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The Joint Venture Floor
What the Joint Venture Was Designed to Do
American automakers brought three things to the Battery Belt JV table: brand relationships with American consumers, existing manufacturing footprint in right-to-work states, and access to the IRA credit architecture that required American production and sale. Korean and Japanese battery companies brought what the American partners did not have: proven gigafactory construction and operations experience, validated cell chemistry and manufacturing processes, and the engineering workforce to execute at speed.
The joint venture structure allowed both parties to get what they needed. The American partner gets cells. The foreign partner gets American market access and IRA credit participation. What the structure does not transfer — and was not designed to transfer — is the technology, the IP, or the manufacturing process knowledge that makes the battery valuable.
| JV / Facility | US Partner | Battery Partner | IP Note |
|---|---|---|---|
| BlueOval SK KY & TN · Restructured 2025 |
Ford Motor Company | SK On · Korea | Cell chemistry and manufacturing process IP remains with SK On. Ford takes KY plants; SK On takes TN. Technology not transferred. |
| Ultium Cells OH & TN · UAW represented |
General Motors | LG Energy Solution · Korea | LGES holds pouch cell technology and manufacturing process IP. Spring Hill TN LFP chemistry pivot was an LGES technology decision, not a GM decision. |
| StarPlus Energy Kokomo, IN · Stellantis |
Stellantis | Samsung SDI · Korea | Samsung SDI holds prismatic cell technology IP. Construction slowed 2025 on EV demand softness — volume decision shared; technology stays with SDI. |
| Toyota TBMNC Liberty, NC · PPES architecture |
Toyota Motor Corp. | Panasonic · Japan | JV architecture through Prime Planet and Energy & Solutions (PPES). Prismatic NMC technology IP sits with PPES. $13.9B facility — largest Belt investment. |
| Panasonic Energy De Soto, KS · No US partner |
— No US partner — | Panasonic · Japan | Wholly foreign-owned. Cylindrical cell technology fully proprietary. Built on American land with state incentives. Zero American equity. |
50/50 on Paper — Not on Technology
The equity split in a battery JV — typically structured near 50/50 — describes who shares the profit and loss. It does not describe who controls the asset that makes the facility valuable. That asset is the manufacturing process: the electrode formulation, the cell architecture, the formation protocols, the quality control methodology. These are what differentiate a battery company from a building with equipment in it.
In every major Battery Belt JV, battery technology IP sits with the Korean or Japanese partner. The American automaker does not license its vehicle design to the battery partner. The battery partner licenses its cell manufacturing process to the JV — under terms that persist independent of any IRA credit schedule. When EV demand softened in 2025, the decisions about production volume, cell chemistry adaptation, and facility utilization were informed by the technology partner's interests as much as the American partner's.
The equity split says 50/50. The technology says otherwise. American battery manufacturing owns half the building. It does not own what happens inside it.
What Happens When a Partner Wants Out
The BlueOval SK restructuring gave the American market its first real-world test of what JV exit looks like in practice. When Ford's EV losses mounted, the restructuring allocated the facilities — it did not terminate them. Ford took the Kentucky plants, which are closer to Ford's existing supplier network. SK On took the Tennessee plant, retaining its American production presence and IRA credit access without Ford's balance sheet exposure.
Decision: GM and LG Energy Solution announced that the Spring Hill, Tennessee Ultium facility would pivot from NMC to LFP (lithium iron phosphate) chemistry, targeting energy storage systems and data center / AI power applications rather than EV propulsion.
What changed: The cell chemistry, the electrode materials supply chain, and the end-market the facility serves. The physical footprint — 2.8 million square feet, one of the largest manufacturing structures in Tennessee — did not change.
Who made the decision: The pivot was driven by LGES's assessment of where LFP demand was accelerating. The American partner's EV program requirements were one input. They were not the decision.
FSA finding: A facility built with American public subsidy to serve American EV manufacturing now produces storage cells for data centers, on a technology timeline set by the Korean battery partner. The IRA governance architecture contains no mechanism to prevent or require justification for this outcome.
What remains after a JV exit — the physical asset, the workforce, the land — is American. What leaves with the exiting foreign partner — the cell chemistry knowledge, the manufacturing process, the supplier relationships for upstream materials — is not subject to the same geographical anchor.
The Joint Venture Floor Is a Ceiling
The Joint Venture Floor is not a foundation. It is the structural level above which American ownership of battery manufacturing technology does not rise. The facilities are American. The land is American. The equity is roughly half American. The technology, the manufacturing process knowledge, the cell chemistry IP, and the strategic decisions about what a facility produces and for whom are not straightforwardly American, and were not designed to be.
The Ownership Architecture — What the Evidence Supports
The joint venture structure is the mechanism through which the IRA's public capital subsidy was converted into foreign-technology-controlled manufacturing capacity on American soil. The buildings are American. The most valuable component of what they produce — the cell chemistry, the manufacturing process IP — is not American, and was not designed to be.
| Finding | Basis | Status |
|---|---|---|
| Cell chemistry and manufacturing process IP retained by battery partner in all Belt JV structures | Corporate structure analysis; JV disclosure documents; press record | Documented |
| IP not transferred to JV entity in any major Belt structure | Structural analysis of JV agreements as publicly disclosed | Documented |
| BlueOval SK restructuring: Ford exits TN, SK On retains plant | Company announcements 2025; press record | Documented |
| Ultium LFP pivot: LGES technology decision, not GM decision | Company announcements; press record | Documented |
| Panasonic De Soto: wholly foreign-owned, no American equity partner | Corporate filings; company announcements | Documented |
| Mineral supply chain control | JV structures have no upstream mineral authority — see Post 4 | Post 4 |
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