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This document is solely for the use of NetLogistik. No part of it may be circulated, quoted, or reproduced for distribution without prior written approval from NetLogistiK. Este plan de negocios fue donado por NetLogistik a Endeavor México CONFIDENTIAL Business Plan- Draft May 28, 2000 This report is confidential. No part of it may be circulated, quoted, or reproduced for distribution without prior written approval from Emerald Internet Ventures.
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Ejemplo Plan de Negocios

This document is solely for the use of NetLogistik. No part of it may be circulated, quoted, or reproduced for distribution without prior written approval from NetLogistiK.

Este plan de negocios fue donado por NetLogistik a Endeavor Mxico

CONFIDENTIAL

Business Plan- Draft

May 28, 2000

This report is confidential. No part of it may be circulated, quoted, or reproduced for distribution without prior written approval from Emerald Internet Ventures.

CONTENT

Executive Summary

1. Industry overview

Business concept

NETLogistiK product offering

Competitive landscape

Financials

Implementation

AppendixConfidential - Emerald Internet Ventures

2

EXECUTIVE SUMMARY

What is the Business Concept?

NETLogistiK is an electronic logistics marketplace NETLogistiK will develop an Internet based B2B logistics marketplace in Latin America with the objective of allowing shippers t o manage and contract their freight transportation needs more efficiently. NETLogistiK will focus on the medium/large cargo market. The line of service will range from single to multiple truckload shipments.

What is the opportunity?

The market is attractive large, fragmented and inefficient The Latin American for-hire transportation market is calculated at $50-60 billion NETLogistiK will originally focus on trucking, which represents around 80% of the market Preliminary estimates show that NETLogistiK could generate revenues in the range of $250 million by 2003/4 The industry is highly fragmented. Top 10 players have less than 2% market share Shippers have to rely on several carriers to fulfill their shipping needs. The average medium/large-size company in LatinAmerica interacts with over 15 carriers Currently there is no efficient way to contract and compare shipping services

The marketplace solution is attractive to both shippers and carriers Shippers will benefit in terms of transportation cost and service by extending the choice of carriers and reducing purchasing costs Carriers will benefit from expanding their customer reach and the opportunity to optimize back haul loads (return trip)

The development of e-commerce will fuel the size of the market further The surge of electronic commerce will add to the number of shipments by promoting trade across geographies Additionally, the frequency of shipments will increase as a result of more coordination and communication across companies.

How will NETLogistiK business model work?

Main revenue will come as a percentage of transactions NETLogistiK will derive most of its revenues from transaction commissions (e.g., 2-3.5.5%1) and cargo insurance referral.Additionally, it will generate reveunes from other products/services such as customs advisory, warehousinagnd cargo management, and clearing services Once NETLogistiK captures a critical mass of trucks in the systemit, will offer a vertical market of spare-parts for trucks (e.g. tire s and purchasing aggregation servicesfor gas and lubricants

High-margin business This web-enabled intermediary model wilbl enefit from lowcapital intensity andhigh operational leverage. Resulting in high operating margins (50%) similar to those of other virtual marketplaces (e.g. Ebay, CommerceOne, etc)

Success will be based on early alliances and partnerships with key players To begin operations NETLogistiK will develop alliances and partnerships with key forwarders, carriaenrsd shippers using stock options Shipper acquisition will be through joint marketing agreements with B2B verticals and through targeted sales efforts focused o leading brick and mortar companies.

Operations will focus on main Latin American markets Operations would first start in Mexico, Argentina and Brazi,l to then expand to other attractive markets We expect to achieve economies of scale by sharing the technology across several markets

Is this a proven model?

Similar models are working in the U.S- Latin America is still up for grabs! Similar business models are already working in the U.S (e.gC.,arrierPoint, Celarix, NTE,). Investors seem to have great confidence in this business model. US players have receiveodver $50 million in funding. Successful IPOs may follow. The European market has seen some sites coming to market. However, it is behind the U.S. and still in a very early stage. Latin America is largely untapped. There is no competitor that has entered this region capable of rationalizing the transportatio market yet.

1 in line with industry standards(e.g.c,argowerks charges 2.5%, carrierpoint charges4.0%, and an average forwarder marginsis 12%) 3Confidential - Emerald Internet VenturesEXECUTIVE SUMMARY (Cont.)

Strengths of the management team

Diverse top notch management expertise (consulting, operations-,ceommerce) Combination of local business management with U-wSork experience Contacts with local players and governmental authorities Network of professionals/MBAs throughout Latin America Access to US business networks (e.g., McKinsey, Morgan Stanley, CSFB, etc)

What have we done so far?

Strategic alliance with CarrierPointEstablished alliance with leadingUS transportation marketplace. CarrierPoint will license its software solution and share its industry know-how. Both companies will work together to solve inefficiencies of shipments between Mexico and the US (largest trading bo in the world). This event was reported in newswires and in the cover page of Wall Street Journal Americas.

Partnerships with carriersEstablished partnerships/ initial participation agreement with key carriers in Mexico and Argentina.

Partnerships with shippersEstablished initial participation agreement with shippers in Mexico and Argentina

Launched main officesEstablished presence in Mexico, Buenos Aires and Sao Paulo.

PeopleStructured initial phase teams for Mexico and Argentina. In the process of recruiting moloregistics/ transportation industry experts. In conversation with key people in Brazil.

Advisory Board.In the process of structuring an advisory board with industry experts and influential business peopel.eg.( CEOs of leading companies, Industry experts, etc.)

5

CONTENT

Executive Summary

1. Industry overview

Business concept

NETLogistiK product offering

Competitive landscape

Financials

AppendixConfidential - Emerald Internet Ventures

ESTIMATE

WORLWIDE COMMERCIAL FREIGHT TRANSPORTATION REVENUES- BY SEGMENT$ Billions

Worldwide Transportation Revenues

PipelineAir

Trucking revenue breakdownPercentage

100%

Movement of cargo within

Ship

Rail

4% 4%

6%

9%

77%

Trucking

14%

73%

countries is dominated by trucking(77%)

Within this mode large size shipments (LTL and TL) account for 87% of the revenue

NETLogistiK will initially focus on these two segments

100%= $900 bn

Parcel/ Small packages

Less Than truckload (LTL)

Full Truckload (TL)

Total

Source:S&P, Journal of Commerce, McKinsey & Company, SCT, GEIPOT, US Department of Commerce

ESTIMATE

WORLWIDE COMMERCIAL FREIGHT TRANSPORTATION REVENUES- BY REGION$ Billions

Latin America

55 US

Confidential - Emerald Internet Ventures

10

Asia

240

350

The U.S. and European markets account for most of the transportation industry. However, the size of the market is so big that even Latin Americas 6% share represents a very attractive market ($55 billion)

255

Europe

100%= $900 bn*

*Standard & Poors. Does not include shipping across regions

Source:S&P, Journal of Commerce, McKinsey & Company, SCT, GEIPOT, US Department of Commerce Source:

WHAT IS THE OPPORTUNITY IN LATIN AMERICA?

Confidential - Emerald Internet Ventures

Industry revenues$ Billions

100

Its a large market, Latin America spends 3-4% of its GDP in cargo transportation* This $55 billion market represents a very attractive opportunity, even relative to many other industries in the US

7055 the industry is highly fragmented,... Top 10 players have less than 2 % of market share Shippers have to rely on several carriers to fulfill their shipping needs

2612

U.S. prescription drugs

U.S. Alcoholic Beverages

Latin American Transportation market*

U.S. booksU.S. electronics

and the purchasing process is very inefficient. No price transparency Average medium/large-size company in Latin America interacts with over 15 carriers by channels such as phone and fax There is no efficient way to contract and compare shipping services

* Includes commercial transportation in all modes; does not include inter-regional transportationSource: Standard & Poors; Med Ad News; Goldman Sachs; IMT; SCT; IBGE; GEIPOT

ESTIMATE

LATIN AMERICAN COMMERCIAL FREIGHT TRANSPORTATION REVENUES$ Billions; 1999

50-60

10-11

8-10

The largest Latin American transportation markets are Brazil, Mexico, and Argentina

Brazil

14-19

Mexico Argentina Others* Total

Freight transportation represents a centerpiece of these countries economic output (3-4% of GDP)

Additional transparency and reduction of inefficiencies may have a dramatic impact on these countries productivity

Therefore, support from local governments is expected

* Venezuela, Chile, ColombiaSource: Goldman Sachs, IMT,SCI, GEIPOT, Subsecretaria de Programacion Economica (Argentina)

NUMBER OFCOMMERCIAL TRUCKS* FOR THE MAIN LATIN AMERICAN MARKETS

Number of trucks

700,000

ESTIMATE

350,000

300,000

200,000

The market is highly fragmented. Top10 carriers own less than 2%of the trucks

This environment provides an ideal opportunity for a solution like NETlogistik, which improves information and provides liquidity to the system

The number of trucks in the system was used to build a bottom-up revenue model (see financials)

% of the

BrazilMexicoArgentina

Other

Over time NETLogistiKexpects to have at least 5% of

trucks owned by top 10 carriers

< 2.0%1.5%1.6%TBD

the trucks registered andoperating in its electronic marketplace

Source: Instituto Mexicano de Transporte, Comision Nacional del transporte terrestre (Argentina), GEIPOT(Brazil), Interviews

CONTENT

Executive Summary

1. Industry overview

Business concept

NETLogistiK product offering

Competitive landscape

Financials

Appendix

14

BUSINESS CONCEPT

Shippers/ Senders

Carriers/ Transportation Companies

B2B Logistics Marketplace NETLogistiK will develop a Latin Americas Internet B2B marketplace that will allow shippers to compare shipping options and contract transportation services online

Manufacturing companies

Medium/Large Cargo Market The line of service will range from single to multiple truckload shipments

Warehouses

Freight intermediaries and consolidators*

NETLogistiK

Services/Products Spot contracts marketplace Excess capacity auctions Multiple/ complex shipment negotiation tools Cargo insurance Customs and tax advisory Warehousing and cargo management Infrastructure hosting Clearing and payment options Others (vertical market of spare parts)

B2B Verticals

Latin American B2B Logistics Marketplace

* Forwarders, Third Party Logistics (3PL), Others

INTERNET WILL CHANGE THE BUSINESS DYNAMICS

Today

Future

Forwarders

Warehouses

Forwarders

Warehouses

ShippersB2B VerticalsCarriers

Shippers

B2B Verticals

Carriers

From... Many layers of intermediaries Manual/ time-consuming purchasing process Lack of price transparency Sub-optimal truck utilization (e.g., trucks return empty from destination)

To... One-stop-shop option Simpler /automated purchasing process Liquidity reduces prices and costs Wide access to network of shippers/carriers

BENEFITS FOR SHIPPERS AND CARRIERS WILL DRIVE MODEL ADOPTION

Benefits Forces against adoption

For Shippers

From shippers

Access to a larger base of carriersLower prices and more transparencySimplified purchasing processAccess to standardized transaction informationAccess state-of-the-art technology

For Carriers

Improve truck capacity utilization (return trips)Access to a larger customer baseLow-cost sales channelSimplified selling processAccess to state-of-the-art technology

Although it might take some time, benefits will clearly outweigh the forces against adoption

Fear of changing current practicesFear of doing transactions over the internetLack of internet access

From Carriers

Fear of losing controlFear of competitionLack of trust in the system

THIS BUSINESS MODEL IS ALREADY WORKING IN THE U.S. AND EUROPE

PlayersConceptKey partnershipsFunds raisedConfidential - Emerald Internet Ventures

CarrierPoint*Dynamic marketplace for trucking services . It has a rating system that enables shippers andcarriers to evaluate potential partners

IXL, UPS, Tiredex,com ChemConnect.com, etc

$20+ million in second round

NTEReal time exchange that focus on using transportation capacity efficiently. NTE acts as a broker , setting minimum prices

CelarixWeb-based logistics solutions for shippers. It includes a real time neutral exchange

(GF-X)Global Freight Exchange is an Internet-based market to buy and sell air cargo capacity

Ariba, HP, Resource Link, SAP, Manugistics

Retail.com, L.L. Bean, RossetaNet

American Airlines, British Airways, DHL, Circle International, Panalpina

$50 millionin fourth round

$59 million

$45 millionin first round

This is a proven business in the US and Europe

Investors already bought-into the concept, investing over$50MM in some of these companies

IPOs may follow, providing more publicity for the model

* Although it started in mid 1999, CarrierPoint seems to be the company that is developing at the fastest paceSource: Webpages, press clippings, interviews15

CONTENT

Executive Summary

1. Industry overview

Business concept

NETLogistiK product offering

Competitive landscape

Financials

Appendix

20

NETLOGISTIK FUNCTIONALITY

Shipper

Post requirements

Select audience

Origin/Destination Cargo specifications Dates Others

Preferred carriersHighly rated carriers

Rates Routes Services

$

Carrier

Upload rates and availability

Define price discrimination structure

Receive list of quotes and select best option

Negotiate and close transaction on-line

Complete paperwork on-line

Settle on-line

Track shipment

FORMS

$

NETLogistiK

Electronic schedulingIntelligent search capabilitiesNeutral one-stop-shopCapacity, availability and pricingData, information and news

FORMS

$

Receive notification of shipper's request for service

Negotiate and close transaction on-line

Complete paperwork on-line

Upload tracking status of shipments

Settle on-line

PRODUCT OFFERING

DescriptionRevenue Source

1. Spot contracts marketplace

One time contract for specific transportation needs. Shippers post their requirements and NETLogistiKwill electronically channel the RFQ to selected carriers and/or match their requests with carriers rates,schedules and availability information. Giving

2.5-3.5% of transaction value

2. Excess capacity auctions

Allow carriers to auction their excess capacity in order to optimize truck utilization (return trips) 2.5-3.5% of transaction value

3. Intra-carrier exchange

Real-time marketplace for spot contracts between a pre-selected network of carriers. The users will be able to optimize their fleets and leverage their sales force

2.5-3.5% of transaction value

4. Multiple or complex shipments negotiation tools

Longer term and/or special contracts that require price and conditions negotiation tools. Specially targeted to large shippers (e.g. Coca Cola, Xerox, etc)

2.5-3.5% of transaction value

5. Cargo Insurance

Offer the possibility of buying cargo insurance online. This product can contribute substantially to revenues as insurance premiums are usually 1% of the cargo value and standard commissions forinsurance brokers are 10-15%

15% of Insurance premium

6. Customs & tax advisory services

Offered through a referral network of experts that will have alliances with NETLogistiK. The company will charge a flat fee for each referral to its partners

TBD

7. Warehousing and cargo management

Offered through a network that will operate similarly to the one for Customs and tax services. 15% of referral value

CONTENT

Executive Summary

1. Industry overview

Business concept

NETLogistiK product offering

Competitive landscape

Financials

Appendix

COMPETITIVE LANDSCAPE INTERNET PLAYERS

U.S. Europe Latin America

Multimodal

Truck

Air/Ocean

NETLogistiK

The U.S. market is becoming highly competitive; there is no dominant player yet

Europe is emerging

Latin America is still largely untapped

COMPETITIVE LANDSCAPE

USA EUROPE LATIN AMERICA

Confidential - Emerald Internet Ventures

Multimodal

Manugistics From 2 Celarix FreightGate LSXS FreightGate TradeMatrix

NETLogistiK***

Truck

Ocean or Air

FreeCargo OpenShip CarrierPoint EuroTrans BidFreightTruckstop BidFreight NTE FreeCargoTransplace NETLogistiK

Freightonline Ctransport CargoNet GoCargo PriceContainer eraterequest Oceanwide GF-X** CargoWerks **

Low High Low High Low HighLevel of Development (*) Level of Development (*) Level of Development (*)

Although the competitive landscape is very populated, there are not many players that provide full service and end-to-end transaction solution

We believe that the industry leaders at this point are: Celarix, CarrierPoint, NTE andGo Cargo, in their respective segments

The European market has seen some sites coming to the market

However, it is behind the U.S. and still in a very early development stage

No player has taken a dominant position in the market yet

Despite its attractiveness, the Latin American market is not competitive yet

The opportunity is open to the first player that can offer a robust solution

* Low level of Development: Info Aggregators, Searchable bulletin boards. Limited amount of value added services. High Level of Development: Dynamic, deep exchange .Value added services. High transaction capabilities** Air*** Future Development21Source: WebPages, NETLogistiK team analysis

Low

MediumConfidential - Emerald Internet Ventures

COMPETITIVE LANDSCAPE SUMMARY TABLE*

High

Player

C o m m e n t CurrentFocusRangeof servicesTransaction capabilityService focus

Celarix.comA more robust service; includes more than one mode; plus other logistic management software toolsUS

Multimodal

Tradematrix.comPart of a family of other web-enabled B2B services; sourcing, procurement, etc.USMultimodal

Manugistics.comNot an exchange; provides logistics and supply chain mgmt. applicationsUSMultimodal

from 2Shipping solutions for online purchasing. Proprietary tax and customs calculatorsUSMultimodal

lsxs.comBasically a searchable database, with customizable pages and automatic messagingEURMultimodal

Freightgate.comTracking, news, and some useful toolsEUR/USMultimodal

CarrierPoint.comA robust dynamic matching and pricing marketplace; has payment processing and on-line insuranceUSTruck

NTEFocused on carriers; freight posted has a minimum price; robust tracking and payment processing servicesUSTruck

OpenShip.comA pure auction service for truck space; offers some tracking capabilitiesUSTruck

BidFreight.comA pure auction service for truck space; offers some tracking capabilitiesEUR/USTruck

FreeCargo.comTruckstop.comSearchable database for available equipment and loadsA load and truck availability posting serviceEUR/USUS

TruckTruck

Eurotrans.comSearchable database by routes; for truckers; not many other servicesEURTruck

NetEnvios.comA website that focus on providing services for small package/parcel shipments in Latin America. Not CargoL A T Truck

Transplace.comA web-based supermarket for the transportation industry created by incumbentsUS Truck

GoCargo.comA pure auction service for container shipping spaceUSOcean

Eraterequest.comCarriers bid on shippers postings; limited to ocean shippingUSOcean

Freight-on-line.comOn-line quotation systemEUROcean

Cargonet.comMarine towing industry; a database to advertise shipping needs and space/equipment availabilityUS Ocean

Pricecontainer.comActs as intermediary; only ocean containersUSOcean

Oceanwide.com Offers information services; quotes, schedules; facilitates document exchange US Ocean

etransport.comExchange and tools for negotiating contracts and checking rates; software solutions for industrial transportation industryUSOcean

Cargowerks.comRFQ service; arrangement all made outside the exchangeUSA i r

Global Freight ExchangeFocused on transactional issues; for air carriers and forwarders EUR/USA i r

* Note: This page contains information that may become outdated shortly due to the speed at which these companies are evolving.Source: WebPages, NETLogistiK team analysis22

CONTENT

Executive Summary

1. Industry overview

Business concept

NETLogistiK product offering

Competitive landscape

Financials

Appendix

26

KEY STATISTICS

MEXICO

GDP*:$475bnGDP Per capita $4826Transport. Rev: $14-19bn

Latin America

VENEZUELA

GDP*:$104bnGDP Per capita $4394Transport. Rev: TBD

COLOMBIA

GDP*:$92bnGDP Per capita $2438Transport. Rev: TBD

BRAZIL

GDP*:$509bn**GDP Per capita $3105Transport. Rev:$18-20bn

CHILE

GDP*:$69bnGDP Per capita $4587Transport. Rev: TBD

ARGENTINA

GDP*:$287bnGDP Per capita $7947Transport, Rev. $10-11 bn

* 1999 US$ Nominal GDP** Brazil 1999 GDP value in US$ is smaller than the 1997 figures due to the recent currency devaluationSource: Goldman Sachs, Team Analysis

PRELIMINARY ESTIMATES SHOW THAT NETLOGISTIK HAS A HIGH REVENUE POTENTIAL

PRELIMINARY

Revenue Potential$ Millions

150

Low-endScenario

Penetration3%

250

Base Case

Penetration5%

400

Upper-endScenario

Penetration8%

Preliminary estimates show that NETLogistiK could generate between$150-$400 million in revenue after 3 years of operations (see details in following pages)

These revenue numbers do not include other potential revenue sources (option value) that could become available once NETLogistiK captures a significant number of players on its network (Net effect).

These additional revenue sources could come from:

_Vertical market for truck-related products

_Partnerships with automotive/truck producers to provide fleet renovation plans

_Purchasing aggregation services for small carriers to buy products such as combustible and lubricants

_Extension of services to a multimodal solution (rail, ocean, air)

Source: NETLogistik Team Analysis

POTENTIAL REVENUE TREE- ALL COUNTRIES$ Millions

Amount charged per trip by the carrier ($) Value of transactions 325per truck.year ($) *65,000

# Trips per year*** Value of transactions 200Processed ($Millions)Revenue from 5,200commissions ($Millions) # trucks in the marketTRANSPORTATIONINDUSTRYDATA156 # of trucks captured by 1,600,000 Country # trucks by marketCommissions % NETLogistiK's systemBrazil700,0003% 80,000Mexico350,000PenetrationArgentina300,0005%Other250,000Total1,600,000# of trucks captured byNETLogistiK's system80,000

This bottom-up model illustrates the revenue potential after 3-4 years of operations. (for detail on how revenues drivers are expected to evolve over time seefinancial statements pages)

No. of Transactions per year# of transactions insured 16,000,000Total Revenue ($ Millions) on-line # of Trips per year253 Revenue from 2,400,000 200 insurance referral ($Millions)% insured online 34 15% Referral fee $ per transaction**14TOTAL REVENUE SENSITIVITY MATRIX$ Millions# of trucks captured by NETLogistiK's system3.0% 4.0% 5.0% 6.0% 8.0%


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