NEX Shareholders Give Thai EV Deal Unanimous 100% Approval

NEX Point Public Company Limited (NEX) announced that its Extraordinary General Meeting of Shareholders No. 1/2026, held on 3 August 2026, approved all key agenda items relating to the acquisition of a 100% stake in Thai EV Company Limited (Thai EV). The approval reflects shareholders’ confidence in the Company’s direction to strengthen its capabilities and expand growth opportunities in the commercial electric vehicle market. Agenda items 1–4 each received 100% approval.

Thai EV has operated in the commercial electric vehicle business since 2017, specialising in the marketing of small- to medium-sized commercial vehicles. It has an established sales team and a diverse customer base spanning logistics operators, businesses that distribute goods to branches nationwide, as well as private- and public-sector projects. Between 2023 and 2025, sales of four-wheel commercial electric vehicles increased by 100%, demonstrating the company’s marketing capabilities and ability to reach end users directly.

Combining Thai EV’s strengths with NEX’s product portfolio, which encompasses buses, heavy-duty trucks and tractor units, will create a comprehensive portfolio covering commercial vehicles from small to large models. The integration will also increase cross-selling opportunities, expand distribution channels and enable the Company to respond more effectively to the needs of each customer segment.

At the same time, NEX continues to expand its Commercial EV Ecosystem, ranging from the introduction of the BAW M8 electric multi-purpose vehicle to its collaboration with SINOTRUK in marketing HOWO and SITRAK electric heavy-duty trucks. Combined with Thai EV’s capabilities, this will further enhance the Company’s readiness across products, sales, marketing and after-sales services.

Under the transaction, NEX will acquire 13 million shares in Thai EV for a total value of THB 149.95 million. The consideration will be settled through the issuance of up to 208.27 million newly issued ordinary shares of NEX at an offering price of THB 0.72 per share. Upon completion of the transaction, Thai EV will become a subsidiary of NEX.

Using shares as consideration enables NEX to complete the THB 149.95 million acquisition without using cash or incurring additional debt, helping the Company preserve liquidity without increasing its interest burden. Any share-based payment expense that may arise will be an accounting item and will not directly affect cash flow.

The independent financial adviser assessed Thai EV’s fair value using the discounted cash flow (DCF) method at THB 165.12–201.33 million, above the transaction value of THB 149.95 million and representing a difference of approximately 9–26%. The independent financial adviser considered the acquisition price reasonable.

The shares received by the sellers will be subject to selling restrictions in accordance with the regulations of the Stock Exchange of Thailand. Meanwhile, Mr Kittikorn Pinitwongwiwat, Co-Chief Executive Officer of NEX, will place approximately 45.48 million shares in an escrow account for approximately five years as security for compliance with the stipulated conditions.

The impact on existing shareholders will be limited. Control dilution is estimated at approximately 3.36%, reducing the shareholding of Energy Absolute Public Company Limited (EA) from approximately 77.77% to 75.16%. EA will remain NEX’s largest shareholder and retain clear control over the Company. Price dilution is estimated at approximately 0.97%, equivalent to approximately THB 0.01 per share—for example, from THB 1.01 to approximately THB 1.00. These figures represent theoretical impact calculations only and are not forecasts of the actual market price of NEX shares.

Following completion of the transaction, NEX will accelerate the integration of the two companies’ products, teams, sales channels, customer bases and after-sales services. The addition of Mr Kittikorn to the management team, bringing more than 15 years of experience in the electric vehicle business and marketing across related industries, will strengthen the Company’s market understanding, customer reach and ability to translate its business plans into action.

Mr Vasu Klomkliang, Chairman of NEX, said:

“We would like to thank all our shareholders for their trust in and support for the Company’s direction. Approval of this transaction marks another important step in strengthening NEX across its products, people, sales channels, customer base and after-sales services, enabling the Company to serve the commercial electric vehicle market more comprehensively.

Mr Kittikorn’s experience and market understanding will strengthen our management team and support the effective integration of NEX and Thai EV’s capabilities. Going forward, the Company will focus on improving the efficiency of its sales and after-sales services, while translating these enhanced capabilities into sales and operating performance.

Amid volatility in oil prices and energy costs, business operators are placing greater importance on managing vehicles’ total cost of ownership, a factor supporting the growth of the commercial electric vehicle market. Over the long term, we aim to elevate NEX into a comprehensive Commercial EV solutions provider covering everything from small vehicles to heavy-duty trucks, while translating market opportunities into sustainable growth and value for shareholders under prudent and transparent governance.”