Proposal for the Shanghai Future Bus Co. (SFBC) Antoine Graham, Anthony Nobles, Louisa Rosario, Tracy Snipes, Trevor Waddell, and Danyelle Woodard November 27, 2000 Table of Contents I. About our Company 3 II. Project Objectives 4 III. Financial Proposal 5 IV. Managerial Structure for the Shanghai Future Bus Co. 6 V. Environmental 7 VI. Technology transfer and worker training 8 VII. Conclusion 9 2 I. About our Company: ADALT Corporation is an American fuel cell vehicle manufacturer founded in 1989. At the present, ADALT Corporation employs approximately 420 scientists, engineers, technicians, and support staff. The Greensboro, NC U.S.A., headquarters is the center of the research and development efforts. We have plants located throughout the United States and South America for the production of fuel cell vehicles. ADALT’s high-power, low-maintenance, state-of-the-art fuel cell equipped vehicles have proven to be exceptionally reliable, efficient and economical in real world applications. More than 500 fuel cell vehicles have been delivered to individuals, corporations and government agencies in thirty-eight states and twelve countries, and over 1000 vehicles around the world – including cars, trucks, buses, and ice resurfacing machines. The following team of ADALT executives will be at your disposal for discussion: Antoine Graham, Financial Analyst Anthony Nobles, Management Specialist Louisa Rosario, Project Coordinator Tracy Snipes, Technical Analyst Trevor Waddell, Environmental Analyst Danyelle Woodard, Project Coordinator 3 II. Project Objectives The purpose of this project is to design and manufacture fuel cell equipped buses, in order to alleviate the serious air pollution in China’s Urban centers and to provide new and promising technology. Our company’s technological assets and year’s of experience in fuel cell bus manufacturing include but are not limited to the following: • Corporate Research and Development Staff • Fuel Cell Manufacturing • Design, assembly, operation and maintenance of fuel cell vehicles • Extensive knowledge in public transportation, environmental regulations, operations, etc. in U.S. • Comprehensive operation and technical training II. FINANCIAL PROPOSAL 4 Financial Details: The SBC is interested in forming a joint venture with a foreign company. The foreign company (ADALT) will provide access to technology that will enable SBC to independently produce fuel cells for their buses within five years. The following are charts showing how equity and debt are split among investors. Capital Breakdown: Total Capital Debt Equity 30% 70% • 30% total capital will be in equity, issued stocks. 70% will be comprised of debt, borrowed from international banks, investment firms, or investors issued bonds. Debt and Equity Breakdown: Capital Breakdown Foreign Debt . Foreign Equity Domestic Debt 21% 21% Domestic Equity 9% 49% • • • Shares of the Chinese company shall be no less than 51% Shares of the foreign company shall be no less than 25% and no more than 49% Request by the foreign company (ADALT) is 30% of total shares owned by foreign company and 70% of total remaining shares owned by (SBC) domestic company. 5 EXPECTED REVENUE STREAMS KEY ASSUMPTIONS • Total start-up cost is established (based on initial technology cost, licenses, equipment, building, transportation, cost of salaries, etc.). • Operating at full capacity in 2006 • Sales will steadily increase as bus production increases • Expenses will level-off (maintenance of equipment, loan payment, etc.) TOTAL START-UP COST est. (127 MILLI ON DOLLARS) 2001 2002 2003 2004 net sates 10,800,000 21,600,000 32,400,000 43,200,000 2005 54,000,000 minus 30,100,000 28,700,000 26,200,000 25,000,000 21,200,000 expenses ----------------------------------------------------------------------------------------------------------------------------------------expected revenue -19,300,000 -7,100,000 6,200,000 18,200,000 32,800,000 IV. Managerial Structure for the Shanghai Future Bus Co. Due to China’s legal, economic, managerial, and political environment in joint venture’s related to public transportation. We propose that the board of directors be composed of 12 members: Chief Executive Officer- president / CEO of the Shanghai Bus Co. Chairman of the Board- Financial Advisor/ General Manager Board of Directors: Department of Transportation Director, Environmental Advisor, Chinese Union Leader, Legal Advisor of parent company, Loan Officer of Investing Bank, Joint Venture manager, JV Financial Manager, Technology Technician, Training Coordinator, JV Legal Advisor. 6 V. Environmental Globalization in the market place has created an environment that requires continual improvement. ADALT Corporation has incorporated an environmental management system that is responsible for leading, planning, and controlling all activities with special emphasis in environmental protection. The responsibilities of ADALT’s Environmental Management System (EMS) include the following: • Establish a comprehensive environmental-protection policy • Identify all government regulations and requirements that apply to the organization’s processes, products, and/or services (controlling). • Establish organization-wide commitment to environmental protection (organizing). • Incorporate environmental concerns in all levels of organizational planning including strategic, operational, and procedural (planning). • Establish management processes for achieving performance benchmarks (controlling). • Provide sufficient resources to ensure that performance benchmarks can be achieved on a continual basis (leading). • Establish and maintain an effective emergency preparedness program • Assess organization’s environmental performance against all applicable benchmarks and adjust as necessary (controlling). • Establish a review process for auditing the EMS and identifying opportunities for improvement. 7 • Establish and maintain communication linkages with all stakeholders, internal and external. • Promote the establishment of an EMS in contractors and suppliers. Due to ADALT’s stringent Environmental Management/Control System, we have no problems in complying with China’s Air Pollution Control Law. VI. Technology transfer and worker training: ADALT would send its top consultants into the Shanghai Bus Co. and to identify current technology in use and what new technology we can provide in order to make this joint venture successful. ADALT would send top Plant managers, Quality Assurance Engineers, Mechanicals Engineers, Constructions Engineers, and Maintenance technicians to assist with the training process. The trainers from ADALT would require that each of the Chinese workers complete the training sessions. The training program would last from 7 a.m. to 5 p.m. on Mondays, Wednesdays, and Fridays and from 8 a.m. to 5 p.m. on Tuesdays and Thursdays. The Chinese workers will receive classroom instructions and hands-on training. Each training session will take approximately 12 weeks. Supplemental will include on the job training (OJT). The Chinese workers would be given incentives in completing one or more training programs. VII. Conclusion This joint venture will be in the best interest of the Chinese population who’s goal is a cleaner environment. We will definitely have the best interest of your company in all aspects of this joint venture including financial, environmental, employee satisfaction, 8 and profitability. We hope that this joint venture will enable us to grow together to reach a common goal. This joint venture will deliver a competitively priced fuel cell bus that will meet the needs of the urban areas of China. Together in this joint venture will achieve the goals to develop a striving market. The fuel cell buses will allow us to combine our skills and expertise once your employees are efficiently trained. In all we believe that the fuel cells buses market will definitely be successful. This market has great potential for your company. 9