Ontario Auto Parts Distribution Development Ltd. plans to invest $8 million from four Chinese investors to establish an auto parts distribution center and construction company in Waterloo Region, Ontario. The distribution center will help local auto parts manufacturers and service shops by demonstrating and delivering parts in a timely manner. The construction company will oversee development of the distribution center facility. OAPDD expects to own 15% of the construction company, with investors owning the remaining shares. The project aims to set up Canada's largest auto parts distribution and research center to help Ontario's 300+ local auto parts manufacturers expand beyond local and North American markets.

1. Ontario Auto Parts Distribution Development Ltd.
Ontario Auto Parts Distribution Development Ltd.
Investment Plan
(Construction Company)
th
Date: January 4 , 2013
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2. Ontario Auto Parts Distribution Development Ltd.
1 Executive Summary
OAPDD intends to develop, construct and manage auto parts distribution c entre and OAPDD will
set up the parts distribution center in the Waterloo Region to help the local parts suppliers and
auto service shops in the aftermarket industry. Through our innovative distribution platform, the
auto parts manufactured by ON 300 plus local parts manufactures will be demonstrated and
delivered to the end consumers or auto service shops timely, efficiently and effectively, which will
result in more business and add competition/sales powers to the parts manufactures.
2 OAPDD Structure and Investments
The materials provided in the following sections are in an intention to set out the basic
investment structure required to establish and fund the OAPDD Project. The preliminary
proposed structure and investments currently contemplate the following:
(a) Four (4) interested Chinese investors will invest $8 million into a Canadian construction
company (the "Construction Company") which funding will be used to purchase and develop
the site for the OAPDD facility in Waterloo Region.
Funding into the Construction Company is expected to be invested from the Chinese Investment
through Canadian companies (in which Chinese investors will be shareholders) to the
Construction Companies , as applicable.
As the OAPDD business plan is executed upon, it is expected that OAPDD will own approximately
15% of the Construction Company, and the investors will own the balance of the shares. The
management of the Construction Company shall be provided by OAPDD and its management
team and advisors shall consist of software development experts, engineers, accountants, lawyers,
and other professionals. The team has extensive Canadian commercial real estate experience,
software development experience, auto parts distribution experience and also property
management experience, with a strong and well established history in the strategic planning,
management of Property Management and private placement financing.
As consideration for the organization and development of the Corporation and the Projects,
OAPDD, shall be entitled to a Development Fee which is the greater of $150,000 Cdn, or 4 % of
the total project development cost (complete turnkey cost from initial development to final
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3. Ontario Auto Parts Distribution Development Ltd.
delivery) with the minimum amount of $ 150,000 Cdn payable upon Commencement of the
project. The balance if any, shall be payable after completion of the construction cost Audit.
Furthermore, the parties agree that OAPDD shall be entitled to retain all one-time commissions,
fees, grants, or other form of incentives of any kind, granted at the construction stage of each
project. This fee does not include any fees due to third parties, such as commissions, etc. that are
traditionally paid in transactions of this nature, which are not paid by the Developer. For further
clarification, the Development Fee is to reimburse the Developer for all out of pocket costs
incurred in the organization/development of the Project including but not limited to; architectural,
mechanical and structural designs and plans, city and construction permits, professional fees, etc.
Mann Engineering Ltd. (www.mannengineering.com) will be the consulting/construction
company acting as a general contractor to manage the design of the auto parts centre and
generally to manage the construction process of the project until final delivery to OAPDD. A
tender process will be used by Mann Engineering for sub-contractors (including the architectural
firm), as is customary in the industry.
3 Our Objectives;
1. Set up the largest auto parts distributing center in Canada and the largest research and design
center for auto parts manufacturers.
2. Demonstrate and sell auto parts from many manufacturers in one location to provide
consumers with maximum service in a minimum area by using advanced technologies as follows,
 3D display sales terminals developed and maintained by DDD.
 cloud computing
 Radio-frequency identification (RFID) smart warehouse management developed and
maintained by DDD.
 cell phone scan for order tracking and genuine part verification
4 Return on the Construction Company, and expansion plan
Estimated to start from less than 5% for the first year and reach 8% after the first year.
There are other phases to be expanded upon the successful development and operation on these
first two companies.
5 Market Analysis Summary
OAPDD will be participating in an exciting, growing market. Auto aftermarket service has seen
explosive growth in the Canada in the last decade.
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4. Ontario Auto Parts Distribution Development Ltd.
Highlights are as follows:
 The aftermarket is now estimated to be worth $19.4 billion and employs 420,000
Canadians representing 50% of all employment in the automotive industry.
 54% of all vehicles registered in Canada are now over the age of 8 years with the average
age of a vehicle on Canadian roads now standing at 8.54 years.
 There were 22.2 million vehicles registered in 2011 with total annual vehicle kilometers
driven measured at 469.8 billion kilometers or an average of 21,995 kilometers per
vehicle.
 Used vehicle sales represented 65.6% of all vehicles sold in Canada in 2011.
 The average mileage recorded on a retired vehicle is now estimated at 320,000
kilometers.
Ontario is home to five of the world's top automakers, as well as 300+ innovative parts
manufacturers. Our industry employs 88,000 highly skilled workers who produced 2.1+ million
vehicles in 2011 – more than any other North American sub-national jurisdiction.
Canada has been losing market share globally due to having virtually no export markets beyond
the US. According to a report from Scotia Economics, in recent years, Canadian auto part makers
have failed to diversify their business which has caused them to fall out of the list of the top 10
global exporters in the sector. Since there is less demand for auto parts for local and North
American market, the price for the auto parts also goes down. Being able to demonstrate or sell
the ON made auto parts locally and also to other territories are essential to sustain the ON auto
parts manufacturing business.
6 Distribution Patterns/ System Overview
 Smart warehousing technology-high efficiency, accurate
 3D sale terminal
 By 8 AM Delivery and worldwide
 With our shipping alliance-Ebox, a by 8 AM system will deliver huge customer benefits of
Unattended Nighttime Delivery.
 Inventory visibility
 Smart phone trace
7 Conclusion
We are confident that the arrangement mentioned above will establish the Auto Parts
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5. Ontario Auto Parts Distribution Development Ltd.
Distribution Centre in a timely no-risk manner. This will enable us to swiftly move through the
various stages in tandem and should demonstrate the desired results in an effective and efficient
manner to help the ON auto parts manufacturers, auto service shops in the aftermarket industry
and the end users as well.
Steve Xing, VP of Business Development
Ontario Auto Parts Distribution Development Ltd.
Address: 23 Chase Crescent Cambridge
ON, Canada, N3C 0C5
Tel: 01-519-496-3078
Fax: 01-519-658-2179
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6. Ontario Auto Parts Distribution Centre Inc.
Appendix A Software Development Major Milestone
Auto Parts Distrition Centre Development Major Milestone
Projected
Cost$
Secure a industrial zoned land with a size of
0-3 Month
15 to 20 acres
- Look into details on the real estate website
Meet with multiple real estate agents and $2,436,000
-
engage a buyer agent
- Lock up a land for development
Assist in land purchasing, review the zoning
0-12 Month
with the city
Site Plan Application and Building Permit
-
Application
Detailed site plan, architechtural and $831,450
-
engineering designing
- Apply for site plan
- Apply for building permit
- Obtain approval on obth SPA and BP
13- 19 Month Construction Works
- Prepare RFQ for various trades
Award construction works to the winner
-
contractors
$4,250,000
- Start Construction Works
- Finish up the building construction
Complete the interior works and purchase
-
furnitures and required equipement
Relocate from the rental office to the new
20 to 24 Month
built head office
- Set up the software and servers
Set up warehouse demonstration and $106,800
-
storage area to start the distribution
-
-
Total Capital $ $7,624,250
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7. Ontario Auto Parts Distribution Centre Inc.
Appendix B Auto Parts Centre Development 1-12 Months Cost
Auto Parts Centre Development 1st 24 Monthsn Cost
Description Month 1 Month 2 Month 3 Month 4 Month 5 Month 6 Month 7 Month 8 Month 9 Month 10 Month 11 Month 12
Salaries $20,000 $20,000 $20,000 $38,000 $38,000 $38,000 $46,000 $46,000 $46,000 $46,000 $46,000 $58,000
Office Rent+Utilities $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500
Professional Fees $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000
Telephone $150 $150 $150 $200 $200 $200 $350 $350 $350 $400 $400 $400
Equipement (Fixed Asset) $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000
Supplies $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000
Travel $5,000 $5,000 $5,000 $5,000 $5,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000
Meals & Entertainment $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000
Postage & Delivery $200 $200 $200 $200 $200 $200 $200 $200 $200 $200 $200 $200
Dues & Subscriptions $200 $200 $200 $200 $200 $200 $200 $200 $200 $200 $200 $200
Printing/Documentation $400 $400 $400 $400 $400 $400 $400 $400 $400 $400 $400 $400
Allocated Expense
Sum $36,450 $36,450 $36,450 $54,500 $54,500 $59,500 $67,650 $67,650 $67,650 $67,700 $67,700 $79,700
Headcount
Employees Project Manager 1 1 1 1 1 1 2 2 2 2 2 2
Employees Project Engineer 1 1 1 2 2 2 2 2 2 2 2 2
Employees Project Coordinator 1 1 1 2 2 2 2 2 2 2 2 2
Employees Office assistant 0 0 0 1 1 1 1 1 1 1 1 1
Employees Field project manager 0 0 0 0 0 0 0 0 0 0 0 1
Employees Field safety officer 0 0 0 0 0 0 0 0 0 0 0 1
Employees Field security guard 0 0 0 0 0 0 0 0 0 0 0 0
3 3 3 6 6 6 7 7 7 7 7 9
Headcount by Department
Project management 3 3 3 5 5 5 6 6 6 6 6 6
Operations 0 0 0 1 1 1 1 1 1 1 1 1
Field staff 0 0 0 0 0 0 0 0 0 0 0 2
3 3 3 6 6 6 7 7 7 7 7 9
Employees
Manager Sal=$ 8000 per month 8000 $8,000 $8,000 $8,000 $8,000 $8,000 $8,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000
Engineers Sal=$ 6000 per month 6000 $12,000 $12,000 $12,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000
Operations Sal=$ 6000 per month 6000 $0 $0 $0 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000
Field staff Sal=$ 3000 per month 6000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $12,000
Secutiry guard Sal=$ 6000 per month 3000 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
$20,000 $20,000 $20,000 $38,000 $38,000 $38,000 $46,000 $46,000 $46,000 $46,000 $46,000 $58,000
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8. Ontario Auto Parts Distribution Centre Inc.
Appendix C Auto Parts Centre Development 13-24 Month Cost
Auto Parts Centre Development 1st 24
Months Cost
Description Month 13 Month 14 Month 15 Month 16 Month 17 Month 18 Month 19 Month 20 Month 21 Month 22 Month 23 Month 24
Salaries $67,000 $67,000 $67,000 $67,000 $67,000 $70,000 $70,000 $70,000 $70,000 $70,000 $70,000 $70,000
Office Rent+Utilities $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500
Professional Fees $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000
Telephone $800 $800 $800 $800 $800 $800 $800 $800 $800 $800 $800 $800
Equipement (Fixed Asset) $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000
Supplies $1,001 $1,002 $1,003 $1,004 $1,005 $1,006 $1,007 $1,008 $1,009 $1,010 $1,011 $1,012
Travel $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000
Meals & Entertainment $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000
Postage & Delivery $400 $400 $400 $400 $400 $400 $400 $400 $400 $400 $400 $400
Dues & Subscriptions $400 $400 $400 $400 $400 $400 $400 $400 $400 $400 $400 $400
Printing/Documentation $800 $800 $800 $800 $800 $800 $800 $800 $800 $800 $800 $800
Allocated Expense
Sum $90,901 $90,902 $90,903 $90,904 $90,905 $93,906 $93,907 $93,908 $93,909 $93,910 $93,911 $93,912
Headcount
Employees Project Manager 2 2 2 2 2 2 2 2 2 2 2 2
Employees Project Engineer 2 2 2 2 2 2 2 2 2 2 2 2
Employees Project Coordinator 2 2 2 2 2 2 2 2 2 2 2 2
Employees Office assistant 1 1 1 1 1 1 1 1 1 1 1 1
Employees Field project manager 1 1 1 1 1 1 1 1 1 1 1 1
Employees Field safety officer 1 1 1 1 1 1 1 1 1 1 1 1
Employees Field security guard 3 3 3 3 3 4 4 4 4 4 4 4
12 12 12 12 12 13 13 13 13 13 13 13
Headcount by Department
Project management 6 6 6 6 6 6 6 6 6 6 6 6
Operations 1 1 1 1 1 1 1 1 1 1 1 1
Field staff 5 5 5 5 5 6 6 6 6 6 6 6
12 12 12 12 12 13 13 13 13 13 13 13
Employees
Manager Sal=$ 8000 per month $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000
Engineers Sal=$ 6000 per month $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000
Operations Sal=$ 6000 per month $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000 $6,000
Field staff Sal=$ 3000 per month $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000
Secutiry guard Sal=$ 6000 per month $9,000 $9,000 $9,000 $9,000 $9,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000
$67,000 $67,000 $67,000 $67,000 $67,000 $70,000 $70,000 $70,000 $70,000 $70,000 $70,000 $70,000
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9. Ontario Auto Parts Distribution Centre Inc.
Appendix D Auto Parts Distribution 12 Months Operation Cost
Auto Parts Distribution 12 Months Operation Cost
6 month
Description Month 1 Month 2 Month 3 Month 4 Month 5 Month 6 Month 7 Month 8 Month 9 Month 10 Month 11 Month 12 1 year subtotal
subtotal
Salaries $52,000 $52,000 $52,000 $52,000 $52,000 $52,000 $52,000 $52,000 $52,000 $52,000 $52,000 $52,000 $312,000 $624,000
Office Utilities $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $4,500 $27,000 $54,000
Recruiting $12,000 $0 $0 $0 $0 $12,000 $0 $0 $0 $0 $0 $0 $24,000 $24,000
Professional Fees $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $6,000 $12,000
Telephone $150 $150 $150 $200 $200 $200 $350 $350 $350 $400 $400 $400 $1,050 $3,300
Equipement (Fixed Asset) $25,600 $3,600 $3,600 $3,600 $3,600 $3,600 $3,600 $3,600 $3,600 $3,600 $3,600 $3,600
Supplies $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $1,000 $6,000 $12,000
Travel $5,000 $5,000 $5,000 $5,000 $5,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $35,000 $95,000
Leasehold improvement $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $90,000 $180,000
Insurance $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $12,000 $72,000 $144,000
Meals & Entertainment $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $3,000 $6,000
Postage & Delivery $0 $0
Dues & Subscriptions $0 $0
Printing $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $3,000 $6,000
Documentation $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $500 $3,000 $6,000
Allocated
Expense/equipment $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $12,000 $24,000
maintenance and others
Sum $131,750 $97,750 $97,750 $97,800 $97,800 $114,800 $102,950 $102,950 $102,950 $103,000 $103,000 $103,000 $637,650 $1,255,500
Headcount
Employees Manager 2 2 2 2 2 2 2 2 2 2 2 2
Employees Sales/Marketing 3 3 3 3 3 3 3 3 3 3 3 3
Assistant/office
Employees 2 2 2 2 2 2 2 2 2 2 2 2
staff/book keeping
Employees Accountant 1 1 1 1 1 1 1 1 1 1 1 1
Employees Logistics 2 2 2 2 2 2 2 2 2 2 2 2
Employees Facility Manager 1 1 1 1 1 1 1 1 1 1 1 1
Assistant facility manager 1 1 1 1 1 1 1 1 1 1 1 1
12 12 12 12 12 12 12 12 12 12 12 12
Headcount by Department
Sales/Marketing 3 3 3 3 3 3 3 3 3 3 3 3
Operations 7 7 7 7 7 7 7 7 7 7 7 7
Facility
2 2 2 2 2 2 2 2 2 2 2 2
management
12 12 12 12 12 12 12 12 12 12 12 12
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10. Ontario Auto Parts Distribution Centre Inc.
Appendix E Auto Centre Development Estimated Cost
Auto Centre Development Estimated Cost
Estimated Total GFA for
Auto Centre 150,000 sft
The zoning will be industrial zone and building permit is normally 4 to 6 weeks but Site Plan Application
takes about 6 months.
Development Building Engineering Contigencies
City Total $
Fees $ Permit Fees Package $ $
Cambridge $273,000.0 $0.0 $450,000.0 $108,450.3 $831,450.3
Estimated Land Cost $2,400,000
Land Transfer Taxes 1.50%
Land Transfer $ $36,000
Total $3,267,450.27
Appendix F Project Development Phases and Estimated Cost
Project Development Phases and Estimated Cost
The auto center will be develped into a 150,000sq.ft building in phase.
Total Phases 6
Items Phase 1 Phase 2 Phase 3 Phase 4 Phase 5 Phase 6
GFA sq.ft 25,000 25,000 25,000 25,000 25,000 25,000
Construction Cost
$4,250,000 $4,250,000 $4,250,000 $4,250,000 $4,250,000 $4,250,000
and other expenses $
Time line 13 to 20 month To be determined based on the economy on phase 1.
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11. Ontario Auto Parts Distribution Development Ltd.
Appendix G Pro-Forma Income Statement
Pro-Forma Income Statement
Auto Distribution Centre
For 2014 through 2018
Inflation rate 3%
Estimated leasees a year 25
Management fee and sales
5%
revenue annual increase rate
Annual management
$20,000
fee/leasee
Average parts sales a year
$250,000
per leasee
Gross margin from selling
25%
parts taken by DC
Space annual lease fee $/sft $25
After 20 months Development
REVENUE 1st Year 2nd Year 3rd Year 4th Year 5th Year
Rental income $625,000 $643,750 $663,063 $682,954 $703,443
Management/Membership fee $250,000 $500,000 $525,000 $551,250 $578,813
Parts sales revenue $1,562,500 $1,640,625 $1,722,656 $1,808,789 $1,899,229
Gross Revenue $2,437,500 $2,784,375 $2,910,719 $3,042,993 $3,181,484
OPERATING EXPENSES
Others as listed in Auto Parts Distribution 12
Months Operation Cost $1,255,500 $1,293,165 $1,331,960 $1,371,919 $1,413,076
Software cost and maintenace paid to
Software Development Company $583,333 $600,833 $618,858 $637,424 $656,547
Total Operating Expenses $1,838,833 $1,893,998 $1,950,818 $2,009,343 $2,069,623
EBITA $598,667 $890,377 $959,900 $1,033,651 $1,111,861
Investment $7,624,250
ROI 7.85% 11.68% 12.59% 13.56% 14.58%
OAPDD Investment Plan- Construction Company Rev2 Page 11 of 11