and decrease in charges to write down the carrying value of inventories .

Operating Expenses

· Research and development (R&D) costs were VND2,091,725 million in the third quarter of 2024, representing a decrease of 41.8% from the third quarter of 2023 and a decrease of 21.4% from the second quarter of 2024. The decrease over the third quarter of 2023 and the second quarter of 2024 was primarily the result of the Company having frontloaded the work on product development.

· Selling, general and administrative expenses were VND3,461,210 million in the third quarter of 2024, representing an increase of 22.7% from the third quarter of 2023 and a decrease of 9.8% from the second quarter of 2024. The increase over the third quarter of 2023 was primarily due to the increase in labor costs, rental costs and marketing expenses which are primarily attributable to the Company’s efforts to scale its sales operations. The decrease over the second quarter of 2024 was primarily due to the impairment of assets that do not support BOM cost optimization recognized in the second quarter of 2024.

· Net other operating incomes were VND 389,450 million in the third quarter of 2024, representing an increase of 171.8% and 126.7% from net other operating expenses in the third quarter of 2023 and the second quarter of 2024, respectively. The increase in net income over the third quarter of 2023 and the second quarter of 2024 was mainly due to an increase in foreign exchange gain.

Loss from Operations

· Loss from operations was VND8,121,371 million in the third quarter of 2024 representing a decrease of 11.6% from the third quarter of 2023 and a decrease of 39.4% from the second quarter of 2024, as a result of the foregoing.

Net Loss and Net Loss Per Share

· Net loss on financial instruments at fair value through profit or loss was VND251,088 million in the third quarter of 2024, representing a decrease of 90.2% from net loss of the third quarter of 2023 and a decrease of 73.6% from net loss of the second quarter of 2024. The decrease over net loss of the third quarter of 2023 and the second quarter of 2024 was mainly attributable to changes in the fair value of currency interest rate swaps contracts, financial liabilities in respect of dividend preference shares, convertible debenture and warrants.

· Net loss was VND13,251,944 million in the third quarter of 2024, representing a decrease of 14.8% from the third quarter of 2023 and a decrease of 29.4% from the second quarter of 2024.

· Net loss attributable to controlling interest was VND13,227,273 million in the third quarter of 2024, representing a decrease of 14.8% from the third quarter of 2023 and a decrease of 29.4% from the second quarter of 2024.

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· Basic and diluted net loss per ordinary share were both VND5,656 in the third quarter of 2024, compared with VND6,725 in the third quarter of 2023 and VND8,015 in the second quarter of 2024.

Balance Sheet

· Cash and cash equivalents were VND1,892,408 million as of September 30, 2024.

Third Quarter of 2024 Business Updates

	3Q2024	2Q2024	3Q2023
EV Deliveries ( 1 )	21,912	13,172	10,179
E-scooter Deliveries	18,894	13,076	28,219

· EV deliveries were 21,912 in the third quarter of 2024, representing an increase of 66% from the second quarter of 2024 and an increase of 115% from the third quarter of 2023.

· E-scooter deliveries were 18,894 in the third quarter of 2024, representing an increase of 44% from the second quarter of 2024 and a decrease of 33% from the third quarter of 2023.

· As of October 31, 2024, the Company had 173 showrooms globally for EVs and 160 showrooms and service workshops for e-scooters, including VinFast’s showrooms and dealer showrooms.

Became top-selling automotive brand in Vietnam 2

· In September, VinFast recorded robust monthly deliveries in its home market of Vietnam, firmly positioning VinFast as the top-selling car brand in Vietnam for September. This marked the first time since VinFast was established seven years ago that a Vietnamese EV brand outperformed all international competitors to become the market leader in terms of monthly sales.

· In October, VinFast delivered more than 11,000 EVs to customers in Vietnam, representing a 21% increase compared to September and bringing total deliveries in Vietnam to more than 51,000 EVs for the year up to October 31, 2024. This positioned VinFast as the best-selling automotive brand in the Vietnamese market for October and the first ten months of 2024.

Internal reorganization of the group companies under VinFast Trading and Production JSC (“VFTP”)

· Under the reorganization plan announced earlier this month, a new Vietnam-incorporated company, VinFast Investment and Development Joint Stock Company (“VFDI”) will be spun off from VFTP as a new direct subsidiary of the Company. VFDI will hold certain of the VinFast group’s international subsidiaries, namely a 99.3% interest in Vingroup Investment Vietnam JSC, which in turn will wholly own VinFast’s subsidiaries in France, Canada, the Netherlands, Australia and Germany.

· VFTP will continue to be a direct subsidiary of the Company and will hold the Company’s EV manufacturing business in Vietnam. In addition, VFTP will hold a 99.5% ownership interest in VinFast Commercial and Services Trading Limited Liability Company, as well as 99.8% interest in VinEG Green Energy Solutions JSC.

· The reorganization is an internal exercise, and the Company will maintain its majority ownership of all of its current subsidiaries. Completion of this internal reorganization is subject to obtaining the necessary regulatory approvals.

Shareholder funding

· VinFast’s Founder and Chief Executive Officer, Mr. Pham Nhat Vuong, and his associated companies intend to provide up to VND50 trillion in free grants to the Company and its subsidiaries through the end of 2026.

· In addition, Vingroup Joint Stock Company intends for it and its subsidiaries (collectively “Vingroup”) to provide our subsidiaries incorporated in Vietnam with up to VND35 trillion in loans through the end of 2026.

Recapitalization of VFTP

· Vingroup will make additional capital contributions to VFTP by converting up to VND80 trillion of loans extended by Vingroup to VFTP into preference shares issued by VFTP.

New EV manufacturing facility in Ha Tinh, Vietnam

· In response to increasing demand for affordable EVs and to improve production efficiencies, the Company plans to add a new completely knocked down (CKD) factory in Ha Tinh, Vietnam focusing on VF 3 and VF 5. The factory will be under a long-term lease structure to optimize initial spendings. The factory targets a maximum capacity of 300,000 EVs per year, subject to demand and general market conditions, with a gradual ramp up in capacity and production overtime. The construction of the factory will begin in early December, and the factory is expected to commence operations in 2025.

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1 Includes VF 3, VF e34, VF 5, VF 6, VF 7, VF 8, VF 9 and e-bus.

2 Based on data from the Vietnam Automobile Manufacturers’ Association, Thanh Cong Group and Company internal data (for VinFast only).

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Progress on market expansion

· North America : In November, VinFast started delivering the VF 9 to customers in the U.S. and Canada.

· Indonesia : In the third quarter, VinFast delivered its first VF e34s with right-hand drive configuration to customers in Indonesia. The Company’s planned assembly plant in Indonesia is targeted to commence operations in 2025, with an initial capacity of 50,000 EVs per year. In the fourth quarter, the Company delivered its first batch of VF 5 EVs to the market. As of October 31, 2024, VinFast had 17 dealer stores in 15 cities in Indonesia.

· The Philippines : In September, VinFast opened sales of the VF 3 with a starting list price of 645,000 Pesos (battery-exclusive). During the 12th Philippines Electric Vehicle Summit (PEVS) in October, VinFast opened sales of the VF 7 with a starting list price of 1,470,000 Pesos (battery-exclusive). The Company delivered its first batch of VF 5 EVs in the third quarter of 2024 and is currently accepting reservations for three models in the market: the VF 3, VF 5 and VF 7. As of October 31, 2024, VinFast had eight dealer stores in six cities in the Philippines.

· India : VinFast’s planned assembly plant with an initial capacity of 50,000 EVs per year is preparing for equipment and machinery installation process and is on track to commence operations in 2025.

· Middle East : In October, VinFast held its official brand launch event in the Middle East market and opened its second dealer store in the market, located in downtown Dubai, United Arab Emirates.

Related Party Transactions

· Out of 21,912 EVs delivered in the third quarter of 2024, 22% were to related parties of the Company.

· Out of 18,894 e-scooters delivered in the third quarter of 2024, 5% were to related parties of the Company.

Strategy and Capital Requirements

Our primary target markets remain Vietnam, North America and Europe, and we are regularly evaluating opportunities to enter new countries and regions in Europe, Asia, the Middle East and Africa to grow our global footprint in areas where we identify high potential for EV demand growth. We may establish or enlarge our presence in existing and new markets through a range of distribution models, directly or with strategic public and private partners or agents. To ensure that we continue to have sufficient production capacity to support our current and future operations, we will from time-to-time endeavor to add manufacturing, assembly and distribution capacity across our markets through the expansion of existing infrastructure and new brownfield and greenfield projects. While we remain focused on the mini- through E-segments of the electric SUV market, we are also evaluating the full spectrum of vehicle types for future product development. We continuously monitor our global expansion strategy and have the ability to accelerate, moderate or otherwise deviate from our existing distribution, manufacturing, assembly, marketing and other plans for any market at any time.

Our funding sources for our capital requirements to implement our growth strategy may include loans and grants from our major shareholders and affiliates, the public and private debt and equity capital markets, existing and new third-party loans and borrowing and cash from operations. We are prepared to opportunistically access the debt and equity capital markets, subject to market conditions. We also seek to capture available tax and other incentives and subsidies to reduce our costs of investment and operations.

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