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Anhui Jianghuai Automobile Co., Ltd. (hereinafter referred to as Jianghuai Automobile or the Company) and NC2 Global LLC (hereinafter referred to as NC2) signed a framework agreement for joint-stock cooperation in Hefei, Hefei, on September 28, 2009 to discuss the establishment of a Sino-foreign joint venture in Hefei, Anhui Province. The company is responsible for the production, manufacture and sale of medium-heavy trucks and truck parts.
After being satisfied with the due diligence of both parties, the joint venture and cooperation will be reported to the company's and NC2's respective board of directors, shareholder meeting, and government authority for approval.
Second, the basic situation of the joint venture
1. Anhui Jianghuai Automobile Co., Ltd. is one of the large-scale automobile enterprises in China. The registration place is No. 176, Dongliu Road, Hefei City, Anhui Province. The legal representative is Zuo Yan'an. The registered capital is 1.289 billion yuan. The main research and development, production and sales are as follows. Multifunctional commercial vehicles, off-road vehicles, cars, full range of trucks and coach chassis and engines, transmissions and other auto parts business. For more information about JAC, see http:.
2. NC2Global LLC: Navistar International Corporation (hereinafter referred to as "Navistar International Corporation" (hereinafter referred to as "Navistar, a company listed on the New York Stock Exchange, which mainly produces the International brand of commercial, military trucks, and MaxxForce brand diesel engines, see http:) for details. Caterpillar Inc. of the United States (hereinafter referred to as Caterpillar, is the world’s largest manufacturer of construction machinery, mineral equipment, diesel and natural gas turbines, see http://) according to the ratio of 50%:50%, according to the United States of Delaware. A legally-funded joint venture company with its principal place of business at 27501 Bella Vista Parkway, Warrenville, Illinois 60555. USA, which uses Navistar and Caterpillar's product technology and sales network to develop and produce products in markets outside of North America. And sales of commercial trucks.For more information on NC2, see http:.
III. Plan to establish a joint venture company in heavy trucks
1, the nature of the company: limited liability company
2. Business scope and capacity planning: development, design, testing, production, assembly, marketing, sales, distribution, and product support (including the provision of spare parts and after-sales services) for medium and heavy trucks. It is expected that the joint venture will initially increase the Company’s existing production of medium and heavy-duty trucks by a factor of three, and its future output will gradually increase. At the same time, the JV will have relevant engine strategies to support the joint venture's development of medium and heavy trucks.
3. Registered capital and total investment: The total investment of the joint venture company will be not less than RMB 2 billion. The registered capital of the joint venture company will be no less than RMB 800 million. The final number of initial registered capital and total investment will depend on the results of due diligence and asset assessment.
5. Management composition: The board of directors consists of 8 directors, including 4 of the company and NC24. The board of supervisors, the managerial level, the chief financial officer, etc. are stipulated in accordance with the law and the "Article of Association of the joint venture company."
6. Research and development: The joint venture company will use Jianghuai Automobile's existing R&D facilities to set up a special middle and heavy card R&D center in Hefei, using the management expertise and technical resources of both parties, and through NC2 and Caterpillar and Navistar. The global network of technicians collaborates on product design and R&D to develop new products suitable for domestic and foreign markets.
Fourth, the joint venture project's impact on the company
This joint venture and cooperation is one of the important measures for the adjustment of the company's products and investment structure. It not only can obtain world-class product, technology, management, and other business support in the medium- and heavy-duty card industry, but also has positive effects on the realization of the company’s long-term strategy and value enhancement. effect.
Anhui Jianghuai Automobile Co., Ltd.
September 28, 2009
View related topics: Joint venture hot car
I. Overview of joint ventures and cooperation
4. Equity ratio and funding method: The proportion of the two parties in the joint venture company is 50%:50%. In the initial investment, the company will invest the assets and business of almost all of its medium trucks and heavy trucks as joint ventures, including R&D facilities, production bases, and sales networks. The specific value will be determined by the assessment value, and NC2 will contribute cash. And provide joint ventures with certain industrial property rights.