General Automotive Announces Joint Venture Operating Terms
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Acquisition Focused Automotive Company and Notable Ceramics
Research Firm Join Forces in Automotive Fuel Cell and Sensor
Technology Venture
ORLANDO, Fla.--(Business Wire)--
General Automotive Company (OTCBB: GNAU), a North American
provider of parts, accessories and advanced technology for the
automotive industry, announces the operating agreement terms for their
newly created joint venture named Advanced Composite Technology, LLC
(ACT), per the Company's recent 8-K filing denoting such in regard to
its definitive agreement with SenCer, Inc.
General Automotive and SenCer recently formed the ACT joint
venture to develop, commercialize and market SenCer's groundbreaking
UltraTemp(TM) ceramic composite materials for accelerating the
development of energy-efficient, environmentally friendly fuel cell
technologies.
The joint venture also intends to advance the development and
commercialization of next-generation oxygen sensors, which represent a
significant part of the Company's current business, which generated
total annual revenues of $15.3 million in 2007.
ACT's groundbreaking technology solves the two most persistent
problems in fuel cell design; cost and durability, by replacing
expensive platinum conductors with co-fired proprietary ceramic
conductive layers. The technology will also enable the design of more
sophisticated oxygen sensors to help maximize fuel economy and
minimize exhaust emissions for motor vehicles worldwide.
General Automotive President and CEO Joseph DeFrancisci commented,
"Backed by extensive field test data supporting remarkable thermal
properties and the bonding relationship with engineered oxide,
conductive metals and ceramics coatings from SenCer's breakthrough
technology UltraTemp(TM); we believe this new joint venture will
accelerate commercial development of potential industry-changing
devices in the automotive sensor and fuel cell technology markets
globally."
Joint Venture Operating Terms with Commercial Viability Timeline
On July 22, 2008, General Automotive Company (GAC) and SenCer,
Inc. entered into an Operating Agreement which sets forth the
regulations, terms and conditions under which Advanced Composite
Technology, LLC (ACT), the Joint Venture will be operated.
The Operating Agreement provides that GAC and SenCer shall each
hold 50% membership interests in the Joint Venture. Initially, GAC
shall contribute services and incur such costs and expenses as it
shall deem necessary to determine the commercial viability of the
Joint Venture's business, of which services have an agreed-upon value
of $200,000.
In the event GAC becomes satisfied that the business is
commercially viable, GAC shall make additional capital contributions
of up to $750,000 to fund the operations of the Joint Venture and
SenCer shall contribute to the Joint Venture a license to use SenCer's
ceramic composite technology for any and all transportation
applications, all pursuant to an exclusive license agreement by and
between the Joint Venture and SenCer.
If commercial viability has not been achieved by January 15, 2009,
the Joint Venture will be dissolved unless GAC elects to continue its
existence. This early exit clause under General Automotive's control,
not only positions the Company for significantly greater shareholder
value with very little risk, but also the short term time horizon that
both joint venture partners expect to establish commercial viability
by.
GAC shall be the sole managing member of the Joint Venture,
responsible for the day-to-day operations as well as certain marketing
activities for Advanced Composite Technology.
SenCer shall design and develop applications and prototype
products for clients of the Joint Venture. The description of the
Operating Agreement above is a summary and is qualified in its
entirety by reference to the Operating Agreement as filed with the
S.E.C.
About SenCer Inc.
Established in 1996, SenCer Inc. is a technology research firm
that has developed a ceramic composite material, UltraTemp(TM), with
remarkable thermal properties and bonding capabilities. The new
technology has applications in oxygen sensing (automotive and medical
markets); oxygen generation (aluminum - inert anodes, gas generation,
medical); and power generation (fuel cell technology). SenCer
maintains a 20,000 square foot manufacturing facility in Penn Yan, NY.
About General Automotive
General Automotive Company ("GA") is a North American provider of
parts, accessories and advanced technology for the automotive
industry. GA, which is focused on expanding its growth platform
through the acquisition of successful niche manufacturing companies in
the automotive industry, currently has two wholly owned subsidiaries,
OE Source and Global Parts Direct. GA uses its relationships with
manufacturers in China, Korea and Japan to bring state-of-the-art
parts and accessories to automobile manufacturers and major parts
distributors in the U.S. For more information on GA and its products,
visit www.generalautomotive.com.
Safe Harbor Statement
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E
of the Securities Exchange Act of 1934. These forward-looking
statements are based on the current plans and expectations of
management and are subject to a number of uncertainties and risks that
could significantly affect the company's current plans and
expectations, as well as future results of operations and financial
condition. A more extensive listing of risks and factors that may
affect the company's business prospects and cause actual results to
differ materially from those described in the forward-looking
statements can be found in the reports and other documents filed by
the company with the Securities and Exchange Commission. The company
undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
HFC Equity Research Group
Scott Gibson, 407-444-5959
info@heritagefirst.com
or
General Automotive Company
Joseph L. DeFrancisci, 407-363-5633
President & CEO
jdefrancisci@generalautomotive.com
Copyright Business Wire 2008
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