Chapter 88: Joint Venture Agreement
April 15th, 2025 — BGC, Philippines
The soft hum of air conditioning filled the executive boardroom of the Shangri-La Tower in BGC. Outside the panoramic windows, the skyline shimmered beneath the late morning sun, cranes dotting the horizon.
Timothy Guerrero adjusted the cuff of his charcoal-gray suit, eyes scanning the printed pages of the contract laid out before him. The bold black lettering across the top read:
JOINT VENTURE AGREEMENT — TG SEMICONDUCTOR FOUNDRY PROJECT
Across from him sat Jensen Huang, founder and CEO of NVIDIA Corporation, his signature black leather jacket replaced with a formal suit for the occasion.
To Timothy’s right sat Seo Hana, acting today as both aide and notary representative for TG Holdings. On NVIDIA’s side, two executives — Mark Stevens, their Chief Financial Officer, and Dr. Richard Wang, Senior Vice President for Engineering — quietly reviewed the technical annexes of the agreement.
Jensen’s voice broke the quiet. "You’ve gone through every clause, I presume?"
Timothy smiled faintly. "Twice."
"Then let’s make history," Jensen said, leaning forward, pen in hand.
But Timothy held up a finger before the first signature. "Let’s recap the terms one last time. I want it perfectly clear for both sides before the ink touches paper."
"Of course," Jensen said, gesturing for his CFO to proceed.
Mark Stevens opened a leather binder, reading with crisp precision. "As agreed, NVIDIA Corporation and TG Holdings will form a joint entity, Aurion Foundry Corporation. Ownership distribution: 51 percent TG Holdings, 35 percent NVIDIA Corporation, and 14 percent reserved for sovereign or private investment funds, subject to mutual approval."
Timothy nodded. "That allows me to maintain operational sovereignty while leaving room for growth capital."
"Precisely," Mark replied. "The total project valuation stands at thirty-four billion U.S. dollars, divided as follows: NVIDIA’s contribution of ten billion dollars in cash and technology licensing, TG Holdings’ contribution of twelve billion dollars from the remaining chip payment balance, and an additional twelve billion to be raised through private investment, led by Singaporean and Japanese infrastructure funds."
Hana jotted notes on her tablet, occasionally glancing toward Timothy for subtle confirmation.
Dr. Wang continued next, flipping to the technical specifications section. "Construction will be managed by Bechtel International as the primary contractor, with Samsung Engineering and Fluor Philippines as secondary infrastructure partners for utilities and fabrication support systems. Cleanroom standards will comply with ISO Class 1 up to the 3nm node level."
He swiped through several diagrams on the shared screen, massive 3D blueprints of the proposed gigafactory complex.
"The campus will include:
A main wafer fabrication facility capable of producing 40,000 wafers per month at full capacity.
A lithography hall with 10 ASML Twinscan NXE:3800 EUV machines, to be co-financed through NVIDIA’s credit guarantee.
A materials and chemistry plant for resist solutions, copper interconnects, and dielectric gases.
A LithiumX Battery Research Center, to integrate semiconductor-grade battery management systems for automotive and computing use.
A Technology Park and Training Institute, to train Filipino engineers under direct supervision from NVIDIA’s senior specialists."
Timothy leaned back slightly, absorbing the scale. Even after days of negotiation, hearing it spoken aloud still sent a chill down his spine.
"And workforce estimates?"
"Initial phase," Dr. Wang said, "four thousand direct employees, increasing to fifteen thousand by full operation. NVIDIA will dispatch five hundred of its core R&D engineers and process experts for knowledge transfer over the next three years."
Jensen added smoothly, "We’re not just bringing machines, Timothy, we’re bringing brains. Some of our top lithography, AI chip design, and yield optimization specialists will relocate here temporarily. You’ll have access to NVIDIA’s proprietary design suite, Helios CAD, and QuantumMesh architecture planning software. That alone would take your foundry five years ahead of current manufacturing cycles."
Timothy nodded slowly, his mind already racing ahead. "That’s good. Very good."
Hana spoke next, her tone calm but probing. "And in terms of governance, the board composition remains five seats for TG Holdings, three for NVIDIA, and one for the investment consortium?"
"Correct," Jensen replied. "Chairmanship belongs to TG Holdings, but major R&D or export decisions require a two-thirds majority vote, to ensure alignment."
"Understood," Hana said.
Jensen smiled faintly at her precision. "I like your secretary, Timothy. Sharp eye."
Timothy smirked. "That’s why she’s still around."
Mark continued, "Revenue model will follow a contract manufacturing system, clients will place fabrication orders with Aurion Foundry, while NVIDIA guarantees a minimum of $8 billion worth of annual chip orders for the first three years. In return, TG Holdings guarantees 30 percent production allocation exclusively to NVIDIA’s architectures during early-stage output. After that, allocation becomes open to other global clients, OpenAI, Google, Tesla, etc."
Timothy nodded. That clause was non-negotiable, his "strategic independence" secured in writing.
"Profit sharing," Mark went on, "will be proportional to equity, minus reinvestment reserves for technology upgrades and maintenance."
Jensen added, "And to streamline future collaboration, NVIDIA’s legal team drafted a mutual non-compete clause, we won’t enter full-scale fabrication independently in Asia, and TG Holdings won’t develop proprietary GPUs for direct competition. Fair?"
"Fair," Timothy said, signing the acknowledgement beside the clause.
A long silence followed as pages were turned, reviewed, and annotated. The documents were thick, 347 pages, including annexes on environmental compliance, security provisions, and intellectual property protections.
When the final page was signed, Jensen placed his pen down and extended his hand.
"To the future of Aurion Foundry Corporation."
Timothy grasped it firmly. "To the beginning of a new era, one built in the Philippines."
Applause followed, restrained yet powerful. Even the diplomats at the back of the room clapped. For the first time in decades, a country long seen as an outsourcing hub had just become a center of innovation.
After the signing, a toast was held. Champagne glasses clinked under the soft light. Jensen turned toward Timothy with a grin.
"You realize what this means, don’t you?"
"That the world’s going to start paying attention," Timothy said.
Jensen chuckled. "That’s an understatement. Intel, Samsung, and TSMC will be calling within weeks. They’ll want to know what you’re building here. And they’ll be nervous."
Timothy swirled his glass lightly. "They’ll be nervous because NVIDIA is also on board. They’d want to ask why you would finance the construction of a company that will rival them once completed."
"I’ll handle them," Jensen assured. "You better look for the potential sites now in the Philippines so we can start moving."
"No problem with that," Timothy said. "You’ll get an answer soon."