General Automotive Company (OTCBB:GNAU) is a North American provider of parts, accessories and advanced technology for the automotive industry. The Company is focused on rapid growth through the acquisition of leading, specialized manufacturing companies in the automotive industry.
General Automotive's wholly-owned subsidiary OE Source (OES) provides state-of-the-art original equipment, aftermarket automotive parts and related products at multiple levels of distribution throughout the U.S. and internationally.
Through OE Source, the Company has well-established relationships with major auto manufacturers, vehicle processing centers and distributors across Asia including Japan, Korea and China.
By leveraging their worldwide automotive industry relationships and deep auto parts management expertise at the highest levels, General Automotive Company (GAC) has quickly built a solid operational foundation from their corporate headquarters in Orlando, Florida.
Investors should note that GAC management's smart growth plans include ripe consolidation opportunities in numerous areas within the automotive industry. This revenue rich, value enhancement posture follows their merger/acquisition of OE Source, which helped deliver revenues of $12.4 million in fiscal 2008 and 2007 revenues of $15.3 million, a 209% increase from revenues of $4.9 million in 2006.
General Automotive is uniquely positioned with strong investment banking relationships, a blue chip management team and numerous favorable valuation acquisition candidates during current economic conditions.
WHOLLY OWNED SUBSIDIARY
OE Source [OES] (www.oesource.com) imports and sells hard-to-find, aftermarket auto parts (primarily for Toyota and Honda vehicles) from proprietary sources worldwide.
OE Source's direct relationships with Asian manufacturers facilitate cost savings while maintaining a high standard of product and service quality. The Company's customers include large, multi-national distributors. These distributors resell OE Source products to dealerships, automakers, automotive repair shops and retail outlets. OE Source’s product line includes engine management products such as O2 sensors, speed sensors, throttle position sensors, engine control units (ECU), filters, high performance carbon parts, transmission and brake system components.
OE Source was acquired by General Automotive Company in January 2007.
Automotive Parts
OE Source's Automotive Division is one of the most aggressive and connected auto parts distributors anywhere with direct relationships to the largest Japanese automotive manufacturing companies and China OEMs that extend into most of Asia. Through co-manufacturing plants located in Japan, China, Taiwan, Thailand and Malaysia, OES offers the following automotive products within these product categories.


Engine Management
Oxygen Sensor / Speed Sensor / Throttle Position Sensor / Engine Control Unit
Ignition Parts
Ignition Coil / Ignition Switch
Various Bearings
Clutch / Wheel / Belt tensioner / Idler / Hub Wheel
Brake System
Brake Disc Rotor / Brake Pad Sets
Transmission System
Transmission Solenoid Valve / Filter
Various Pumps
Water Pump / Oil Pump / Fuel Pump
Filters
Oil Filter / Air Filter / Fuel Filter

FUEL CELL TECHNOLOGY JOINT VENTURE
July 2008: General Automotive Company announced a 50/50 joint venture with SenCer Inc. to develop, commercialize and market SenCer's groundbreaking UltraTemp™ ceramic composite materials for accelerating the development of energy-efficient, environmentally friendly fuel cell technologies.
The new joint venture formed as “Advanced Composite Technology, LLC” (ACT) with General Automotive acting as the sole operator, will also advance the development of next-generation oxygen sensors, which represent a significant part of the Company’s current revenue stream.
Established in 1996, SenCer Inc. is a technology research firm that has developed a ceramic composite material, UltraTemp™, 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 has been a behind-the-scenes player in many developments using ceramic composites having researched, consulted with and produced stack components for ENrG's and Siemens Fuel Cell efforts. At this time Siemens fuel cells use UltraTemp™ as a key element in their design, however ACT's design concept is unique and utilizes its proprietary bonded layer structure to reduce cost and increase life.
SenCer has extensive prototyping facilities and maintains a 20,000 square foot manufacturing facility in Penn Yan, New York.
July 30, 2008: General Automotive announce that their Advanced Composite Technology (ACT) joint venture had developed a high-temperature glass/ceramic sealing system for fuel cell and oxygen sensor applications. The development allows for thermal cycling of these devices and completely seals against free hydrogen gas molecules. When combined with their high-temperature composite technology, this system can provide complete hermetic sealing of advanced solid oxide fuel cells and oxygen sensors at a low cost.
This development is an extension of a core glass developed at Los Alamos National Laboratory for space-based atmospheric re-entry.
Now, 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.
A 'CALL TO ACTION' OPERATING AGREEMENT
July 22, 2008: General Automotive Company, a Nevada corporation (GAC), and SenCer Inc., a New York corporation (SenCer), entered into an Operating Agreement under which General Automotive Advanced Technology Group, LLC, a Florida limited liability company (the “Joint Venture”) will be operated.
The Operating Agreement provides that GAC shall contribute such services and incur such costs and expenses to determine the commercial viability of the Joint Venture's business, 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 an aggregate of $750,000 (in cash), 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). The license has an agreed-upon value of $2,000,000. If commercial viability has not been achieved by January 15, 2009, the Joint Venture may be dissolved unless General Automotive elects to continue.
General Automotive Company shall be the sole managing member of the Joint Venture, responsible for the day-to-day operations as well as certain marketing activities. SenCer shall design and develop applications and prototype products for clients of the Joint Venture.
BUSINESS GROWTH STRATEGY
In addition to the almost unlimited potential from their breakthrough fuel cell technology joint venture, the Company's growth strategy centers on increasing automotive parts and mobile electronic sales to existing customers, enhanced penetration of current markets, new product introductions and expanding into new markets through acquisitions.
General Automotive's clearly defined mission is to establish leadership positions in all key product groups.
Since acquisitions are a key element of the Company's strategy, management seeks to identify well-managed, niche-oriented companies with strong national or international distribution and supply chains that manufacture high value-added automotive components.
With GAC management already identifying several acquisition targets with annual sales in a $20 million to $50 million range, current expectations exist for an active period during the 4th quarter of 2008 and 1st quarter of 2009 to potentially add dramatic revenue growth numbers.
However, if General Automotive targets and closes several more acquisitions over the next 15 months, the Company could exceed its $100 million annual run rate goal by 2010 fiscal year-end.
BONUS COVERAGE FOR ACT JOINT VENTURE
Advanced Composite Technology's Core Technology
SenCer Inc. has developed a ceramic composite material called UltraTemp™ based upon ceramic fiber/ ceramic matrix combinations. These materials have exhibited excellent thermal and temperature stability as high as 1800°C. The physical pore structure and fiber physiology have allowed an unprecedented bond when coatings of high purity oxide and metals are placed on the surface and co-fired with the composite.
Backed by field test data supporting UltraTemp's™ remarkable thermal properties and the bonding relationship with engineered oxide, conductive metals and ceramics coatings; SenCer can now develop devices based upon this new technology in the oxygen sensing (automotive and medical markets), oxygen generation and power generation (fuel cell technology).
This breakthrough approach can inherently improve the current generation of technologies and should lead directly to patent protectable developments in advanced ceramics.
Advanced Composite Technology's O2 Sensor Technology
This technology has already been used to produce a ceramic based heater similar to the commercial Japanese automotive heater as well as some first O2 circuits during a fuel cell demonstration program. The proposed oxygen sensor would contain a thick film sensor containing the heater and ion conductor layer as a leaded insert.
This design will fit into the current thimble housing and lends itself to automated manufacturing. Advanced Composite Technology already has developed a high temperature seal coat which is stable to 1400°C and can be masked around the sensor element.
Proprietary electrode technology is already developed to replace platinum and SenCer has ink production facilities at its disposal.
The following image displays the thick film design concept of the UltraTemp™ Automotive Sensor.

Existing Oxygen Sensors

Oxygen sensors are used in modern automobiles to control the fuel and ignition systems to optimize a car's performance in the areas of emissions and fuel economy. Sensors are located before and after the catalytic converter to check on the amount of oxygen in the exhaust. The sensor sends signals to the car's on-board computer, which then can adjust several variables, including air/fuel ratio and timing, in order to bring the engine into the optimum operating range.
Commercialization
The Company's first revenue stream through Advanced Composite Technology, will come from licensing their O2 sensor technology. ACT has the methods and technology to significantly cut the materials costs of O2. This same technology has many other automotive applications and the joint venture is targeting the technology for worldwide licensing availability within the next 12 to 24 months.
Several significant differentiating features should definitely generate strong interest on the part of the world's leading O2 sensor manufacturers. First and foremost, the current technology requires the use of platinum, a very expensive material. ACT’s design uses ceramic composites and Cermet materials instead. Secondly, one of the principle problems in O2 sensor design is the cover of the tip. These tips corrode and are a major cause of component failure.
ACT can avoid this by creating an Ultra-Temp™ tip that is porous and resistant to the harsh conditions within the exhaust system. General Automotive's joint venture with SenCer should be ready to patent and protect this technology in less than 12 months. At that point, ACT will show prototypes to the largest O2 sensor manufacturers worldwide and begin licensing the technology.
Market
The Market for Oxygen Sensors
Global automobile production is currently 71 million vehicles per year. Each vehicle has an average of 2 oxygen sensors per bank of cylinders. Air quality legislation mandates tighter emission controls and the number and complexity of oxygen sensors is increasing. In fact, recent legislation in the United States doubled the number of oxygen sensors in each vehicle.
Additionally, as these vehicles age (80,000 – 100,000 miles) every oxygen sensor will have to be replaced. Current estimates of the global market for oxygen sensors (including Tier 1 OEM supply and aftermarket) to be greater than $8 billion annually and growing.
Because oxygen sensors are a primary revenue source for General Automotive's existing business, they have well-established contacts and relationships with several major manufactures.
Indeed, each of the following leading manufacturers are a potential customer for Advanced Composite Technology’s breakthrough 02 Sensor technology, including:
ROBERT BOSCH: The oxygen sensor, which was first developed by Bosch more than 30 years ago, are supplied to virtually every automaker in the world, and are an integral part of the engine management system.
The Bosch Group is a leading global supplier of technology and services. In the areas of automotive and industrial technology, consumer goods, and building technology, some 272,000 associates generated sales of over 46 billion euros (over $63 billion) in fiscal 2007.
The Bosch Group comprises Robert Bosch GmbH and its roughly 300 subsidiary and regional companies in over 50 countries. Bosch spends over three billion euros ($4.5 billion) each year for research and development, and in 2006 applied for over 3,000 patents worldwide.
Bosch employs approximately 25,000 associates in more than 80 locations throughout the U.S., Canada and Mexico, with reported sales of $9.5 billion in fiscal 2007.
DENSO: Established in 1949 as Nippondenso Co. Ltd, DENSO is a member of the Toyota Group of companies. In a way, Denso is to Toyota what Delphi is to General Motors, or what Visteon is to Ford, or Keihin to Honda.
Originally, DENSO was the electrical component manufacturing division of Toyota Motor Corporation. DENSO operates in 32 countries and regions. Approximately 119,000 associates are active in all aspects of the automotive business -- sales, product development and design and manufacturing -- working in cooperation with regional car manufacturers and suppliers to provide the most suitable solutions to regional requirements. Global consolidated sales totaled US$40.2 billion for fiscal year ended March 31, 2008.
NGK: NGK Spark Plug Co., Ltd. is a public company established in 1936 with central operations in Nagoya, Japan. NGK is involved in the manufacturing and selling of spark plugs and related products for internal-combustion engines and new ceramics and applicable products. NGK Spark Plug Co. is headquartered in Aichi Pref, Japan. As of March 2007, NGK employed 10,407 worldwide.
As a company with ceramics as a core technology, General Automotive Company believes that NGK would be very interested in licensing ACT's technology.
NGK operates a network of 7 liaison offices, 12 sales offices, 13 production sites and 2 technical centers worldwide and has a reputation for very high quality products.
NGK Spark Plugs (U.S.A), Inc.'s corporate headquarters is located in Wixom, Michigan. NGK Spark Plugs (U.S.), produces product from two manufacturing locations. One in Irvine California, which produces spark slugs and another in Sissonville, West Virginia -- which produces both spark plugs and Oxygen Sensors.
Advanced Composite Technology’s Fuel Cell Technology
The proposed Fuel Cell Design stack design utilizes the same basic technology as proposed for the oxygen sensor. Proof of concept has been completed through a program funded by the New York State Energy Research Agency (NYSERDA). Most of the base concept work was done during this feasibility study with highly encouraging results.
Although final fuel cell output has yet to be established, earlier work on an inert anode cell showed it's potential output at 2 to 3 times existing technology. Further work continues for exact aging and power output data as well as to simulate the best design.
Initial UltraTemp™ SOFC Fuel Cell

Once again, ACT's groundbreaking technology solves the two most persistent problems in current fuel cell design {cost and durability}… by replacing expensive platinum conductors with co-fired proprietary ceramic conductive layers. This is an entirely new delvelopment that positions General Automotive at the forefront of this important breakthrough through their joint venture with SenCer, who has provided research and core ceramic materials to some of the leading developers of solid oxide fuel cells (SOFC) over the last 10 years.
Future Revenue Models for their Fuel Cell Technology
Two of the current business models in the fuel cell industry are stack developers and IP producers. Stack developers manufacture fuel cell stacks for use by third parties. IP producers work on producing intellectual property which they lease/license to third party companies.
General Automotive's joint venture model is a hybrid of both as they will develop and manufacture fuel cell stacks and stack components -- but also license the technology, supply the proprietary ingredients and lease the special machinery to large companies who wish to ramp up production systems. This puts them in control of the production process and ACT in control of the technology.
Further, ACTs license gives it ownership of all future developments created under the ACT umbrella. This is a significant potential revenue stream as technology developed under the ACT license can be used in many applications.
The Company believes they can generate commercial revenue from fuel cells within 4-6 years and that their SOFC technology will meet all transportation criteria at a much lower cost, with rapid start up, less specialized fuel and with longer life expectancy.
Fuel Cell Applications Worldwide
Large Stationary: Fuel cells can be used in large stationary applications to provide electricity and heat. Their attractiveness includes their efficiency and low emissions. They are also of use in areas not served by a national power grid or where the national grid is unreliable and backup power is required. With operating temperatures as low as 80°C, fuel cells can be installed in households and light commercial operations as well as large industrial operations.
Small Stationary: There is significant potential for small stationary units (which are being defined as power output below 10kW). In this field the heat and power requirements of private households or small businesses could be met by low temperature proton exchange membrane (PEM) or SOFC.
Units could power individual houses or groups of homes and could be designed to meet all of the energy requirements of the inhabitants, or only the base load, with peak demands covered in
another way. Initially at least, in most cases natural gas will provide a source of hydrogen fuel. As well as residential applications small stationary fuel cells could also be used to power remote sites, or as premium power supplies. In these areas, the fuel could be hydrogen.
Portable: Fuel cells promise to be an important source of power for mobile electronic devices,
offering key advantages over conventional batteries, such as increased operating times, reduced weight and ease of recharging.
Military: Military applications are expected to remain a significant niche market for fuel cell
technology. Their efficiency, versatility, extended running time and quiet operation make fuel cells extremely well suited for the power needs of military services. In various forms, fuel cells could provide power for the majority of military equipment from portable handheld devices used in the field to land and sea transportation.
Transportation: Fuel cell technology promises to meet the most stringent emissions legislation. However, if fuel cells are to replace the internal combustion engine, the technology must not only meet tightening legislation, but also be able to reach operating temperature rapidly, provide competitive fuel economy and give a responsive performance.
At present most light vehicle applications are using Proton exchange membrane fuel cells (PEMFC). With a low operating temperature (80™C), PEMFC can reach operating temperature quickly. Rapid start up has been the principle reason that PEMFC has been adapted in LDV applications.
Unfortunately, the high cost of platinum comes with the PMFC design and this has held the industry back as unit cost per KW has been prohibitive to widespread commercial adaption.
Able to respond rapidly to varying loads, fuel cells are twice as efficient as internal combustion engines. In order to avoid catalyst poisoning at this low operating temperature PEMFC need uncontaminated hydrogen fuel. Most major vehicle manufacturers regard the PEMFC as the successor to the internal combustion engine. Successful tests of buses have already taken place in several cities.
In addition to vehicle locomotion, fuel cells are being commercialized for use as Auxiliary Power Units (APU's ) for recreational vehicles, trucks and marine applications.
KEY MANAGEMENT
Lead by chief executive, Joseph DeFrancisci, General Automotive Company is actively pursuing targeted acquisition candidates with high selectivity, vigorous due diligence and favorable financing.
Joseph L. DeFrancisci
President, Chief Executive Officer and Director
Joe DeFrancisci has a 20+ year track record of successfully leading companies through start-up and growth, improving operations and building value. Prior to joining General Automotive to guide its development into a leading provider of aftermarket products to the Tier 1 automotive sector, Mr. DeFrancisci was Senior Vice President of Worldwide Operations for Grindmaster Corporation, a global leader in the beverage dispensing equipment industry with marketing operations in more than 90 different countries. Prior to that, he served as Senior Partner with the Highwood Group LLP, a consulting firm focused on competitive strategy and operational effectiveness. From 1996 - 2000, Mr. DeFrancisi was President and Chief Operating Officer of Pasta Montana LLC, a start-up food company heralded as one of the fastest growing and best-managed food companies of its time.
Mr. DeFrancisci's early career is highlighted by his 15-year tenure with Demaco/Howden Group, a leading manufacturer of highly engineered capital equipment, during which he earned rapid promotions to Vice President-level management roles in sales, marketing and operations. He earned a BS in Industrial Technology Education from the State University of New York and is an alumnus of the Advanced Executive Program of the Kellogg Graduate School of Management - Northwestern University. In addition to belonging to various professional and alumni organizations, he serves on the Advisory Board of Univedant Corporation, a Chicago-based advanced engineering firm.
Dan Valladao
Chairman and Founder / Business Development and Director
One of the founders of General Automotive Company, Dan Valladao has 25 years of automotive experience, including in the retail, wholesale and OEM sales channels, and was instrumental in increasing the company's sales from just over $3 million in 2004 to $15 million in 2007. Prior to co-founding General Automotive, Mr. Valladao served for five years as Vice President of Sales and Marketing for APS International, a global manufacturer and distributor of automotive product. He was previously responsible for sales to OEM companies such as Ford, GM, Chrysler, Honda and Toyota for HSG Corporation, a large manufacturer's representatives firm. In 1988, Mr. Valladao served as Executive Vice President to Mobile Living Corporation, a retailer of vehicle accessories, building the company into a multi-store chain with sales in excess of $20 million within five years.
Harry Christenson
Chief Financial Officer
Mr. Christenson is an accomplished senior financial executive with more than 30 years' of experience in operating and managing complex international businesses. He recently served as a Director and Chief Financial Officer of LNG Holdings, SA, the parent company of LambdaNet Communications, a pan-European supplier of network-related telecommunications services. Among his achievements was the successful turnaround of the company, concluding with a transfer of ownership by its private equity holders to a U.S. public ISP network operator. Previous positions include Director and Chief Financial Officer of Precell Solutions, Inc.; Chairman of the Board and Chief Financial Officer of Octagon, Inc; and Director, Chief Operating Officer, Chief Financial Officer and Executive Vice President of Penril DataComm Networks.
Mr. Christenson received a Bachelors Degree in Accounting from Fairfield University and a Masters Degree from the University of New Haven, CT.
Tim Alford
President, OE Source
For more than 25 years, Mr. Alford has specialized in sales and marketing of electronic components with both OEM and global distribution channels. He joined General Automotive as President of OE Source, a wholly-owned subsidiary, in 2004. Earlier in his career, he served as Operations and Marketing Manager for multi-billion dollar global electronic distributors such as Arrow Electronics (2000-2004), Future Electronics (1997-2000), and Milgray Electronics (1991-1997). He also served as Regional Distributor Sales Manager for AVX Corporation, a NYSE-listed OEM manufacturer with 20 facilities in 12 countries, from 1979-1984 and from 1987-1991. Mr. Alford's primary responsibilities in these roles were to provide management direction relating to all aspects of product procurement and inventory control. In addition, he provided sales and product expertise to customers and the sales force.
General Automotive Company
Board of Directors
Dan Valladao, Chairman
Joseph DeFrancisci
Tim Alford
Anthony Dowd
Ken Adams
GAC Independent Directors
Anthony Dowd (49), is the Managing Partner of Charter Oak International Partners, a private equity partnership based in Westport, Connecticut, as well as a General Partner of Charter Oak Partners, a thirty-two year old equity hedge fund. From 1997 to 2007, he was the Managing Partner of Charter Oak Capital, a private equity co-investment fund. During his 15 years at Charter Oak, he directed and led the partnerships’ acquisition of, or investment in, privately held businesses. Since founding the private equity business for Charter Oak, he and his team have completed over 45 acquisitions. Mr. Dowd graduated with distinction from the U.S. Military Academy at West Point with a B.S. Degree in Engineering in 1981 and earned an M.B.A. from the Wharton School of the University of Pennsylvania in 1988. Mr. Dowd currently serves on the Board of Directors of several privately held businesses.
Kenneth Adams (62), was Vice President and Chief Financial Officer of Saab Cars USA, Inc., a subsidiary of General Motors Corporation and a wholesale distributor of Saab cars, parts and accessories with annual sales of more than $1 billion, from April 1992 until his retirement in February 2005. He also served on the company’s Board of Directors from 1992 until December 2007, where he chaired the Audit Committee from May 2006 through December 2007. Mr. Adams joined Saab in 1974 as Treasurer and held roles of increasing responsibility over his 31 years with the company. In addition to being responsible for all its financial activities, controls and reporting as CFO, Mr. Adams was a member of the executive team, operations team, and chairman of the pension committee. In addition, July 1997 through December 2002, Mr. Adams served as the CFO of Saab Financial Services Corp., a stand alone financial services company that provided retail and lease financing products to Saab dealers in the U.S. Mr. Adams, who will serve as Chairman of General Automotive’s Audit Committee once that body is established, is a C.P.A. He holds a bachelor’s degree in Finance from St. Mary’s University, awarded in 1968.
Advanced Composite Technology, LLC
Management
Joseph L. DeFrancisci, Chairman and CEO, Managing Member
David Burt, Chief Technology Officer
Mr. Burt began his career with Eagle-Picher's Miami Research Laboratory as a Project Engineer where he was quickly promoted to group leader and directed a variety of materials processing and characterization projects. The work included physical and mechanical properties testing, computer analysis programming, high temperature furnace design, control and fabrication, and material synthesis. His interest in process control led to a strong involvement in the design and application of microprocessors.
In 1984, in conjunction with Dr. Darrell Ownby, Mr. Burt started MRD Corporation and in 1987 Digital Controls Incorporated (DCI) with the objective of developing such a controller and peripherals. As President of MRD, and R&D Director of DCI, Mr. Burt directed the design, development and construction of many process control systems targeted for the materials field. His primary effort has been in advancing materials processing programs through software development, electronic design, system architecture, and interfacing hardware and software systems to complex material processing tasks. In 1991, Mr. Burt started St. Louis based consulting company called ARETE where he continued to develop process control systems. Mr. Burt started SenCer, Inc. in New York in of 1995.
M.S., Ceramic Engineering, University of Missouri-Rolla, Rolla, Missouri, May 1990.
B.S., Ceramic Engineering, Alfred University, Alfred, New York, 1978
Harry Christenson, Chief Financial Officer
ACT Board of Directors
Joseph DeFrancisci
David Burt
Sam Reeder, Board of Directors
B.A. Hamilton College, 1950. M.B.A. Harvard University, 1957. U.S.A.F. 1951 – 1955, with combat tour in Korea. Employed by Champion Paper Company in Hamilton, Ohio 1957 – 1964 in various sales and marketing roles. Moved to the Graphic Products Division of Itek Corporation in 1964. Served in increasingly responsible positions in product, marketing and executive management, becoming Senior V.P. of Sales & Marketing before leaving in September, 1985. Acquired Ferronics in May of 1986, assuming the role of Chairman and C.E.O. Passed C.E.O. title to Tim Reeder on 11/1/99, remaining as Chairman. Mr. Reeder is an investor and an advisor to SenCer Inc.